v3.26.1
Corporate Financing Arrangements
 6 Months Ended
Jun. 30, 2026
Debt Disclosure [Abstract]  
Corporate Financing Arrangements Investment Portfolio Financing Arrangements
The Company finances its portfolio of loans, or participation interests therein, and REO using secured financing agreements, including secured credit agreements, secured revolving credit facilities, asset-specific financing arrangements, collateralized loan obligations, and mortgages.
The following table summarizes the Company's investment portfolio financing arrangements (dollars in thousands):
Outstanding principal balance
June 30, 2026December 31, 2025
Collateralized loan obligations(1)
$1,919,500 $2,595,316 
Secured credit agreements991,978 591,245 
Asset-specific financing arrangements60,235 60,235 
Secured revolving credit facility128,903 31,466 
Mortgage loan payable31,200 31,200 
Total$3,131,816 $3,309,462 
________________________________
(1)See Note 5 for additional information regarding the Company's collateralized loan obligations.
Secured Credit Agreements
As of June 30, 2026 and December 31, 2025, the Company had secured credit agreements used to finance certain of the Company’s loan investments. These financing arrangements bear interest at rates equal to Term SOFR plus a credit spread negotiated between the Company and each lender, often a separate credit spread for each pledge of collateral, which is primarily based on property type and advance rate against the unpaid principal balance of the pledged loan. These borrowing arrangements contain defined mark-to-market provisions that permit the Company's lenders to issue margin calls to the Company only in the event that the collateral properties underlying the Company’s loans pledged to the Company’s lenders experience a non-temporary decline in value (“credit marks”) due to reasons other than capital markets events that result in changing credit spreads for similar borrowing obligations.
The following table presents certain information regarding the Company’s secured credit agreements. Except as otherwise noted, all agreements are on a partial (25%) recourse basis (dollars in thousands):
June 30, 2026
Secured credit agreements(1)
Initial
maturity date
Extended
maturity date(2)
Wtd. avg.
credit spread 		Wtd. avg. interest rate Commitment
amount		Maximum
current availability		Balance
outstanding		Principal balance
of collateral		Amortized cost
of collateral
Goldman Sachs(3)
11/17/2911/17/311.8 %5.4 %$750,000 $371,192 $378,808 $510,190 $509,313 
Wells Fargo(4)
05/12/2805/12/281.5 %5.1 %850,000 382,221 467,779 974,770 971,847 
Citi(5)
06/30/2806/30/28— %— %500,000 500,000 — — — 
Bank of America(6)
06/06/2906/06/291.4 %5.0 %200,000 54,609 145,391 185,312 184,536 
Totals$2,300,000 $1,308,022 $991,978 $1,670,272 $1,665,696 
________________________________
(1)Borrowings under secured credit agreements with a 25% recourse guarantee from Holdco. Both the Wells Fargo and Citi secured credit agreements are subject to credit marks above specified LTV thresholds. In addition, a portion of the Wells Fargo secured credit agreement, is subject to a non-mark-to-market holiday through May 2027.
(2)Upon the contractual extended maturities of the Wells Fargo and Citi secured credit agreements, the Company may further extend these agreements and the financing arrangements convert to matched-term of the underlying collateral.
(3)On June 30, 2026, the Company executed an amendment of the secured credit agreement, increasing the total commitment amount to $750.0 million.
(4)On May 12, 2026, the Company executed an amendment of the secured credit agreement, increasing the total commitment amount to $850.0 million and extending the initial and extended maturity date to May 12, 2028. Until such date, new and revolving borrowings are permitted. After such date, no new collateral may be pledged and the secured credit agreement may be further extended through the latest final fully extended maturity date of the collateral pledged. Additionally, for one year following the amendment, the Company is not subject to margin calls under this agreement.
(5)On June 30, 2026, the Company closed a $500.0 million secured credit agreement with Citi. The secured credit agreement has an initial maturity of June 30, 2028. After such date, no new collateral may be pledged and the secured credit agreement may be further extended through the latest final fully extended maturity date of the collateral pledged.
(6)On January 2, 2026, the Company executed an extension of the initial and extended maturity date to June 6, 2029, effective June 6, 2026.
