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☒
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Maryland
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61-1843143
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State or other jurisdiction of
incorporation or organization
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(I.R.S. Employer
Identification No.)
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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GPMT
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New York Stock Exchange
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Large accelerated filer
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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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Page
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PART I
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|
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PART II
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PART III
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PART IV
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•
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the general political, economic and competitive conditions in the markets in which we invest;
|
•
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defaults by borrowers in paying debt service on outstanding indebtedness and borrowers' abilities to manage and stabilize properties;
|
•
|
our ability to obtain financing arrangements on terms favorable to us or at all;
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•
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the level and volatility of prevailing interest rates and credit spreads;
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•
|
reductions in the yield on our investments and increases in the cost of our financing;
|
•
|
general volatility of the securities markets in which we participate;
|
•
|
the return or impact of current or future investments;
|
•
|
changes in our business, investment strategies or target investments;
|
•
|
allocation of investment opportunities to us by our Manager;
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•
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increased competition from entities investing in our target investments;
|
•
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effects of hedging instruments on our target investments;
|
•
|
changes in governmental regulations, tax law and rates and similar matters;
|
•
|
our ability to maintain our qualification as a REIT for U.S. federal income tax purposes and our exclusion from registration under the Investment Company Act;
|
•
|
availability of desirable investment opportunities;
|
•
|
availability of qualified personnel and our relationship with our Manager;
|
•
|
the time and cost of the process to internalize our management function;
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•
|
estimates relating to our ability to make distributions to our stockholders in the future;
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•
|
hurricanes, earthquakes and other natural disasters, acts of war and/or terrorism, public health crises and other events that may cause unanticipated and uninsured performance declines and/or losses to us or the owners and operators of the real estate securing our investments;
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•
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deterioration in the performance of the properties securing our investments that may cause deterioration in the performance of our investments and, potentially, principal losses to us; and
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•
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difficulty or delays in redeploying the proceeds from repayments of our existing investments.
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(dollars in thousands)
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|
|
|
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|||||||||||
Type
|
|
Maximum Loan Commitment
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|
Principal Balance
|
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Carrying Value
|
|
Cash Coupon (2)
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Yield (3)
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Original Term (Years)
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|
Initial LTV (4)
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Stabilized LTV (5)
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|||||||||
Senior loans (1)
|
|
$
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4,978,072
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|
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$
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4,229,194
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|
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$
|
4,198,282
|
|
|
L+3.54%
|
|
L+4.22%
|
|
3.1
|
|
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66.7
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%
|
|
64.2
|
%
|
Subordinated loans
|
|
27,951
|
|
|
27,951
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|
|
27,930
|
|
|
L+9.50%
|
|
L+9.84%
|
|
8.2
|
|
|
56.2
|
%
|
|
50.0
|
%
|
|||
CMBS
|
|
30,874
|
|
|
30,874
|
|
|
30,906
|
|
|
L+7.11%
|
|
L+7.60%
|
|
2.8
|
|
|
72.7
|
%
|
|
72.6
|
%
|
|||
Total/Wtd. Avg.
|
|
$
|
5,036,897
|
|
|
$
|
4,288,019
|
|
|
$
|
4,257,118
|
|
|
L+3.58%
|
|
L+4.26%
|
|
3.2
|
|
|
66.6
|
%
|
|
64.2
|
%
|
(1)
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“Senior” means a loan primarily secured by a first priority lien on commercial real property and related personal property and also includes, when applicable, any companion subordinate loans.
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(2)
|
Cash coupon does not include origination or exit fees. Weighted average cash coupon excludes fixed rate loans.
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(3)
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Yield includes net origination fees and exit fees, but does not include future fundings, and is expressed as a monthly equivalent. Weighted average yield excludes fixed rate loans.
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(4)
|
Initial loan-to-value ratio, or initial LTV, is calculated as the initial loan amount (plus any financing that is pari passu with or senior to such loan) divided by the as is appraised value (as determined in conformance with the Uniform Standards of Professional Appraisal Practice, or USPAP) as of the date the loan was originated set forth in the original appraisal.
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(5)
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Stabilized loan-to-value ratio, or stabilized LTV, is calculated as the fully funded loan amount (plus any financing that is pari passu with or senior to such loan), including all contractually provided for future fundings, divided by the as stabilized value (as determined in conformance with USPAP) set forth in the original appraisal. As stabilized value may be based on certain assumptions, such as future construction completion, projected re-tenanting, payment of tenant improvement or leasing commissions allowances or free or abated rent periods, or increased tenant occupancies.
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•
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acquire investments subject to rights of senior classes, special servicers or collateral managers under intercreditor, servicing agreements or securitization documents;
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•
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pledge our investments as collateral for financing arrangements;
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•
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acquire only a minority and/or a non-controlling participation in an underlying investment; or
|
•
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rely on independent third-party management or servicing with respect to the management of an asset.
|
•
|
tenant mix;
|
•
|
success of tenant businesses and tenant bankruptcies;
|
•
|
property management decisions, including decisions on capital improvements;
|
•
|
property location and condition;
|
•
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competition from similar properties;
|
•
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changes in national, regional or local economic conditions;
|
•
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changes in national, regional or local real estate values;
|
•
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changes in national, regional or local rental or occupancy rates;
|
•
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changes in interest rates and in the state of the debt and equity capital markets, including the availability of debt financing for commercial real estate;
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•
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changes in governmental rules, regulations and fiscal policies, including income tax regulation, real estate taxes, environmental legislation and zoning laws;
|
•
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environmental contamination;
|
•
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fraudulent acts or theft on the part of the property owner, sponsor and/or property manager; and
|
•
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terrorism, social unrest, civil disturbances and other events which may result in property damage, decrease the availability of or increase the cost of insurance or otherwise result in uninsured losses.
|
•
|
our cash flow from operations may be insufficient to make required payments of principal of and interest on our debt, or we may fail to comply with covenants or breach a representation contained in our debt agreements, which in each case may result in (a) acceleration of such debt (and any other debt containing a cross-default or cross-acceleration provision), which we then may be unable to repay from internal funds or to refinance on favorable terms, or at all, (b) our inability to borrow undrawn amounts under our financing arrangements, even if we are current in payments on borrowings under those arrangements, which would result in a decrease in our liquidity, and/or (c) the loss of some or all of our collateral assets to foreclosure or sale;
|
•
|
our debt may increase our vulnerability to adverse economic and industry conditions with no assurance that investment yields will increase in an amount sufficient to offset the higher financing costs;
|
•
|
we may be required to dedicate a substantial portion of our cash flow from operations to payments on our debt, thereby reducing funds available for operations, future business opportunities, stockholder distributions or other purposes; and
|
•
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we may not be able to refinance any debt that matures prior to the maturity (or realization) of an underlying investment it was used to finance on favorable terms or at all.
|
•
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hedging can be expensive, particularly during periods of volatile or rapidly changing interest rates;
|
•
|
available hedges may not correspond directly with the risks for which protection is sought;
|
•
|
the duration of the hedge may not match the duration of the related liability;
|
•
|
the amount of income that a REIT may earn from certain hedging transactions (other than through our TRS) is limited by U.S. federal income tax provisions governing REITs;
|
•
|
the credit quality of a hedging counterparty may be downgraded to such an extent that it impairs our ability to sell or assign our side of the hedging transaction; and
|
•
|
the hedging counterparty may default on its obligations.
|
•
|
we would be taxed as a regular domestic corporation, which, under current laws, among other things, means being unable to deduct distributions to stockholders in computing taxable income and being subject to U.S. federal income tax on our taxable income at regular corporate income tax rates;
|
•
|
any resulting tax liability could be substantial and could have a material adverse effect on our book value;
|
•
|
unless we were entitled to relief under applicable statutory provisions, we would be required to pay taxes as described above, and thus, our cash available for distribution to stockholders would be reduced for each of the years during which we did not qualify as a REIT and for which we had taxable income; and
|
•
|
we generally would not be eligible to requalify as a REIT for the subsequent four full taxable years.
