Document and Entity Information
Document and Entity Information - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 25, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Entity Registrant Name | BROADMARK REALTY CAPITALĀ INC. | ||
Entity Central Index Key | 0001784797 | ||
Document Type | 10-K/A | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Entity File Number | 001-39134 | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 84-2620891 | ||
Entity Address, Address Line One | 1420 Fifth Avenue, Suite 2000 | ||
Entity Address, City or Town | Seattle | ||
Entity Address, State or Province | WA | ||
Entity Address, Postal Zip Code | 98101 | ||
City Area Code | 206 | ||
Local Phone Number | 971-0800 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
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 | $ 1.2 | ||
Entity Common Stock, Shares Outstanding | 132,559,639 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Common Stock [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | BRMK | ||
Security Exchange Name | NYSE | ||
Warrant | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Warrants | ||
Trading Symbol | BRMK WS | ||
Security Exchange Name | NYSEAMER |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Assets | ||
Cash and cash equivalents | $ 223,375 | $ 238,214 |
Mortgage notes receivable, net | 798,486 | 821,589 |
Interest and fees receivable, net | 14,357 | 4,108 |
Investment in real property, net | 8,473 | 5,837 |
Intangible assets, net | 621 | 4,970 |
Goodwill | 136,965 | 131,965 |
Other assets | 5,042 | 2,046 |
Total assets | 1,187,319 | 1,208,729 |
Liabilities and Equity | ||
Accounts payable and accrued liabilities | 4,946 | 8,415 |
Dividends payable | 7,952 | 15,842 |
Total liabilities | 12,898 | 24,257 |
Commitments and Contingencies (Note 10) | ||
Preferred stock, $0.001 par value, 100,000,000 shares authorized, no shares issued and outstanding at December 31, 2020 and 2019 | ||
Common stock, $0.001 par value, 500,000,000 shares authorized, 132,532,383 and 132,015,635 shares issued and outstanding at December 31, 2020 and 2019, respectively | 132 | 132 |
Additional Paid in Capital | 1,213,987 | 1,209,120 |
Accumulated deficit | (39,698) | (24,780) |
Total equity | 1,174,421 | 1,184,472 |
Total liabilities and equity | $ 1,187,319 | $ 1,208,729 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Consolidated Balance Sheets | ||
Preferred stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock shares authorized (in shares) | 100,000,000 | 100,000,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Preferred stock shares outstanding (in shares) | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock shares authorized (in shares) | 500,000,000 | 500,000,000 |
Common stock shares issued (in shares) | 132,532,383 | 132,015,635 |
Common stock shares outstanding (in shares) | 132,532,383 | 132,015,635 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | ||||
Dec. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | [1] | |||
Financial Designation | Successor | Predecessor | [1] | Successor | Predecessor | ||
Revenues | |||||||
Revenues | $ 15,974 | $ 115,010 | [1] | $ 122,358 | $ 95,846 | ||
Other Income (Expense): | |||||||
Change in fair value of optional subscription liabilities | (4,924) | 5,492 | |||||
Impairment: | |||||||
Provision for credit losses, net | 3,342 | [1] | 6,722 | 1,783 | |||
Operating expenses: | |||||||
Compensation and employee benefits | 2,527 | 5,554 | [1] | 17,506 | 3,945 | ||
General and administrative | 2,843 | 10,402 | [1] | 13,391 | 8,278 | ||
Transaction costs | 367 | 25,789 | [1] | ||||
Total Expenses | 5,737 | 45,087 | [1] | 37,619 | 14,006 | ||
Income before income taxes | 5,313 | 69,923 | [1] | 90,231 | 81,840 | ||
Income tax provision | 0 | 90 | |||||
Net income | $ 5,313 | 69,923 | [1] | $ 90,231 | 81,750 | ||
Earnings per common share: | |||||||
Basic | [2] | $ 0.04 | $ 0.68 | ||||
Diluted | [2] | $ 0.04 | $ 0.68 | ||||
Weighted-average shares of common stock outstanding, basic and diluted | |||||||
Basic | 132,111,329 | 132,209,495 | |||||
Diluted | 132,499,386 | 132,261,113 | |||||
Interest income | |||||||
Revenues | |||||||
Revenues | $ 13,207 | 82,225 | [1] | $ 93,869 | 58,429 | ||
Fee income | |||||||
Revenues | |||||||
Revenues | $ 2,767 | $ 32,785 | [1] | $ 28,489 | $ 37,417 | ||
[1] | Predecessor periods are combined as disclosed in Note 1. | ||||||
[2] | The Company determined that earnings per unit in the Predecessor periods would not be meaningful to the users of this filing, given the different unit holders and members' equity structures of each individual entity in the Predecessor Company Group. |
Consolidated Statements of Memb
Consolidated Statements of Members' Equity and Shareholders' Equity - USD ($) $ in Thousands | Preferred Units [Member] | Common Units [Member]Common Class A Units [Member] | Common Units [Member]Common Class P Units [Member] | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings (Accumulated Deficit) [Member]Adoption of ASU 2016-13 | Retained Earnings (Accumulated Deficit) [Member] | Adoption of ASU 2016-13 | Total | |||
Financial Designation | [1] | Predecessor | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net Income | $ 81,750 | $ 81,750 | [1] | ||||||||||
Balances as of at Dec. 31, 2017 | [1] | $ 382,595 | $ 1 | $ 256 | (461) | 382,391 | |||||||
Balance as of (in units) at Dec. 31, 2017 | [1] | 19,500 | |||||||||||
Increase (Decrease) In Members Equity [RollForward] | |||||||||||||
Contributions | $ 308,426 | 308,426 | |||||||||||
Contributions (in units) | [2] | 308,426,581 | |||||||||||
Reinvestments | $ 21,478 | 21,478 | |||||||||||
Reinvestments (in units) | [2] | 21,477,478 | |||||||||||
Net Income | 81,750 | 81,750 | [1] | ||||||||||
Distributions | (81,926) | (81,926) | |||||||||||
Redemptions | $ (27,520) | (27,520) | |||||||||||
Redemptions (in units) | [2] | (27,520,106) | |||||||||||
REIT Conversion, net (in units) | [2],[3] | (295,566,252) | |||||||||||
Compensation expense related to grant of profits interest | 259 | 259 | |||||||||||
Compensation expense related to grant of profits interest | (50) | 50 | |||||||||||
Grants of restricted units | 252 | 252 | |||||||||||
Grants of restricted units (in unit) | 1,500 | ||||||||||||
Balance as of at Dec. 31, 2018 | [1] | $ 684,979 | $ 1 | 767 | (637) | $ 685,110 | |||||||
Balance as of (in units) at Dec. 31, 2018 | [1] | 20,950 | 50 | ||||||||||
Balance as of (in units) at Dec. 31, 2018 | [1],[2] | 6,817,701 | |||||||||||
Financial Designation | [1] | Predecessor | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net Income | 69,923 | $ 69,923 | [1] | ||||||||||
Balance at Nov. 14, 2019 | $ 467,235 | (12,259) | 454,976 | ||||||||||
Balance, (in shares) at Nov. 14, 2019 | 4,655,758 | ||||||||||||
Increase (Decrease) In Members Equity [RollForward] | |||||||||||||
Contributions | $ 356,386 | 356,386 | |||||||||||
Contributions (in units) | 3,563,859 | [2] | 850 | ||||||||||
Reinvestments | $ 33,637 | 33,637 | |||||||||||
Reinvestments (in units) | [2] | 336,366 | |||||||||||
Net Income | 69,923 | 69,923 | [1] | ||||||||||
Distributions | (102,204) | (102,204) | |||||||||||
Redemptions | $ (155,744) | (155,744) | |||||||||||
Redemptions (in units) | [2] | (1,555,623) | |||||||||||
Compensation expense related to grant of profits interest | 734 | 734 | |||||||||||
Compensation expense related to grant of profits interest | (100) | 100 | |||||||||||
Grants of restricted units | 474 | 474 | |||||||||||
Grants of restricted units (in unit) | 150 | ||||||||||||
Balance as of at Nov. 14, 2019 | [1] | $ 919,258 | $ 1 | 1,975 | (32,918) | $ 888,316 | |||||||
Balance as of (in units) at Nov. 14, 2019 | [1] | 21,850 | 150 | ||||||||||
Balance as of (in units) at Nov. 14, 2019 | [1],[2] | 9,162,303 | |||||||||||
Financial Designation | Successor | ||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Recapitalization of BRELF II, LLC and Broadmark | $ (467,235) | $ 86 | 794,798 | (1,992) | $ 325,657 | ||||||||
Recapitalization of BRELF II, LLC and Broadmark (in shares) | (4,655,758) | 86,118,101 | |||||||||||
Consent fee paid to warrant holders | (66,679) | (66,679) | |||||||||||
Issuance of shares in connection with Business Combination | $ 46 | 479,573 | 479,619 | ||||||||||
Issuance of shares in connection with Business Combination (in shares) | 45,896,534 | ||||||||||||
Issuance of shares for exercised warrants | 11 | 11 | |||||||||||
Issuance of shares for exercised warrants (in shares) | 1,000 | ||||||||||||
Net Income | 5,313 | 5,313 | |||||||||||
Dividends | (15,842) | (15,842) | |||||||||||
Stock-based compensation expense for restricted stock units | 1,417 | 1,417 | |||||||||||
Balance at Dec. 31, 2019 | $ 132 | 1,209,120 | $ (1,975) | (24,780) | $ (1,975) | 1,184,472 | |||||||
Balance, (in shares) at Dec. 31, 2019 | 132,015,635 | ||||||||||||
Increase (Decrease) In Members Equity [RollForward] | |||||||||||||
Net Income | 5,313 | $ 5,313 | |||||||||||
Financial Designation | Successor | ||||||||||||
Issuance of shares for vested restricted stock units (in shares) | 516,723 | ||||||||||||
Issuance of shares for exercised warrants (in shares) | 25 | ||||||||||||
Net Income | 90,231 | $ 90,231 | |||||||||||
Dividends | (103,174) | (103,174) | |||||||||||
Stock-based compensation expense for restricted stock units | 4,867 | 4,867 | |||||||||||
Balance at Dec. 31, 2020 | $ 132 | $ 1,213,987 | (39,698) | 1,174,421 | |||||||||
Balance, (in shares) at Dec. 31, 2020 | 132,532,383 | ||||||||||||
Increase (Decrease) In Members Equity [RollForward] | |||||||||||||
Net Income | $ 90,231 | $ 90,231 | |||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. | ||||||||||||
[2] | Previous years equity classification differs from current year presentation due to change from prior capital structure. Portions of prior years' equity have been reclassed to retained earnings to conform with current year presentation. No change to total equity. | ||||||||||||
[3] | Certain companies of the Predecessor converted to a REIT during 2018 and the previous equity structure was converted. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) shares in Thousands, $ in Thousands | 2 Months Ended | 10 Months Ended | 12 Months Ended | |||||
Dec. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | |||||
Consolidated Statements of Cash Flows | ||||||||
Financial Designation | Successor | Predecessor | [1] | Successor | Predecessor | [1] | ||
Cash flows from operating activities | ||||||||
Net income | $ 5,313 | $ 69,923 | [1] | $ 90,231 | $ 81,750 | [1] | ||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Accretion of deferred origination and amendment fees | (23,114) | |||||||
Amortization of intangible assets | 1,030 | 1 | [1] | (651) | 1 | [1] | ||
Depreciation | 8 | 111 | [1] | 93 | 96 | [1] | ||
Compensation expense related to grant of profits interest | [1] | 734 | 259 | |||||
Stock-based compensation expense for restricted stock units | 1,417 | 4,867 | ||||||
Compensation expense related to grant of Class A units | [1] | 474 | ||||||
Grants of restricted units | [1] | 252 | ||||||
Provision for credit losses, net | 3,342 | [1] | 6,722 | 1,783 | [1] | |||
Gain on sale of real property | [1] | (317) | ||||||
Write down of investment in real property | [1] | 179 | ||||||
Change in unrealized loss on investments in real property | [1] | 167 | ||||||
Change in fair value of optional subscription liabilities | 4,924 | (5,492) | ||||||
Changes in operating assets and liabilities: | ||||||||
Change in fees receivable from escrow | [1] | (319) | ||||||
Interest and fees receivable, net | 1,908 | (5,134) | [1] | (10,249) | (882) | [1] | ||
Change in other assets | (1,291) | (290) | [1] | (3,089) | (2,388) | [1] | ||
Accounts payable and accrued liabilities | (7,669) | 22,158 | [1] | 2,023 | 1,100 | [1] | ||
Net cash provided by operating activities | 5,640 | 91,498 | [1] | 61,341 | 81,502 | [1] | ||
Cash flows from investing activities: | ||||||||
Cash paid for acquisitions, net of cash acquired | (13,740) | |||||||
Investments in fixed assets | [1] | (268) | (261) | |||||
Proceeds from sale of real property | 2,577 | 6,363 | [1] | 6,356 | 6,970 | [1] | ||
Improvements to investments in real property | (308) | [1] | (119) | (1,790) | [1] | |||
Change in mortgage notes receivable, net | (14,729) | (222,178) | [1] | 28,647 | (280,569) | [1] | ||
Net cash provided by (used in) investing activities | (25,892) | (216,391) | [1] | 34,884 | (275,650) | [1] | ||
Cash flows from financing activities: | ||||||||
Proceeds from recapitalization with Trinity Merger Sub | 327,056 | |||||||
Contributions from members | [1] | 356,386 | 308,426 | |||||
Contributions received in advance | [1] | (24,507) | 17,137 | |||||
Dividends paid | 111,064 | (2,640) | [1] | |||||
Distributions | (1,992) | (74,900) | [1] | (60,448) | [1] | |||
Redemptions of members | [1] | (155,744) | (27,520) | |||||
Proceeds from exercise of warrants | 11 | |||||||
Consent fee paid to holders of Public Warrants | (66,679) | |||||||
Net cash provided by (used in) financing activities | 258,396 | 101,235 | [1] | (111,064) | 240,235 | [1] | ||
Net increase (decrease) in cash and cash equivalents | 238,144 | (23,658) | [1] | (14,839) | 46,087 | [1] | ||
Cash and cash equivalents, beginning of period | 88,576 | [1] | 112,234 | [1] | 238,214 | 66,147 | [1] | |
Cash and cash equivalents, end of period | $ 238,214 | 88,576 | [1] | 223,375 | 112,234 | [1] | ||
Supplemental disclosure of non-cash investing and financing activities | ||||||||
Common stock issued in connection with the Business Combination | 479,619 | |||||||
Common stock issued in connection with the Recapitalization of BRELF II | $ 495,496 | |||||||
Common stock issued for transaction expenses in connection with Business Combination and Recapitalization | 1,391 | |||||||
Assumption of consent fee liability in connection with the recapitalization with Trinity Merger Sub I, Inc. | 66,679 | |||||||
Dividends payable | $ 15,842 | 7,952 | ||||||
Reinvested distributions | [1] | 33,637 | 21,478 | |||||
Measurement period adjustment to goodwill and intangible assets | 5,000 | |||||||
Mortgage notes receivable converted to real property owned | $ 2,046 | [1] | $ 8,873 | $ 7,316 | [1] | |||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Organization and business
Organization and business | 12 Months Ended |
Dec. 31, 2020 | |
Organization and business | |
Organization and business | Note 1 - Organization and business Broadmark Realty Capital Inc. (āBroadmark Realty,ā the āCompany,ā āSuccessor,ā āwe,ā āusā and āourā) is an internally managed commercial real estate finance company that provides secured financing to real estate investors and developers. Broadmark Realtyās objective is to preserve and protect shareholder capital while producing attractive risk-adjusted returns primarily through dividends generated from current income from its loan portfolio. Broadmark Realty operates in select states that it believes to have favorable demographic trends and provide Broadmark Realty the ability to efficiently access the underlying collateral in the event of borrower default. On November 14, 2019 (the āClosing Dateā), Broadmark Realty Capital Inc., a Maryland corporation (formerly named Trinity Sub Inc.) (āBroadmark Realtyā), consummated a business combination (the āBusiness Combinationā) pursuant to an Agreement and Plan of Merger, dated August 9, 2019 (the āMerger Agreementā), by and among the Company, Trinity Merger Corp. (āTrinityā), Trinity Merger Sub I, Inc. (āMerger Sub Iā), Trinity Merger Sub II, LLC (āMerger Sub IIā and together with Trinity and Merger Sub I, the āTrinity Partiesā), PBRELF I, LLC (āPBRELFā), BRELF II, LLC (āBRELF IIā), BRELF III, LLC (āBRELF IIIā), BRELF IV, LLC (āBRELF IVā and, together with PBRELF, BRELF II and BRELF III, the āPredecessor Companiesā and each a āPredecessor Companyā), Pyatt Broadmark Management, LLC (āMgCo Iā), Broadmark Real Estate Management II, LLC (āMgCo IIā), Broadmark Real Estate Management III, LLC (āMgCo IIIā), and Broadmark Real Estate Management IV, LLC (āMgCo IVā and, together with MgCo I, MgCo II and MgCo III, the āPredecessor Management Companiesā and each a āPredecessor Management Company,ā and the Predecessor Management Companies, together with the Predecessor Companies and their subsidiaries, the āPredecessor Company Groupā). Pursuant to the terms and subject to the conditions set forth in the Merger Agreement, (i) Merger Sub I merged with and into Trinity, with Trinity being the surviving entity of such merger (the āTrinity Mergerā), (ii) immediately following the Trinity Merger, each of the Predecessor Companies merged with and into Merger Sub II, with Merger Sub II being the surviving entity of such merger (the āCompany Mergerā), and (iii) immediately following the Company Merger, each of the Predecessor Management Companies merged with and into Trinity, with Trinity being the surviving entity of such merger (the āManagement Company Mergerā and, together with the Trinity Merger and the Company Merger, the āMergersā). As a result of the Mergers, Merger Sub II and Trinity became wholly owned subsidiaries of Broadmark Realty. The consolidated subsidiaries of Broadmark Realty after the Business Combination include BRMK Lending, LLC, BRMK Management, Corp., and Broadmark Private REIT Management, LLC. BRMK Lending, LLC originates short-term loans secured by first deed of trust liens on residential and commercial real estate. BRMK Management, Corp. (the āManagerā) manages the underwriting, closing, servicing and disposition of mortgage notes, and performs all general and administrative duties for Broadmark Realty. Broadmark Private REIT Management, LLC (the āPrivate REIT Managerā) manages Broadmark Private REIT, LLC (the āPrivate REITā), an unconsolidated affiliate of the Company that primarily participates in loans originated, underwritten, and serviced by a subsidiary of Broadmark Realty. ā Broadmark Realty has elected to be taxed as a real estate investment trust (āREITā) for U.S. federal income tax purposes commencing with the tax period ending December 31, 2019. Broadmark Realty generally will not be subject to U.S. federal corporate income tax on that portion of its net income that is distributed to stockholders if it distributes at least 90% of its REIT taxable income to its stockholders by prescribed dates and complies with various other requirements. The Company also operates its business in a manner that permits it to maintain an exclusion from registration under the Investment Company Act of 1940. As a REIT, Broadmark Realty may own up to 100% of the stock of one or more taxable REIT subsidiaries (āTRSsā), which may earn income that would not be qualifying income if earned directly by a REIT. The Manager is a TRS and this election applies to the wholly owned subsidiaries of the Manager, including the Private REIT Manager. Unless the context otherwise requires, references to āBroadmark Realty,ā the āCompany,ā āwe,ā āusā and āourā in the remainder of this report refer to Broadmark Realty Capital Inc. and its consolidated subsidiaries after the Business Combination, and refer to the Predecessor Company Group for periods prior to the Business Combination. |
Summary of significant accounti
Summary of significant accounting policies | 12 Months Ended |
Dec. 31, 2020 | |
Summary of significant accounting policies | |