On March 31, 2026, the Company executed an extension of the Barclays secured credit agreement's initial maturity date to May 15, 2026. Upon its initial maturity date, the Company elected to terminate the financing arrangement. There were no outstanding borrowings associated with the secured credit agreement.
The following table presents certain information regarding the Company’s secured credit agreements. Except as otherwise noted, all agreements are on a partial (25%) recourse basis (dollars in thousands):
December 31, 2025
Secured credit agreements(1)
Initial
maturity date		Extended
maturity date		Wtd. avg.
credit spread 		Wtd. avg.
interest rate 		Commitment
amount		Maximum
current availability		Balance
outstanding		Principal balance
of collateral		Amortized cost
of collateral
Goldman Sachs(2)
11/17/2911/17/311.8 %5.5 %$500,000 $130,233 $369,767 $499,717 $498,501 
Wells Fargo12/06/2712/06/271.6 %5.3 %500,000 423,913 76,087 104,245 103,296 
Barclays(3)
03/31/2603/31/27— %— %500,000 500,000 — — — 
Bank of America06/06/2606/06/261.4 %5.1 %200,000 54,609 145,391 181,739 180,806 
Totals$1,700,000 $1,108,755 $591,245 $785,701 $782,603 
________________________________
(1)Borrowings under secured credit agreements with a 25% recourse guarantee from Holdco. Each secured credit agreement contains defined mark-to-market provisions that permit the lenders to issue margin calls based on credit marks.
(2)On November 7, 2025, the Company extended the secured credit agreement through November 17, 2029. Until such date, new and revolving borrowings are permitted. After such date, the secured credit agreement automatically enters a two-year term-out period through November 17, 2031.
(3)On August 11, 2025, the Company executed an extension of the initial maturity date to November 12, 2025. On November 12, 2025, the Company executed a further extension of the maturity date to March 31, 2026.
Secured Credit Agreement Terms
As of June 30, 2026 and December 31, 2025, the Company had four secured credit agreements to finance its loan investing activities. Credit spreads vary depending upon the collateral type, advance rate and other factors. Assets pledged as of June 30, 2026 and December 31, 2025 consisted of 32 and 24 mortgage loans, or participation interests therein, respectively. Under three of the four secured credit agreements, the Company transfers all of its rights, title and interest in the loans to the secured credit agreement counterparty in exchange for cash, and simultaneously agrees to reacquire the asset at a future date for an amount equal to the cash exchanged plus an interest factor. The secured credit agreement lender collects all principal and interest on related loans and remits to the Company the net amount after the lender collects its interest and other fees. For the fourth secured credit agreement, which until June 6, 2023 was a mortgage warehouse facility, the lender received a security interest (pledge) in the loans financed under the arrangement. Effective June 6, 2023, this credit facility was extended for three years and converted from a mortgage warehouse facility to a secured credit facility similar to the Company's other secured credit facilities; effective June 6, 2026, this credit facility was extended for another three years. The secured credit agreements used to finance loan investments are 25% recourse to Holdco.
With the exception of the Wells Fargo secured credit agreement as discussed above, under each of the Company’s secured credit agreements, the Company is required to post margin for changes in conditions to specific loans that serve as collateral for those secured credit agreements. The lender’s margin amount is limited to collateral-specific credit marks based on non-temporary declines in the value of the properties securing the underlying loan collateral. Market value determinations and redeterminations may be made by the repurchase lender in its sole discretion subject to certain specified parameters. These considerations only include credit-based factors unrelated to the capital markets.
The following table summarizes certain characteristics of the Company’s secured credit agreements secured by mortgage loan investments, including counterparty concentration risks (dollars in thousands):
June 30, 2026
Secured credit agreementsCommitment
amount		UPB of
collateral
Amortized cost
of collateral(1)
Amount
payable(2)
Net counterparty exposure(3)
Percent of
stockholders' equity 		Days to
extended maturity
Goldman Sachs Bank$750,000 $510,190 $511,995 $379,300 $132,695 12.7 %1966
Wells Fargo850,000 974,770 976,321 468,383 507,938 48.6 %682
Citi500,000 — — — — — %731
Bank of America200,000 185,312 185,268 145,574 39,694 3.8 %1072
Total / weighted average$2,300,000 $1,670,272 $1,673,584 $993,257 $680,327 1229
_______________________
(1)Loan amounts include interest receivable of $7.9 million and are net of premium, discount and origination fees of $4.6 million.