|
•
|
our actual or projected operating results, financial condition, cash flows and liquidity or changes in business strategy or prospects;
|
•
|
actual or perceived conflicts of interest with our Manager and our executive officers;
|
•
|
equity issuances by us, share resales by our stockholders or the perception that such issuances or resales may occur;
|
•
|
loss of a major funding source or inability to obtain new favorable funding sources in the future;
|
•
|
our financing strategy and leverage;
|
•
|
actual or anticipated accounting problems;
|
•
|
publication of research reports about us or the real estate industry;
|
•
|
changes in market valuations or operating performance of similar companies;
|
•
|
adverse market reaction to any increased indebtedness we incur or securities we may issue in the future;
|
•
|
additions to or departures of our Manager’s or our management’s key personnel;
|
•
|
speculation in the press or investment community;
|
•
|
increases in market interest rates, which may lead stockholders to demand a higher distribution yield for our common stock, and would result in increased interest expenses on our debt;
|
•
|
failure to maintain our REIT qualification or exclusion from the Investment Company Act;
|
•
|
price and volume fluctuations in the overall stock market from time to time;
|
•
|
general market and economic conditions and trends, including inflationary concerns and the current state of the credit and capital markets, and the impact of natural disasters, war, global health crises, such as the recent outbreak of the coronavirus, and other events on market and economic conditions;
|
•
|
significant volatility in the market price and trading volume of securities of publicly traded REITs or other companies in our sector which are not necessarily related to the operating performance of these companies;
|
•
|
changes in law, regulatory policies or tax guidelines, or interpretations thereof, particularly with respect to REITs;
|
•
|
changes in the value of our portfolio;
|
•
|
any shortfall in revenue or net income or any increase in losses from levels expected by stockholders or securities analysts;
|
•
|
short-selling pressure with respect to shares of our common stock or REITs generally;
|
•
|
the strength of the commercial real estate market and the U.S. economy generally; and
|
•
|
the other factors described in this Item 1A - “Risk Factors.”
|
•
|
our ability to make profitable investments;
|
•
|
margin calls or other expenses that reduce our cash flow;
|
•
|
defaults in our asset portfolio or decreases in the value of our portfolio; and
|
•
|
the fact that anticipated operating expense levels may not prove accurate, as actual results may vary from estimates.
|
•
|
80% of the votes entitled to be cast by stockholders; and
|
•
|
two-thirds of the votes entitled to be cast by stockholders other than the interested stockholder and affiliates and associates thereof.
|
•
|
one-tenth or more but less than one-third;
|
•
|
one-third or more but less than a majority; or
|
•
|
a majority or more of all voting power.
|
•
|
actual receipt of an improper benefit or profit in money, property or services; or
|
•
|
active and deliberate dishonesty by the director or officer that was established by a final judgment as being material to the cause of action adjudicated.
|
Declaration Date
|
|
Record Date
|
|
Payment Date
|
|
Cash Dividend Per Share
|
December 18, 2019
|
|
December 31, 2019
|
|
January 17, 2020
|
|
$0.42000
|
September 18, 2019
|
|
October 3, 2019
|
|
October 18, 2019
|
|
$0.42000
|
June 20, 2019
|
|
July 5, 2019
|
|
July 19, 2019
|
|
$0.42000
|
March 20, 2019
|
|
April 1, 2019
|
|
April 18, 2019
|
|
$0.42000
|
December 19, 2018
|
|
December 31, 2018
|
|
January 18, 2019
|
|
$0.42000
|
September 20, 2018
|
|
October 2, 2018
|
|
October 18, 2018
|
|
$0.42000
|
June 20, 2018
|
|
July 2, 2018
|
|
July 18, 2018
|
|
$0.40000
|
March 15, 2018
|
|
March 29, 2018
|
|
April 18, 2018
|
|
$0.38000
|
|
|
December 31, 2019
|
||||||||
Plan Category
|
|
Number of securities to be issued upon exercise of outstanding options, warrants and rights
|
|
Weighted-average exercise price of outstanding options, warrants and rights
|
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in the first column of this table)
|
||||
Equity compensation plans approved by stockholders
|
|
—
|
|
|
$
|
—
|
|
|
2,579,965
|
|
Equity compensation plans not approved by stockholders (1)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
|
—
|
|
|
$
|
—
|
|
|
2,579,965
|
|
(1)
|
For a detailed description of the Plan, see Note 15 - Equity Incentive Plan of the consolidated financial statements included under Item 8 of this Annual Report on Form 10-K.
|
Index
|
|
6/28/17
|
|
6/30/17
|
|
12/31/17
|
|
|
6/30/18
|
|
12/31/18
|
|
|
6/30/19
|
|
12/31/19
|
|
|||||||||||
Granite Point Mortgage Trust Inc.
|
|
$
|
100.00
|
|
|
$
|
99.84
|
|
|
$
|
97.25
|
|
|
$
|
105.12
|
|
|
$
|
108.05
|
|
|
$
|
117.60
|
|
|
$
|
120.47
|
|
S&P 500
|
|
$
|
100.00
|
|
|
$
|
99.30
|
|
|
$
|
110.64
|
|
|
$
|
113.56
|
|
|
$
|
105.78
|
|
|
$
|
125.39
|
|
|
$
|
139.07
|
|
Bloomberg REIT Mortgage Index
|
|
$
|
100.00
|
|
|
$
|
99.21
|
|
|
$
|
102.58
|
|
|
$
|
103.07
|
|
|
$
|
99.59
|
|
|
$
|
108.57
|
|
|
$
|
123.12
|
|
|
For the Years Ended December 31,
|
||||||||||||||||||
(in thousands, except share data)
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015 (1)
|
||||||||||
Interest income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held-for-investment
|
$
|
240,022
|
|
|
$
|
179,284
|
|
|
$
|
113,050
|
|
|
$
|
55,627
|
|
|
$
|
8,410
|
|
Available-for-sale securities
|
1,221
|
|
|
1,160
|
|
|
1,035
|
|
|
1,002
|
|
|
84
|
|
|||||
Held-to-maturity securities
|
2,239
|
|
|
3,194
|
|
|
3,726
|
|
|
4,192
|
|
|
645
|
|
|||||
Cash and cash equivalents
|
2,775
|
|
|
242
|
|
|
26
|
|
|
7
|
|
|
—
|
|
|||||
Total interest income
|
246,257
|
|
|
183,880
|
|
|
117,837
|
|
|
60,828
|
|
|
9,139
|
|
|||||
Interest expense:
|
|
|
|
|
|
|
|
|
|
||||||||||
Repurchase agreements
|
67,632
|
|
|
62,432
|
|
|
37,968
|
|
|
8,611
|
|
|
396
|
|
|||||
Securitized debt obligations
|
46,815
|
|
|
17,660
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Convertible senior notes
|
17,971
|
|
|
10,783
|
|
|
397
|
|
|
—
|
|
|
—
|
|
|||||
Asset-specific financings
|
2,891
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Revolving credit facilities
|
1,673
|
|
|
648
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Note payable to affiliate
|
—
|
|
|
—
|
|
|
4,098
|
|
|
2,418
|
|
|
81
|
|
|||||
Total interest expense
|
136,982
|
|
|
91,523
|
|
|
42,463
|
|
|
11,029
|
|
|
477
|
|
|||||
Net interest income
|
109,275
|
|
|
92,357
|
|
|
75,374
|
|
|
49,799
|
|
|
8,662
|
|
|||||
Other income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Realized gain on sales of loans held-for-investment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
181
|
|
|||||
Fee income
|
1,210
|
|
|
1,446
|
|
|
—
|
|
|
203
|
|
|
14
|
|
|||||
Total other income
|
1,210
|
|
|
1,446
|
|
|
—
|
|
|
203
|
|
|
195
|
|
|||||
Expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Management fees
|
14,854
|
|
|
12,509
|
|
|
9,737
|
|
|
7,173
|
|
|
1,178
|
|
|||||
Incentive fees
|
244
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Servicing expenses
|
3,670
|
|
|
2,196
|
|
|
1,354
|
|
|
605
|
|
|
73
|
|
|||||
Other operating expenses
|
21,507
|
|
|
16,025
|
|
|
10,982
|
|
|
6,878
|
|
|
7,398
|
|
|||||
Total expenses
|
40,275
|
|
|
30,730
|
|
|
22,073
|
|
|
14,656
|
|
|
8,649
|
|
|||||
Income before income taxes
|
70,210
|
|
|
63,073
|
|
|
53,301
|
|
|
35,346
|
|
|
208
|
|
|||||
(Benefit from) provision for income taxes
|
(4
|
)
|
|
(2
|
)
|
|
(4
|
)
|
|
(11
|
)
|
|
70
|
|
|||||
Net income
|
70,214
|
|
|
63,075
|
|
|
53,305
|
|
|
35,357
|
|
|
138
|
|
|||||
Dividends on preferred stock
|
100
|
|
|
100
|
|
|
50
|
|
|
—
|
|
|
—
|
|
|||||
Net income attributable to common stockholders
|
$
|
70,114
|
|
|
$
|
62,975
|
|
|
$
|
53,255
|
|
|
$
|
35,357
|
|
|
$
|
138
|
|
Basic earnings per weighted average common share (See Note 17)
|
$
|
1.32
|
|
|
$
|
1.45
|
|
|
$
|
0.60
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Diluted earnings per weighted average common share (See Note 17)
|
$
|
1.32
|
|
|
$
|
1.42
|
|
|
$
|
0.60
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Dividends declared per common share
|
$
|
1.68
|
|
|
$
|
1.62
|
|
|
$
|
0.70
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Basic weighted average number of shares of common stock outstanding
|
53,087,395
|
|
|
43,445,384
|
|
|
43,234,671
|
|
|
—
|
|
|
—
|
|
|||||
Diluted weighted average number of shares of common stock outstanding
|
53,087,395
|
|
|
52,039,997
|
|
|
43,234,671
|
|
|
—
|
|
|
—
|
|
(1)
|
Commenced operations on January 7, 2015.
