SUBSEQUENT EVENTS |
6 Months Ended |
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Jun. 30, 2025 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date the consolidated financial statements were available to be issued. There were no material subsequent events, other than those described below, that required disclosure in these unaudited interim consolidated financial statements. In July 2025, AFC Agent delivered a notice of default and acceleration to Private Company P based on certain payment defaults, including the failure to make its interest payment when due for July 1, 2025, and began charging additional default interest of 5.0%, in accordance with the terms of the credit facility with Private Company P. The Company placed the loan with Private Company P on nonaccrual status effective June 1, 2025. AFC Agent, on behalf of the Company and its affiliates, is actively pursuing judicial and non-judicial remedies against Private Company P. In August 2025, the Company entered into an agreement to purchase $10.0 million in outstanding principal amount of a senior secured term loan to Subsidiary of Public Company S, a publicly traded operator, at a 4.0% discount. The term loan under the Subsidiary of Public Company S Credit Facility accrues interest at a fixed rate per annum of 12.5% and matures in August 2030. Concurrently, the Company’s existing $10.0 million investment with Subsidiary of Public Company S was repaid at par plus accrued interest and the Company recognized an exit fee of approximately $0.2 million. At the August Meeting, the Board, including a majority of the Independent Directors, unanimously approved, subject to the approval of the Company’s shareholders, a new Investment Advisory Agreement between the Company and the Manager. If approved by the shareholders, the new Investment Advisory Agreement would enable the Company to operate as a BDC under the 1940 Act. The Company believes that converting from a mortgage REIT to a BDC (the “Conversion”) would enable the Company to pursue a broader array of investment opportunities, as further discussed below. The Company expects, in the coming days, to file a preliminary proxy statement with the U.S. Securities and Exchange Commission (“SEC”) and, subsequently, to mail definitive proxy statements to its shareholders seeking their approval of (1) the new Investment Advisory Agreement and (2) in connection with its anticipated operation as a BDC, a reduction in the asset coverage ratio applicable to the Company (enabling the Company to utilize a greater degree of leverage than would otherwise be permitted), all of which will be more fully described in the proxy statement. In addition, in the coming months, the Board will consider other matters necessary to effect the Company’s conversion to a BDC. There can be no assurance that the Board or the Company’s shareholders will approve the matters necessary for the Company to convert to a BDC. BDC conversion expenses incurred were approximately $0.2 million and $0.2 million for the three and six months ended June 30, 2025, respectively. The Company currently operates as a mortgage REIT and has historically focused on lending to cannabis operators. In order to qualify as a mortgage REIT for income tax purposes and avoid being subject to registration under the 1940 Act, the Company currently must focus its investments in certain types of real estate-related assets, including loans collateralized by real property, which limits the universe of qualifying assets. The Company is pursuing the Conversion, which, subject to shareholder approval, will result in the Company ceasing to operate as a mortgage REIT and electing to be regulated as a BDC under the 1940 Act, to enable it to invest in a much broader universe of assets, including both real estate- and non-real estate-related assets. Following the Conversion, the Company expects that it would seek to qualify to be treated as a regulated investment company for federal income tax purposes. The Company has historically targeted lending to vertically integrated cannabis companies with significant real estate holdings. Given the capital-intensive nature of the cannabis industry, combined with the high cost of capital, many operators do not own real estate, which significantly limits the universe of cannabis operators to which the Company can lend as a mortgage REIT. The Conversion would allow the Company to invest in non-real estate covered vertically integrated operators. In addition, following the Conversion, the Company intends to continue investing in businesses ancillary to the cannabis industry, as contemplated under the Sixth Amendment. Ancillary cannabis businesses can have high growth potential, but often do not own real property and have limited access to debt capital. If completed, the transition to a BDC will enable the Company to significantly expand its investment universe by increasing its ability to lend to ancillary cannabis businesses as well as non-real estate covered vertically integrated operators.
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