Summary of significant accounting policies | Note 2 - Summary of significant accounting policies Basis of Presentation For periods prior to November 15, 2019, the accompanying consolidated financial statements do not represent the financial position and results of operations of one controlling legal entity, but rather a combination of the historical results of the Predecessor Company Group, which was under common management. Therefore, any reference herein to the Predecessor financial statements are made on a combined basis. For periods from November 15, 2019 on, the accompanying consolidated financial statements represent the consolidated financial statements of the Company, beginning with BRELF II as the accounting acquirer and successor entity. In addition, as a result of the Business Combination, the consolidated financial statements for periods from November 15, 2019 on, are presented on a new basis of accounting pursuant to Accounting Standards Codification ("ASC") 805, Business Combinations We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The presentation of each Predecessor period has been conformed to the current period's presentation for the purposes of these consolidated financial statements. Additionally, certain balance sheet captions as of December 31, 2019 have been reclassified to conform to the current period's presentation. Principles of Consolidation For the Predecessor period, all significant intra-entity accounts, balances, and transactions have been eliminated in the preparation of the consolidated financial statements. Beginning November 15, 2019, all significant intercompany accounts, balances, and transactions have been eliminated in consolidation. Broadmark Realty consolidates those entities in which it has control over significant operating, financial and investing decisions of the entity, as well as those entities deemed to be variable interest entities (āVIEsā), if any, in which Broadmark Realty is determined to be the primary beneficiary. Broadmark Realty is not the primary beneficiary of, and therefore does not consolidate, any VIEs at December 31, 2020 and 2019. The Private REIT was determined to be a voting interest entity for which we, through our wholly owned subsidiary acting as manager with no significant equity investment, do not hold a controlling interest in and do not consolidate. Furthermore, the Private REIT participation in loans originated by us meets the characteristics of a participating interest in accordance with GAAP and therefore, is treated as a sale of mortgage notes receivable and is derecognized from our consolidated financial statements. Certain Significant Risks and Uncertainties In the normal course of business, we encounter one primary type of economic risk in the form of credit risk. Credit risk is the risk of default on our investment in mortgage notes receivable resulting from a borrowerās inability or unwillingness to make contractually required payments. We believe that the carrying values of our loans reasonably consider this credit risk. In addition, we are subject to significant tax risks. If we were to fail to qualify as a REIT in any taxable year, we would be subject to U.S. federal corporate income tax, which could be material. We operate in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, we believe that changes in any of the following areas could have a significant negative effect on us in terms of our future financial position, results of operations or cash flows: public health crises, like the novel coronavirus (āCOVID-19ā) pandemic; the economy in the areas we operate; competition in our market; the stability of the real estate market and the impact of interest rate changes; changes in government regulation affecting our business; natural disasters and catastrophic events; our ability to attract and retain qualified employees and key personnel; and protection of customersā information and other privacy concerns, among other things. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. The most significant estimates relate to the expected credit losses on our loans and the fair value of financial instruments, such as investments in real property. Accordingly, actual results could differ from those estimates. The COVID-19 pandemic has introduced significant additional uncertainty with respect to estimates, judgments and assumptions, which may materially impact the estimates previously listed, among others. Reportable Segments We operate the business as one operating and reportable segment, which originates, underwrites and services construction loans. BALANCE SHEET MEASUREMENT Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of 90 days or less at the date of purchase to be cash equivalents. We have a cash management sweep account repurchase agreement whereby our bank nightly sweeps cash in excess of $750,000, sells us specific U.S. Government Agency securities and then repurchases these securities the next day. We maintain our cash and cash equivalents with financial institutions. At times, such amounts may exceed federally insured limits. As of December 31, 2020 and 2019, the uninsured cash and cash equivalents balance was $222.4 million and $236.7 million, respectively. There were no restrictions on cash as of December 31, 2020 or 2019. Mortgage Notes Receivable Mortgage notes receivable (referred to herein as āmortgage notes receivableā, āconstruction loansā, āloansā, or ānotesā) are classified as held for investment as we have the intent and ability to hold until maturity or payoff and are carried in the consolidated balance sheets at amortized cost, net of construction holdbacks, interest reserves, allowance for credit losses and deferred origination and amendment fees. Participations in mortgage notes receivables are accounted for as sales and derecognized from the balance sheet when control over the transferred assets has been surrendered. Control over transferred assets is deemed to be surrendered when: (1) a group of financial assets or a participating interest in an entire financial asset has been isolated from the Company, (2) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right, beyond a more than trivial benefit) to pledge or exchange the transferred assets, and (3) the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity. If the sales do not meet these criteria, the sale of the participation is treated as a secured borrowing. As of December 31, 2020, all participations in mortgage notes receivable sold to the Private REIT have achieved sale accounting. There were no participations as of December 31, 2019. Deferred Income Deferred income represents the amount of our origination and amendment fees that have been deferred and will be recognized in income over the contractual maturity of the underlying loan. Origination fees are included in the total commitment to the borrower and financed at the time of loan origination. Amendment fees are either included in the total commitment to the borrower and financed at the time of the loan amendment or are billed to the borrower when the loan is amended and not capitalized into the principal outstanding. Deferred origination and amendment fees capitalized into the principal outstanding are included within mortgage notes receivable, net on the consolidated balance sheets. Deferred amendment fees that are not capitalized into the principal outstanding are presented within interest and fees receivable, net on the consolidated balance sheets. Interest and Fees Receivable Interest on performing loans is accrued and recognized as interest income at the contractual rate of interest, or at the contractual rate of monthly minimum interest. Extension fees are charged when we agree to extend the maturity dates of loans. In addition, late fees are changed when borrower payments are contractually past due. Extension and late fees represent an outstanding fee receivable that is generally collected at loan pay off. We monitor each noteās outstanding interest and fee receivables and, based on historical performance, generally reserve against the balance after a receivable is greater than 60 days past due unless collectability of all amounts due is reasonably assured. We have made an accounting policy election to exclude accrued interest and fee receivables from the amortized cost basis of the related mortgage notes receivable in determining the CECL allowance as any uncollected accrued interest receivable is written off in a timely manner. Real property Real property owned by us consists of real estate acquired in settlement of loans. Real estate acquired through foreclosure or deed in lieu of foreclosure is recorded at fair market value at the time of acquisition, which generally approximates the carrying value of the loan secured by such property. Costs related to acquisition, development, construction and improvements are capitalized to the extent the investment in the real property does not exceed the fair value less estimated costs to sell. Expenditures for repairs and maintenance are charged to expense when incurred. As of December 31, 2020 and 2019, we owned three and two real properties, respectively. Goodwill Goodwill represents the excess of the consideration paid over the fair value of net assets acquired in connection with the Business Combination in November 2019. Goodwill is tested for impairment annually in October or more frequently if events or changes in circumstances indicate potential impairment. In testing goodwill for impairment, we follow ASC 350, IntangiblesāGoodwill and Other Intangible Assets As a result of the Business Combination in November 2019, we identified intangible assets in the form of customer relationships. We recorded the intangible assets at fair value at the acquisition date and are amortizing the value of these finite lived intangibles into expense over the expected useful life. Fixed Assets Fixed assets, which are included in other assets in the accompanying consolidated balance sheets are stated at cost, less accumulated depreciation. Repairs and maintenance to these assets are charged to expense as incurred; major improvements enhancing the function and/or useful life are capitalized. When items are sold or retired, the related cost and accumulated depreciation are removed from the accounts and any gains or losses arising from such transactions are recognized. Depreciation is recorded on the straight-line basis over the estimated useful life of the assets, which ranges from three Other Assets Other assets primarily consist of prepaid insurance, right-of-use asset and other operating receivables. In connection with the Business Combination, we entered into an arrangement to sublease an operating lease and have recorded a right-of-use asset lease liability INCOME RECOGNITION Interest Income Interest income on mortgage notes receivable is accrued based on contractual rates applied to the principal balance outstanding, unless there is a minimum interest provision in the mortgage note. Many construction loans provide for minimum interest provisions, under which the contractual rate applies to, which are typically between 50% and 70% of the face amount of the note until the actual outstanding principal exceeds the minimum threshold. Mortgage notes receivable can be placed in contractual default status for any of the following reasons: (1) an interest payment is more than 30 days past due; (2) a note matures and the borrower fails to make payment of all amounts owed or extend the loan; or (3) the collateral becomes impaired in such a way that the ultimate collection of the note is doubtful. The accrual of interest income is suspended when a loan is in contractual default unless the interest is paid in cash or collectability of all amounts due is reasonably assured. In addition, in certain instances, where the interest reserve on a current loan has been fully depleted and the interest payment is not expected to be collected from the borrower, we may place a current loan on non-accrual status and recognize interest income on a cash-basis. Interest previously accrued may be reversed at that time, and such reversal is offset against interest income. The accrual of interest income resumes only when the suspended loan becomes contractually current or a credit analysis supports the ability to collect in accordance with the terms of the loan. Fee Income We charge loan origination fees in conjunction with origination. Amendment fees are charged when loan terms are modified, such as increases in interest reserves and construction holdbacks in line with our underwriting criteria or upon modification of a loan for the transition from horizontal development to vertical construction. We defer and amortize loan origination and amendment fees over the contractual terms of the loans. Extension fees are charged when we agree to extend the maturity dates of loans and we charge fees on past due receivables. Extension and late fees are recognized when billed to the borrower. The Predecessor Companies did not defer loan origination and amendment fees, rather, loan fee income at origination or amendment due to the short-term nature of the loans, and the difference in accounting policy is not considered significant. We charge inspection fees, which we use to hire independent inspectors to report on the status of construction projects. These fees are earned and recognized upon each construction draw request. Impairment of Loans ā Current Expected Credit Losses For the year ended December 31, 2020, we adopted the current expected credit loss (āCECL Standardā) on January 1, 2020. The CECL Standard replaced the incurred loss model under existing guidance with an expected loss model for instruments measured at amortized cost. We now record an allowance for credit losses in accordance with the CECL Standard on our loan portfolio on a collective basis by assets with similar risk characteristics. In addition, for assets that are classified as collateral dependent based on foreclosure being probable, we continue to record loan specific allowances based on the fair value of the collateral for expected credit losses under the CECL Standard. Given the short-term nature of our loans, we evaluate the most recent external appraisal and depending on the age of the appraisal, may order a new appraisal or, where available, will evaluate against existing comparable sales or other pertinent information to estimate the fair value of the collateral for such loans. The CECL Standard requires an entity to consider historical loss experience, current conditions, and a reasonable and supportable forecasts of the economic environment. The Company utilizes a probability of default/loss given default (āPD/LGDā) method approach for estimating current expected credit losses. In accordance with the PD/LGD method, an annual historical loss rate is applied to the amortized cost of an asset or pool of assets over the remaining expected life. The PD/LGD method requires consideration of the timing of expected future funding of existing commitments and repayments over each assetās remaining life. An annual loss factor, adjusted for macroeconomic estimates, is applied over each subsequent period and aggregated to arrive at the CECL allowance. In determining the CECL allowance, we considered various factors including (i) historical loss experience in our portfolio (ii) historical loss experience in the commercial real estate lending market, (iii) timing of expected pay offs including prepayments and extensions where reasonably expected, and (iv) our current and future view of the macroeconomic environment. We utilize a reasonable and supportable forecast period equal to the contractual term of the loan plus short-term extensions of one to three months that are reasonably expected for construction loans. Management estimates the allowance for credit losses using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is maintained at a level sufficient to provide for expected credit losses over the life of the loan based on evaluating historical credit loss experience and making adjustments to historical loss information for differences in the specific risk characteristics in the current loan portfolio. Refer to āNote 4 ā Mortgage Notes Receivableā for further information regarding the CECL allowance. We have made an accounting policy election to exclude accrued interest receivable, included in interest and fees receivable, net on our consolidated balance sheets, from the amortized cost basis of the related mortgage notes receivable in determining the CECL allowance as any uncollected accrued interest receivable is written off in a timely manner. No interest income is recognized on mortgage notes receivable that are in contractual default unless the interest is paid in cash or collectability of all amounts due is reasonably assured. In addition, in certain instances, where the interest reserve on a current loan has been fully depleted and the interest payment is not expected to be collected from the borrower, we may place a current loan on non-accrual status and recognize interest income on a cash-basis. Impairment of Loans-Incurred Loss Model For the periods ended December 31, 2019 and November 14, 2019, and the year ended December 31, 2018, we evaluated loans designated as non-performing for impairment as we had some expectation that the repayment of loan, including both contractual interest and principal payments, may not be realized in full. We designated loans as non-performing at such time as (1) the borrower failed to make the required monthly interest-only loan payments; (2) the loan had a maturity default; or (3) in the opinion of management, it was probable we would be unable to collect all amounts due according to the contractual terms of the loan. The allowance for credit losses reflected our estimate of incurred loan losses in the loan portfolio as of the balance sheet date. The allowance increased or decreased by recording the loan loss provision or recovery in our consolidated statements of income and decreased by charge-offs when losses were confirmed through the receipt of assets, such as in a pre-foreclosure sale or upon ownership control of the underlying collateral in full satisfaction of the loan upon foreclosure or when significant collection efforts had ceased. The allowance for credit losses was determined on an asset-specific basis. The asset-specific allowance related to estimated losses on individual impaired loans. This assessment was based on factors such as payment status, lien position, borrower financial resources and investment collateral, collateral type, project economics and geographic location as well as national and regional economic factors. For impaired loans, impairment was measured using the estimated fair value of collateral less the estimated cost to sell in comparison to the carrying value. Valuations were performed or obtained at the time a loan was determined to be impaired and designated as non-performing, and they are updated if circumstances indicate that a significant change in value has occurred. Given the short-term nature of our loans, we evaluate the most recent external appraisal and depending on the age of the appraisal, may order a new appraisal or, where available, will evaluate against existing comparable sales or other pertinent information to estimate the fair value of the collateral for such loans. As of December 31, 2019, all of our allowance for loan losses represented an asset-specific allowance. EXPENSE RECOGNITION ShareāBased Payments We measure compensation expense for all share-based awards at fair value on the date of grant and recognize compensation expense over the service period on a straight-line basis for awards expected to vest, which is generally three years for employees and one year for directors. Share-based awards are issued under the Broadmark Realty Capital Inc. 2019 Stock Incentive Plan. Awards made to our employees and directors, typically consist of restricted stock units and fair value is based on the grant date closing price of our common stock. All share based awards granted from December 31, 2020 have been awards with periodic vesting and we recognize the related expense on a straight -line basis over the requisite service period for the entire award, subject to periodic adjustments to ensure that the cumulative amount of expense recognized through the end of any reporting period is at least equal to the portion of the grant date value of the award that has vested through that date. We account for forfeitures prospectively as they occur. If there are any modifications or cancellations of the underlying unvested share-based awards, we may be required to accelerate or increase any remaining unrecognized or previously recorded stock-based compensation expense. Profit Interests (Predecessor) The Predecessor Management Companiesā profits interests were accounted for as share-based compensation. The Predecessor Management Companiesā expensed the fair value of profits interests granted to its employees and directors over the period each award vested. Compensation cost was measured using the Black-Scholes model. All unvested profits interests vested at the time of the Business Combination. Income Taxes (Successor) We have elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, for U.S. federal income tax purposes (the āCodeā). As a REIT, we generally are not subject to U.S. federal income taxes on net income we distribute to our shareholders. We intend to make timely distributions sufficient to satisfy the annual distribution requirements. If we fail to qualify as a REIT in any taxable year, we will be subject to U.S. federal income tax on our taxable income at regular corporate tax rates. Even if we qualify for taxation as a REIT, we may be subject to certain state and local taxes on our income and property and U.S. federal income and excise taxes on our undistributed income. Our TRSs are subject to U.S. federal income taxes. Income Taxes (Predecessor) The Predecessor Companies were taxed as partnerships and REITs under provisions of the Code. As such, the tax attributes of the partnerships are included in the individual tax returns of its members for partnerships and not for the Predecessor Company Group as the REIT entities met the qualifications to be taxed as REITs. Accordingly, the accompanying consolidated statement of income for the period ending November 14, 2019 includes no provision for income taxes for the Predecessor Company Group. Earnings per Share We follow the accounting guidance in ASC 260, Earnings Per Share For purposes of the Predecessor period which includes the financial results of the Predecessor Company Group, we determined that earnings per unit would not be meaningful to the users of this filing, given the different unitholders and membersā equity structures of each individual entity in the Predecessor Company Group. Recent Accounting Pronouncements As a former emerging growth company, the Jumpstart Our Business Startups Act (āJOBS Actā) permitted us an extended transition period for complying with new or revised accounting standards affecting public companies. Through the third quarter of 2020, we elected to use this extended transition period and adopt certain new accounting standards on the private company timeline, which meant that our financial statements may not have been comparable to the financial statements of public companies that comply with such new or revised accounting standards on a non-delayed basis. We ceased to qualify as an emerging growth company effective December 31, 2020. As discussed above under āImpairment of Loans-Current Expected Credit Lossesā, we adopted the CECL Standard for the year ended December 31, 2020. This adoption was required when we ceased to qualify as an emerging growth company as of December 31, 2020, but the standard was then applicable for all of the year ended December 31, 2020. Accordingly, our previously reported quarterly net income for 2020 was adjusted for changes to our provision for credit losses. The CECL Standard required an initial effect of adoption to be recorded through a cumulative-effect adjustment to retained earnings as of January 1, 2020. Subsequent changes to the CECL allowance are recognized as a provision for credit losses through net income (loss). In January 2017, the FASB issued ASU 2017-04, Intangibles ā Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unitās goodwill with the carrying amount of that goodwill. Under the amendments in ASU 2017-04, an entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The updated guidance requires prospective adoption. We adopted the standard on January 1, 2020 and there was no material impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820), which (1) adds incremental requirements for entities to disclose (a) the amount of total gains or losses for the period recognized in other comprehensive income that is attributable to fair value changes in assets and liabilities held as of the balance sheet date and categorized within Level 3 of the fair value hierarchy (b) the range and weighted average used to develop significant unobservable inputs and (c) how the weighted average was calculated for fair value measurements categorized within Level of the fair value hierarchy and (2) eliminates disclosure requirements for (a) transfers between Level 1 and Level 2 and (b) valuation processes for Level 3 fair value measurements. We adopted the standard on January 1, 2020 and there was no material impact on our consolidated financial statements . |
Business Combination
Business Combination | 12 Months Ended |
Dec. 31, 2020 | |
Business Combination | |