|
|
For the Years Ended December 31,
|
||||||||||||||||||
(in thousands, except share data)
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015 (1)
|
||||||||||
Comprehensive income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net income attributable to common stockholders
|
$
|
70,114
|
|
|
$
|
62,975
|
|
|
$
|
53,255
|
|
|
$
|
35,357
|
|
|
$
|
138
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized gain (loss) on available-for-sale securities, net
|
224
|
|
|
(192
|
)
|
|
112
|
|
|
(112
|
)
|
|
—
|
|
|||||
Other comprehensive income (loss)
|
224
|
|
|
(192
|
)
|
|
112
|
|
|
(112
|
)
|
|
—
|
|
|||||
Comprehensive income attributable to common stockholders
|
$
|
70,338
|
|
|
$
|
62,783
|
|
|
$
|
53,367
|
|
|
$
|
35,245
|
|
|
$
|
138
|
|
(1)
|
Commenced operations on January 7, 2015.
|
|
At December 31,
|
||||||||||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
|
2016
|
|
2015
|
||||||||||
Loans held-for-investment
|
$
|
4,226,212
|
|
|
$
|
3,167,913
|
|
|
$
|
2,304,266
|
|
|
$
|
1,364,291
|
|
|
$
|
582,693
|
|
Total assets
|
$
|
4,460,862
|
|
|
$
|
3,361,881
|
|
|
$
|
2,499,130
|
|
|
$
|
1,495,607
|
|
|
$
|
722,744
|
|
Repurchase agreements
|
$
|
1,924,021
|
|
|
$
|
1,500,543
|
|
|
$
|
1,521,608
|
|
|
$
|
451,167
|
|
|
$
|
59,349
|
|
Securitized debt obligations
|
$
|
1,041,044
|
|
|
$
|
654,263
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Asset-specific financings
|
$
|
116,465
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Revolving credit facilities
|
$
|
42,008
|
|
|
$
|
75,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Convertible senior notes
|
$
|
269,634
|
|
|
$
|
268,138
|
|
|
$
|
121,314
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Note payable to affiliate
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
593,631
|
|
|
$
|
167,262
|
|
Total stockholders’ equity
|
$
|
1,019,136
|
|
|
$
|
827,531
|
|
|
$
|
828,621
|
|
|
$
|
427,991
|
|
|
$
|
486,942
|
|
•
|
Net income of $70.1 million and Core Earnings of $74.6 million for the year ended December 31, 2019, an increase of $7.1 million and $8.3 million, respectively, as compared to the year ended December 31, 2018.
|
•
|
Declared aggregate dividends of $91.0 million, or $1.68 per share in 2019, resulting in an annualized dividend yield of 9.0% on our December 31, 2019 Book Value per Common Share of $18.58.
|
•
|
Originated 45 senior commercial real estate loans with a total commitment of $2.0 billion, an increase of 27% over 2018, with an average loan size of approximately $45 million.
|
•
|
Funded $1.8 billion in aggregate loan balances, inclusive of $237.6 million in connection with existing loan funding commitments.
|
•
|
Received cash proceeds of $778.5 million from principal repayments and amortization.
|
•
|
Portfolio of 122 investments as of December 31, 2019, with a stabilized weighted average loan-to-value ratio of 64.2% and a weighted average all-in yield at origination of L+4.26%.
|
•
|
Closed our second collateralized loan obligation, or CLO, financing 28 existing senior loan investments with an aggregate principal balance of approximately $825 million, further diversifying our funding mix and increasing matched-term, non-recourse and non-mark-to-market financing of our loan portfolio.
|
•
|
Closed a non-mark-to-market financing facility of up to $150 million.
|
•
|
Renegotiated various terms of our financing facilities, including modifications of leverage covenants, extending maturities and increasing the overall borrowing capacity, among others.
|
•
|
Financing capacity of $3.8 billion as of December 31, 2019, which includes our financing facilities with six providers, certain asset specific financings and our CLOs.
|
•
|
Issued an aggregate 10.955 million shares of our common stock through an underwritten public offering and our at-the-market equity offering program, generating total net proceeds of $207.8 million.
|
•
|
Our book value was $1.0 billion as of December 31, 2019, a 23.2% increase over December 31, 2018.
|
•
|
At December 31, 2019, we had unrestricted cash available for investment of $80.3 million, a portion of which is subject to the liquidity covenants in our lending agreements.
|
•
|
At December 31, 2019, we had undrawn capacity (liquidity available to us without the need to pledge more collateral to our lenders) of approximately $28 million under our secured repurchase agreements.
|
|
Year Ended
|
||||||
|
December 31,
|
||||||
(in thousands)
|
2019
|
|
2018
|
||||
Reconciliation of GAAP net income to Core Earnings:
|
(unaudited)
|
||||||
GAAP Net Income
|
$
|
70,114
|
|
|
$
|
62,975
|
|
Adjustments for non-core earnings:
|
|
|
|
||||
Non-cash equity compensation
|
4,436
|
|
|
3,281
|
|
||
Core Earnings (1)
|
$
|
74,550
|
|
|
$
|
66,256
|
|
(1)
|
Core Earnings is a non-GAAP measure that we define as comprehensive income attributable to common stockholders, excluding “realized and unrealized gains and losses” (impairment losses, realized and unrealized gains or losses on the aggregate portfolio and non-cash compensation expense related to restricted common stock). We believe the presentation of Core Earnings provides stockholders greater transparency into our period-over-period financial performance and facilitates comparisons to peer REITs.
|
1 –
|
Lower Risk
|
2 –
|
Average Risk
|
3 –
|
Acceptable Risk
|
4 –
|
Higher Risk: A loan that has exhibited material deterioration in cash flows and/or other credit factors, which, if negative trends continue, could be indicative of future loss.
|
5 –
|
Impaired/Loss Likely: A loan that has a significantly increased probability of default or principal loss and has been deemed impaired.
|
(in thousands, except share data)
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||||||
Income Statement Data:
|
|
December 31,
|
|
December 31,
|
||||||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2017
|
||||||||||
Interest income:
|
|
(unaudited)
|
|
|
||||||||||||||||
Loans held-for-investment
|
|
$
|
63,428
|
|
|
$
|
51,708
|
|
|
$
|
240,022
|
|
|
$
|
179,284
|
|
|
$
|
113,050
|
|
Available-for-sale securities
|
|
294
|
|
|
309
|
|
|
1,221
|
|
|
1,160
|
|
|
1,035
|
|
|||||
Held-to-maturity securities
|
|
435
|
|
|
716
|
|
|
2,239
|
|
|
3,194
|
|
|
3,726
|
|
|||||
Cash and cash equivalents
|
|
547
|
|
|
101
|
|
|
2,775
|
|
|
242
|
|
|
26
|
|
|||||
Total interest income
|
|
64,704
|
|
|
52,834
|
|
|
246,257
|
|
|
183,880
|
|
|
117,837
|
|
|||||
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Repurchase agreements
|
|
19,163
|
|
|
17,000
|
|
|
67,632
|
|
|
62,432
|
|
|
37,968
|
|
|||||
Securitized debt obligations
|
|
10,935
|
|
|
7,092
|
|
|
46,815
|
|
|
17,660
|
|
|
—
|
|
|||||
Convertible senior notes
|
|
4,512
|
|
|
4,182
|
|
|
17,971
|
|
|
10,783
|
|
|
397
|
|
|||||
Asset-specific financings
|
|
1,174
|
|
|
—
|
|
|
2,891
|
|
|
—
|
|
|
—
|
|
|||||
Revolving credit facilities
|
|
491
|
|
|
276
|
|
|
1,673
|
|
|
648
|
|
|
—
|
|
|||||
Note payable to affiliate
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,098
|
|
|||||
Total interest expense
|
|
36,275
|
|
|
28,550
|
|
|
136,982
|
|
|
91,523
|
|
|
42,463
|
|
|||||
Net interest income
|
|
28,429
|
|
|
24,284
|
|
|
109,275
|
|
|
92,357
|
|
|
75,374
|
|
|||||
Other income:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fee income
|
|
95
|
|
|
—
|
|
|
1,210
|
|
|
1,446
|
|
|
—
|
|
|||||
Total other income
|
|
95
|
|
|
—
|
|
|
1,210
|
|
|
1,446
|
|
|
—
|
|
|||||
Expenses:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management fees
|
|
3,841
|
|
|
3,075
|
|
|
14,854