(2)Loan amounts include interest payable of $1.3 million and do not reflect unamortized deferred financing fees of $3.2 million.
(3)Loan amounts represent the net carrying value of the commercial real estate loans sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.
The following table summarizes certain characteristics of the Company’s secured credit agreements secured by mortgage loan investments, including counterparty concentration risks (dollars in thousands):
 December 31, 2025
Secured credit agreementsCommitment
amount		UPB of
collateral
Amortized cost
of collateral(1)
Amount
payable(2)
Net counterparty exposure(3)
Percent of
stockholders' equity		Days to
extended maturity
Goldman Sachs Bank$500,000 $499,717 $502,259 $370,474 $131,785 12.3 %2147
Wells Fargo500,000 104,245 103,857 76,246 27,611 2.6 %705
Barclays500,000 — — — — — %225
Bank of America200,000 181,739 180,890 145,453 35,437 3.3 %157
Total / weighted average$1,700,000 $785,701 $787,006 $592,173 $194,833  1473
_______________________
(1)Loan amounts include interest receivable of $4.4 million and are net of premium, discount and origination fees of $3.1 million.
(2)Loan amounts include interest payable of $0.9 million and do not reflect unamortized deferred financing fees of $1.6 million.
(3)Loan amounts represent the net carrying value of the commercial real estate loans sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.
Secured Revolving Credit Facility
On February 22, 2022, the Company closed a $250.0 million secured revolving credit facility (the "Secured Revolving Credit Facility") with a syndicate of five lenders. During the fourth quarter of 2022, an additional lender was added to the Secured Revolving Credit Facility, increasing the borrowing capacity to $290.0 million. During the first quarter of 2025, the Company amended the Secured Revolving Credit Facility to extend the maturity by three years and increased the borrowing capacity to $375.0 million with a syndicate of seven lenders. In connection with the amendment, the Company incurred $3.4 million of deferred financing costs, including issuance and legal related costs. The Secured Revolving Credit Facility has a maturity of February 13, 2028, an interest rate of Term SOFR plus 2.00% that is payable monthly in arrears, and an unused fee of 15 or 20 basis points, depending upon whether utilization exceeds 50.0%. During the three months ended June 30, 2026 and 2025, the weighted average unused fee was 20 and 20 basis points, respectively. During the six months ended June 30, 2026 and 2025, the weighted average unused fee was 20 and 20 basis points, respectively. The Secured Revolving Credit Facility generally provides the Company with interim financing of eligible loans for up to 180 days at an initial advance rate of 75.0%, which declines to 65.0%, 45.0%, and 0.0% after 90, 135, and 180 days from initial borrowing, respectively, depending on the likely source of refinancing. The Secured Revolving Credit Facility is 100% recourse to Holdco.
As of June 30, 2026, the Company pledged two loan investments with an aggregate collateral principal balance of $198.5 million and had outstanding Term SOFR-based borrowings of $128.9 million. As of December 31, 2025, the Company pledged one loan investment with a collateral principal balance of $82.0 million and had outstanding Term SOFR-based borrowings of $31.5 million.
Asset-Specific Financing Arrangements
On November 17, 2025, the Company closed a $31.1 million asset-specific financing facility with HSBC Bank USA, National Association ("HSBC Facility"). The facility provides asset-specific financing on a non-mark-to-market, matched term basis. This facility is 20% recourse to Holdco. The advance rate and borrowing rate are determined separately for each loan financed under the facility.
On June 30, 2022, the Company closed a $200.0 million loan financing facility with BMO Harris Bank ("BMO Facility"). The facility provides asset-specific financing on a non-mark-to-market, matched term basis. This facility is 25% recourse to Holdco. The advance rate and borrowing rate are determined separately for each loan financed under the facility.