Business Combination | Note 3 ā Business Combination As discussed in Note 1, the Company entered into a Merger Agreement with Trinity, the Trinity Parties, the Predecessor Companies and the Predecessor Management Companies. The Business Combination was accounted for in accordance with ASC 805 Business Combinations Separately, the cash and equity consideration transferred per the Merger Agreement was allocated between the legal amounts issued for the recapitalization of BRELF II and the cash and equity issued for the acquisition of the Predecessor Company Group. Given that the Merger Agreement was negotiated at armās length and based on the fair value of the entities, the legal consideration best depicted the relative fair value of separating the acquisitions from the recapitalization. The amount of common stock issued in the transaction that was attributable to the recapitalization of BRELF II was $495.5 million, along with $12.7 million of transaction costs, which were recorded as operating expenses and were settled in cash of $11.3 million and common stock of $1.4 million. Total consideration allocated to the Business Combination under ASC 805 is $581.9 million, which was measured at its acquisition date fair value, consisting of $102.2 million in cash and $479.6 million of the Company common stock. Such amounts are inclusive of seller-transaction costs of $13.5 million, settled by the acquirer at closing in cash of $11.9 million and common stock of $1.6 million. The purchase price allocation of assets acquired, and liabilities assumed have been recorded at their preliminary fair values as of the closing of November 14, 2019 The fair values of assets acquired and liabilities assumed by BRELF II on November 14, 2019 ā ā ā ā ā Consideration paid: $ (in thousands) Cash ā $ 102,245 Common stock ā 479,619 Total consideration paid ā $ 581,864 ā ā ā ā Assets acquired: ā Cash and cash equivalents ā 88,505 Investment in real property ā 8,413 Mortgage notes receivable ā 344,837 Interest and fees receivable ā 2,743 Intangible assets ā 1,000 Other assets ā 174 Total Assets ā 445,672 ā ā ā ā Liabilities assumed: ā Accounts payable and accrued liability ā 205 Other liabilities ā 568 Total Liabilities ā 773 Net assets acquired ā 444,899 ā ā ā ā Goodwill ā $ 136,965 ā In the first quarter of 2020, based on additional information obtained about facts and circumstances that existed as of November 14, 2019, we recorded a measurement period adjustment to reduce the fair value of intangible assets in the form of customer relationships from $6.0 to $1.0 million. This adjustment increased the preliminary amount of goodwill previously recorded by $5.0 million. The purchase price for the acquisition was determined based on our expectations of future earnings and cash flows, resulting in the recognition of goodwill. Goodwill predominantly relates to the value of the assembled workforce and intangible assets that do not qualify for separate recognition at the time of the acquisition. Purchased goodwill is deductible for income tax purposes over 15 years. The fair value of the customer relationships was determined using the replacement cost approach. The cost provides a systematic framework for estimating the value of the intangible asset based on the economic principle of substitution. Under this approach, value is estimated by developing the cost to either replace or reproduce (replicate) the asset as if new. The preliminary useful lives for customer relationships were determined based upon the remaining useful economic lives of the assets that are expected to contribute to future cash flows and approximates between two As described above, the Company incurred a total of $26.2 million of transaction-related costs for both the Business Combination and the recapitalization of BRELF II, of which $25.8 million was incurred and expensed in the Predecessor period and $0.4 million was incurred and expensed in the Successor period. Transaction-related expenses are comprised primarily of transaction fees, including legal, finance, consulting, professional fees and other third-party costs. These amounts were recorded as operating expenses in the consolidated statements of income in the periods incurred. At the closing of the transaction in the Successor period, the acquirer directly paid (or repaid to the sellers) the amounts owed for such expenses, settling them in a combination of cash and equity. From the perspective of the Successor entity, the settlement of these amounts by the acquirer at closing were allocated between purchase price for the business combination and recapitalization of BRELF II, using a methodology consistent with the allocation of the overall consideration transferred. Included within the transaction-related expenses referred to above, is a termination fee of $10.0 million related to the termination of certain referral agreements the Predecessor Management Companies had in place with a related entity, which settled in $7.0 million of cash and $3.0 million of the Company common stock at closing. Supplemental pro forma financial information When giving effect to the Business Combination as if it closed on January 1, 2019, there are no material differences between historical revenue and earnings of the Company and results on a pro forma basis, except for the timing of transaction costs and amortization expense related to intangible assets, which would have been incurred as of an earlier date. |
Mortgage notes receivable
Mortgage notes receivable | 12 Months Ended |
Dec. 31, 2020 | |
Mortgage notes receivable | |
Mortgage notes receivable | Note 4 - Mortgage notes receivable The stated principal amount of mortgage notes receivable in our portfolio represents our interest in loans secured by first deeds of trust, security agreements or legal title to real estate located in the United States. Our lending standards require that all mortgage notes receivable be secured by a first deed of trust lien on real estate and that the maximum loan to value ratio (āLTVā) be no greater than 65%. The LTV is calculated on an āas-completeā appraised value of the underlying collateral as determined by an independent appraiser at the time of the loan origination. The lending standards also limit the initial outstanding principal balance of the loan to a maximum LTV of up to 65% of the āas-isā appraised value of the underlying collateral as determined by an independent appraiser at the time of the loan origination. Unless otherwise indicated, LTV is measured by the total commitment amount of the loan divided by the āas-completeā appraisal. LTVs do not reflect interim loan activity such as construction draws or interest payments capitalized to loans, or partial repayments of the loan. The maximum amount of a single loan may not exceed 10% of our total assets and the maximum amount to a single borrower may not exceed 15% of our total assets. We consider the maximum LTV as an indicator for the credit quality of a mortgage note receivable. Mortgage notes receivable are considered to be short-term financings, with initial terms typically ranging from five Mortgage notes receivable are presented net of construction holdbacks, interest reserves, allowance for credit losses and deferred origination and amendment fee income in the consolidated balance sheets. The construction holdback represents amounts withheld from the funding of construction loans until we deem construction to be sufficiently completed. The interest reserve represents amounts withheld from the funding of certain mortgage notes receivable for the purpose of satisfying monthly interest payments over all or part of the term of the related note. Accrued interest is paid out of the interest reserve and recognized as interest income at the end of each month. The deferred origination and amendment fee income represents amounts that will be recognized over the contractual life of the underlying mortgage notes receivable. The following table reconciles outstanding mortgage loan commitments to outstanding balance of mortgage notes receivable as of December 31, 2020 and 2019: ā ā ā ā ā ā ā ā ā ā ā ā (dollars in thousands) December 31, 2020 December 31, 2019 Total loan commitments ā $ 1,245,963 ā $ 1,101,275 Less: ā ā ā ā ā Construction holdbacks (1) ā ā 356,026 ā ā 253,708 Interest reserves (1) ā ā 29,817 ā ā 18,601 Private REIT participation (2) ā ā 37,729 ā ā ā Total principal outstanding for our mortgage notes receivable ā ā 822,391 ā ā 828,966 Less: ā ā ā ā ā ā Allowance for credit losses ā ā 10,590 ā ā 4,096 Deferred origination and amendment fees ā ā 13,315 ā ā 3,281 Mortgage notes receivable, net ā $ 798,486 ā $ 821,589 (1) Includes construction holdbacks of $40.4 million and interest reserves of $4.3 million on participating interests sold to the Private REIT as of December 31, 2020. (2) The Private REITās participations in loans originated by us meet the characteristics of participating interests and, therefore, are treated as sales of mortgage notes receivable and are derecognized from our consolidated financial statements. Non-accrual status As of December 31, 2020, the principal outstanding on loans placed on non-accrual status was $126.8 million and all these loans had an allowance for credit losses as of December 31, 2020. As of December 31, 2019, the principal outstanding on loans placed on non-accrual status was $32.9 million and these loans were evaluated for impairment based on the incurred loss model. For the year ended December 31, 2019, the principal outstanding on loans placed on non-accrual status and the average recorded investments in loans placed on non-accrual status was $16.9 million. Current Expected Credit Losses In assessing the CECL allowance, we consider historical loss experience, current conditions, and a reasonable and supportable forecast of the macroeconomic environment. We derived an annual historical loss rate based on the Companyās historical loss experience in our portfolio and historical loss experience in the commercial real estate industry provided by a third party adjusted to reflect our expectations of the macroeconomic environment based on forecast data per the Federal Reserve. At adoption on January 1, 2020, the CECL allowance was $6.1 million, an increase of $2.0 million to the allowance for credit losses as of December 31, 2019. Accordingly, a cumulative-effect adjustment of $2.0 million was recorded to accumulated deficit in our consolidated statement of changes in stockholdersā equity. The CECL allowance increased from initial adoption on January 1, 2020 through December 31, 2020. The increase is driven by a change in our view of estimated future macroeconomic conditions in the backdrop of the COVID-19 pandemic and an increase in the remaining expected term of certain loans in our portfolio in contractual default status as of December 31, 2020. The following table summarizes the activity in the CECL Allowance from adoption on January 1, 2020 to December 31, 2020: ā ā ā ā (dollars in thousands) ā CECL Allowance (1) Loan loss reserve as of December 31, 2019 ā $ 4,096 Adoption of ASU 2016-13, see Note 2 ā ā 1,975 Charge-offs (2) ā (2,203) Increase in CECL reserve ā 6,722 CECL reserve as of December 31, 2020 ā $ 10,590 (1) As of December 31, 2019, amount represents specific loan loss provisions recorded on individual loans before the adoption of the CECL Standard. (2) Represents expected credit losses previously reserved for and confirmed upon loan repayment or upon foreclosure and transfer to real property owned where the amount of proceeds or fair value of the underlying collateral received is less than the principal outstanding. In determining our CECL allowance, we segment loans with similar characteristics. All of our loans are construction loans secured by residential or commercial real estate and, in assessing estimated credit losses, we evaluate various metrics, including, but not limited to, construction type, collateral type, LTV, market conditions of property location and borrower experience and financial strength. The following tables allocate the carrying value of our loan portfolio based on our internal credit quality indicators in assessing estimated credit losses and vintage of origination at the dates indicated: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā At December 31, 2020 ā Year Originated (1) (dollars in thousands) Carrying Value % of Portfolio 2020 2019 ā 2018 2017 2016 Prior Construction Type ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Vertical Construction $ 514,136 ā 63.5 % $ 354,012 ā $ 57,090 ā $ 6,853 ā $ 88,655 ā $ 7,526 ā $ ā Horizontal Development 153,345 ā 19.0 ā 129,607 ā 15,028 ā 283 ā ā ā 8,427 ā ā Investment 141,595 ā 17.5 ā 98,146 ā 18,657 ā 7,259 ā 16,444 ā ā ā 1,089 Total $ 809,076 ā 100.0 % $ 581,765 $ 90,775 $ 14,395 $ 105,099 $ 15,953 $ 1,089 CECL allowance (10,590) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Carrying value, net $ 798,486 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā (1) Represents the year of origination or amendment where the loan incurred a full re-underwriting. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā At December 31, 2020 ā Year Originated (1) (dollars in thousands) Carrying Value % of Portfolio 2020 2019 ā 2018 2017 2016 Prior Collateral Type ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Apartments $ 129,588 ā 16.0 % $ 79,931 ā $ 18,953 ā $ ā ā $ 24,232 ā $ 6,472 ā $ ā Residential Lots 124,548 ā 15.4 ā 105,830 ā 10,291 ā ā ā ā ā 8,427 ā ā Condos 92,245 ā 11.4 ā 52,714 ā 3,106 ā 4,405 ā 32,020 ā ā ā ā Single family housing ā ā 90,131 ā 11.1 ā ā ā 69,438 ā ā 8,839 ā ā 1,028 ā ā 10,103 ā ā ā ā ā 723 Land ā ā 72,913 ā 9.0 ā ā ā 48,844 ā ā ā ā ā 7,259 ā ā 16,444 ā ā ā ā ā 366 Townhomes ā ā 72,773 ā 9.0 ā ā ā 47,391 ā ā 1,061 ā ā 1,703 ā ā 21,564 ā ā 1,054 ā ā ā Mixed Use ā ā 66,092 ā 8.2 ā ā ā 60,232 ā ā 5,860 ā ā ā ā ā ā ā ā ā ā ā ā Hotel ā ā 51,115 ā 6.3 ā ā ā 42,874 ā ā 8,241 ā ā ā ā ā ā ā ā ā ā ā ā Senior Housing ā ā 34,283 ā 4.2 ā ā ā 34,283 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Offices ā ā 29,540 ā 3.7 ā ā ā 8,495 ā ā 21,045 ā ā ā ā ā ā ā ā ā ā ā ā Commercial Lots ā ā 15,683 ā 1.9 ā ā ā 15,683 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Retail ā ā 11,397 ā 1.4 ā ā ā 9,500 ā ā 1,897 ā ā ā ā ā ā ā ā ā ā ā ā Industrial ā ā 11,309 ā 1.4 ā ā ā 704 ā ā 10,605 ā ā ā ā ā ā ā ā ā ā ā ā Quadplex ā ā 5,592 ā 0.7 ā ā ā 5,592 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Commercial ā ā 877 ā 0.1 ā ā ā ā ā ā 877 ā ā ā ā ā ā ā ā ā ā ā ā Duplex ā ā 736 ā 0.1 ā ā ā ā ā ā ā ā ā ā ā ā 736 ā ā ā ā ā ā Commercial other ā ā 254 ā 0.1 ā ā ā 254 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Total $ 809,076 ā 100.0 % $ 581,765 $ 90,775 $ 14,395 $ 105,099 $ 15,953 $ 1,089 CECL allowance (10,590) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Carrying value, net $ 798,486 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā (1) Represents the year of origination or amendment where the loan incurred a full re-underwriting. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā At December 31, 2020 ā Year Originated (1) (dollars in thousands) Carrying Value % of Portfolio 2020 2019 ā 2018 2017 2016 Prior LTV (2) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā 0 - 40% $ 22,601 ā 2.8 % $ 18,112 ā $ ā ā $ 3,862 ā $ 261 ā $ ā ā $ 366 41 - 45% ā ā 68,263 ā 8.4 ā ā ā 44,683 ā ā 20,183 ā ā 3,397 ā ā ā ā ā ā ā ā ā 46 - 50% 23,864 ā 2.9 ā 15,917 ā 7,224 ā ā ā ā ā ā ā 723 51 - 55% 76,539 ā 9.5 ā 57,583 ā 2,774 ā ā ā 16,182 ā ā ā ā 56 - 60% ā ā 135,170 ā 16.7 ā ā ā 117,309 ā ā 3,106 ā ā ā ā ā 9,639 ā ā 5,116 ā ā ā 61 - 65% ā ā 450,253 ā 55.7 ā ā ā 301,964 ā ā 57,488 ā ā 7,136 ā ā 76,139 ā ā 7,526 ā ā ā 66 - 70% ā ā 9,416 ā 1.2 ā ā ā 9,416 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā 71 - 75% ā ā 1,983 ā 0.2 ā ā ā 1,983 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā 76 - 80% ā ā 14,544 ā 1.8 ā ā ā 14,544 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Above 80% ā ā 6,443 ā 0.8 ā ā ā 254 ā ā ā ā ā ā ā ā 2,878 ā ā 3,311 ā ā ā Total $ 809,076 ā 100.0 % $ 581,765 $ 90,775 $ 14,395 $ 105,099 $ 15,953 $ 1,089 CECL allowance (10,590) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Carrying value, net $ 798,486 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā (1) Represents the year of origination or amendment where the loan incurred a full re-underwriting. (2) Represents LTV as of origination or latest amendment. LTVs above 65% generally represent loans in contractual default status where we have agreed to extend funds to the borrower above 65% in order to ensure successful completion of the construction and return of capital. Impaired mortgage notes receivable Prior to the adoption of the CECL Standard, for the periods ended December 31, 2019 and November 14, 2019, and the year ended December 31, 2018, we evaluated each loan for impairment based on the incurred loss model. Loans in contractual default were designated as non-performing and were considered impaired as we had some expectation that the repayment of the loan, including both contractual interest and principal payments, may not be realized in full. Placing a loan in contractual default did not in and of itself result in an impairment if we deemed it probable that we would ultimately collect all amounts due. If a loan was determined to have impairment, we recorded an allowance through the provision for loan losses to reduce the carrying value of the loan to the fair value of the collateral less estimated costs to sell, as all of our loans were classified as collateral dependent as repayment was expected solely from the collateral. As of December 31, 2019, the principal outstanding on impaired loans and loans with impairment was $32.9 and $18.7 million, respectively. For the year ended December 31, 2019, the average recorded investment in loans with impairment was $16.1 million. All of the allowance for loan losses relates to loans deemed to be impaired. The following table summarizes the activity in the allowance for loan losses for the year ended December 31, 2019: ā ā ā ā ā ā ā ā ā ā ā ā ā Successor ā Predecessor ā Predecessor ā ā Period from November 15, 2019 ā Period from January 1, 2019 ā Year Ended (dollars in thousands) ā through December 31, 2019 (1) ā through November 14, 2019 ā December 31, 2018 Beginning ā $ 4,096 ā $ 1,704 ā $ ā Provision for loan losses ā ā ā 3,342 ā 1,783 Charge offs ā ā ā (452) ā (340) Recoveries ā ā ā ā ā 261 Ending ā $ 4,096 ā $ 4,594 ā $ 1,704 ā ā (1) The beginning balance on November 15, 2019 (Successor) represents the allowance of the acquirer, BRELF II . |
Fair value measurements
Fair value measurements | 12 Months Ended |
Dec. 31, 2020 | |
Fair value measurements | |
Fair value measurements | Note 5 ā Fair value measurements The following tables present estimated fair values of our financial instruments as of the period indicated, whether or not recognized or recorded in the consolidated balance sheets at the period indicated: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2020 ā Fair Value Measurements Using ā ā ā Carrying ā ā Estimated ā ā ā ā ā ā ā ā ā (dollars in thousands) ā ā Value ā ā Fair Value ā ā Level 1 ā ā Level 2 ā ā Level 3 Financial Assets ā ā ā ā ā Cash and cash equivalents ā $ 223,375 ā $ 223,375 ā $ 223,375 ā $ ā ā $ ā Mortgage notes receivable, net ā 798,486 ā 798,486 ā ā ā ā ā 798,486 Interest and fees receivable, net ā 14,357 ā 14,357 ā ā ā 14,357 ā ā Investment in real property, net ā 8,473 ā 8,473 ā ā ā ā ā 8,473 Financial Liabilities ā ā ā ā ā Accounts payable and accrued liabilities ā $ 4,946 ā $ 4,946 ā $ ā ā $ 4,946 ā $ ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2019 ā Fair Value Measurements Using ā ā ā Carrying ā ā Estimated ā ā ā ā ā ā ā ā ā (dollars in thousands) ā ā Value ā ā Fair Value ā ā Level 1 ā ā Level 2 ā ā Level 3 Financial Assets ā ā ā ā ā Cash and cash equivalents ā $ 238,214 ā $ 238,214 ā $ 238,214 ā $ ā ā $ ā Mortgage notes receivable, net ā 821,589 ā 821,589 ā ā ā ā ā 821,589 Interest and fees receivable ā 4,108 ā 4,108 ā ā ā 4,108 ā ā Investment in real property, net ā 5,837 ā 5,837 ā ā ā ā ā 5,837 Financial Liabilities ā ā ā ā ā Accounts payable and accrued liabilities (1) ā $ 8,415 ā $ 8,415 ā $ ā ā $ 2,923 ā $ 5,492 (1) Includes the level 3 valuation of the optional subscription liability derivative measured at fair value on a recurring basis. ā We follow the accounting guidance in ASC 820, Fair Value Measurements and Disclosures, which requires the categorization of fair value measurement into three broad levels of the fair value hierarchy as follows: Level 1 ā Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 ā Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. Level 3 ā Inputs to the valuation methodology are unobservable and significant to the fair value measurement. The following table sets forth assets and liabilities measured and reported at fair value on a recurring and nonrecurring basis, as well as for which fair value is only disclosed, as of December 31, 2020 and 2019. All of these fair values are categorized as Level 3. The table also contains information about valuation methodologies and inputs used for assets that are measured at fair value and categorized within Level 3 as of December 31, 2020 and 2019: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Level 3 ā Valuation ā Unobservable ā Range of (dollars in thousands) ā ā December 31, 2020 ā December 31, 2019 ā technique ā inputs ā inputs ā Optional subscription liability (1) $ ā ā $ 5,492 Valuation model ā Refer to Note 7 for assumptions ā 0 - 5 % Real property (2) ā 8,473 ā ā 5,837 Collateral valuations ā Discount to appraised value based on comparable market prices ā 0 - 10 % Collateral dependent loans, net of allowance for credit losses (3) ā ā 30,920 ā ā ā ā Collateral valuations ā Discount to appraised value based on comparable market prices ā 0 - 10 % Impaired loans, net of allowance for loan losses (3) ā ā ā ā 28,853 Collateral valuations ā Discount to appraised value based on comparable market prices ā 0 - 10 % Total $ 39,393 ā $ 40,182 ā ā ā ā ā (1) Optional subscription liability derivative measured at fair value on a recurring basis. Expired in November 2020. (2) Real property is stated at lower of cost or fair value, a non-recurring measurement of fair value. (3) Post CECL adoption on January 1, 2020, loans meeting the revised definition of collateral dependent are measured at the fair value less the costs to sell the underlying property. The carrying value of the collateral dependent loans, net of the allowance for credit losses, approximates fair value. (4) Prior to CECL adoption, for impaired loans, the fair value is based on the fair value less the costs to sell the underlying property. The carrying value of the impaired loans, net of the allowance for loan losses, approximates fair value. ā Fair value on a recurring basis