|
|
|
12,509
|
|
|
9,737
|
|
|||||
Incentive fees
|
|
—
|
|
|
—
|
|
|
244
|
|
|
—
|
|
|
—
|
|
|||||
Servicing expenses
|
|
999
|
|
|
628
|
|
|
3,670
|
|
|
2,196
|
|
|
1,354
|
|
|||||
Other operating expenses
|
|
6,008
|
|
|
3,884
|
|
|
21,507
|
|
|
16,025
|
|
|
10,982
|
|
|||||
Total expenses
|
|
10,848
|
|
|
7,587
|
|
|
40,275
|
|
|
30,730
|
|
|
22,073
|
|
|||||
Income before income taxes
|
|
17,676
|
|
|
16,697
|
|
|
70,210
|
|
|
63,073
|
|
|
53,301
|
|
|||||
Benefit from income taxes
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
(2
|
)
|
|
(4
|
)
|
|||||
Net income
|
|
17,676
|
|
|
16,697
|
|
|
70,214
|
|
|
63,075
|
|
|
53,305
|
|
|||||
Dividends on preferred stock
|
|
25
|
|
|
25
|
|
|
100
|
|
|
100
|
|
|
50
|
|
|||||
Net income attributable to common stockholders
|
|
$
|
17,651
|
|
|
$
|
16,672
|
|
|
$
|
70,114
|
|
|
$
|
62,975
|
|
|
$
|
53,255
|
|
Basic earnings per weighted average common share (See Note 17)
|
|
$
|
0.32
|
|
|
$
|
0.38
|
|
|
$
|
1.32
|
|
|
$
|
1.45
|
|
|
$
|
0.60
|
|
Diluted earnings per weighted average common share (See Note 17)
|
|
$
|
0.32
|
|
|
$
|
0.37
|
|
|
$
|
1.32
|
|
|
$
|
1.42
|
|
|
$
|
0.60
|
|
Dividends declared per common share
|
|
$
|
0.42
|
|
|
$
|
0.42
|
|
|
$
|
1.68
|
|
|
$
|
1.62
|
|
|
$
|
0.70
|
|
Weighted average number of shares of common stock outstanding:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Basic
|
|
54,853,205
|
|
|
43,502,583
|
|
|
53,087,395
|
|
|
43,445,384
|
|
|
43,234,671
|
|
|||||
Diluted
|
|
54,853,205
|
|
|
56,264,771
|
|
|
53,087,395
|
|
|
52,039,997
|
|
|
43,234,671
|
|
(in thousands, except share data)
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||||||
Income Statement Data:
|
|
December 31,
|
|
December 31,
|
||||||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2017
|
||||||||||
Comprehensive income:
|
|
(unaudited)
|
|
|
||||||||||||||||
Net income attributable to common stockholders
|
|
$
|
17,651
|
|
|
$
|
16,672
|
|
|
$
|
70,114
|
|
|
$
|
62,975
|
|
|
$
|
53,255
|
|
Other comprehensive (loss) income, net of tax:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Unrealized (loss) gain on available-for-sale securities
|
|
—
|
|
|
(224
|
)
|
|
224
|
|
|
(192
|
)
|
|
112
|
|
|||||
Other comprehensive (loss) income
|
|
—
|
|
|
(224
|
)
|
|
224
|
|
|
(192
|
)
|
|
112
|
|
|||||
Comprehensive income attributable to common stockholders
|
|
$
|
17,651
|
|
|
$
|
16,448
|
|
|
$
|
70,338
|
|
|
$
|
62,783
|
|
|
$
|
53,367
|
|
(in thousands)
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
Balance Sheet Data:
|
|
|
||||||
|
|
|
|
|
||||
Loans held-for-investment
|
|
$
|
4,226,212
|
|
|
$
|
3,167,913
|
|
Total assets
|
|
$
|
4,460,862
|
|
|
$
|
3,361,881
|
|
Repurchase agreements
|
|
$
|
1,924,021
|
|
|
$
|
1,500,543
|
|
Securitized debt obligations
|
|
$
|
1,041,044
|
|
|
$
|
654,263
|
|
Asset-specific financings
|
|
$
|
116,465
|
|
|
$
|
—
|
|
Revolving credit facilities
|
|
$
|
42,008
|
|
|
$
|
75,000
|
|
Convertible senior notes
|
|
$
|
269,634
|
|
|
$
|
268,138
|
|
Total stockholders’ equity
|
|
$
|
1,019,136
|
|
|
$
|
827,531
|
|
|
Three Months Ended December 31, 2019
|
|
Year Ended December 31, 2019
|
||||||||||||||||||
(dollars in thousands)
|
Average Balance
|
|
Interest Income/Expense (1)
|
|
Net Yield/Cost of Funds
|
|
Average Balance
|
|
Interest Income/Expense (1)
|
|
Net Yield/Cost of Funds
|
||||||||||
Interest-earning assets (2)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held-for-investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Senior loans (3)
|
$
|
4,091,889
|
|
|
$
|
62,723
|
|
|
6.1
|
%
|
|
$
|
3,571,334
|
|
|
$
|
236,949
|
|
|
6.6
|
%
|
Subordinated loans
|
28,090
|
|
|
705
|
|
|
10.0
|
%
|
|
30,258
|
|
|
3,073
|
|
|
10.2
|
%
|
||||
Available-for-sale securities
|
12,798
|
|
|
294
|
|
|
9.2
|
%
|
|
12,798
|
|
|
1,221
|
|
|
9.5
|
%
|
||||
Held-to-maturity securities
|
18,307
|
|
|
435
|
|
|
9.5
|
%
|
|
22,642
|
|
|
2,239
|
|
|
9.9
|
%
|
||||
Other
|
|
|
547
|
|
|
|
|
|
|
2,775
|
|
|
|
|
|||||||
Total interest income/net asset yield
|
$
|
4,151,084
|
|
|
$
|
64,704
|
|
|
6.2
|
%
|
|
$
|
3,637,032
|
|
|
$
|
246,257
|
|
|
6.8
|
%
|
Interest-bearing liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Repurchase agreements, securitized debt obligations, asset-specific financings and revolving credit facilities collateralized by:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held-for-investment
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Senior loans (3)
|
$
|
2,999,850
|
|
|
$
|
31,428
|
|
|
4.2
|
%
|
|
$
|
2,525,563
|
|
|
$
|
117,413
|
|
|
4.6
|
%
|
Subordinated loans
|
9,420
|
|
|
117
|
|
|
5.0
|
%
|
|
9,469
|
|
|
505
|
|
|
5.3
|
%
|
||||
Available-for-sale securities
|
8,381
|
|
|
85
|
|
|
4.1
|
%
|
|
8,422
|
|
|
370
|
|
|
4.4
|
%
|
||||
Held-to-maturity securities
|
11,870
|
|
|
133
|
|
|
4.5
|
%
|
|
14,699
|
|
|
723
|
|
|
4.9
|
%
|
||||
Other unsecured:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Convertible senior notes
|
269,502
|
|
|
4,512
|
|
|
6.7
|
%
|
|
268,928
|
|
|
17,971
|
|
|
6.7
|
%
|
||||
Total interest expense/cost of funds
|
$
|
3,299,023
|
|
|
36,275
|
|
|
4.4
|
%
|
|
$
|
2,827,081
|
|
|
136,982
|
|
|
4.8
|
%
|
||
Net interest income/spread
|
|
|
$
|
28,429
|
|
|
1.8
|
%
|
|
|
|
$
|
109,275
|
|
|
2.0
|
%
|
|
Three Months Ended December 31, 2018
|
|
Year Ended December 31, 2018
|
||||||||||||||||||
(dollars in thousands)
|
Average Balance
|
|
Interest Income/Expense (1)
|
|
Net Yield/Cost of Funds
|
|
Average Balance
|
|
Interest Income/Expense (1)
|
|
Net Yield/Cost of Funds
|
||||||||||
Interest-earning assets (2)
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held-for-investment
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Senior loans (3)
|
$
|
2,868,457
|
|
|
$
|
50,495
|
|
|
7.0
|
%
|
|
$
|
2,525,123
|
|
|
$
|
173,367
|
|
|
6.9
|
%
|
Subordinated loans
|
46,474
|
|
|
1,213
|
|
|
10.4
|
%
|
|
57,278
|
|
|
5,917
|
|
|
10.3
|
%
|
||||
Available-for-sale securities
|
12,798
|
|
|
309
|
|
|
9.7
|
%
|
|
12,798
|
|
|
1,160
|
|
|
9.1
|
%
|
||||
Held-to-maturity securities
|
28,666
|
|
|
716
|
|
|
10.0
|
%
|
|
34,096
|
|
|
3,194
|
|
|
9.4
|
%
|
||||
Other
|
|
|
101
|
|
|
|
|
|
|
242
|
|
|
|
|
|||||||
Total interest income/net asset yield
|
$
|
2,956,395
|
|
|
$
|
52,834
|
|
|
7.1
|
%
|
|
$
|
2,629,295
|
|
|
$
|
183,880
|
|
|
7.0
|
%
|
Interest-bearing liabilities
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Repurchase agreements, securitized debt obligations, asset-specific financings and revolving credit facilities collateralized by:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Loans held-for-investment
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Senior loans (3)
|
$
|
1,967,781
|
|
|
$
|
23,917
|
|
|
4.9
|
%
|
|
$
|
1,690,665
|
|
|
$
|
78,793
|
|
|
4.7
|
%
|
Subordinated loans
|
9,551
|
|
|
129
|
|
|
5.4
|
%
|
|
12,328
|
|
|
580
|
|
|
4.7
|
%
|
||||
Available-for-sale securities
|
8,367
|
|
|
93
|
|
|
4.4
|
%
|
|
8,400
|
|
|
346
|
|
|
4.1
|
%
|
||||
Held-to-maturity securities
|
18,482
|
|
|
229
|
|
|
5.0
|
%
|
|
22,178
|
|
|
1,021
|
|
|
4.6
|
%
|
||||
Other unsecured:
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Convertible senior notes
|
268,029
|
|
|
4,182
|
|
|
6.2
|
%
|
|
168,321
|
|
|
10,783
|
|
|
6.4
|
%
|
||||
Total interest expense/cost of funds
|
$
|
2,272,210
|
|
|
28,550
|
|
|
5.0
|
%
|
|
$
|
1,901,892
|
|
|
91,523
|
|
|
4.8
|
%
|
||
Net interest income/spread
|
|
|
$
|
24,284
|
|
|
2.1
|
%
|
|
|
|
$
|
92,357
|
|
|
2.2
|
%
|
(1)
|
Includes amortization of deferred debt issuance costs.