The following table details the Company's asset-specific financing arrangements (dollars in thousands):
June 30, 2026
FinancingCollateral
Asset-specific financingCountCommitment amountOutstanding principal balance
Carrying
value(1)
Wtd. avg.
spread(2)
Wtd. avg.
term(3)
CountOutstanding principal balanceAmortized costWtd. avg.
term
HSBC Facility1$31,125 $31,125 $30,693 1.9 %4.21$41,500 $41,200 4.2
BMO Facility1200,000 29,110 29,088 2.0 %1.2142,522 42,522 1.2
Total / weighted average$231,125 $60,235 $59,781 1.9 %2.8 years$84,022 $83,722 2.8 years
_______________________
(1)Net of $0.5 million unamortized deferred financing costs.
(2)Collateral loan assets and related financings are indexed to Term SOFR.
(3)Borrowings are term-matched to the corresponding collateral loan asset. The weighted average term assumes all extension options of the collateral loan assets are exercised by the borrower.
The following table details the Company's asset-specific financing arrangements (dollars in thousands):
December 31, 2025
FinancingCollateral
Asset-specific financingCountCommitment amountOutstanding principal balance
Carrying
value(1)
Wtd. avg.
spread(2)
Wtd. avg.
term(3)
CountOutstanding principal balanceAmortized costWtd. avg.
term
HSBC Facility1$31,125 $31,125 $30,670 1.9 %4.71$41,500 $41,132 4.7
BMO Facility1200,000 29,110 29,110 2.0 %1.7140,963 40,963 1.7
Total / weighted average$231,125 $60,235 $59,780 1.9 %3.3 years$82,463 $82,095 3.3 years
_______________________
(1)Net of $0.5 million unamortized deferred financing costs.
(2)Collateral loan assets and related financings are indexed to Term SOFR.
(3)Borrowings are term-matched to the corresponding collateral loan asset. The weighted average term assumes all extension options of the collateral loan assets are exercised by the borrower.
Mortgage Loan Payable
The Company, through a wholly owned special purpose subsidiary, is the borrower under a $31.2 million, non-recourse mortgage loan secured by a deed of trust against an REO asset. The first mortgage loan was provided by an institutional lender, has an interest-only term of five years with a maturity of July 6, 2028 and bears interest at a rate of 7.7%. As of June 30, 2026 and December 31, 2025, the carrying value of the loan was $30.9 million and $30.8 million, respectively.
Investment Portfolio Financing Arrangements Financial Covenant Compliance
The Company's financial covenants and guarantees for outstanding borrowings related to its investment portfolio financing arrangements require Holdco to maintain compliance with the following financial covenants (among others):
Financial CovenantCurrent
Previous(1)
Cash Liquidity
Minimum cash liquidity of no less than the greater of: $15.0 million; and 5.0% of Holdco’s recourse indebtedness.
Minimum cash liquidity of no less than the greater of: $15.0 million; and 5.0% of Holdco’s recourse indebtedness.
Tangible Net Worth
$1.0 billion, plus 75% of all subsequent equity issuances (net of discounts, commissions, expense), minus 75% of the redeemed or repurchased preferred or redeemable equity or stock. With respect to the Secured Revolving Credit Facility, $0.8 billion, plus 75% of all subsequent equity issuances (net of discounts, commissions, expense) after September 30, 2024, minus 75% of the redeemed or repurchased preferred or redeemable equity or stock after September 30, 2024.
$1.0 billion, plus 75% of all subsequent equity issuances (net of discounts, commissions, expense), minus 75% of the redeemed or repurchased preferred or redeemable equity or stock. With respect to the Secured Revolving Credit Facility, $0.8 billion, plus 75% of all subsequent equity issuances (net of discounts, commissions, expense) after September 30, 2024, minus 75% of the redeemed or repurchased preferred or redeemable equity or stock after September 30, 2024.
Debt-to-EquityN/A
Debt-to-Equity ratio not to exceed 4.25 to 1.0.
Total Debt to
Total Assets
Maximum total debt to total assets ratio of Holdco and its subsidiaries of 83.333%2.