In connection with the Mergers, we issued $75 million of common stock, along with 7.2 million warrants and an optional subscription of up to $25 million of additional common stock (the āOptional Subscription Liabilityā) in a private placement transaction with certain entities affiliated with Farallon Capital Management, LLC (the āFarallon Entitiesā), which transaction is described in further detail in Note 11. The optional subscription expired unexercised on November 14, 2020. We accounted for the Optional Subscription Liability as a derivative and, accordingly, we measured at fair value on a recurring basis. The value of this Optional Subscription Liability was included in accounts payable and accrued liabilities in the accompanying consolidated balance sheet as of December 31, 2019. The $5.5 million decrease in the liability for the year ended December 31, 2020 was recorded as other income in the accompanying consolidated statement of income. The Optional Subscription Liability was valued using a lattice model that primarily incorporated observable inputs such as our common stock price, exercise price term of the option and the risk-free rate, however, it also incorporated an assumption for equity volatility based on the volatility of the common stock of comparable public companies. As the result of using unobservable inputs in the valuation, we classified the Optional Subscription Liability as Level 3 within the fair value hierarchy. Fair value on a nonrecurring basis Investments in real properties are initially recorded at the acquisition cost less estimated costs to sell, which approximates fair value. Upon transfer from mortgage notes receivable to investment in real estate property, the fair value less costs to sell becomes the new cost for the property. Costs related to acquisition, development, construction and improvements are capitalized. At each reporting date, the fair value of real properties is based upon the most recent independent third-party appraisals of value discounted based upon our experience with actual liquidation values. These discounts to the appraisals generally range from 0% to 10%. As the result of using unobservable inputs in the valuation, we classify investments in real properties as Level 3 within the fair value hierarchy. For collateral dependent and impaired loans, fair values are based on the value of the underlying collateral less the costs to sell. At each reporting date, these loans are evaluated based upon the most recent independent third-party appraisals of value discounted based upon our experience with actual liquidation values. These discounts to the appraisals generally range from 0% to 10%. As the result of using unobservable inputs in the valuation, we classify collateral dependent and impaired loans as Level 3 within the fair value hierarchy. Fair value disclosure only For certain of our financial instruments, including cash equivalents, interest and fees receivable, other receivables, accounts payable, and accrued liabilities, which are classified under Level 1 within the fair value hierarchy, the carrying amounts approximate fair value due to their short-term maturities. The mortgage notes receivable are secured by first deeds of trust, security agreements or legal title to real estate located in the United States. The mortgage notes receivable generally have initial terms ranging between five based on the size of the project and expected timeline for completion of construction and may be extended by paying additional fees. Upon adoption of the CECL Standard on January 1, 2020, all loans are pooled and evaluated for expected credit losses and mortgage notes receivable are presented net of an allowance for credit losses. Due to the short-term maturity of the mortgage notes receivable, a premium or discount is not material and the carrying value approximates fair value. Prior to the adoption of the CECL Standard, mortgage notes receivable other than loans in contractual default where the estimated fair value of collateral was less than amortized cost, did not have an allowance and we believed carrying value approximated fair value. We believe that our mortgage notes receivable net of the CECL allowance continues to approximate fair value of the portfolio. As a result of the use of unobservable inputs, including third-party appraisals for estimating as-complete appraised values, we classify mortgage notes receivable as Level 3 within the fair value hierarchy. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | Note 6 ā Goodwill and Intangible Assets Goodwill All of our goodwill relates to the Business Combination. As discussed in Note 3, in the first quarter of 2020, we recorded a measurement period adjustment to reduce the preliminary fair value of intangible assets in the form of customer relationships by $5.0 million and increased our preliminary value of goodwill by $5.0 million resulting in $137.0 million of goodwill as of September 30, 2020. As a result of this adjustment to preliminary values, $0.9 million of amortization of intangible assets recorded in 2019 was reversed in the first quarter of 2020. We continuously evaluate the presence of triggering events that require an impairment test. An impairment loss is recognized to the extent that the carrying amount, including goodwill, exceeds the reporting unitās fair value. In the first quarter of 2020, we determined that COVID-19 was a triggering event based on the adverse impact on our business and results of operations. Specifically, we noted that COVID-19 and containment measures have contributed to, among other things, adverse impacts on the progress of construction on our borrowersā projects, the demand for and value of commercial and residential real estate that our borrowers have developed, the creditworthiness of our borrowers and other counterparties, the capital and credit market conditions and potential delays in foreclosure proceedings. We performed a quantitative assessment of our goodwill based on both the market and income approach and determined that, as of March 31, 2020, the fair value of the reporting unit exceeded the carrying value and there was no goodwill impairment. During the second and third quarters of 2020, we continued to monitor the impact of COVID-19 and determined there were no new triggering events to warrant updating our quantitative assessment of goodwill performed as of March 31, 2020. We continue to monitor the impact of COVID-19 and reevaluated the fair value of the reporting unit during our annual assessment in October 2020 and the fair value of the reporting unit exceeded the carrying value and there was no goodwill impairment. ā Intangible Assets All of our intangible assets relate to the Business Combination, specifically the value of customer relationships. The following table summarizes the balances of intangible assets as of December 31, 2020: ā ā ā ā ā ā ā Acquired (dollars in thousands) Intangibles Asset Type ā Customer relationships $ 1,000 Less: Accumulated amortization ā 379 Intangible assets, net $ 621 ā The weighted average life remaining of the intangible assets is approximately 1.8 years. Amortization expense for the next three years, based on preliminary valuations and determinations of useful lives, is expected to be as follows: ā ā ā ā ā ā ā ā ā ā Year ended December 31, (dollars in thousands) 2021 2022 Estimated future intangible amortization expense ā $ 339 ā $ 282 ā |
Stockholders' Equity and Member
Stockholders' Equity and Members' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity and Members' Equity | |
Stockholders' Equity and Members' Equity | Note 7 - Stockholdersā Equity and Membersā Equity Stockholdersā Equity The Company is authorized to issue 500,000,000 shares of common stock with a par value of $0.001 per share and 100,000,000 shares of preferred stock with a par value of $0.001 per share. Holders of our common stock are entitled to one vote for each share. As of December 31, 2020 and 2019, there were 132,532,383 and 132,015,635 shares of common stock issued outstanding As of December 31, 2020 and 2019, As part of the PIPE Investment (for further details, refer to Note 11), the Farallon Entities had an option (the āOptional Subscriptionā) to purchase up to $25 million of additional shares of common stock, which were exercisable during the 365-day The fair value of the Optional Subscription Liability was estimated using a lattice model using the assumptions noted below in the following table. Expected volatility is based on the historical volatility of a peer group of public companies. The risk-free interest rate is based on the US Treasury Constant Maturity curve, commensurate with the time to expiry of warrants. ā ā ā ā ā ā ā ā ā As of December 31, 2020 As of December 31, 2019 Expected volatility ā N/A ā 13.0 % Expected dividend yield ā N/A ā 7.3 % Expected life (in years) ā N/A ā 0.9 ā Risk-free interest rate ā N/A ā 1.6 % ā Earnings per Share We present both basic and diluted earnings per common share (āEPSā) amounts in our consolidated financial statements. Basic EPS excludes dilution and is computed by dividing income available to common stockholders by the weighted-average number of shares of common stock outstanding for the period. Diluted EPS reflects the maximum potential dilution that could occur from our outstanding warrants and restricted stock units. We considered the treasury stock method to measure dilution to earnings per share in calculating the net number of shares that would be issued assuming any related proceeds are used to buy back outstanding shares. As of December 31, 2020, the two-class method was no longer applicable as we no longer have any instruments that are dilutive since the Optional Subscription expired unexercised on November 14, 2020. In accordance with GAAP, our policy is to apply the more dilutive methodology upon issuance of such instruments. The table below presents the computation of basic and diluted net income per share of common stock for the following periods: ā ā ā ā ā ā ā ā ā ā ā ā ā Successor ā Successor ā ā Year Ended ā Period from November 15, 2019 (dollars in thousands, except share and per share data): ā December 31, 2020 ā through December 31, 2019 Net income ā $ 90,231 ā $ 5,313 Basic weighted-average shares of common stock outstanding ā ā 132,209,495 ā ā 132,111,329 Dilutive effect of share-based compensation ā 51,618 ā 388,057 Diluted weighted-average shares of common stock outstanding (1) ā ā 132,261,113 ā ā 132,499,386 Basic earnings per share ā $ 0.68 ā $ 0.04 Diluted earnings per share ā $ 0.68 ā $ 0.04 (1) We exclude anti-dilutive shares from calculation of weighted-average shares for diluted earnings per share. There were 15.6 million shares related to the Public Warrants and Private Warrants for the year ended December 31, 2020 and the period from November 15 through December 31, 2019, unvested restricted stock unit awards of 315,260 shares for the year ended December 31, 2020, and 2.4 million shares related to the Optional Subscription which had a cash settlement feature at the option of the holder for the period from November 15 through December 31, 2019, which are not included in the above calculation of diluted earnings per share because in doing so they would be anti-dilutive. Membersā Equity (Predecessor) Membersā Equity is presented on a consolidated basis for the Predecessor Company Group, which includes the consolidated preferred units for the Predecessor Companies and the total consolidated Class A and Class P units for the Predecessor Management Companies. The applicable Predecessor Management Company was the sole common unit holder of the Predecessor Company it managed, and, therefore all common units have been eliminated in the preparation of the consolidated Predecessor Company Group financial statements, as they represent intra-entity balances between entities within the consolidated Predecessor Company Group. Earnings Per Unit (Predecessor) We determined that earnings per unit would not be meaningful to the users of these financial statements for the Predecessor period. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Income Taxes | Note 8 - Income Taxes For the Successor period, the Manager has elected to be treated as a TRS and this election applies to the wholly owned subsidiaries of the Manager, including the Private REIT Manager. Having TRSs permit us to participate in certain activities from which REITs are generally precluded, as long as these activities meet specific criteria, are conducted within the parameters of certain limitations established by the Code and are conducted in entities which elect to be treated as taxable subsidiaries under the Code. To the extent these criteria are met, we will continue to maintain the qualification as a REIT. We generally must distribute annually at least 90% of our net taxable income, subject to certain adjustments and excluding any net capital gain, in order for U.S. federal income tax not to apply to our earnings that we distribute. To the extent that we satisfy this distribution requirement but distribute less than 100% of our net taxable income, we will be subject to U.S. federal income tax on our undistributed taxable income. In addition, we will be subject to a 4% nondeductible excise tax if the actual amount that we pay out to our stockholders in a calendar year is less than a minimum amount specified under U.S. federal tax laws. Our qualification as a REIT also depends on our ability to meet various other requirements imposed by the Code, which relate to organizational structure, diversity of stock ownership, and certain restrictions with regard to the nature of assets and the sources of income. Even if we qualify as a REIT, we may be subject to certain U.S. federal income and excise taxes and state and local taxes on our income and assets. If we fail to maintain our qualification as a REIT for any taxable year, we may be subject to material penalties as well as U.S. federal, state, and local income tax on our taxable income at regular corporate rates and we would not be able to qualify as a REIT for the subsequent four full taxable years. As of December 31, 2020 and 2019, we were in compliance with all REIT requirements. Based on our evaluation, we concluded that there are no significant uncertain tax positions requiring recognition in our consolidated financial statements of a contingent tax liability for uncertain tax positions. Additionally, there were no amounts accrued for penalties or interest as of or during the periods presented in the accompanying consolidated financial statements. The state and local tax jurisdictions for which we are subject to tax-filing obligations recognize our status as a REIT, and therefore, we generally do not pay income tax in such jurisdictions. We may, however, be subject to certain minimum state and local tax filing fees as well as certain excise or business taxes. Our TRSs are subject to U.S. federal, state and local income taxes. |
Equity Incentive Plan
Equity Incentive Plan | 12 Months Ended |
Dec. 31, 2020 | |
Equity Incentive Plan | |
Equity Incentive Plan | Note 9 - Equity Incentive Plan Stock Incentive Plan (Successor) On November 14, 2019, we established the Broadmark Realty 2019 Stock Incentive Plan (the āPlanā), which allows for the issuance of up to 5,000,000 stock options, stock appreciation rights, restricted stock awards, restricted stock units or other equity-based awards or any combination thereof to the directors, employees, consultants or any other party providing services to us. The Plan is administered by the compensation committee of the Companyās board of directors. As of December 31, 2020 and 2019, 4,049,134 and 4,569,378 share awards, respectively, were available to be issued under the Plan. The restricted stock units (āRSUsā) granted under the Plan generally vest from one All RSUs awarded will be settled upon vesting in shares of our common stock. If (1) the recipient becomes disabled and the recipientās employment or service is terminated as a result, (2) the recipient dies during the vesting period, or (3) the recipientās employment is terminated without cause (as defined in the Plan) in connection with, or in certain cases within a specified period following a change in control (as defined in the Plan), then the vesting of the RSUs will fully accelerate as of the date of termination of employment. Dividend equivalents are not accrued or paid on RSUs granted to employees, executive officers and directors and accordingly those RSUs are not considered participating securities. If an award granted under the Plan expires or terminates, the shares subject to any portion of the award that expires or terminates without having been exercised or paid will again become available for the issuance of additional awards. The following table summarizes the activity related to RSUs during 2020: ā ā ā ā ā ā ā ā ā Weighted Average ā ā ā ā Grant Date Fair ā ā Shares ā Market Value Unvested RSUs outstanding as of December 31, 2019 (Successor) 334,928 ā ā ā Granted 520,244 ā ā 10.91 Vested (421,029) ā $ 11.28 Unvested RSUs outstanding as of December 31, 2020 (Successor) 434,143 ā ā ā ā For the year ended December 31, 2020, we recognized compensation related to RSUs of $4.9 million based on amortizing the fair value of the awards over the service (vesting) period. As of December 31, 2020, there was Profits Interests and Equity Compensation (Predecessor) The Predecessor Company Group expensed the fair value of share-based compensation awards granted to employees and directors over the period each award vests. Compensation cost was measured using the Black-Scholes model. The Predecessor Company Group expensed the fair value of restricted unit awards granted to employees over the period each award vested. There were . The fair value of restricted unit awards was equal to the fair value of the Predecessor Companyās units at the date of grant. The units were valued using an internal model with market inputs available on the date of grant. The restricted units were settled as part of the Business Combination. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies. | |
Commitments and Contingencies | Note 10 - Commitments and Contingencies The following table illustrates our contractual obligations and commercial commitments by due date as of December 31, 2020: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Less than 1 ā ā ā ā More than (dollars in thousands) ā Total ā year ā 1-3 years ā 3-5 years ā 5 years Construction holdbacks (1) ā 356,026 ā 229,431 ā 126,595 ā ā ā ā Operating lease obligations ā $ 11,848 ā $ 647 ā $ 1,893 ā $ 2,008 ā $ 7,300 Total ā $ 367,874 ā $ 230,078 ā $ 128,488 ā $ 2,008 ā $ 7,300 (1) Includes construction holdbacks of $40.4 million on participating interests sold to the Private REIT as of December 31, 2020. Our commitments and contingencies include usual obligations incurred by real estate lending companies in the normal course of business, including construction holdbacks as disclosed in Note 4. In addition, on March 18, 2020, we signed a new ten-year lease agreement for our Seattle headquarters, which was expected to commence in the first quarter of 2021 upon completion of tenant improvements and is included in the above table. Progress on the tenant improvements was impacted by COVID-19 and the lease commencement was in February 2021. From time to time, we are named as a defendant in legal actions relating to transactions conducted in the ordinary course of business. Although there can be no assurance of the outcome of such legal actions, in the opinion of management, we do not have a potential liability related to any current legal proceeding or claim that would individually or in the aggregate materially affect our results of operations, financial condition or cash flows. Concentration Risk Our portfolio of active loans is mainly secured by first deed of trust liens on residential and commercial real estate located in 12 states and the District of Columbia. Our loan portfolio is also concentrated within ten counties, the largest being Salt Lake, Utah. As of December 31, 2020, the top ten counties make up 43.2% of the total committed amount of loans in our total portfolio. |
Related party transactions
Related party transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related party transactions | |
Related party transactions | Note 11 - Related party transactions Private Placement with Farallon In connection with the Business Combination and concurrently with the execution of the Merger Agreement, the Company entered into certain subscription agreements with the Farallon Entities for a private placement (the āPIPE Investmentā) of the Companyās shares of common stock, pursuant to which, immediately prior to the consummation of the Business Combination, the Company issued and sold to the Farallon Entities an aggregate of 7,174,163 shares of common stock for an aggregate purchase price of approximately $75.0 million at a price per share equal to the Reference Price. In addition, pursuant to the subscription agreements, the Farallon Entities had an option to purchase up to $25.0 million of additional shares of common stock, exercisable at the Reference Price. This option expired on November 14, 2020. In connection with the PIPE Investment, the Company issued to the Farallon Entities an aggregate of 7,174,163 Public Warrants. The Farallon Entities received a fee for each warrant equal to the cash payable per each warrant held by unaffiliated Public Warrant holders in connection with the warrant amendment proposal approved as part of the Business Combination, in an amount equal to $1.60 per warrant. In addition, the Farallon Entities were entitled to cash settle, in whole or in part, the exercise of their option to purchase up to $25.0 million of additional shares of common stock to the extent the delivery of the additional shares to the Farallon Entities would result, together with their affiliates and any other persons whose beneficial ownership of shares of common stock would be aggregated with the Farallon Entities or their affiliates for purpose of Section 13(d) of the Securities Exchange Act of 1934, as amended (the āExchange Actā), in beneficial ownership in excess of 9.9% of the shares of common stock outstanding immediately after giving effect to such issuance of the shares of common stock. As a result of the PIPE Investment, the Farallon Entities own more than 5% of our outstanding common stock. The Company also provided the Farallon Entities with certain registration rights in connection with the PIPE Investment, pursuant to which we registered in December 2019 the shares of our common stock, Public Warrants and shares issuable upon exercise of the option and Public Warrants under the Securities Act. Under Financial Advisory/Investment Banking Agreements between Tranceka Capital and certain of the Predecessor Management Companies, Tranceka Capital provided services to the applicable Predecessor Management Company related to raising capital for the applicable Predecessor Company. Under these agreements, Tranceka Capital was paid a commission from the Company of 1% in the month capital was raised, and after 12 months also received a ātailā commission of 0.5% per year, payable in quarterly installments. These agreements terminated on November 14, 2019. These commissions totaled Broadmark Private REIT, LLC The Private REIT is a private real estate finance company that primarily participates in short-term, first deed of trust loans secured by real estate that are originated, underwritten and serviced by Broadmark Realty Capital Inc. The Private REIT is managed by our subsidiary in accordance with a market-based arrangement and was determined to be a voting interest entity. We do not directly or indirectly control the Private REIT and own only a nominal interest in the Private REITās common units and, therefore, we do not consolidate the Private REIT. Furthermore, the Private REITās participations in loans originated by us meet the characteristics of participating interests and therefore, are treated as sales of mortgage notes receivable and are derecognized from our consolidated financial statements. As of December 31, 2020, the Private REITās participation in the total principal balance funded and outstanding was approximately $37.7 million. |