|
(2)
|
Average balance represents average amortized cost on loans held-for-investment, AFS securities and HTM securities.
|
(3)
|
Loans primarily secured by a first priority lien on commercial real property and related personal property and also includes, when applicable, any companion subordinate loans.
|
|
Three Months Ended
|
|
Year Ended
|
||||||||||||
|
December 31,
|
|
December 31,
|
||||||||||||
(in thousands, except share data)
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||
Management fees
|
$
|
3,841
|
|
|
$
|
3,075
|
|
|
$
|
14,854
|
|
|
$
|
12,509
|
|
Incentive fees
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
244
|
|
|
$
|
—
|
|
Servicing expenses
|
$
|
999
|
|
|
$
|
628
|
|
|
$
|
3,670
|
|
|
$
|
2,196
|
|
Other operating expenses:
|
|
|
|
|
|
|
|
||||||||
Officers’ compensation paid by our Manager and reimbursed by us (1)
|
$
|
237
|
|
|
$
|
222
|
|
|
$
|
2,073
|
|
|
$
|
1,251
|
|
Other direct and allocated costs paid by our Manager and reimbursed by us
|
1,512
|
|
|
1,694
|
|
|
9,674
|
|
|
7,371
|
|
||||
Amortization of executive officers’ restricted stock (2)
|
708
|
|
|
433
|
|
|
2,976
|
|
|
2,597
|
|
||||
All other operating expenses
|
3,551
|
|
|
1,535
|
|
|
6,784
|
|
|
4,806
|
|
||||
Total other operating expenses
|
$
|
6,008
|
|
|
$
|
3,884
|
|
|
$
|
21,507
|
|
|
$
|
16,025
|
|
Annualized other operating expense ratio
|
2.3
|
%
|
|
1.9
|
%
|
|
2.2
|
%
|
|
1.9
|
%
|
(1)
|
Officers include our principal financial officer, chief operating officer and general counsel. We do not reimburse our Manager for any expenses related to the compensation of our chief executive officer or chief investment officer.
|
(2)
|
Equity based compensation expense related to the amortization of restricted stock awarded to our executive officers in conjunction with the Company’s 2017 Equity Incentive Plan, or the Plan (see discussion in Note 15 - Equity Incentive Plan of the notes to the consolidated financial statements included under Item 8 of this Annual Report on Form 10-K), including our chief executive officer, chief investment officer, chief operating officer, principal financial officer and general counsel.
|
(dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Type (1)
|
|
Origination/ Acquisition Date
|
|
Maximum Loan Commitment
|
|
Principal Balance
|
|
Carrying Value
|
|
Cash Coupon (2)
|
|
All-in Yield at Origination (3)
|
|
Original Term (Years)
|
|
State
|
|
Property Type
|
|
Initial
LTV (4)
|
|
Stabilized LTV (5)
|
Senior
|
|
07/18
|
|
$144.3
|
|
$113.7
|
|
$113.2
|
|
L+3.34%
|
|
L+4.27%
|
|
2.0
|
|
CA
|
|
Retail
|
|
50.7%
|
|
55.9%
|
Senior
|
|
12/15
|
|
120.0
|
|
120.0
|
|
119.9
|
|
L+3.65%
|
|
L+4.43%
|
|
4.0
|
|
LA
|
|
Mixed-Use
|
|
65.5%
|
|
60.0%
|
Senior
|
|
10/19
|
|
120.0
|
|
77.7
|
|
76.6
|
|
L+3.24%
|
|
L+3.86%
|
|
3.0
|
|
CA
|
|
Office
|
|
63.9%
|
|
61.1%
|
Senior
|
|
12/19
|
|
101.7
|
|
81.5
|
|
80.5
|
|
L+2.75%
|
|
L+3.23%
|
|
3.0
|
|
IL
|
|
Multifamily
|
|
76.5%
|
|
73.0%
|
Senior
|
|
08/19
|
|
100.3
|
|
72.9
|
|
72.2
|
|
L+2.80%
|
|
L+3.26%
|
|
3.0
|
|
MN
|
|
Office
|
|
73.1%
|
|
71.2%
|
Senior
|
|
07/19
|
|
94.0
|
|
65.6
|
|
64.7
|
|
L+3.69%
|
|
L+4.32%
|
|
3.0
|
|
IL
|
|
Office
|
|
70.0%
|
|
64.4%
|
Senior
|
|
06/19
|
|
92.4
|
|
68.4
|
|
67.8
|
|
L+3.45%
|
|
L+3.88%
|
|
3.0
|
|
TX
|
|
Hotel
|
|
56.1%
|
|
48.1%
|
Senior
|
|
12/18
|
|
91.9
|
|
48.3
|
|
47.6
|
|
L+3.75%
|
|
L+5.21%
|
|
3.0
|
|
NY
|
|
Mixed-Use
|
|
26.2%
|
|
47.6%
|
Senior
|
|
10/19
|
|
87.8
|
|
60.7
|
|
59.9
|
|
L+2.55%
|
|
L+3.05%
|
|
3.0
|
|
TN
|
|
Office
|
|
70.2%
|
|
74.2%
|
Senior
|
|
05/17
|
|
86.8
|
|
82.1
|
|
81.6
|
|
L+3.50%
|
|
L+4.82%
|
|
4.0
|
|
MA
|
|
Office
|
|
71.3%
|
|
71.5%
|
Senior
|
|
06/19
|
|
80.0
|
|
79.4
|
|
78.7
|
|
L+2.69%
|
|
L+3.05%
|
|
3.0
|
|
TX
|
|
Mixed-Use
|
|
71.7%
|
|
72.2%
|
Senior
|
|
09/19
|
|
75.6
|
|
63.8
|
|
63.1
|
|
L+3.07%
|
|
L+3.58%
|
|
3.0
|
|
NY
|
|
Multifamily
|
|
62.7%
|
|
67.1%
|
Senior
|
|
10/19
|
|
75.1
|
|
75.1
|
|
74.6
|
|
L+3.36%
|
|
L+3.73%
|
|
3.0
|
|
FL
|
|
Mixed-Use
|
|
67.7%
|
|
62.9%
|
Senior
|
|
10/17
|
|
74.8
|
|
50.3
|
|
50.1
|
|
L+4.07%
|
|
L+4.47%
|
|
4.0
|
|
DC
|
|
Office
|
|
67.0%
|
|
66.0%
|
Senior
|
|
11/17
|
|
73.3
|
|
68.8
|
|
68.4
|
|
L+4.45%
|
|
L+5.20%
|
|
3.0
|
|
TX
|
|
Hotel
|
|
68.2%
|
|
61.6%
|
Senior
|
|
12/16
|
|
71.7
|
|
68.0
|
|
67.4
|
|
L+3.75%
|
|
L+4.87%
|
|
4.0
|
|
FL
|
|
Office
|
|
73.3%
|
|
63.2%
|
Senior
|
|
06/16
|
|
68.3
|
|
61.6
|
|
61.5
|
|
L+3.87%
|
|
L+4.93%
|
|
4.0
|
|
HI
|
|
Retail
|
|
76.2%
|
|
57.4%
|
Senior
|
|
11/17
|
|
68.3
|
|
62.2
|
|
62.0
|
|
L+4.10%
|
|
L+4.73%
|
|
3.0
|
|
CA
|
|
Office
|
|
66.8%
|
|
67.0%
|
Senior
|
|
12/19
|
|
65.2
|
|
50.2
|
|
49.6
|
|
L+2.80%
|
|
L+3.28%
|
|
3.0
|
|
NY
|
|
Office
|
|
68.8%
|
|
59.3%
|
Senior
|
|
01/19
|
|
64.5
|
|
64.5
|
|
64.0
|
|
L+3.85%
|
|
L+4.38%
|
|
3.0
|
|
MN
|
|
Hotel
|
|
67.2%
|
|
64.5%
|
Senior
|
|
