v3.25.2
Financing Arrangements
6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Financing Arrangements Financing Arrangements
The following tables present summary information with respect to the Company's outstanding financing arrangements as of June 30, 2025 and December 31, 2024.
As of June 30, 2025 (Unaudited)
Arrangement
Weighted Average Spread(1)
Amount Outstanding(2)
Amount AvailableMaturity DateCarrying Amount of CollateralFair Value of Collateral
Collateralized Loan Obligations
2021-FL2 Notes
 +1.80%(3)
$428,244 $— May 5, 2038$567,073 $567,873 
2021-FL3 Notes
 +1.73%(3)
642,516 — November 4, 2036803,319 796,165 
2022-FL4 Notes
 +2.49%(3)
448,561 — January 31, 2039692,146 688,155 
2024-FL9 Notes
 +1.96%(3)
746,894 — October 21, 2039838,333 838,169 
2025-FL10 Notes
 +1.59%(3)
890,237 — August 19, 20421,021,410 1,020,818 
3,156,452 — 3,922,281 3,911,180 
Repurchase Agreements
WF-1 Facility
+1.63%(4)
241,682 258,318 November 26, 2026302,769 302,102 
GS-1 Facility
 +1.99%(5)
309,482 140,518 April 25, 2028397,687 404,390 
BB-1 Facility
+1.74%(3)
51,428 648,572 February 21, 202865,945 65,534 
MS-1 Facility
 (6)
— 150,000 October 13, 2025— — 
RBC Facility
+1.20%(7)
132,875 — N/A170,496 170,762 
NTX-1 Facility
 (4)
— 250,000 November 10, 2025— — 
BMO-1 Facility
+1.50%(4)
18,492 6,508 April 16, 202723,105 23,115 
Lucid Facility
 +0.94%
91,816 — N/A126,133 127,209 
WF-2 Facility
+2.50%(4)
206,757 230,361 October 21, 2026284,661 283,618 
Finance Blue Facility
+1.60%(4)
54,695 636 February 17, 202869,090 69,418 
CB-1 Facility
+1.93%(4)
684,966 73,415 September 9, 2028924,222 915,838 
1,792,193 1,758,328 2,364,108 2,361,986 
Revolving Credit Facility
MM-1 Facility
 +2.30%(6)
850,037 149,963 September 20, 20311,124,006 1,115,053 
Barclays Facility
 (8)
— 425,000 April 24, 2027— — 
850,037 574,963 1,124,006 1,115,053 
Mortgage Loan
+2.15%(6)
124,700 2,000 
July 9, 2025(9)
150,840 185,000 
Total$5,923,382 $2,335,291 $7,561,235 $7,573,219 
________________
(1)    The rates are expressed over the relevant floating benchmark rates, which include Term SOFR and SOFR Average (compounded average of SOFR over a rolling 30-day period).
(2)    The amount outstanding under the facilities approximates their fair value.
(3)    Term SOFR or SOFR Average (compounded average of SOFR over a rolling 30-day period), subject to a 0.00% floor.
(4)    Benchmark rate is subject to a 0.00% floor. SOFR benchmark rate is selected with respect to a transaction as set forth in the related transaction confirmation for the underlying transaction.
(5)    Term SOFR is subject to a 0.00% floor. GS-1 and Goldman Sachs may mutually agree on rates outside this range or a different floor on an asset by asset basis.
(6)     Term SOFR is subject to a 0.00% floor.
(7)    Borrowings under the RBC Facility consists of one or more floating and fixed rate transactions. Fixed rate transactions are reflected as a spread over the relevant floating benchmark rate.
(8)    Borrowings under the Barclays Facility bear interest, at the Company's election, at either a base rate plus a spread of 1.25% per annum or one-, three- or six-month Term SOFR plus a spread of 2.25% per annum and a credit spread adjustment of 0.10% per annum.
(9)    In July 2025, the Company extended the mortgage loan one year to July 9, 2026.