Selected Quarterly Financial Da
Selected Quarterly Financial Data | 12 Months Ended |
Dec. 31, 2020 | |
Selected Quarterly Financial Data | |
Selected Quarterly Financial Data | Note 12 - Selected Quarterly Financial Data (Unaudited) The following tables summarize selected three months ended financial data for periods presented: ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Three Months Ended ā Three Months Ended ā Three Months Ended ā ā December 31, ā September 30, ā June 30, ā March 31, (dollars and shares in thousands except per share amounts) ā Successor 2020: ā ā ā ā ā Revenue ā $ 32,537 ā $ 28,983 ā $ 29,070 ā $ 31,768 Net income (1) ā 22,414 ā 25,504 ā 15,844 ā 26,469 Earnings per common share data: ā ā ā ā Earnings per share ā ā ā ā ā ā ā ā ā ā ā ā Basic and diluted ā $ 0.17 ā $ 0.19 ā $ 0.12 ā $ 0.20 Weighted average number of common shares: ā ā ā ā ā ā Basic ā ā 132,537 ā ā 132,282 ā ā 132,165 ā ā 132,111 Diluted ā ā 132,668 ā 132,317 ā 132,165 ā 132,336 (1) Net income for the quarters ended September 30, June 30, and March 31, 2020 includes additional provision for (reversals of) credit losses of $(2.3) , $3.9 and $0.8 million, respectively, associated with the adoption of the CECL Standard. Refer to Note 2 for further discussion. The combined statements of income prior to November 14, 2019 represented the activity of the Predecessor Company. We determined that earnings per unit would not be meaningful to the users of this filing, given the different unit holders and membersā equity structures of each individual entity in the Predecessor Company Group. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Period from ā Period from ā ā ā ā ā ā ā ā November 15 to ā October 1 to ā Three Months Ended ā Three Months Ended ā Three Months Ended ā ā December 31, ā November 14, ā September 30, ā June 30, ā March 31, (dollars and shares in thousands except per share amounts) ā Successor ā Predecessor 2019: ā ā ā ā ā ā Revenue ā $ 15,974 ā $ 14,073 ā $ 34,581 ā $ 36,573 ā $ 29,783 Net income ā 5,313 ā (12,125) ā 25,856 ā 31,202 ā 24,990 Earnings per common share data: ā ā ā ā ā Earnings per share ā ā ā ā ā Basic and diluted ā $ 0.04 ā $ ā ā $ ā ā $ ā ā $ ā Weighted average number of common shares: ā ā ā ā ā ā ā Basic ā ā 132,111 ā ā ā ā ā ā ā ā ā ā ā ā Diluted ā ā 132,499 ā ā ā ā ā ā ā ā ā |
Subsequent events
Subsequent events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent events | |
Subsequent events | Note 13 - Subsequent events Dividend Declaration On January 11, 2021, our board of directors declared a cash dividend of $0.07 per common share payable on February 12, 2021 to stockholders of record as of January 29, 2021, and on February 16, 2021, our board of directors declared a cash dividend of $0.07 per common share payable on March 15, 2021 to stockholders of record as of February 26, 2021. Credit Facility On February 19, 2021, we entered into a credit agreement with a syndicate of lenders and JPMorgan Chase Bank, N.A., as administrative agent for the lenders, providing for a $135.0 million revolving credit facility. By providing backup liquidity for future draws, we expect the availability of the revolving credit facility will enable us to use a larger percentage of our cash balances for lending activities without planning to incur debt in the ordinary course of business. Our obligations under the revolving credit facility are secured by substantially all of our Companyās assets, The revolving credit facility contains covenants customary for financings of this type, including limitations on the incurrence of indebtedness, liens, asset dispositions, acquisitions, mergers and consolidations, certain dividends, distributions and other payments, advances and investments, payments to affiliates, optional prepayments and other modifications of certain other indebtedness, and amendments, terminations and waivers of certain material agreements, as well as a minimum tangible net worth and a total debt to equity ratio requirement. Among other things, the credit agreement provides that we may not pay cash dividends that would result in non-compliance with the financial covenants under the credit agreement or during an event of default under the credit agreement, except in the case of defaults other than payment defaults, for dividends in amounts necessary to maintain our REIT status. The revolving credit facility contains events of default customary for financings of this type, including failure to pay principal, interest and other amounts, materially incorrect representations or warranties, failure to observe covenants and other terms of the revolving credit facility, cross-defaults to other indebtedness, bankruptcy, insolvency, material judgments, certain ERISA violations, changes in control and failure to maintain REIT status, in some cases subject to customary grace periods. |
Summary of significant accoun_2
Summary of significant accounting policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Summary of significant accounting policies | |
Basis of Presentation | Basis of Presentation For periods prior to November 15, 2019, the accompanying consolidated financial statements do not represent the financial position and results of operations of one controlling legal entity, but rather a combination of the historical results of the Predecessor Company Group, which was under common management. Therefore, any reference herein to the Predecessor financial statements are made on a combined basis. For periods from November 15, 2019 on, the accompanying consolidated financial statements represent the consolidated financial statements of the Company, beginning with BRELF II as the accounting acquirer and successor entity. In addition, as a result of the Business Combination, the consolidated financial statements for periods from November 15, 2019 on, are presented on a new basis of accounting pursuant to Accounting Standards Codification ("ASC") 805, Business Combinations We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America ("GAAP"). The presentation of each Predecessor period has been conformed to the current period's presentation for the purposes of these consolidated financial statements. Additionally, certain balance sheet captions as of December 31, 2019 have been reclassified to conform to the current period's presentation. |
Principles of Consolidation | Principles of Consolidation For the Predecessor period, all significant intra-entity accounts, balances, and transactions have been eliminated in the preparation of the consolidated financial statements. Beginning November 15, 2019, all significant intercompany accounts, balances, and transactions have been eliminated in consolidation. Broadmark Realty consolidates those entities in which it has control over significant operating, financial and investing decisions of the entity, as well as those entities deemed to be variable interest entities (āVIEsā), if any, in which Broadmark Realty is determined to be the primary beneficiary. Broadmark Realty is not the primary beneficiary of, and therefore does not consolidate, any VIEs at December 31, 2020 and 2019. The Private REIT was determined to be a voting interest entity for which we, through our wholly owned subsidiary acting as manager with no significant equity investment, do not hold a controlling interest in and do not consolidate. Furthermore, the Private REIT participation in loans originated by us meets the characteristics of a participating interest in accordance with GAAP and therefore, is treated as a sale of mortgage notes receivable and is derecognized from our consolidated financial statements. |
Certain Significant Risks and Uncertainties | Certain Significant Risks and Uncertainties In the normal course of business, we encounter one primary type of economic risk in the form of credit risk. Credit risk is the risk of default on our investment in mortgage notes receivable resulting from a borrowerās inability or unwillingness to make contractually required payments. We believe that the carrying values of our loans reasonably consider this credit risk. In addition, we are subject to significant tax risks. If we were to fail to qualify as a REIT in any taxable year, we would be subject to U.S. federal corporate income tax, which could be material. We operate in a dynamic industry and, accordingly, can be affected by a variety of factors. For example, we believe that changes in any of the following areas could have a significant negative effect on us in terms of our future financial position, results of operations or cash flows: public health crises, like the novel coronavirus (āCOVID-19ā) pandemic; the economy in the areas we operate; competition in our market; the stability of the real estate market and the impact of interest rate changes; changes in government regulation affecting our business; natural disasters and catastrophic events; our ability to attract and retain qualified employees and key personnel; and protection of customersā information and other privacy concerns, among other things. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect reported amounts and disclosures at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. The most significant estimates relate to the expected credit losses on our loans and the fair value of financial instruments, such as investments in real property. Accordingly, actual results could differ from those estimates. The COVID-19 pandemic has introduced significant additional uncertainty with respect to estimates, judgments and assumptions, which may materially impact the estimates previously listed, among others. |
Reportable Segments | Reportable Segments We operate the business as one operating and reportable segment, which originates, underwrites and services construction loans. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments with an original maturity of 90 days or less at the date of purchase to be cash equivalents. We have a cash management sweep account repurchase agreement whereby our bank nightly sweeps cash in excess of $750,000, sells us specific U.S. Government Agency securities and then repurchases these securities the next day. We maintain our cash and cash equivalents with financial institutions. At times, such amounts may exceed federally insured limits. As of December 31, 2020 and 2019, the uninsured cash and cash equivalents balance was $222.4 million and $236.7 million, respectively. There were no restrictions on cash as of December 31, 2020 or 2019. |
Mortgage Notes Receivable | Mortgage Notes Receivable Mortgage notes receivable (referred to herein as āmortgage notes receivableā, āconstruction loansā, āloansā, or ānotesā) are classified as held for investment as we have the intent and ability to hold until maturity or payoff and are carried in the consolidated balance sheets at amortized cost, net of construction holdbacks, interest reserves, allowance for credit losses and deferred origination and amendment fees. Participations in mortgage notes receivables are accounted for as sales and derecognized from the balance sheet when control over the transferred assets has been surrendered. Control over transferred assets is deemed to be surrendered when: (1) a group of financial assets or a participating interest in an entire financial asset has been isolated from the Company, (2) the transferee obtains the right (free of conditions that constrain it from taking advantage of that right, beyond a more than trivial benefit) to pledge or exchange the transferred assets, and (3) the Company does not maintain effective control over the transferred assets through an agreement to repurchase them before their maturity. If the sales do not meet these criteria, the sale of the participation is treated as a secured borrowing. As of December 31, 2020, all participations in mortgage notes receivable sold to the Private REIT have achieved sale accounting. There were no participations as of December 31, 2019. |
Deferred Income | Deferred Income Deferred income represents the amount of our origination and amendment fees that have been deferred and will be recognized in income over the contractual maturity of the underlying loan. Origination fees are included in the total commitment to the borrower and financed at the time of loan origination. Amendment fees are either included in the total commitment to the borrower and financed at the time of the loan amendment or are billed to the borrower when the loan is amended and not capitalized into the principal outstanding. Deferred origination and amendment fees capitalized into the principal outstanding are included within mortgage notes receivable, net on the consolidated balance sheets. Deferred amendment fees that are not capitalized into the principal outstanding are presented within interest and fees receivable, net on the consolidated balance sheets. |
Interest and Fees Receivable | Interest and Fees Receivable Interest on performing loans is accrued and recognized as interest income at the contractual rate of interest, or at the contractual rate of monthly minimum interest. Extension fees are charged when we agree to extend the maturity dates of loans. In addition, late fees are changed when borrower payments are contractually past due. Extension and late fees represent an outstanding fee receivable that is generally collected at loan pay off. We monitor each noteās outstanding interest and fee receivables and, based on historical performance, generally reserve against the balance after a receivable is greater than 60 days past due unless collectability of all amounts due is reasonably assured. We have made an accounting policy election to exclude accrued interest and fee receivables from the amortized cost basis of the related mortgage notes receivable in determining the CECL allowance as any uncollected accrued interest receivable is written off in a timely manner. |
Real property | Real property Real property owned by us consists of real estate acquired in settlement of loans. Real estate acquired through foreclosure or deed in lieu of foreclosure is recorded at fair market value at the time of acquisition, which generally approximates the carrying value of the loan secured by such property. Costs related to acquisition, development, construction and improvements are capitalized to the extent the investment in the real property does not exceed the fair value less estimated costs to sell. Expenditures for repairs and maintenance are charged to expense when incurred. As of December 31, 2020 and 2019, we owned three and two real properties, respectively. |
Goodwill | Goodwill Goodwill represents the excess of the consideration paid over the fair value of net assets acquired in connection with the Business Combination in November 2019. Goodwill is tested for impairment annually in October or more frequently if events or changes in circumstances indicate potential impairment. In testing goodwill for impairment, we follow ASC 350, IntangiblesāGoodwill and Other |
Intangible Assets | Intangible Assets As a result of the Business Combination in November 2019, we identified intangible assets in the form of customer relationships. We recorded the intangible assets at fair value at the acquisition date and are amortizing the value of these finite lived intangibles into expense over the expected useful life. |
Fixed Assets | Fixed Assets Fixed assets, which are included in other assets in the accompanying consolidated balance sheets are stated at cost, less accumulated depreciation. Repairs and maintenance to these assets are charged to expense as incurred; major improvements enhancing the function and/or useful life are capitalized. When items are sold or retired, the related cost and accumulated depreciation are removed from the accounts and any gains or losses arising from such transactions are recognized. Depreciation is recorded on the straight-line basis over the estimated useful life of the assets, which ranges from three |
Other Assets | Other Assets Other assets primarily consist of prepaid insurance, right-of-use asset and other operating receivables. In connection with the Business Combination, we entered into an arrangement to sublease an operating lease and have recorded a right-of-use asset lease liability |
Interest Income | Interest Income Interest income on mortgage notes receivable is accrued based on contractual rates applied to the principal balance outstanding, unless there is a minimum interest provision in the mortgage note. Many construction loans provide for minimum interest provisions, under which the contractual rate applies to, which are typically between 50% and 70% of the face amount of the note until the actual outstanding principal exceeds the minimum threshold. Mortgage notes receivable can be placed in contractual default status for any of the following reasons: (1) an interest payment is more than 30 days past due; (2) a note matures and the borrower fails to make payment of all amounts owed or extend the loan; or (3) the collateral becomes impaired in such a way that the ultimate collection of the note is doubtful. The accrual of interest income is suspended when a loan is in contractual default unless the interest is paid in cash or collectability of all amounts due is reasonably assured. In addition, in certain instances, where the interest reserve on a current loan has been fully depleted and the interest payment is not expected to be collected from the borrower, we may place a current loan on non-accrual status and recognize interest income on a cash-basis. Interest previously accrued may be reversed at that time, and such reversal is offset against interest income. The accrual of interest income resumes only when the suspended loan becomes contractually current or a credit analysis supports the ability to collect in accordance with the terms of the loan. |
Fee Income | Fee Income We charge loan origination fees in conjunction with origination. Amendment fees are charged when loan terms are modified, such as increases in interest reserves and construction holdbacks in line with our underwriting criteria or upon modification of a loan for the transition from horizontal development to vertical construction. We defer and amortize loan origination and amendment fees over the contractual terms of the loans. Extension fees are charged when we agree to extend the maturity dates of loans and we charge fees on past due receivables. Extension and late fees are recognized when billed to the borrower. The Predecessor Companies did not defer loan origination and amendment fees, rather, loan fee income at origination or amendment due to the short-term nature of the loans, and the difference in accounting policy is not considered significant. We charge inspection fees, which we use to hire independent inspectors to report on the status of construction projects. These fees are earned and recognized upon each construction draw request. |
Impairment of Loans - Current Expected Credit Losses | Impairment of Loans ā Current Expected Credit Losses For the year ended December 31, 2020, we adopted the current expected credit loss (āCECL Standardā) on January 1, 2020. The CECL Standard replaced the incurred loss model under existing guidance with an expected loss model for instruments measured at amortized cost. We now record an allowance for credit losses in accordance with the CECL Standard on our loan portfolio on a collective basis by assets with similar risk characteristics. In addition, for assets that are classified as collateral dependent based on foreclosure being probable, we continue to record loan specific allowances based on the fair value of the collateral for expected credit losses under the CECL Standard. Given the short-term nature of our loans, we evaluate the most recent external appraisal and depending on the age of the appraisal, may order a new appraisal or, where available, will evaluate against existing comparable sales or other pertinent information to estimate the fair value of the collateral for such loans. The CECL Standard requires an entity to consider historical loss experience, current conditions, and a reasonable and supportable forecasts of the economic environment. The Company utilizes a probability of default/loss given default (āPD/LGDā) method approach for estimating current expected credit losses. In accordance with the PD/LGD method, an annual historical loss rate is applied to the amortized cost of an asset or pool of assets over the remaining expected life. The PD/LGD method requires consideration of the timing of expected future funding of existing commitments and repayments over each assetās remaining life. An annual loss factor, adjusted for macroeconomic estimates, is applied over each subsequent period and aggregated to arrive at the CECL allowance. In determining the CECL allowance, we considered various factors including (i) historical loss experience in our portfolio (ii) historical loss experience in the commercial real estate lending market, (iii) timing of expected pay offs including prepayments and extensions where reasonably expected, and (iv) our current and future view of the macroeconomic environment. We utilize a reasonable and supportable forecast period equal to the contractual term of the loan plus short-term extensions of one to three months that are reasonably expected for construction loans. Management estimates the allowance for credit losses using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is maintained at a level sufficient to provide for expected credit losses over the life of the loan based on evaluating historical credit loss experience and making adjustments to historical loss information for differences in the specific risk characteristics in the current loan portfolio. Refer to āNote 4 ā Mortgage Notes Receivableā for further information regarding the CECL allowance. We have made an accounting policy election to exclude accrued interest receivable, included in interest and fees receivable, net on our consolidated balance sheets, from the amortized cost basis of the related mortgage notes receivable in determining the CECL allowance as any uncollected accrued interest receivable is written off in a timely manner. No interest income is recognized on mortgage notes receivable that are in contractual default unless the interest is paid in cash or collectability of all amounts due is reasonably assured. In addition, in certain instances, where the interest reserve on a current loan has been fully depleted and the interest payment is not expected to be collected from the borrower, we may place a current loan on non-accrual status and recognize interest income on a cash-basis. |