04/18
|
|
64.0
|
|
64.0
|
|
63.7
|
|
L+3.78%
|
|
L+4.23%
|
|
3.0
|
|
GA
|
|
Hotel
|
|
68.8%
|
|
59.8%
|
Senior
|
|
09/19
|
|
60.2
|
|
52.3
|
|
51.8
|
|
L+3.00%
|
|
L+3.63%
|
|
2.0
|
|
TX
|
|
Office
|
|
64.7%
|
|
59.0%
|
Senior
|
|
12/18
|
|
60.0
|
|
45.8
|
|
45.4
|
|
L+2.90%
|
|
L+3.44%
|
|
3.0
|
|
TX
|
|
Office
|
|
68.5%
|
|
66.7%
|
Senior
|
|
01/17
|
|
58.6
|
|
47.3
|
|
47.3
|
|
L+4.50%
|
|
L+5.16%
|
|
3.0
|
|
CA
|
|
Industrial
|
|
51.0%
|
|
60.4%
|
Senior
|
|
01/17
|
|
56.2
|
|
56.2
|
|
56.1
|
|
L+4.75%
|
|
L+5.24%
|
|
4.0
|
|
SC
|
|
Office
|
|
67.6%
|
|
67.1%
|
Senior
|
|
06/19
|
|
55.0
|
|
50.0
|
|
49.3
|
|
L+3.10%
|
|
L+3.67%
|
|
3.0
|
|
AL
|
|
Multifamily
|
|
69.5%
|
|
74.0%
|
Senior
|
|
12/15
|
|
54.5
|
|
54.5
|
|
54.4
|
|
L+3.73%
|
|
L+4.87%
|
|
4.0
|
|
PA
|
|
Office
|
|
74.5%
|
|
67.5%
|
Senior
|
|
06/19
|
|
54.0
|
|
48.8
|
|
48.3
|
|
L+3.30%
|
|
L+3.70%
|
|
3.0
|
|
VA
|
|
Office
|
|
49.3%
|
|
49.9%
|
Senior
|
|
09/17
|
|
54.0
|
|
54.0
|
|
53.8
|
|
L+4.38%
|
|
L+4.91%
|
|
3.0
|
|
NY
|
|
Industrial
|
|
68.7%
|
|
72.0%
|
Senior
|
|
12/19
|
|
52.3
|
|
42.2
|
|
41.6
|
|
L+3.61%
|
|
L+4.20%
|
|
3.0
|
|
NY
|
|
Industrial
|
|
76.8%
|
|
72.4%
|
Senior
|
|
10/18
|
|
52.2
|
|
49.1
|
|
48.9
|
|
L+2.70%
|
|
L+3.10%
|
|
3.0
|
|
NJ
|
|
Industrial
|
|
73.9%
|
|
68.8%
|
Senior
|
|
05/17
|
|
52.0
|
|
52.0
|
|
51.9
|
|
L+4.70%
|
|
L+5.50%
|
|
3.0
|
|
HI
|
|
Hotel
|
|
60.8%
|
|
59.4%
|
Senior
|
|
12/18
|
|
51.0
|
|
51.0
|
|
50.6
|
|
L+2.99%
|
|
L+3.40%
|
|
3.0
|
|
IL
|
|
Multifamily
|
|
78.6%
|
|
74.9%
|
Senior
|
|
09/18
|
|
50.1
|
|
20.5
|
|
20.3
|
|
L+3.25%
|
|
L+4.13%
|
|
3.0
|
|
IL
|
|
Office
|
|
47.9%
|
|
56.1%
|
Senior
|
|
08/17
|
|
50.0
|
|
49.4
|
|
49.1
|
|
L+3.09%
|
|
L+4.88%
|
|
3.0
|
|
LA
|
|
Multifamily
|
|
64.6%
|
|
60.9%
|
Senior
|
|
05/18
|
|
50.0
|
|
50.0
|
|
49.7
|
|
L+3.60%
|
|
L+3.85%
|
|
3.0
|
|
TX
|
|
Multifamily
|
|
71.1%
|
|
71.4%
|
Senior
|
|
10/18
|
|
49.0
|
|
31.6
|
|
31.3
|
|
L+4.15%
|
|
L+5.24%
|
|
3.0
|
|
IL
|
|
Multifamily
|
|
60.7%
|
|
62.4%
|
Senior
|
|
12/18
|
|
49.0
|
|
42.8
|
|
42.6
|
|
L+2.93%
|
|
L+3.39%
|
|
3.0
|
|
NY
|
|
Industrial
|
|
56.5%
|
|
56.3%
|
Senior
|
|
02/16
|
|
47.6
|
|
46.7
|
|
46.5
|
|
L+3.78%
|
|
L+4.72%
|
|
3.0
|
|
TX
|
|
Office
|
|
72.9%
|
|
70.4%
|
Senior
|
|
12/17
|
|
47.0
|
|
39.4
|
|
39.2
|
|
L+4.38%
|
|
L+5.26%
|
|
3.0
|
|
MA
|
|
Mixed-Use
|
|
72.9%
|
|
62.0%
|
Senior
|
|
05/18
|
|
46.5
|
|
32.0
|
|
31.8
|
|
L+4.07%
|
|
L+4.63%
|
|
3.0
|
|
NY
|
|
Mixed-Use
|
|
57.0%
|
|
51.1%
|
Senior
|
|
08/19
|
|
46.4
|
|
39.1
|
|
38.6
|
|
L+2.84%
|
|
L+3.39%
|
|
3.0
|
|
GA
|
|
Office
|
|
69.5%
|
|
68.3%
|
Senior
|
|
07/16
|
|
46.0
|
|
34.9
|
|
34.7
|
|
L+2.93%
|
|
L+4.99%
|
|
4.0
|
|
VA
|
|
Office
|
|
62.8%
|
|
61.5%
|
(dollars in millions)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Type (1)
|
|
Origination/ Acquisition Date
|
|
Maximum Loan Commitment
|
|
Principal Balance
|
|
Carrying Value
|
|
Cash Coupon (2)
|
|
All-in Yield at Origination (3)
|
|
Original Term (Years)
|
|
State
|
|
Property Type
|
|
Initial
LTV (4)
|
|
Stabilized LTV (5)
|
Senior
|
|
06/18
|
|
46.0
|
|
42.6
|
|
42.4
|
|
L+3.60%
|
|
L+4.06%
|
|
3.0
|
|
WY
|
|
Hotel
|
|
67.4%
|
|
62.3%
|
Senior
|
|
08/18
|
|
44.8
|
|
41.6
|
|
41.5
|
|
L+2.93%
|
|
L+3.32%
|
|
3.0
|
|
TX
|
|
Multifamily
|
|
68.9%
|
|
63.6%
|
Senior
|
|
05/19
|
|
44.1
|
|
40.6
|
|
40.3
|
|
L+3.20%
|
|
L+3.60%
|
|
3.0
|
|
NY
|
|
Mixed-Use
|
|
59.7%
|
|
55.1%
|
Senior
|
|
10/19
|
|
42.9
|
|
31.0
|
|
30.7
|
|
L+2.75%
|
|
L+3.28%
|
|
3.0
|
|
CA
|
|
Office
|
|
70.6%
|
|
67.8%
|
Senior
|
|
08/17
|
|
40.0
|
|
40.0
|
|
39.9
|
|
L+4.24%
|
|
L+4.40%
|
|
3.0
|
|
KY
|
|
Multifamily
|
|
79.8%
|
|
73.1%
|
Senior
|
|
05/18
|
|
38.8
|
|
32.7
|
|
32.6
|
|
L+3.18%
|
|
L+3.95%
|
|
3.0
|
|
MA
|
|
Office
|
|
47.0%
|
|
41.1%
|
Senior
|
|
07/19
|
|
37.5
|
|
34.6
|
|
34.3
|
|
L+3.70%
|
|
L+4.43%
|
|
3.0
|
|
NJ
|
|
Hotel
|
|
47.8%
|
|
54.6%
|
Senior
|
|
12/17
|
|
37.2
|
|
35.1
|
|
35.0
|
|
L+3.90%
|
|
L+4.55%
|
|
3.0
|
|
CA
|
|
Office
|
|
69.8%
|
|
66.4%
|
Senior
|
|
11/18
|
|
37.1
|
|
20.1
|
|
19.8
|
|
L+3.60%
|
|
L+5.50%
|
|
3.0
|
|
CA
|
|
Mixed-Use
|
|
69.9%
|
|
67.9%
|
Senior
|
|
10/18
|
|
36.8
|
|
29.8
|
|
29.5
|
|
L+2.85%
|
|
L+3.45%
|
|
3.0
|
|
NY
|
|
Industrial
|
|
71.2%
|
|
70.8%
|
Senior
|
|
05/17
|
|
35.2
|
|
30.9
|
|
30.8
|
|
L+5.00%
|
|
L+5.97%
|
|
3.0
|
|
TX
|
|
Office
|
|
68.7%
|
|
65.1%
|
Senior
|
|
06/18
|
|
34.9
|
|
29.0
|
|
28.8
|
|
L+4.07%
|
|
L+4.75%
|
|
3.0
|
|
OH
|
|
Hotel
|
|
70.6%
|
|
57.4%
|
Senior
|
|
12/18
|
|
34.2
|
|
27.2
|
|
27.0
|
|
L+2.92%
|
|
L+3.27%
|
|
4.0
|
|
IL
|
|
Multifamily
|
|
70.8%
|
|
62.1%
|
Senior
|
|
10/17
|
|
34.1
|
|
23.6
|
|
23.5
|
|
L+4.05%
|
|
L+4.69%
|
|
3.0
|
|
AZ
|
|
Office
|
|
62.6%
|
|
59.5%
|
Senior
|
|
05/17
|
|
33.8
|
|
29.2
|
|
29.1
|
|
L+4.40%
|
|
L+5.36%
|
|
3.0
|
|
AZ
|
|
Office
|
|
69.5%
|
|
59.0%
|
Senior
|
|
03/16
|
|
33.8
|
|
33.8
|
|
33.7
|