N/A
Interest Coverage
Minimum interest coverage ratio of no less than 1.3 to 1.02.
Minimum interest coverage ratio of no less than 1.4 to 1.0.
_______________________
(1)In connection with the closing of the Term Loan B and Revolver during the three months ended June 30, 2026, the Company amended its financial covenants.
(2)Includes the impact of any amounts outstanding on the Term Loan B and Revolver as of June 30, 2026.

The Company was in compliance with all financial covenants for its investment portfolio financing arrangements to the extent of outstanding balances as of June 30, 2026 and December 31, 2025, respectively.
Corporate Financing Arrangements
The Company uses the Term Loan B and the Revolver to repay outstanding indebtedness and for other general corporate purposes.
The following table summarizes the Company's corporate financing arrangements (dollars in thousands):
Outstanding principal balance
June 30, 2026
Term Loan B$400,000 
Revolver— 
Total$400,000 
Term Loan B
In May 2026, the Company closed the Term Loan B, a $400.0 million secured term loan at a price of 99.75%. The Term Loan B bears interest at Term SOFR plus 2.75%. The Term Loan B is subject to a quarterly amortization equal to 0.25% of the aggregate original principal amount commencing with the last business day of December 2026. The Term Loan B matures in May 2033 and contains customary covenants that restrict the ability of the Company and certain of its subsidiaries to incur liens on certain assets, materially alter the nature of its business, dispose of material assets, engage in mergers, consolidations and certain other fundamental changes, or engage in certain transactions with affiliates. The Company's obligations under the Term Loan B are guaranteed by certain subsidiaries of the Company. Additionally, the Company's obligations under the Term Loan B are secured on a first-priority basis by substantially all of the assets of the Company and certain subsidiaries of the Company to the extent such assets are subject to a lien securing the obligations under the Term Loan B.
Upon the closing of the Term Loan B, the Company recorded a $1.0 million issuance discount and $6.1 million in issuance costs. The issuance discount and issuance costs were capitalized and will be amortized into interest expense over the term of the Term Loan B. Inclusive of the issuance discount and issuance cost amortization, the Company's total cost of the Term Loan B was 3.0%, subject to the applicable SOFR floor, as of June 30, 2026.
The following table presents certain information regarding the Company's Term Loan B (dollars in thousands):
June 30, 2026
Principal$400,000 
Deferred financing costs(6,046)
Unamortized discount(981)
Carrying value$392,973 
Revolver
In May 2026, the Company closed the Revolver, a $100.0 million revolving credit facility. The Revolver is not subject to amortization and matures in May 2031. The Revolver has an interest rate of Term SOFR plus 2.00% that is payable monthly in arrears and an unused fee of 15 or 25 basis points, depending upon whether utilization exceeds 50.0%. Upon the closing of the Revolver, the Company recorded $1.0 million in issuance costs. Such amounts were capitalized and will be amortized into interest expense over the term of the Revolver.
As of June 30, 2026, the Company did not have any outstanding borrowings under the Revolver and had $1.0 million of unamortized debt issuance costs related to the Revolver, which are included within Other assets on the Company's consolidated balance sheet.
Corporate Financing Arrangements Financial Covenant Compliance
The Company is required to comply with customary loan covenants and event of default provisions related to its Term Loan B that include, but are not limited to, negative covenants relating to restrictions on operations with respect to the Company's status as a REIT and financial covenants. Such financial covenants include a maximum Total Debt to Total Assets Ratio, as defined in the credit agreement, of 83.333%.
The Company's financial covenants and guarantees for outstanding borrowings related to the Revolver require the Company and Holdco to maintain compliance with the following financial covenants (among others):
Financial CovenantCurrent
Total Debt to Total Assets
Maximum total debt to total assets ratio of the Company and its subsidiaries of 83.333%.
Cash Liquidity
Minimum cash liquidity of no less than the greater of: $15.0 million; and 5.0% of the Company and Holdco’s recourse indebtedness.
Interest Coverage
Minimum interest coverage ratio of no less than 1.3 to 1.0.
The Company was in compliance with all financial covenants for its corporate financing arrangements to the extent of outstanding balances as of June 30, 2026.