Impairment of Loans-Incurred Loss Model | Impairment of Loans-Incurred Loss Model For the periods ended December 31, 2019 and November 14, 2019, and the year ended December 31, 2018, we evaluated loans designated as non-performing for impairment as we had some expectation that the repayment of loan, including both contractual interest and principal payments, may not be realized in full. We designated loans as non-performing at such time as (1) the borrower failed to make the required monthly interest-only loan payments; (2) the loan had a maturity default; or (3) in the opinion of management, it was probable we would be unable to collect all amounts due according to the contractual terms of the loan. The allowance for credit losses reflected our estimate of incurred loan losses in the loan portfolio as of the balance sheet date. The allowance increased or decreased by recording the loan loss provision or recovery in our consolidated statements of income and decreased by charge-offs when losses were confirmed through the receipt of assets, such as in a pre-foreclosure sale or upon ownership control of the underlying collateral in full satisfaction of the loan upon foreclosure or when significant collection efforts had ceased. The allowance for credit losses was determined on an asset-specific basis. The asset-specific allowance related to estimated losses on individual impaired loans. This assessment was based on factors such as payment status, lien position, borrower financial resources and investment collateral, collateral type, project economics and geographic location as well as national and regional economic factors. For impaired loans, impairment was measured using the estimated fair value of collateral less the estimated cost to sell in comparison to the carrying value. Valuations were performed or obtained at the time a loan was determined to be impaired and designated as non-performing, and they are updated if circumstances indicate that a significant change in value has occurred. Given the short-term nature of our loans, we evaluate the most recent external appraisal and depending on the age of the appraisal, may order a new appraisal or, where available, will evaluate against existing comparable sales or other pertinent information to estimate the fair value of the collateral for such loans. As of December 31, 2019, all of our allowance for loan losses represented an asset-specific allowance. |
Share-Based Payments | ShareāBased Payments We measure compensation expense for all share-based awards at fair value on the date of grant and recognize compensation expense over the service period on a straight-line basis for awards expected to vest, which is generally three years for employees and one year for directors. Share-based awards are issued under the Broadmark Realty Capital Inc. 2019 Stock Incentive Plan. Awards made to our employees and directors, typically consist of restricted stock units and fair value is based on the grant date closing price of our common stock. All share based awards granted from December 31, 2020 have been awards with periodic vesting and we recognize the related expense on a straight -line basis over the requisite service period for the entire award, subject to periodic adjustments to ensure that the cumulative amount of expense recognized through the end of any reporting period is at least equal to the portion of the grant date value of the award that has vested through that date. We account for forfeitures prospectively as they occur. If there are any modifications or cancellations of the underlying unvested share-based awards, we may be required to accelerate or increase any remaining unrecognized or previously recorded stock-based compensation expense. |
Profit Interests (Predecessor) | Profit Interests (Predecessor) The Predecessor Management Companiesā profits interests were accounted for as share-based compensation. The Predecessor Management Companiesā expensed the fair value of profits interests granted to its employees and directors over the period each award vested. Compensation cost was measured using the Black-Scholes model. All unvested profits interests vested at the time of the Business Combination. |
Income Taxes | Income Taxes (Successor) We have elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, for U.S. federal income tax purposes (the āCodeā). As a REIT, we generally are not subject to U.S. federal income taxes on net income we distribute to our shareholders. We intend to make timely distributions sufficient to satisfy the annual distribution requirements. If we fail to qualify as a REIT in any taxable year, we will be subject to U.S. federal income tax on our taxable income at regular corporate tax rates. Even if we qualify for taxation as a REIT, we may be subject to certain state and local taxes on our income and property and U.S. federal income and excise taxes on our undistributed income. Our TRSs are subject to U.S. federal income taxes. Income Taxes (Predecessor) The Predecessor Companies were taxed as partnerships and REITs under provisions of the Code. As such, the tax attributes of the partnerships are included in the individual tax returns of its members for partnerships and not for the Predecessor Company Group as the REIT entities met the qualifications to be taxed as REITs. Accordingly, the accompanying consolidated statement of income for the period ending November 14, 2019 includes no provision for income taxes for the Predecessor Company Group. |
Earnings per Share | Earnings per Share We follow the accounting guidance in ASC 260, Earnings Per Share For purposes of the Predecessor period which includes the financial results of the Predecessor Company Group, we determined that earnings per unit would not be meaningful to the users of this filing, given the different unitholders and membersā equity structures of each individual entity in the Predecessor Company Group. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements As a former emerging growth company, the Jumpstart Our Business Startups Act (āJOBS Actā) permitted us an extended transition period for complying with new or revised accounting standards affecting public companies. Through the third quarter of 2020, we elected to use this extended transition period and adopt certain new accounting standards on the private company timeline, which meant that our financial statements may not have been comparable to the financial statements of public companies that comply with such new or revised accounting standards on a non-delayed basis. We ceased to qualify as an emerging growth company effective December 31, 2020. As discussed above under āImpairment of Loans-Current Expected Credit Lossesā, we adopted the CECL Standard for the year ended December 31, 2020. This adoption was required when we ceased to qualify as an emerging growth company as of December 31, 2020, but the standard was then applicable for all of the year ended December 31, 2020. Accordingly, our previously reported quarterly net income for 2020 was adjusted for changes to our provision for credit losses. The CECL Standard required an initial effect of adoption to be recorded through a cumulative-effect adjustment to retained earnings as of January 1, 2020. Subsequent changes to the CECL allowance are recognized as a provision for credit losses through net income (loss). In January 2017, the FASB issued ASU 2017-04, Intangibles ā Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, which simplifies how an entity is required to test goodwill for impairment by eliminating Step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unitās goodwill with the carrying amount of that goodwill. Under the amendments in ASU 2017-04, an entity should recognize an impairment charge for the amount by which the carrying amount of a reporting unit exceeds its fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The updated guidance requires prospective adoption. We adopted the standard on January 1, 2020 and there was no material impact on our consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820), which (1) adds incremental requirements for entities to disclose (a) the amount of total gains or losses for the period recognized in other comprehensive income that is attributable to fair value changes in assets and liabilities held as of the balance sheet date and categorized within Level 3 of the fair value hierarchy (b) the range and weighted average used to develop significant unobservable inputs and (c) how the weighted average was calculated for fair value measurements categorized within Level of the fair value hierarchy and (2) eliminates disclosure requirements for (a) transfers between Level 1 and Level 2 and (b) valuation processes for Level 3 fair value measurements. We adopted the standard on January 1, 2020 and there was no material impact on our consolidated financial statements . |
Business Combination (Tables)
Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Combination | |
Summary of preliminary fair values of assets acquired and liabilities assumed by BRELF II | ā ā ā ā ā Consideration paid: $ (in thousands) Cash ā $ 102,245 Common stock ā 479,619 Total consideration paid ā $ 581,864 ā ā ā ā Assets acquired: ā Cash and cash equivalents ā 88,505 Investment in real property ā 8,413 Mortgage notes receivable ā 344,837 Interest and fees receivable ā 2,743 Intangible assets ā 1,000 Other assets ā 174 Total Assets ā 445,672 ā ā ā ā Liabilities assumed: ā Accounts payable and accrued liability ā 205 Other liabilities ā 568 Total Liabilities ā 773 Net assets acquired ā 444,899 ā ā ā ā Goodwill ā $ 136,965 |
Mortgage notes receivable (Tabl
Mortgage notes receivable (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Mortgage notes receivable | |
Schedule of mortgage notes receivable | The following table reconciles outstanding mortgage loan commitments to outstanding balance of mortgage notes receivable as of December 31, 2020 and 2019: ā ā ā ā ā ā ā ā ā ā ā ā (dollars in thousands) December 31, 2020 December 31, 2019 Total loan commitments ā $ 1,245,963 ā $ 1,101,275 Less: ā ā ā ā ā Construction holdbacks (1) ā ā 356,026 ā ā 253,708 Interest reserves (1) ā ā 29,817 ā ā 18,601 Private REIT participation (2) ā ā 37,729 ā ā ā Total principal outstanding for our mortgage notes receivable ā ā 822,391 ā ā 828,966 Less: ā ā ā ā ā ā Allowance for credit losses ā ā 10,590 ā ā 4,096 Deferred origination and amendment fees ā ā 13,315 ā ā 3,281 Mortgage notes receivable, net ā $ 798,486 ā $ 821,589 (1) Includes construction holdbacks of $40.4 million and interest reserves of $4.3 million on participating interests sold to the Private REIT as of December 31, 2020. (2) The Private REITās participations in loans originated by us meet the characteristics of participating interests and, therefore, are treated as sales of mortgage notes receivable and are derecognized from our consolidated financial statements. |
Summary of activity in the CECL Allowance | The following table summarizes the activity in the CECL Allowance from adoption on January 1, 2020 to December 31, 2020: ā ā ā ā (dollars in thousands) ā CECL Allowance (1) Loan loss reserve as of December 31, 2019 ā $ 4,096 Adoption of ASU 2016-13, see Note 2 ā ā 1,975 Charge-offs (2) ā (2,203) Increase in CECL reserve ā 6,722 CECL reserve as of December 31, 2020 ā $ 10,590 (1) As of December 31, 2019, amount represents specific loan loss provisions recorded on individual loans before the adoption of the CECL Standard. (2) Represents expected credit losses previously reserved for and confirmed upon loan repayment or upon foreclosure and transfer to real property owned where the amount of proceeds or fair value of the underlying collateral received is less than the principal outstanding. |
Schedule of composition of the loan portfolio | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā At December 31, 2020 ā Year Originated (1) (dollars in thousands) Carrying Value % of Portfolio 2020 2019 ā 2018 2017 2016 Prior Construction Type ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Vertical Construction $ 514,136 ā 63.5 % $ 354,012 ā $ 57,090 ā $ 6,853 ā $ 88,655 ā $ 7,526 ā $ ā Horizontal Development 153,345 ā 19.0 ā 129,607 ā 15,028 ā 283 ā ā ā 8,427 ā ā Investment 141,595 ā 17.5 ā 98,146 ā 18,657 ā 7,259 ā 16,444 ā ā ā 1,089 Total $ 809,076 ā 100.0 % $ 581,765 $ 90,775 $ 14,395 $ 105,099 $ 15,953 $ 1,089 CECL allowance (10,590) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Carrying value, net $ 798,486 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā (1) Represents the year of origination or amendment where the loan incurred a full re-underwriting. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā At December 31, 2020 ā Year Originated (1) (dollars in thousands) Carrying Value % of Portfolio 2020 2019 ā 2018 2017 2016 Prior Collateral Type ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Apartments $ 129,588 ā 16.0 % $ 79,931 ā $ 18,953 ā $ ā ā $ 24,232 ā $ 6,472 ā $ ā Residential Lots 124,548 ā 15.4 ā 105,830 ā 10,291 ā ā ā ā ā 8,427 ā ā Condos 92,245 ā 11.4 ā 52,714 ā 3,106 ā 4,405 ā 32,020 ā ā ā ā Single family housing ā ā 90,131 ā 11.1 ā ā ā 69,438 ā ā 8,839 ā ā 1,028 ā ā 10,103 ā ā ā ā ā 723 Land ā ā 72,913 ā 9.0 ā ā ā 48,844 ā ā ā ā ā 7,259 ā ā 16,444 ā ā ā ā ā 366 Townhomes ā ā 72,773 ā 9.0 ā ā ā 47,391 ā ā 1,061 ā ā 1,703 ā ā 21,564 ā ā 1,054 ā ā ā Mixed Use ā ā 66,092 ā 8.2 ā ā ā 60,232 ā ā 5,860 ā ā ā ā ā ā ā ā ā ā ā ā Hotel ā ā 51,115 ā 6.3 ā ā ā 42,874 ā ā 8,241 ā ā ā ā ā ā ā ā ā ā ā ā Senior Housing ā ā 34,283 ā 4.2 ā ā ā 34,283 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Offices ā ā 29,540 ā 3.7 ā ā ā 8,495 ā ā 21,045 ā ā ā ā ā ā ā ā ā ā ā ā Commercial Lots ā ā 15,683 ā 1.9 ā ā ā 15,683 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Retail ā ā 11,397 ā 1.4 ā ā ā 9,500 ā ā 1,897 ā ā ā ā ā ā ā ā ā ā ā ā Industrial ā ā 11,309 ā 1.4 ā ā ā 704 ā ā 10,605 ā ā ā ā ā ā ā ā ā ā ā ā Quadplex ā ā 5,592 ā 0.7 ā ā ā 5,592 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Commercial ā ā 877 ā 0.1 ā ā ā ā ā ā 877 ā ā ā ā ā ā ā ā ā ā ā ā Duplex ā ā 736 ā 0.1 ā ā ā ā ā ā ā ā ā ā ā ā 736 ā ā ā ā ā ā Commercial other ā ā 254 ā 0.1 ā ā ā 254 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Total $ 809,076 ā 100.0 % $ 581,765 $ 90,775 $ 14,395 $ 105,099 $ 15,953 $ 1,089 CECL allowance (10,590) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Carrying value, net $ 798,486 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā (1) Represents the year of origination or amendment where the loan incurred a full re-underwriting. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā At December 31, 2020 ā Year Originated (1) (dollars in thousands) Carrying Value % of Portfolio 2020 2019 ā 2018 2017 2016 Prior LTV (2) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā 0 - 40% $ 22,601 ā 2.8 % $ 18,112 ā $ ā ā $ 3,862 ā $ 261 ā $ ā ā $ 366 41 - 45% ā ā 68,263 ā 8.4 ā ā ā 44,683 ā ā 20,183 ā ā 3,397 ā ā ā ā ā ā ā ā ā 46 - 50% 23,864 ā 2.9 ā 15,917 ā 7,224 ā ā ā ā ā ā ā 723 51 - 55% 76,539 ā 9.5 ā 57,583 ā 2,774 ā ā ā 16,182 ā ā ā ā 56 - 60% ā ā 135,170 ā 16.7 ā ā ā 117,309 ā ā 3,106 ā ā ā ā ā 9,639 ā ā 5,116 ā ā ā 61 - 65% ā ā 450,253 ā 55.7 ā ā ā 301,964 ā ā 57,488 ā ā 7,136 ā ā 76,139 ā ā 7,526 ā ā ā 66 - 70% ā ā 9,416 ā 1.2 ā ā ā 9,416 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā 71 - 75% ā ā 1,983 ā 0.2 ā ā ā 1,983 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā 76 - 80% ā ā 14,544 ā 1.8 ā ā ā 14,544 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Above 80% ā ā 6,443 ā 0.8 ā ā ā 254 ā ā ā ā ā ā ā ā 2,878 ā ā 3,311 ā ā ā Total $ 809,076 ā 100.0 % $ 581,765 $ 90,775 $ 14,395 $ 105,099 $ 15,953 $ 1,089 CECL allowance (10,590) ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Carrying value, net $ 798,486 ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā (1) Represents the year of origination or amendment where the loan incurred a full re-underwriting. (2) Represents LTV as of origination or latest amendment. LTVs above 65% generally represent loans in contractual default status where we have agreed to extend funds to the borrower above 65% in order to ensure successful completion of the construction and return of capital. |
Summary of activity in the allowance for loan losses | ā ā ā ā ā ā ā ā ā ā ā ā Successor ā Predecessor ā Predecessor ā ā Period from November 15, 2019 ā Period from January 1, 2019 ā Year Ended (dollars in thousands) ā through December 31, 2019 (1) ā through November 14, 2019 ā December 31, 2018 Beginning ā $ 4,096 ā $ 1,704 ā $ ā Provision for loan losses ā ā ā 3,342 ā 1,783 Charge offs ā ā ā (452) ā (340) Recoveries ā ā ā ā ā 261 Ending ā $ 4,096 ā $ 4,594 ā $ 1,704 ā ā (1) The beginning balance on November 15, 2019 (Successor) represents the allowance of the acquirer, BRELF II . |
Fair value measurements (Tables
Fair value measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair value measurements | |
Schedule of fair value of assets and liabilities | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2020 ā Fair Value Measurements Using ā ā ā Carrying ā ā Estimated ā ā ā ā ā ā ā ā ā (dollars in thousands) ā ā Value ā ā Fair Value ā ā Level 1 ā ā Level 2 ā ā Level 3 Financial Assets ā ā ā ā ā Cash and cash equivalents ā $ 223,375 ā $ 223,375 ā $ 223,375 ā $ ā ā $ ā Mortgage notes receivable, net ā 798,486 ā 798,486 ā ā ā ā ā 798,486 Interest and fees receivable, net ā 14,357 ā 14,357 ā ā ā 14,357 ā ā Investment in real property, net ā 8,473 ā 8,473 ā ā ā ā ā 8,473 Financial Liabilities ā ā ā ā ā Accounts payable and accrued liabilities ā $ 4,946 ā $ 4,946 ā $ ā ā $ 4,946 ā $ ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā December 31, 2019 ā Fair Value Measurements Using ā ā ā Carrying ā ā Estimated ā ā ā ā ā ā ā ā ā (dollars in thousands) ā ā Value ā ā Fair Value ā ā Level 1 ā ā Level 2 ā ā Level 3 Financial Assets ā ā ā ā ā Cash and cash equivalents ā $ 238,214 ā $ 238,214 ā $ 238,214 ā $ ā ā $ ā Mortgage notes receivable, net ā 821,589 ā 821,589 ā ā ā ā ā 821,589 Interest and fees receivable ā 4,108 ā 4,108 ā ā ā 4,108 ā ā Investment in real property, net ā 5,837 ā 5,837 ā ā ā ā ā 5,837 Financial Liabilities ā ā ā ā ā Accounts payable and accrued liabilities (1) ā $ 8,415 ā $ 8,415 ā $ ā ā $ 2,923 ā $ 5,492 (1) Includes the level 3 valuation of the optional subscription liability derivative measured at fair value on a recurring basis. |
Schedule of valuation methodologies and inputs used for assets that are measured at fair value | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Level 3 ā Valuation ā Unobservable ā Range of (dollars in thousands) ā ā December 31, 2020 ā December 31, 2019 ā technique ā inputs ā inputs ā Optional subscription liability (1) $ ā ā $ 5,492 Valuation model ā Refer to Note 7 for assumptions ā 0 - 5 % Real property (2) ā 8,473 ā ā 5,837 Collateral valuations ā Discount to appraised value based on comparable market prices ā 0 - 10 % Collateral dependent loans, net of allowance for credit losses (3) ā ā 30,920 ā ā ā ā Collateral valuations ā Discount to appraised value based on comparable market prices ā 0 - 10 % Impaired loans, net of allowance for loan losses (3) ā ā ā ā 28,853 Collateral valuations ā Discount to appraised value based on comparable market prices ā 0 - 10 % Total $ 39,393 ā $ 40,182 ā ā ā ā ā (1) Optional subscription liability derivative measured at fair value on a recurring basis. Expired in November 2020. (2) Real property is stated at lower of cost or fair value, a non-recurring measurement of fair value. (3) Post CECL adoption on January 1, 2020, loans meeting the revised definition of collateral dependent are measured at the fair value less the costs to sell the underlying property. The carrying value of the collateral dependent loans, net of the allowance for credit losses, approximates fair value. (4) Prior to CECL adoption, for impaired loans, the fair value is based on the fair value less the costs to sell the underlying property. The carrying value of the impaired loans, net of the allowance for loan losses, approximates fair value. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets | |
Schedule of change in net book value of intangible assets | ā ā ā ā ā ā ā Acquired (dollars in thousands) Intangibles Asset Type ā Customer relationships $ 1,000 Less: Accumulated amortization ā 379 Intangible assets, net $ 621 |
Schedule of future amortization expense | ā ā ā ā ā ā ā ā ā ā Year ended December 31, (dollars in thousands) 2021 2022 Estimated future intangible amortization expense ā $ 339 ā $ 282 |
Stockholders' Equity and Memb_2
Stockholders' Equity and Members' Equity (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity and Members' Equity | |
Schedule of assumptions used in estimating fair value of derivative liability | ā ā ā ā ā ā ā ā ā As of December 31, 2020 As of December 31, 2019 Expected volatility ā N/A ā 13.0 % Expected dividend yield ā N/A ā 7.3 % Expected life (in years) ā N/A ā 0.9 ā Risk-free interest rate ā N/A ā 1.6 % |