As of December 31, 2024
Arrangement
Weighted Average Interest Rate(2)
Amount Outstanding(1)
Amount AvailableMaturity DateCarrying Amount of CollateralFair Value of Collateral
Collateralized Loan Obligations
2019-FL1 Notes
 +2.12%(5)
$75,257 $— December 18, 2036$170,635 $167,117 
2021-FL2 Notes
 +1.71%(5)
530,971 — May 5, 2038615,579 613,601 
2021-FL3 Notes
 +1.70%(5)
692,948 — November 4, 2036897,852 886,073 
2022-FL4 Notes
 +2.33%(5)
611,666 — January 31, 2039823,286 813,333 
2022-FL5 Notes
 +2.83%(5)
490,597 — June 17, 2037620,552 611,895 
2022-FL7 Notes
 +3.21%(5)
573,385 — October 17, 2039757,095 750,863 
2024-FL9 Notes
 +2.03%(5)
746,894 — October 21, 2039821,587 819,772 
3,721,718 — 4,706,586 4,662,654 
Repurchase Agreements
WF-1 Facility
 (3)
— 500,000 September 26, 2026— — 
GS-1 Facility
 +2.08%(4)
295,512 154,488 January 26, 2025372,211 382,072 
BB-1 Facility
 +1.94%(5)
88,875 611,125 February 21, 2025117,372 117,476 
MS-1 Facility
 +2.65%(6)
32,889 117,111 October 13, 202545,998 45,828 
RBC Facility
 +1.03%(7)
117,038 — N/A149,102 150,107 
NTX-1 Facility
 +1.56%(3)
143,260 106,740 November 10, 2025178,900 178,942 
BMO-1 Facility
 +2.00%(3)
53,200 112,000 February 28, 202566,493 66,485 
Lucid Facility
 +0.89%
63,457 — N/A85,027 85,408 
WF-2 Facility
 +2.50%(3)
233,107 204,011 October 21, 2026303,884 302,197 
Finance Blue Facility
 +1.60%(3)
55,331 — February 17, 202869,119 69,107 
1,082,669 1,805,475 1,388,106 1,397,622 
Revolving Credit Facilities
MM-1 Facility
 +2.30%(6)(7)
850,000 150,000 September 20, 20311,106,058 1,097,415 
Barclays Facility
(8)
— 425,000 April 24, 2027— — 
850,000 575,000 1,106,058 1,097,415 
Mortgage Loan
 +2.15%(6)
124,700 2,000 July 9, 2025152,036 186,630 
Total$5,779,087 $2,382,475 $7,352,786 $7,344,321 
_______________________
(1)    The amount outstanding under the facilities approximates their fair value.
(2)    The rates are expressed over the relevant floating benchmark rates, which include Term SOFR and SOFR Average (compounded average of SOFR over a rolling 30-day period).
(3)    Benchmark rate is subject to a 0.00% floor. SOFR benchmark rate is selected with respect to a transaction as set forth in the related transaction confirmation for the underlying transaction.
(4)    Term SOFR is subject to a 0.00% floor. GS-1 and Goldman Sachs may mutually agree on rates outside this range or a different floor on an asset by asset basis.
(5)    Term SOFR or SOFR Average (compounded average of SOFR over a rolling 30-day period), subject to a 0.00% floor.
(6)     Term SOFR is subject to a 0.00% floor.
(7)    Borrowings under the RBC Facility consists of one or more floating and fixed rate transactions. Fixed rate transactions are reflected as a spread over the relevant floating benchmark rate.
(8)    Borrowings under the Barclays Facility bear interest, at the Company's election, at either a base rate plus a spread of 1.25% per annum or one-, three- or six-month Term SOFR plus a spread of 2.25% per annum and a credit spread adjustment of 0.10% per annum.
The Company's average borrowings and weighted average interest rate, including the effect of non-usage fees, for the six months ended June 30, 2025 were $5,884,124 and 6.36%, respectively. The Company's average borrowings and weighted average interest rate, including the effect of non-usage fees, for the year ended December 31, 2024 were $5,726,761 and 7.44%, respectively.
Under its financing arrangements, the Company has made certain representations and warranties and is required to comply with various covenants, reporting requirements and other customary requirements for similar financing arrangements. The Company was in compliance with all covenants required by its financing arrangements as of June 30, 2025 and December 31, 2024.
Maturities
The Company generally requires the amount outstanding on debt obligations to be paid down before the financing arrangement's respective maturity date. The following table sets forth the Company's repayment schedule for secured financings outstanding as of June 30, 2025 based on the maturity date of each financing arrangement:
Collateralized Loan Obligations(1)
Repurchase AgreementsRevolving Credit FacilitiesMortgage LoanTotal
2025$24,171 $— $— $124,700 $148,871 
2026821,929 448,439 — — 1,270,368 
20271,156,090 18,492 — — 1,174,582 
2028341,621 1,100,571 — — 1,442,192 
2029435,530 — — — 435,530 
Thereafter377,111 224,691 850,037 — 1,451,839 
Total$3,156,452 $1,792,193 $850,037 $124,700 $5,923,382 
_______________________
(1)     The allocation of repayments under the Company's collateralized loan obligations is based on the maturity date of each agreement, or the maximum maturity date assuming all extension options are exercised by the borrower if the reinvestment period has expired.
Collateralized Loan Obligations
The Company financed certain pools of loans through collateralized loan obligations, which include 2021-FL2, 2021-FL3, 2022-FL4, 2024-FL9 and 2025-FL10, or collectively, the CLOs. The following table outlines the number of loans, including partial loans, and the principal balance of the collateralized pool of interests for each CLO.
As of June 30, 2025 (Unaudited)
Collateral AssetsTotal CountPrincipal Balance
2021-FL219$529,890 
2021-FL320803,388 
2022-FL420692,211 
2024-FL917838,443 
2025-FL10241,021,794 
Total100 $3,885,726 
Deferred financing costs and discounts related to the collateralization of the CLO notes are amortized to interest expense over the remaining life of the loans. The following table outlines the net book value of the CLOs on the Company's consolidated balance sheets.