|
5.11%
|
|
5.26%
|
|
10.0
|
|
NJ
|
|
Office
|
|
74.9%
|
|
74.9%
|
Senior
|
|
10/19
|
|
33.7
|
|
25.8
|
|
25.4
|
|
L+3.15%
|
|
L+3.75%
|
|
3.0
|
|
CA
|
|
Office
|
|
70.6%
|
|
64.2%
|
Senior
|
|
11/19
|
|
33.2
|
|
27.4
|
|
27.1
|
|
L+2.70%
|
|
L+3.14%
|
|
3.0
|
|
NC
|
|
Multifamily
|
|
80.0%
|
|
72.8%
|
Senior
|
|
03/19
|
|
32.0
|
|
26.9
|
|
26.6
|
|
L+2.97%
|
|
L+3.42%
|
|
3.0
|
|
NY
|
|
Office
|
|
53.8%
|
|
48.5%
|
Senior
|
|
08/19
|
|
32.0
|
|
7.0
|
|
6.7
|
|
L+3.32%
|
|
L+5.27%
|
|
3.0
|
|
MA
|
|
Office
|
|
76.5%
|
|
54.1%
|
Senior
|
|
08/19
|
|
31.7
|
|
25.0
|
|
24.6
|
|
L+2.80%
|
|
L+3.53%
|
|
3.0
|
|
LA
|
|
Multifamily
|
|
74.1%
|
|
72.4%
|
Senior
|
|
11/19
|
|
31.3
|
|
31.1
|
|
30.9
|
|
L+2.75%
|
|
L+3.27%
|
|
2.0
|
|
IL
|
|
Multifamily
|
|
72.7%
|
|
72.7%
|
Senior
|
|
05/17
|
|
30.9
|
|
28.7
|
|
28.6
|
|
L+3.50%
|
|
L+5.19%
|
|
4.0
|
|
FL
|
|
Office
|
|
69.3%
|
|
68.5%
|
Senior
|
|
07/17
|
|
30.0
|
|
30.0
|
|
29.9
|
|
L+4.10%
|
|
L+4.58%
|
|
3.0
|
|
NY
|
|
Multifamily
|
|
76.5%
|
|
76.5%
|
Senior
|
|
11/15
|
|
29.5
|
|
29.5
|
|
29.4
|
|
L+4.75%
|
|
L+4.67%
|
|
3.0
|
|
NY
|
|
Office
|
|
66.4%
|
|
68.7%
|
Senior
|
|
08/19
|
|
29.4
|
|
23.6
|
|
23.4
|
|
L+2.90%
|
|
L+3.38%
|
|
3.0
|
|
TX
|
|
Multifamily
|
|
79.3%
|
|
72.5%
|
Senior
|
|
06/18
|
|
29.3
|
|
24.9
|
|
24.7
|
|
L+3.40%
|
|
L+4.18%
|
|
3.0
|
|
CA
|
|
Office
|
|
69.1%
|
|
64.3%
|
Senior
|
|
06/18
|
|
29.0
|
|
29.0
|
|
28.8
|
|
L+3.55%
|
|
L+3.96%
|
|
3.0
|
|
TX
|
|
Multifamily
|
|
74.3%
|
|
68.2%
|
Senior
|
|
11/18
|
|
28.6
|
|
24.7
|
|
24.5
|
|
L+3.50%
|
|
L+4.12%
|
|
3.0
|
|
TN
|
|
Office
|
|
61.8%
|
|
63.6%
|
Senior
|
|
11/19
|
|
27.7
|
|
18.5
|
|
18.3
|
|
L+3.18%
|
|
L+3.64%
|
|
3.0
|
|
CA
|
|
Office
|
|
61.7%
|
|
62.8%
|
Senior
|
|
01/19
|
|
27.6
|
|
25.6
|
|
25.4
|
|
L+2.97%
|
|
L+3.38%
|
|
3.0
|
|
TX
|
|
Multifamily
|
|
64.9%
|
|
64.9%
|
Senior
|
|
12/18
|
|
27.5
|
|
23.7
|
|
23.5
|
|
L+3.90%
|
|
L+4.42%
|
|
3.0
|
|
MN
|
|
Hotel
|
|
64.7%
|
|
57.7%
|
Senior
|
|
06/17
|
|
27.0
|
|
24.0
|
|
24.0
|
|
L+3.83%
|
|
L+5.24%
|
|
3.0
|
|
CA
|
|
Hotel
|
|
54.7%
|
|
48.6%
|
Senior
|
|
01/19
|
|
27.0
|
|
23.0
|
|
22.7
|
|
L+2.90%
|
|
L+3.44%
|
|
3.0
|
|
MA
|
|
Office
|
|
71.2%
|
|
70.1%
|
Senior
|
|
09/17
|
|
26.9
|
|
23.9
|
|
23.8
|
|
L+4.90%
|
|
L+5.52%
|
|
3.0
|
|
MA
|
|
Hotel
|
|
67.3%
|
|
63.9%
|
Senior
|
|
08/19
|
|
26.8
|
|
23.3
|
|
23.0
|
|
L+3.15%
|
|
L+3.67%
|
|
3.0
|
|
SC
|
|
Multifamily
|
|
67.0%
|
|
58.7%
|
Senior
|
|
07/17
|
|
26.0
|
|
24.2
|
|
24.1
|
|
L+3.15%
|
|
L+4.86%
|
|
3.0
|
|
CA
|
|
Office
|
|
62.3%
|
|
64.2%
|
Senior
|
|
01/18
|
|
26.0
|
|
26.0
|
|
25.9
|
|
L+5.13%
|
|
L+5.58%
|
|
3.0
|
|
AZ
|
|
Hotel
|
|
65.8%
|
|
61.3%
|
Senior
|
|
12/18
|
|
26.0
|
|
21.1
|
|
21.0
|
|
L+2.95%
|
|
L+3.43%
|
|
3.0
|
|
FL
|
|
Office
|
|
61.9%
|
|
65.5%
|
Senior
|
|
06/18
|
|
25.9
|
|
25.9
|
|
25.7
|
|
L+3.50%
|
|
L+4.37%
|
|
3.0
|
|
PA
|
|
Industrial
|
|
72.1%
|
|
66.1%
|
Senior
|
|
09/18
|
|
25.5
|
|
22.0
|
|
21.8
|
|
L+3.87%
|
|
L+4.42%
|
|
3.0
|
|
NY
|
|
Mixed-Use
|
|
60.2%
|
|
59.3%
|
Senior
|
|
06/19
|
|
25.5
|
|
25.5
|
|
25.2
|
|
L+4.50%
|
|
L+5.05%
|
|
3.0
|
|
NY
|
|
Other
|
|
39.6%
|
|
39.6%
|
Senior
|
|
10/15
|
|
25.0
|
|
25.0
|
|
24.9
|
|
L+4.07%
|
|
L+5.76%
|
|
3.0
|
|
MO
|
|
Hotel
|
|
73.2%
|
|
57.8%
|
Senior
|
|
08/19
|
|
25.0
|
|
23.9
|
|
23.8
|
|
L+2.66%
|
|
L+3.07%
|
|
2.0
|
|
OK
|
|
Multifamily
|
|
79.9%
|
|
74.2%
|
Senior
|
|
07/19
|
|
24.0
|
|
15.3
|
|
15.2
|
|
L+3.00%
|
|
L+3.60%
|
|
3.0
|
|
OH
|
|
Office
|
|
63.1%
|
|
66.1%
|
Senior
|
|
10/18
|
|
23.7
|
|
22.3
|
|
22.1
|
|
L+4.21%
|
|
L+5.16%
|
|
3.0
|
|
CT
|
|
Hotel
|
|
75.4%
|
|
66.9%
|
Senior
|
|
01/18
|
|
23.4
|
|
21.1
|
|
21.0
|
|
L+4.77%
|
|
L+5.50%
|
|
3.0
|
|
PA
|
|
Mixed-Use
|
|
66.8%
|
|
67.3%
|
Senior
|
|
03/19
|
|
23.3
|
|
23.3
|
|
23.1
|
|
L+3.27%
|
|
L+3.79%
|
|
3.0
|
|
WI
|
|
Multifamily
|
|
72.4%
|
|
75.2%
|
Senior
|
|
08/16
|
|
23.3
|
|
23.3
|
|
23.3
|
|
L+5.15%
|
|
L+5.42%
|
|
4.0
|
|
NY
|
|
Industrial
|
|
70.0%
|
|
67.6%
|
Senior
|
|
07/19
|
|
23.3
|
|
20.0
|
|
19.8
|
|
L+2.95%
|
|
L+3.51%
|
|
3.0
|
|
CA
|
|
Office
|
|
62.3%
|
|
62.6%
|
Senior
|
|
03/18
|
|
23.0
|
|
23.0
|
|
23.0
|
|
L+4.05%
|
|
L+4.65%
|
|
2.0
|
|
FL
|
|
Office
|
|
60.8%
|
|
60.8%
|
Senior
|
|
06/18
|
|
22.8
|
|
17.1
|
|
16.9
|
|
L+4.21%
|
|
L+4.73%
|
|
3.0
|
|
FL
|
|
Retail
|
|
74.0%
|
|
69.4%
|
Senior
|
|
01/19
|
|
22.7
|
|
22.5
|
|
22.3
|
|
L+2.99%
|
|
L+3.40%
|
|
3.0
|
|
WI
|
|
Multifamily
|
|
69.3%
|
|
73.5%
|
Senior
|
|
04/18
|
|
22.2
|
|
21.5
|
|
21.4
|
|
L+4.05%
|
|
L+4.46%
|
|
3.0
|
|
KS
|
|
Multifamily
|
|
72.1%
|
|
67.4%
|
Senior
|
|
08/17
|
|
22.0
|
|
18.5
|
|
18.4
|
|
L+4.77%
|
|
L+5.49%
|
|
3.0
|
|
PA
|
|
Office
|
|
66.7%
|
|
67.3%
|
(1)
|
“Senior” means a loan primarily secured by a first priority lien on commercial real property and related personal property and also includes, when applicable, any companion subordinate loans.