Schedule of basic and diluted earnings per share | ā ā ā ā ā ā ā ā ā ā ā ā ā Successor ā Successor ā ā Year Ended ā Period from November 15, 2019 (dollars in thousands, except share and per share data): ā December 31, 2020 ā through December 31, 2019 Net income ā $ 90,231 ā $ 5,313 Basic weighted-average shares of common stock outstanding ā ā 132,209,495 ā ā 132,111,329 Dilutive effect of share-based compensation ā 51,618 ā 388,057 Diluted weighted-average shares of common stock outstanding (1) ā ā 132,261,113 ā ā 132,499,386 Basic earnings per share ā $ 0.68 ā $ 0.04 Diluted earnings per share ā $ 0.68 ā $ 0.04 (1) We exclude anti-dilutive shares from calculation of weighted-average shares for diluted earnings per share. There were 15.6 million shares related to the Public Warrants and Private Warrants for the year ended December 31, 2020 and the period from November 15 through December 31, 2019, unvested restricted stock unit awards of 315,260 shares for the year ended December 31, 2020, and 2.4 million shares related to the Optional Subscription which had a cash settlement feature at the option of the holder for the period from November 15 through December 31, 2019, which are not included in the above calculation of diluted earnings per share because in doing so they would be anti-dilutive. |
Equity Incentive Plan (Tables)
Equity Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity Incentive Plan | |
Summary of the activity related to restricted stock | ā ā ā ā ā ā ā ā ā Weighted Average ā ā ā ā Grant Date Fair ā ā Shares ā Market Value Unvested RSUs outstanding as of December 31, 2019 (Successor) 334,928 ā ā ā Granted 520,244 ā ā 10.91 Vested (421,029) ā $ 11.28 Unvested RSUs outstanding as of December 31, 2020 (Successor) 434,143 ā ā ā |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies. | |
Schedule of contractual obligations and commercial commitments | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Less than 1 ā ā ā ā More than (dollars in thousands) ā Total ā year ā 1-3 years ā 3-5 years ā 5 years Construction holdbacks (1) ā 356,026 ā 229,431 ā 126,595 ā ā ā ā Operating lease obligations ā $ 11,848 ā $ 647 ā $ 1,893 ā $ 2,008 ā $ 7,300 Total ā $ 367,874 ā $ 230,078 ā $ 128,488 ā $ 2,008 ā $ 7,300 (1) Includes construction holdbacks of $40.4 million on participating interests sold to the Private REIT as of December 31, 2020. |
Selected Quarterly Financial _2
Selected Quarterly Financial Data (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Selected Quarterly Financial Data | |
Schedule of selected quarterly financial data | ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Three Months Ended ā Three Months Ended ā Three Months Ended ā Three Months Ended ā ā December 31, ā September 30, ā June 30, ā March 31, (dollars and shares in thousands except per share amounts) ā Successor 2020: ā ā ā ā ā Revenue ā $ 32,537 ā $ 28,983 ā $ 29,070 ā $ 31,768 Net income (1) ā 22,414 ā 25,504 ā 15,844 ā 26,469 Earnings per common share data: ā ā ā ā Earnings per share ā ā ā ā ā ā ā ā ā ā ā ā Basic and diluted ā $ 0.17 ā $ 0.19 ā $ 0.12 ā $ 0.20 Weighted average number of common shares: ā ā ā ā ā ā Basic ā ā 132,537 ā ā 132,282 ā ā 132,165 ā ā 132,111 Diluted ā ā 132,668 ā 132,317 ā 132,165 ā 132,336 (1) Net income for the quarters ended September 30, June 30, and March 31, 2020 includes additional provision for (reversals of) credit losses of $(2.3) , $3.9 and $0.8 million, respectively, associated with the adoption of the CECL Standard. Refer to Note 2 for further discussion. ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā ā Period from ā Period from ā ā ā ā ā ā ā ā November 15 to ā October 1 to ā Three Months Ended ā Three Months Ended ā Three Months Ended ā ā December 31, ā November 14, ā September 30, ā June 30, ā March 31, (dollars and shares in thousands except per share amounts) ā Successor ā Predecessor 2019: ā ā ā ā ā ā Revenue ā $ 15,974 ā $ 14,073 ā $ 34,581 ā $ 36,573 ā $ 29,783 Net income ā 5,313 ā (12,125) ā 25,856 ā 31,202 ā 24,990 Earnings per common share data: ā ā ā ā ā Earnings per share ā ā ā ā ā Basic and diluted ā $ 0.04 ā $ ā ā $ ā ā $ ā ā $ ā Weighted average number of common shares: ā ā ā ā ā ā ā Basic ā ā 132,111 ā ā ā ā ā ā ā ā ā ā ā ā Diluted ā ā 132,499 ā ā ā ā ā ā ā ā |
Summary of significant accoun_3
Summary of significant accounting policies - (Details) | Nov. 14, 2019USD ($) | Nov. 14, 2019USD ($) | Dec. 31, 2019USD ($)property | Dec. 31, 2020USD ($)property | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019USD ($) | Dec. 31, 2020USD ($)segmentproperty | Dec. 31, 2018USD ($) | [1] | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||||||||||
Financial Designation | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | |
Number of reportable segments | segment | 1 | ||||||||||||||
Threshold sweep account balance | $ 750,000 | $ 750,000 | |||||||||||||
Uninsured cash and cash equivalents balance | $ 236,700,000 | 222,400,000 | 222,400,000 | ||||||||||||
Restricted cash | $ 0 | $ 0 | $ 0 | ||||||||||||
Number of real properties owned | property | 2 | 3 | 3 | ||||||||||||
Right-of-use asset | $ 400,000 | $ 400,000 | $ 400,000 | ||||||||||||
Lease Liability | $ 400,000 | $ 400,000 | $ 400,000 | ||||||||||||
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other Assets | Other Assets | |||||||||||||
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Accounts Payable and Other Accrued Liabilities | Accounts Payable and Other Accrued Liabilities | Accounts Payable and Other Accrued Liabilities | Accounts Payable and Other Accrued Liabilities | Accounts Payable and Other Accrued Liabilities | ||||||||||
Lease agreement yet to commence term | 10 years | 10 years | |||||||||||||
Interest income mortgage notes receivable | $ 0 | ||||||||||||||
Provision for income taxes | $ 0 | $ 90,000 | |||||||||||||
Maximum | |||||||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||||||||||
Estimated useful lives of fixed assets | 7 years | ||||||||||||||
Contractual rate | 70.00% | ||||||||||||||
Minimum | |||||||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||||||||||
Estimated useful lives of fixed assets | 3 years | ||||||||||||||
Contractual rate | 50.00% | ||||||||||||||
Employees | |||||||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||||||||||
Vesting period | 3 years | ||||||||||||||
Directors | |||||||||||||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||||||||||||
Vesting period | 1 year | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Business Combination - Acquisit
Business Combination - Acquisition (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | [1] | |
Business Acquisition [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | |
Proceeds From Recapitalization | $ 327,056 | ||||||||||||||
Exercise price per share (in dollars per share) | $ 11.50 | $ 11.50 | $ 11.50 | ||||||||||||
Consent fee paid to holders of Public Warrants | $ 66,679 | ||||||||||||||
Transaction costs in connection with recapitalization | 367 | $ 25,789 | [1] | ||||||||||||
Transaction cost settled in stock | $ 1,391 | ||||||||||||||
Trinity | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Proceeds From Recapitalization | $ 327,100 | ||||||||||||||
Consent fee paid to holders of Public Warrants | 66,700 | ||||||||||||||
Net proceeds | 260,400 | ||||||||||||||
Remaining proceeds from recapitalization | 146,900 | ||||||||||||||
Total consideration | 581,864 | ||||||||||||||
Settlement in cash | 102,245 | ||||||||||||||
Settlement in common stock | 479,619 | ||||||||||||||
Seller transaction costs | 13,500 | ||||||||||||||
Seller transaction costs (settled in cash) | 11,900 | ||||||||||||||
Seller transaction costs (settled in stock) | $ 1,600 | ||||||||||||||
BRELF II | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Percentage of acquisition | 100.00% | 100.00% | 100.00% | ||||||||||||
Stock issued in connection with recapitalization | $ 495,500 | ||||||||||||||
Transaction cost settled in cash | 11,300 | ||||||||||||||
Transaction cost settled in stock | 1,400 | ||||||||||||||
BRELF II | Operating expense | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Transaction costs in connection with recapitalization | $ 12,700 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Business Combination - Fair Val
Business Combination - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | [1] | |
Business Acquisition [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | |
Goodwill | $ 131,965 | $ 136,965 | $ 136,965 | ||||||||||||
Trinity | |||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Cash | $ 102,245 | ||||||||||||||
Common stock | 479,619 | ||||||||||||||
Total consideration paid | 581,864 | ||||||||||||||
Cash and cash equivalents | 88,505 | $ 88,505 | $ 88,505 | ||||||||||||
Investment in real property | 8,413 | 8,413 | 8,413 | ||||||||||||
Mortgage notes receivable | 344,837 | 344,837 | 344,837 | ||||||||||||
Interest and fees receivable | 2,743 | 2,743 | 2,743 | ||||||||||||
Intangible assets | 1,000 | 1,000 | 1,000 | ||||||||||||
Other assets | 174 | 174 | 174 | ||||||||||||
Total Assets | 445,672 | 445,672 | 445,672 | ||||||||||||
Accounts payable and accrued liability | 205 | 205 | 205 | ||||||||||||
Other liabilities | 568 | 568 | 568 | ||||||||||||
Total Liabilities | 773 | 773 | 773 | ||||||||||||
Net assets acquired | 444,899 | 444,899 | 444,899 | ||||||||||||
Goodwill | $ 136,965 | $ 136,965 | $ 136,965 | ||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Business Combination - Purchase
Business Combination - Purchase Consideration (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | [1] | |
Business Acquisition [Line Items] | ||||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | ||
Purchased goodwill, income tax amortization period | 15 years | |||||||||||||||
Customer relationships | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Allocation of the preliminary fair value | $ 6,000 | $ 6,000 | $ 1,000 | $ 6,000 | ||||||||||||
Goodwill, period increase (decrease) | $ 5,000 | |||||||||||||||
Customer relationships | Maximum | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Useful economic lives | 5 years | |||||||||||||||
Customer relationships | Minimum | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Useful economic lives | 2 years | |||||||||||||||
Trinity | ||||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||||
Allocation of the preliminary fair value | $ 1,000 | $ 1,000 | $ 1,000 | |||||||||||||
Transaction costs | $ 400 | $ 25,800 | $ 26,200 | |||||||||||||
Settlement made for termination of referral agreements | 10,000 | |||||||||||||||
Settlement made in the form of cash | 7,000 | |||||||||||||||
Settlement made in the form of common stock | $ 3,000 | |||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Mortgage notes receivable - Add
Mortgage notes receivable - Additional Information (Details) - USD ($) $ in Thousands | Jan. 01, 2020 | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 15, 2019 | ||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | [1] | |||
Percentage of maximum loan to value ratio | 65.00% | |||||||||||||||||
Percentage of maximum of amount of a single loan | 10.00% | |||||||||||||||||
Percentage of maximum amount of loans to single borrower | 15.00% | |||||||||||||||||
Monthly interest rate payment term | 10 days | |||||||||||||||||
Principal outstanding on non accrual status | $ 32,900 | $ 126,800 | $ 126,800 | $ 32,900 | ||||||||||||||
Average principal outstanding on non accrual status | 16,900 | |||||||||||||||||
Allowance for loan losses | $ 4,594 | $ 4,594 | 4,096 | 10,590 | $ 4,594 | 10,590 | 4,096 | $ 1,704 | $ 4,096 | |||||||||
Accumulated deficit | (24,780) | $ (39,698) | $ (39,698) | (24,780) | ||||||||||||||
Principal outstanding on impaired loans | 32,900 | 32,900 | ||||||||||||||||
Loans with impairment | 18,700 | 18,700 | ||||||||||||||||
Average investment in impaired loans | 16,100 | |||||||||||||||||
Adoption of ASU 2016-13 | ||||||||||||||||||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||||
Allowance for loan losses | $ 6,100 | 1,975 | 1,975 | |||||||||||||||
Increase in allowance for credit losses | 2,000 | |||||||||||||||||
Accumulated deficit | $ (2,000) | |||||||||||||||||
Maximum | ||||||||||||||||||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||||
Term of mortgage notes receivable | 18 months | |||||||||||||||||
Interest rate (as a percent) | 13.00% | 13.00% | ||||||||||||||||
Minimum | ||||||||||||||||||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||||
Term of mortgage notes receivable | 5 months | |||||||||||||||||
Interest rate (as a percent) | 10.00% | 10.00% | ||||||||||||||||
Mortgage notes receivables | ||||||||||||||||||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||||
Allowance for loan losses | $ 4,096 | $ 10,590 | $ 10,590 | $ 4,096 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Mortgage notes receivable - Inf
Mortgage notes receivable - Information pertaining to mortgage notes receivable (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | Nov. 15, 2019 | ||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | [1] | |
Total principal outstanding for our mortgage notes receivable | $ 809,076 | $ 809,076 | ||||||||||||||
Allowance for credit losses | $ 4,594 | $ 4,594 | $ 4,096 | 10,590 | $ 4,594 | 10,590 | $ 1,704 | $ 4,096 | ||||||||
Mortgage notes receivable, net | 821,589 | 798,486 | 798,486 | |||||||||||||
Mortgage notes receivables | ||||||||||||||||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||
Total loan commitments | 1,101,275 | 1,245,963 | 1,245,963 | |||||||||||||
Construction holdbacks | 253,708 | 356,026 | 356,026 | |||||||||||||
Interest reserves | 18,601 | 29,817 | 29,817 | |||||||||||||
Private REIT participation | 37,729 | 37,729 | ||||||||||||||
Total principal outstanding for our mortgage notes receivable | 828,966 | 822,391 | 822,391 | |||||||||||||
Allowance for credit losses | 4,096 | 10,590 | 10,590 | |||||||||||||
Deferred origination and amendment fees | 3,281 | 13,315 | 13,315 | |||||||||||||
Mortgage notes receivable, net | $ 821,589 | 798,486 | 798,486 | |||||||||||||
Broadmark Private REIT, LLC | ||||||||||||||||
Loans and Leases Receivable Disclosure [Line Items] | ||||||||||||||||
Construction holdbacks | 40,400 | 40,400 | ||||||||||||||
Interest reserves | $ 4,300 | $ 4,300 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Mortgage notes receivable - CEC
Mortgage notes receivable - CECL Allowance for loan loss (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | ||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | [1] |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||||||||||||||
Allowance for Credit Loss, Beginning Balance | $ 4,594 | $ 4,096 | $ 1,704 | $ 1,704 | $ 4,096 | ||||||||||
Realized loss | (452) | (2,203) | $ (340) | ||||||||||||
Increase/Decrease in CECL reserve | 6,722 | 261 | |||||||||||||
Allowance for Credit Loss, Ending Balance | $ 4,594 | $ 4,594 | 4,096 | $ 10,590 | $ 4,594 | 10,590 | $ 1,704 | ||||||||
Adoption of ASU 2016-13 | |||||||||||||||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||||||||||||||
Allowance for Credit Loss, Beginning Balance | $ 1,975 | $ 1,975 | |||||||||||||
Allowance for Credit Loss, Ending Balance | $ 1,975 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Mortgage notes receivable - Loa
Mortgage notes receivable - Loan portfolio carrying value (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | Nov. 15, 2019 | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | [1] | |
2020 | $ 581,765 | $ 581,765 | ||||||||||||||
2019 | 90,775 | 90,775 | ||||||||||||||
2018 | 14,395 | 14,395 | ||||||||||||||
2017 | 105,099 | 105,099 | ||||||||||||||
2016 | 15,953 | 15,953 | ||||||||||||||
Prior | 1,089 | 1,089 | ||||||||||||||
Carrying Value | 809,076 | 809,076 | ||||||||||||||
CECL Allowance | $ (4,594) | $ (4,594) | $ (4,096) | (10,590) | $ (4,594) | (10,590) | $ (1,704) | $ (4,096) | ||||||||
Carrying value, net | $ 798,486 | $ 798,486 | ||||||||||||||
Percentage of Portfolio | 100.00% | 100.00% | ||||||||||||||
LTV general percent indicating default status | 65.00% | 65.00% | ||||||||||||||
0 - 40% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 18,112 | $ 18,112 | ||||||||||||||
2018 | 3,862 | 3,862 | ||||||||||||||
2017 | 261 | 261 | ||||||||||||||
Prior | 366 | 366 | ||||||||||||||
Carrying Value | $ 22,601 | $ 22,601 | ||||||||||||||
Percentage of Portfolio | 2.80% | 2.80% | ||||||||||||||
41 - 55% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 44,683 | $ 44,683 | ||||||||||||||
2019 | 20,183 | 20,183 | ||||||||||||||
2018 | 3,397 | 3,397 | ||||||||||||||
Carrying Value | $ 68,263 | $ 68,263 | ||||||||||||||
Percentage of Portfolio | 8.40% | 8.40% | ||||||||||||||
46 - 50% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 15,917 | $ 15,917 | ||||||||||||||
2019 | 7,224 | 7,224 | ||||||||||||||
Prior | 723 | 723 | ||||||||||||||
Carrying Value | $ 23,864 | $ 23,864 | ||||||||||||||
Percentage of Portfolio | 2.90% | 2.90% | ||||||||||||||
51 - 55% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 57,583 | $ 57,583 | ||||||||||||||
2019 | 2,774 | 2,774 | ||||||||||||||
2017 | 16,182 | 16,182 | ||||||||||||||
Carrying Value | $ 76,539 | $ 76,539 | ||||||||||||||
Percentage of Portfolio | 9.50% | 9.50% | ||||||||||||||
56 - 60% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 117,309 | $ 117,309 | ||||||||||||||
2019 | 3,106 | 3,106 | ||||||||||||||
2017 | 9,639 | 9,639 | ||||||||||||||
2016 | 5,116 | 5,116 | ||||||||||||||
Carrying Value | $ 135,170 | $ 135,170 | ||||||||||||||
Percentage of Portfolio | 16.70% | 16.70% | ||||||||||||||
61 - 65% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 301,964 | $ 301,964 | ||||||||||||||
2019 | 57,488 | 57,488 | ||||||||||||||
2018 | 7,136 | 7,136 | ||||||||||||||
2017 | 76,139 | 76,139 | ||||||||||||||
2016 | 7,526 | 7,526 | ||||||||||||||
Carrying Value | $ 450,253 | $ 450,253 | ||||||||||||||
Percentage of Portfolio | 55.70% | 55.70% | ||||||||||||||
66-70% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 9,416 | $ 9,416 | ||||||||||||||
Carrying Value | $ 9,416 | $ 9,416 | ||||||||||||||
Percentage of Portfolio | 1.20% | 1.20% | ||||||||||||||
71 - 75% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 1,983 | $ 1,983 | ||||||||||||||
Carrying Value | $ 1,983 | $ 1,983 | ||||||||||||||
Percentage of Portfolio | 0.20% | 0.20% | ||||||||||||||
76 - 80% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 14,544 | $ 14,544 | ||||||||||||||
Carrying Value | $ 14,544 | $ 14,544 | ||||||||||||||
Percentage of Portfolio | 1.80% | 1.80% | ||||||||||||||
Above 80% | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 254 | $ 254 | ||||||||||||||
2017 | 2,878 | 2,878 | ||||||||||||||
2016 | 3,311 | 3,311 | ||||||||||||||
Carrying Value | $ 6,443 | $ 6,443 | ||||||||||||||
Percentage of Portfolio | 0.80% | 0.80% | ||||||||||||||
Apartments | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 79,931 | $ 79,931 | ||||||||||||||
2019 | 18,953 | 18,953 | ||||||||||||||
2017 | 24,232 | 24,232 | ||||||||||||||
2016 | 6,472 | 6,472 | ||||||||||||||
Carrying Value | $ 129,588 | $ 129,588 | ||||||||||||||
Percentage of Portfolio | 16.00% | 16.00% | ||||||||||||||
Residential Lots | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 105,830 | $ 105,830 | ||||||||||||||
2019 | 10,291 | 10,291 | ||||||||||||||
2016 | 8,427 | 8,427 | ||||||||||||||
Carrying Value | $ 124,548 | $ 124,548 | ||||||||||||||
Percentage of Portfolio | 15.40% | 15.40% | ||||||||||||||
Condos | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 52,714 | $ 52,714 | ||||||||||||||
2019 | 3,106 | 3,106 | ||||||||||||||
2018 | 4,405 | 4,405 | ||||||||||||||
2017 | 32,020 | 32,020 | ||||||||||||||
Carrying Value | $ 92,245 | $ 92,245 | ||||||||||||||
Percentage of Portfolio | 11.40% | 11.40% | ||||||||||||||
Single family housing | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 69,438 | $ 69,438 | ||||||||||||||
2019 | 8,839 | 8,839 | ||||||||||||||
2018 | 1,028 | 1,028 | ||||||||||||||
2017 | 10,103 | 10,103 | ||||||||||||||
Prior | 723 | 723 | ||||||||||||||
Carrying Value | $ 90,131 | $ 90,131 | ||||||||||||||
Percentage of Portfolio | 11.10% | 11.10% | ||||||||||||||
Land | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 48,844 | $ 48,844 | ||||||||||||||
2018 | 7,259 | 7,259 | ||||||||||||||
2017 | 16,444 | 16,444 | ||||||||||||||
Prior | 366 | 366 | ||||||||||||||
Carrying Value | $ 72,913 | $ 72,913 | ||||||||||||||
Percentage of Portfolio | 9.00% | 9.00% | ||||||||||||||
Townhomes | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 47,391 | $ 47,391 | ||||||||||||||
2019 | 1,061 | 1,061 | ||||||||||||||
2018 | 1,703 | 1,703 | ||||||||||||||
2017 | 21,564 | 21,564 | ||||||||||||||
2016 | 1,054 | 1,054 | ||||||||||||||
Carrying Value | $ 72,773 | $ 72,773 | ||||||||||||||
Percentage of Portfolio | 9.00% | 9.00% | ||||||||||||||
Mixed Use | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 60,232 | $ 60,232 | ||||||||||||||
2019 | 5,860 | 5,860 | ||||||||||||||
Carrying Value | $ 66,092 | $ 66,092 | ||||||||||||||
Percentage of Portfolio | 8.20% | 8.20% | ||||||||||||||
Hotel | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 42,874 | $ 42,874 | ||||||||||||||
2019 | 8,241 | 8,241 | ||||||||||||||
Carrying Value | $ 51,115 | $ 51,115 | ||||||||||||||
Percentage of Portfolio | 6.30% | 6.30% | ||||||||||||||
Senior Housing | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 34,283 | $ 34,283 | ||||||||||||||
Carrying Value | $ 34,283 | $ 34,283 | ||||||||||||||
Percentage of Portfolio | 4.20% | 4.20% | ||||||||||||||
Offices | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 8,495 | $ 8,495 | ||||||||||||||
2019 | 21,045 | 21,045 | ||||||||||||||
Carrying Value | $ 29,540 | $ 29,540 | ||||||||||||||
Percentage of Portfolio | 3.70% | 3.70% | ||||||||||||||
Commercial Lots | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 15,683 | $ 15,683 | ||||||||||||||
Carrying Value | $ 15,683 | $ 15,683 | ||||||||||||||
Percentage of Portfolio | 1.90% | 1.90% | ||||||||||||||
Retail | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 9,500 | $ 9,500 | ||||||||||||||
2019 | 1,897 | 1,897 | ||||||||||||||
Carrying Value | $ 11,397 | $ 11,397 | ||||||||||||||
Percentage of Portfolio | 1.40% | 1.40% | ||||||||||||||
Industrial | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 704 | $ 704 | ||||||||||||||
2019 | 10,605 | 10,605 | ||||||||||||||
Carrying Value | $ 11,309 | $ 11,309 | ||||||||||||||
Percentage of Portfolio | 1.40% | 1.40% | ||||||||||||||