June 30,
20252024
Face value$3,156,452 $4,214,531 
Unamortized deferred financing costs(16,936)(20,467)
Unamortized discount(3,606)(7,423)
Net book value$3,135,910 $4,186,641 
Repurchase Agreements
The Company has entered into and maintains in effect eleven repurchase facilities. The Company, through direct or indirect wholly owned subsidiaries, entered into repurchase agreements with Wells Fargo (the “WF-1 Facility and WF-2 Facility”), Goldman Sachs (the “GS-1 Facility”), Royal Bank of Canada (the “RBC Facility”), Barclays Bank PLC (the “BB-1 Facility" and "Finance Blue Facility”), Citibank N.A. (the "CB-1 Facility"), Morgan Stanley Bank, N.A. (the “MS-1 Facility”), Natixis, New York Branch (the “NTX-1 Facility”), Bank of Montreal (the "BMO-1 Facility"), and Lucid Prime Fund ( the "Lucid Facility"). The Company uses repurchase facilities for multiple purposes, including, but not limited to, (i) financing the acquisition and origination of (a) real estate loans or senior controlling participation interests in such loans, (b) pari passu participation interests in mortgage loans and (c) mezzanine loans, and (ii) repurchase transactions of securities and financial instruments. Each repurchase facility is subject to certain representations, warranties, covenants, events of default and indemnities unique to each facility but customary for agreements of this type. Further, the Company has entered into guarantees with respect to each of the repurchase facilities in which the Company guarantees obligations of the facility. Each transaction under each repurchase facility has its own specific terms, such as identification of the assets subject to the transaction, sale price, repurchase price and rate.
The Company incurred deferred financing costs in connection with each repurchase facility, which costs are being amortized to interest expense over the life of that repurchase facility. The following table outlines the net book value of the Company's repurchase facilities on its consolidated balance sheets.
June 30,
20252024
Face value$1,792,193 $791,733 
Unamortized deferred financing costs(4,669)(3,097)
Net book value$1,787,524 $788,636 
BB-1 Facility
On April 2, 2025, FS CREIT Finance BB-1 LLC (“BB-1”), as seller, and Barclays Bank PLC (“Barclays”), as purchaser, entered into the Ninth Amendment to Master Repurchase Agreement (the “Ninth Amendment”), amending the Master Repurchase Agreement dated as of February 22, 2021. The Ninth Amendment provides for, among other things, extending the availability period from May 22, 2025 to February 21, 2028.
BMO-1 Facility
On April 17, 2025, FS CREIT Finance BMO-1 LLC (“BMO-1”), as seller, Bank of Montreal, as buyer, and the Company, as guarantor, entered into Amendment No. 4 to Master Repurchase Agreement (“Amendment No. 4”), amending that certain Master Repurchase Agreement dated as of March 3, 2023 (the “MRA”). Amendment No. 4 provides for, among other things, the extension of the MRA termination date from February 27, 2026 to April 16, 2027. The Company executed Amendment No. 4 solely for purposes of ratifying its guaranty of BMO-1 Facility's obligations under the MRA.
GS-1 Facility
On April 25, 2025, FS CREIT Finance GS-1 LLC (“GS-1”), as seller, and Goldman Sachs Bank USA, as purchaser, entered into an Amended and Restated Uncommitted Master Repurchase and Securities Contract Agreement (the “A&R MRA”), amending and restating that certain Uncommitted Master Repurchase and Securities Contract Agreement dated as of January 26, 2018. The A&R MRA provides for, among other things, the extension of the availability period expiration date from January 26, 2026, to April 25, 2028.
In connection with the A&R MRA, the Company executed an Amended and Restated Guarantee Agreement for the purposes of, among other things, ratifying its guaranty of GS-1’s obligations under the A&R MRA.
Revolving Credit Facilities
The Company has entered into, and maintains in effect, two revolving credit facilities, the Barclays Facility and the MM-1 Facility. The Barclays Facility is utilized for purposes of financing the operating expenses and general corporate purposes of the Company and its subsidiaries. The MM-1 Facility is utilized for the purposes of financing the acquisition and origination of
commercial mortgage loan assets meeting specified eligibility criteria and concentration limits, paying transaction costs and funding distributions to FS CREIT Finance Holdings, LLC (and ultimately to the Company).
The Company incurred deferred financing costs in connection with each revolving credit facility, which costs are being amortized to interest expense over the life of that facility. The following table details the net book value of the Company's revolving credit facilities on its consolidated balance sheets.
June 30,
20252024
Face value$850,037 $963,350 
Unamortized deferred financing costs(9,890)(14,022)
Net book value$840,147 $949,328 
Mortgage Loan
On June 23, 2022, FS CREIT 555 Aviation LLC, an indirect wholly-owned subsidiary of the Company, entered into a mortgage loan related to its purchase of a commercial real estate asset. The Company incurred deferred financing costs, which are being amortized to interest expense over the life of the facility. The following table details the net book value of the Company's mortgage loan on its consolidated balance sheets.
June 30,
20252024
Face value$124,700 $124,700 
Unamortized deferred financing costs— (687)
Net book value$124,700 $124,013