Quadplex | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 5,592 | $ 5,592 | ||||||||||||||
Carrying Value | $ 5,592 | $ 5,592 | ||||||||||||||
Percentage of Portfolio | 0.70% | 0.70% | ||||||||||||||
Commercial | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2019 | $ 877 | $ 877 | ||||||||||||||
Carrying Value | $ 877 | $ 877 | ||||||||||||||
Percentage of Portfolio | 0.10% | 0.10% | ||||||||||||||
Duplex | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2017 | $ 736 | $ 736 | ||||||||||||||
Carrying Value | $ 736 | $ 736 | ||||||||||||||
Percentage of Portfolio | 0.10% | 0.10% | ||||||||||||||
Commercial other | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 254 | $ 254 | ||||||||||||||
Carrying Value | $ 254 | $ 254 | ||||||||||||||
Percentage of Portfolio | 0.10% | 0.10% | ||||||||||||||
Vertical Construction | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 354,012 | $ 354,012 | ||||||||||||||
2019 | 57,090 | 57,090 | ||||||||||||||
2018 | 6,853 | 6,853 | ||||||||||||||
2017 | 88,655 | 88,655 | ||||||||||||||
2016 | 7,526 | 7,526 | ||||||||||||||
Carrying Value | $ 514,136 | $ 514,136 | ||||||||||||||
Percentage of Portfolio | 63.50% | 63.50% | ||||||||||||||
Horizontal Development | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 129,607 | $ 129,607 | ||||||||||||||
2019 | 15,028 | 15,028 | ||||||||||||||
2018 | 283 | 283 | ||||||||||||||
2016 | 8,427 | 8,427 | ||||||||||||||
Carrying Value | $ 153,345 | $ 153,345 | ||||||||||||||
Percentage of Portfolio | 19.00% | 19.00% | ||||||||||||||
Investment | ||||||||||||||||
Financing Receivable, Credit Quality Indicator [Line Items] | ||||||||||||||||
2020 | $ 98,146 | $ 98,146 | ||||||||||||||
2019 | 18,657 | 18,657 | ||||||||||||||
2018 | 7,259 | 7,259 | ||||||||||||||
2017 | 16,444 | 16,444 | ||||||||||||||
Prior | 1,089 | 1,089 | ||||||||||||||
Carrying Value | $ 141,595 | $ 141,595 | ||||||||||||||
Percentage of Portfolio | 17.50% | 17.50% | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Mortgage notes receivable - All
Mortgage notes receivable - Allowance for loan loss (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | ||
Mortgage notes receivable | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | [1] |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | |||||||||||||||
Allowance for Credit Loss, Beginning Balance | $ 4,594 | $ 4,096 | $ 1,704 | $ 1,704 | $ 4,096 | ||||||||||
Provision for loan losses | 3,342 | $ 1,783 | |||||||||||||
Charge offs | (452) | (2,203) | (340) | ||||||||||||
Recoveries | 6,722 | 261 | |||||||||||||
Allowance for Credit Loss, Ending Balance | $ 4,594 | $ 4,594 | $ 4,096 | $ 10,590 | $ 4,594 | $ 10,590 | $ 1,704 | ||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Fair value measurements - Fair
Fair value measurements - Fair value of assets and liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Carrying Value | ||
Financial Assets | ||
Cash and cash equivalents | $ 223,375 | $ 238,214 |
Mortgage notes receivable, net | 798,486 | 821,589 |
Interest and fees receivable, net | 14,357 | 4,108 |
Investment in real property, net | 8,473 | 5,837 |
Financial Liabilities | ||
Accounts payable and accrued liabilities | 4,946 | 8,415 |
Estimated Fair Value | ||
Financial Assets | ||
Cash and cash equivalents | 223,375 | 238,214 |
Mortgage notes receivable, net | 798,486 | 821,589 |
Interest and fees receivable, net | 14,357 | 4,108 |
Investment in real property, net | 8,473 | 5,837 |
Financial Liabilities | ||
Accounts payable and accrued liabilities | 4,946 | 8,415 |
Level 1 | Estimated Fair Value | ||
Financial Assets | ||
Cash and cash equivalents | 223,375 | 238,214 |
Level 2 | Estimated Fair Value | ||
Financial Assets | ||
Interest and fees receivable, net | 14,357 | 4,108 |
Financial Liabilities | ||
Accounts payable and accrued liabilities | 4,946 | 2,923 |
Level 3 | Estimated Fair Value | ||
Financial Assets | ||
Mortgage notes receivable, net | 798,486 | 821,589 |
Investment in real property, net | $ 8,473 | 5,837 |
Financial Liabilities | ||
Accounts payable and accrued liabilities | $ 5,492 |
Fair value measurements - Valua
Fair value measurements - Valuation Methodologies and Inputs Used for Assets Measured at Fair Value (Details) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020USD ($) | Dec. 31, 2018 | [1] |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Level 3 | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Assets measured at fair value | $ 40,182 | $ 39,393 | $ 39,393 | ||||||||||||
Recurring | Equity Volatility | Optional Subscription Liability | Minimum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 0 | 0 | |||||||||||||
Recurring | Equity Volatility | Optional Subscription Liability | Maximum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 5 | 5 | |||||||||||||
Recurring | Level 3 | Optional Subscription Liability | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Assets measured at fair value | 5,492 | ||||||||||||||
Non recurring | Real Property | Minimum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 0 | 0 | |||||||||||||
Non recurring | Real Property | Maximum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 10 | 10 | |||||||||||||
Non recurring | Collateral Dependent Loans | Minimum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 0 | 0 | |||||||||||||
Non recurring | Collateral Dependent Loans | Maximum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 10 | 10 | |||||||||||||
Non recurring | Impaired Loans | Minimum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 0 | 0 | |||||||||||||
Non recurring | Impaired Loans | Maximum | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Range of inputs | 10 | 10 | |||||||||||||
Non recurring | Level 3 | Real Property | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Assets measured at fair value | 5,837 | $ 8,473 | $ 8,473 | ||||||||||||
Non recurring | Level 3 | Collateral Dependent Loans | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Assets measured at fair value | $ 30,920 | $ 30,920 | |||||||||||||
Non recurring | Level 3 | Impaired Loans | |||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||||||||||
Assets measured at fair value | $ 28,853 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Fair value measurements - Addit
Fair value measurements - Additional Information (Details) $ in Millions | Nov. 15, 2019USD ($)shares | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020shares | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020USD ($)shares | Dec. 31, 2018 | [1] |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | |||
Minimum | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Term of mortgage notes receivable | 5 months | |||||||||||||||
Maximum | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Term of mortgage notes receivable | 18 months | |||||||||||||||
Non recurring | Real Property | Minimum | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Percentage of discounts to appraisals for mortgage notes receivable | 0 | 0 | ||||||||||||||
Non recurring | Real Property | Maximum | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Percentage of discounts to appraisals for mortgage notes receivable | 10 | 10 | ||||||||||||||
Non recurring | Collateral Dependent And Impaired Loans | Minimum | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Percentage of discounts to appraisals for mortgage notes receivable | 0 | 0 | ||||||||||||||
Non recurring | Collateral Dependent And Impaired Loans | Maximum | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Percentage of discounts to appraisals for mortgage notes receivable | 10 | 10 | ||||||||||||||
Farallon Entities | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Warrants outstanding (in shares) | shares | 7,174,163 | 7,174,163 | ||||||||||||||
Farallon Entities | Recurring | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Value of shares issued | $ 75 | |||||||||||||||
Warrants outstanding (in shares) | shares | 7,200,000 | |||||||||||||||
Purchase of additional shares of common stock | $ 25 | |||||||||||||||
Farallon Entities | Recurring | Other expense | ||||||||||||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||||||||||||||||
Decrease in warrant liability | $ (5.5) | |||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Oct. 31, 2020 | Mar. 31, 2020 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020 | Dec. 31, 2018 | [1] |
Finite-Lived Intangible Assets [Line Items] | |||||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||||
Goodwill | $ 131,965 | $ 136,965 | $ 136,965 | ||||||||||||||
Impairment of goodwill | $ 0 | $ 0 | |||||||||||||||
Customer relationships | |||||||||||||||||
Finite-Lived Intangible Assets [Line Items] | |||||||||||||||||
Adjustment to fair value of intangible assets | $ (5,000) | ||||||||||||||||
Goodwill, period increase (decrease) | 5,000 | ||||||||||||||||
Goodwill | $ 137,000 | ||||||||||||||||
Amortization of intangible assets | $ 900 | ||||||||||||||||
Acquired Intangibles, Gross | 1,000 | 1,000 | |||||||||||||||
Less Accumulated amortization | 379 | 379 | |||||||||||||||
Intangible assets, net | $ 621 | $ 621 | |||||||||||||||
Weighted average life remaining of the intangible assets | 1 year 9 months 18 days | ||||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020 | Dec. 31, 2018 | [1] |
Goodwill and Intangible Assets | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Estimated future intangible amortization expense | |||||||||||||||
2021 | $ 339 | $ 339 | |||||||||||||
2022 | $ 282 | $ 282 | |||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Stockholders' Equity and Memb_3
Stockholders' Equity and Members' Equity - Stock (Details) | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019$ / sharesshares | Dec. 31, 2020$ / sharesshares | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020Vote$ / sharesshares | Dec. 31, 2018 | [1] |
Stockholders' Equity and Members' Equity | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Common stock shares authorized (in shares) | 500,000,000 | 500,000,000 | 500,000,000 | ||||||||||||
Common stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Preferred stock shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 | ||||||||||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Number of votes per share | Vote | 1 | ||||||||||||||
Common stock shares issued (in shares) | 132,015,635 | 132,532,383 | 132,532,383 | ||||||||||||
Common stock shares outstanding (in shares) | 132,015,635 | 132,532,383 | 132,532,383 | ||||||||||||
Preferred stock shares issued (in shares) | 0 | 0 | 0 | ||||||||||||
Preferred stock shares outstanding (in shares) | 0 | 0 | 0 | ||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Stockholders' Equity and Memb_4
Stockholders' Equity and Members' Equity - Warrant (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020 | Dec. 31, 2018 | [1] |
Class of Warrant or Right [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Warrants issued | 15,600,000 | 15,600,000 | 15,600,000 | ||||||||||||
Exercise price per share (in dollars per share) | $ 11.50 | $ 11.50 | $ 11.50 | ||||||||||||
Farallon Entities | |||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||
Warrants outstanding (in shares) | 7,174,163 | 7,174,163 | |||||||||||||
Maximum | Farallon Entities | |||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||
Additional shares of common stock | 25,000,000 | ||||||||||||||
Public Warrants | |||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||
Warrants outstanding (in shares) | 41,700,000 | 41,700,000 | 41,700,000 | ||||||||||||
Exercise price per share (in dollars per share) | $ 2.875 | $ 2.875 | $ 2.875 | ||||||||||||
Number of share per warrant | 0.250 | 0.250 | 0.250 | ||||||||||||
Private Placement Warrants | |||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||
Warrants outstanding (in shares) | 5,200,000 | 5,200,000 | 5,200,000 | ||||||||||||
Exercise price per share (in dollars per share) | $ 11.50 | $ 11.50 | $ 11.50 | ||||||||||||
Number of share per warrant | 1 | 1 | 1 | ||||||||||||
Optional Subscription | Farallon Entities | |||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||
Common stock exercisable term | 365 days | ||||||||||||||
Share Price | $ 10.45352229 | $ 10.45352229 | |||||||||||||
Optional Subscription | Farallon Entities | Accounts payable and accrued liabilities | |||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||
Warrants outstanding | $ 5.5 | $ 0 | $ 0 | ||||||||||||
Optional Subscription | Maximum | Farallon Entities | |||||||||||||||
Class of Warrant or Right [Line Items] | |||||||||||||||
Additional shares of common stock | 25,000,000 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Stockholders' Equity and Memb_5
Stockholders' Equity and Members' Equity - Optional Subscription (Details) | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019Y | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020 | Dec. 31, 2018 | [1] |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Expected volatility | |||||||||||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||||||||||
Measurement input | 13 | ||||||||||||||
Expected dividend yield | |||||||||||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||||||||||
Measurement input | 7.3 | ||||||||||||||
Expected life (in years) | |||||||||||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||||||||||
Measurement input | 0.9 | ||||||||||||||
Risk-free interest rate | |||||||||||||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||||||||||||
Measurement input | 1.6 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Stockholders' Equity and Memb_6
Stockholders' Equity and Members' Equity - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020 | Dec. 31, 2018 | [1] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | |||
Net income | $ (12,125) | $ 5,313 | $ 22,414 | $ 25,504 | $ 15,844 | $ 26,469 | $ 25,856 | $ 31,202 | $ 24,990 | $ 69,923 | $ 90,231 | $ 81,750 | ||||
Basic weighted-average shares of common stock outstanding | 132,111,329 | 132,537,000 | 132,282,000 | 132,165,000 | 132,111,000 | 132,209,495 | ||||||||||
Dilutive effect of share-based compensation | 388,057 | 51,618 | ||||||||||||||
Diluted weighted-average shares of common stock outstanding | 132,499,386 | 132,668,000 | 132,317,000 | 132,165,000 | 132,336,000 | 132,261,113 | ||||||||||
Basic earnings per share | [2] | $ 0.04 | $ 0.68 | |||||||||||||
Diluted earnings per share | [2] | $ 0.04 | $ 0.68 | |||||||||||||
Public and Private Warrants | ||||||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||||||||||
Antidilutive securities | 15,600,000 | 15,600,000 | ||||||||||||||
Restricted Stock | ||||||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||||||||||
Antidilutive securities | 315,260 | |||||||||||||||
Optional Subscription | ||||||||||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||||||||||
Antidilutive securities | 2,400,000 | |||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. | |||||||||||||||
[2] | The Company determined that earnings per unit in the Predecessor periods would not be meaningful to the users of this filing, given the different unit holders and members' equity structures of each individual entity in the Predecessor Company Group. |
Income Taxes - (Details)
Income Taxes - (Details) - USD ($) $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020 | Dec. 31, 2018 | [1] |
Income Taxes | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Uncertain tax positions | $ 0 | $ 0 | |||||||||||||
Amount accrued for penalties or interest | $ 0 | $ 0 | |||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Equity Incentive Plan - (Detail
Equity Incentive Plan - (Details) - shares | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | [1] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | |
Restricted stock units | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting period | 48 months | ||||||||||||||
2019 Stock Incentive Plan | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||
Shares available for grant | 4,569,378 | 4,049,134 | 4,049,134 | ||||||||||||
2019 Stock Incentive Plan | Restricted stock units | Minimum | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting period | 1 year | ||||||||||||||
2019 Stock Incentive Plan | Restricted stock units | Maximum | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Vesting period | 3 years | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Equity Incentive Plan - RSU's A
Equity Incentive Plan - RSU's Activity - (Details) - $ / shares | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | [1] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | |
Restricted stock units | |||||||||||||||
Shares | |||||||||||||||
Outstanding at the beginning | 334,928 | 334,928 | |||||||||||||
Granted | 150 | 520,244 | |||||||||||||
Vested | (421,029) | ||||||||||||||
Outstanding at the end | 334,928 | 434,143 | 434,143 | ||||||||||||
Weighted Average Grant Date Fair Market Value | |||||||||||||||
Granted | $ 11,717 | $ 10.91 | |||||||||||||
Vested | $ 11.28 | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Equity Incentive Plan - Compens
Equity Incentive Plan - Compensation (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | [1] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | |
Restricted stock units | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||
Share based compensation expense | $ 4.9 | ||||||||||||||
Unrecognized compensation cost related to unvested stock-based compensation arrangements | $ 4.1 | $ 4.1 | |||||||||||||
Weighted-average recognition period | 1 year 10 months 24 days | ||||||||||||||
RSU's granted | 150 | 520,244 | |||||||||||||
Fair value of grants | $ 11,717 | $ 10.91 | |||||||||||||
Vesting period | 48 months | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Commitments and Contingencies -
Commitments and Contingencies - Contractual Obligations (Details) | Dec. 31, 2020USD ($) |
Other Commitments [Line Items] | |
Less than 1 year | $ 230,078,000 |
1-3 years | 128,488,000 |
3-5 years | 2,008,000 |
More than 5 years | 7,300,000 |
Total | 367,874,000 |
Broadmark Private REIT, LLC | |
Other Commitments [Line Items] | |
Construction Hold Backs | 40,400,000 |
Construction holdbacks | |
Other Commitments [Line Items] | |
Less than 1 year | 229,431,000 |
1-3 years | 126,595,000 |
Total | 356,026,000 |
Operating lease obligations | |
Other Commitments [Line Items] | |
Less than 1 year | 647,000 |
1-3 years | 1,893,000 |
3-5 years | 2,008,000 |
More than 5 years | 7,300,000 |
Total | $ 11,848,000 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020countystate | Dec. 31, 2018 | [1] |
Concentration Risk [Line Items] | |||||||||||||||
Financial Designation, Predecessor and Successor [Fixed List] | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Lease agreement yet to commence term | 10 years | 10 years | |||||||||||||
Mortgage notes receivables | Geographic concentration risk | |||||||||||||||
Concentration Risk [Line Items] | |||||||||||||||
Number of states in mortgage loans were originated | state | 12 | ||||||||||||||
Number of counties in which loan portfolio concentrated | county | 10 | ||||||||||||||
Concentration risk percentage | 43.20% | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Related party transactions (Det
Related party transactions (Details) - USD ($) $ / shares in Units, $ in Millions | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | ||
Related Party Transaction [Line Items] | |||||||||||||||
Financial Designation | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | [1] | Successor | Predecessor | [1] |
Farallon Entities | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Shares issued | 7,174,163 | ||||||||||||||
Aggregate purchase price | $ 75 | ||||||||||||||
Warrants outstanding (in shares) | 7,174,163 | 7,174,163 | |||||||||||||
Class of Warrant or Right, Amendment Fee Price of Warrants or Rights | $ 1.60 | $ 1.60 | |||||||||||||
Farallon Entities | Farallon Entities | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Ownership percentage | 5.00% | 5.00% | |||||||||||||
Broadmark Private REIT, LLC | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Private REIT's assets under management | $ 37.7 | $ 37.7 | |||||||||||||
Tranceka Capital [Member] | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Percentage of commission in initial year | 1.00% | ||||||||||||||
Tail commission | 0.50% | ||||||||||||||
Commission expense | $ 5.7 | $ 4.6 | |||||||||||||
Maximum | Farallon Entities | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Additional shares of common stock | 25,000,000 | ||||||||||||||
Minimum | Farallon Entities | |||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||
Beneficial ownership percentage | 9.90% | ||||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Selected Quarterly Financial _3
Selected Quarterly Financial Data (Details) - USD ($) $ / shares in Units, $ in Thousands | Nov. 14, 2019 | Nov. 14, 2019 | Dec. 31, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Nov. 14, 2019 | [1] | Dec. 31, 2020 | Dec. 31, 2018 | [1] |
Selected Quarterly Financial Data | |||||||||||||||
Financial Designation | Successor | Predecessor | Successor | Successor | Successor | Successor | Successor | Predecessor | Predecessor | Predecessor | Predecessor | Successor | Predecessor | ||
Revenue | $ 14,073 | $ 15,974 | $ 32,537 | $ 28,983 | $ 29,070 | $ 31,768 | $ 34,581 | $ 36,573 | $ 29,783 | $ 115,010 | $ 122,358 | $ 95,846 | |||
Net Income | $ (12,125) | $ 5,313 | $ 22,414 | $ 25,504 | $ 15,844 | $ 26,469 | $ 25,856 | $ 31,202 | $ 24,990 | $ 69,923 | $ 90,231 | $ 81,750 | |||
Earnings per common share: | |||||||||||||||
Basic and diluted | $ 0.04 | $ 0.17 | $ 0.19 | $ 0.12 | $ 0.20 | ||||||||||
Weighted average number of common shares: | |||||||||||||||
Basic | 132,111,329 | 132,537,000 | 132,282,000 | 132,165,000 | 132,111,000 | 132,209,495 | |||||||||
Diluted | 132,499,386 | 132,668,000 | 132,317,000 | 132,165,000 | 132,336,000 | 132,261,113 | |||||||||
Provision (reversal of) credit losses | $ (2,300) | $ 3,900 | $ 800 | ||||||||||||
[1] | Predecessor periods are combined as disclosed in Note 1. |
Subsequent events (Details)
Subsequent events (Details) - Subsequent Event - USD ($) $ / shares in Units, $ in Millions | Feb. 16, 2021 | Jan. 11, 2021 | Feb. 19, 2021 |
Subsequent Event [Line Items] | |||
Common stock dividend declared | $ 0.07 | $ 0.07 | |
Credit Facility | |||
Subsequent Event [Line Items] | |||
Revolving credit facility | $ 135 |
Uncategorized Items - brmk-2020
Label | Element | Value |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | us-gaap_CashCashEquivalentsRestrictedCashAndRestrictedCashEquivalents | $ 70,000 |