|
(2)
|
Cash coupon does not include origination or exit fees. Weighted average cash coupon excludes fixed rate loans.
|
(3)
|
Yield includes net origination fees and exit fees, but does not include future fundings, and is expressed as a monthly equivalent. Weighted average yield excludes fixed rate loans.
|
(4)
|
Initial loan-to-value ratio, or initial LTV, is calculated as the initial loan amount (plus any financing that is pari passu with or senior to such loan) divided by the as is appraised value (as determined in conformance with the Uniform Standards of Professional Appraisal Practice, or USPAP) as of the date of the loan was originated set forth in the original appraisal.
|
(5)
|
Stabilized loan-to-value ratio, or stabilized LTV, is calculated as the fully funded loan amount (plus any financing that is pari passu with or senior to such loan), including all contractually provided for future fundings, divided by the as stabilized value (as determined in conformance with USPAP) set forth in the original appraisal. As stabilized value may be based on certain assumptions, such as future construction completion, projected re-tenanting, payment of tenant improvement or leasing commissions allowances or free or abated rent periods, or increased tenant occupancies.
|
(in thousands)
|
Quarterly Average
|
|
End of Period Balance
|
|
Maximum Balance of Any Month-End
|
||||||
For the Three Months Ended December 31, 2019
|
$
|
3,299,023
|
|
|
$
|
3,393,172
|
|
|
$
|
3,393,172
|
|
For the Three Months Ended September 30, 2019
|
$
|
3,015,152
|
|
|
$
|
3,233,053
|
|
|
$
|
3,233,053
|
|
For the Three Months Ended June 30, 2019
|
$
|
2,549,873
|
|
|
$
|
2,731,238
|
|
|
$
|
2,731,238
|
|
For the Three Months Ended March 31, 2019
|
$
|
2,444,276
|
|
|
$
|
2,459,932
|
|
|
$
|
2,586,880
|
|
For the Three Months Ended December 31, 2018
|
$
|
2,272,209
|
|
|
$
|
2,497,944
|
|
|
$
|
2,497,944
|
|
|
Year Ended December 31, 2019
|
||||||||||
(dollars in millions)
|
TRS
|
|
REIT
|
|
Consolidated
|
||||||
GAAP net income, pre-tax
|
$
|
—
|
|
|
$
|
70.2
|
|
|
$
|
70.2
|
|
Permanent differences
|
|
|
|
|
|
||||||
Other permanent differences
|
—
|
|
|
(0.7
|
)
|
|
(0.7
|
)
|
|||
Temporary differences
|
|
|
|
|
|
||||||
Net accretion of OID and market discount
|
—
|
|
|
1.6
|
|
|
1.6
|
|
|||
Income from significant modifications
|
—
|
|
|
1.7
|
|
|
1.7
|
|
|||
Other temporary differences
|
—
|
|
|
4.6
|
|
|
4.6
|
|
|||
Estimated taxable income
|
—
|
|
|
77.4
|
|
|
77.4
|
|
|||
Dividend declaration deduction
|
—
|
|
|
(77.4
|
)
|
|
(77.4
|
)
|
|||
Estimated taxable income post-dividend deduction
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Year Ended December 31, 2018
|
||||||||||
(dollars in millions)
|
TRS
|
|
REIT
|
|
Consolidated
|
||||||
GAAP net income, pre-tax
|
$
|
—
|
|
|
$
|
63.1
|
|
|
$
|
63.1
|
|
Permanent differences
|
|
|
|
|
|
||||||
Other permanent differences
|
—
|
|
|
(0.4
|
)
|
|
(0.4
|
)
|
|||
Temporary differences
|
|
|
|
|
—
|
|
|||||
Net accretion of OID and market discount
|
—
|
|
|
6.3
|
|
|
6.3
|
|
|||
Income from significant modifications
|
—
|
|
|
5.0
|
|
|
5.0
|
|
|||
Other temporary differences
|
—
|
|
|
2.6
|
|
|
2.6
|
|
|||
Estimated taxable income
|
—
|
|
|
76.6
|
|
|
76.6
|
|
|||
Dividend declaration deduction
|
—
|
|
|
(76.6
|
)
|
|
(76.6
|
)
|
|||
Estimated taxable income post-dividend deduction
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Declaration Date
|
|
Record Date
|
|
Payment Date
|
|
Cash Dividend Per Share
|
December 18, 2019
|
|
December 31, 2019
|
|
January 17, 2020
|
|
$0.42
|
September 18, 2019
|
|
October 3, 2019
|
|
October 18, 2019
|
|
$0.42
|
June 20, 2019
|
|
July 5, 2019
|
|
July 19, 2019
|
|
$0.42
|
March 20, 2019
|
|
April 1, 2019
|
|
April 18, 2019
|
|
$0.42
|
December 19, 2018
|
|
December 31, 2018
|
|
January 18, 2019
|
|
$0.42
|
September 20, 2018
|
|
October 2, 2018
|
|
October 18, 2018
|
|
$0.42
|
June 20, 2018
|
|
July 2, 2018
|
|
July 18, 2018
|
|
$0.40
|
March 15, 2018
|
|
March 29, 2018
|
|
April 18, 2018
|
|
$0.38
|
December 18, 2017
|
|
December 29, 2017
|
|
January 18, 2018
|
|
$0.38
|
September 18, 2017
|
|
September 29, 2017
|
|
October 18, 2017
|
|
$0.32
|
|
|
|
|
|
|
Tax Characterization of Dividends
|
||||||||||||||
Year Ended December 31,
|
|
Dividends Declared
|
|
Adjustments (1)
|
|
Ordinary Dividends (Non-Qualified) (2)
|
|
Qualified Ordinary Dividends
|
|
Capital Gain Distribution
|
||||||||||
2019
|
|
$
|
1.68
|
|
|
$
|
0.09
|
|
|
$
|
1.59
|
|
|
$
|
—
|
|
|
$
|
—
|
|
2018
|
|
$
|
1.62
|
|
|
$
|
—
|
|
|
$
|
1.59
|
|
|
$
|
—
|
|
|
$
|
0.03
|
|
2017
|
|
$
|
0.70
|
|
|
$
|
—
|
|
|
$
|
0.70
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
A portion of the dividend declared in the fourth quarter of 2019 and paid in the first quarter of 2020 was treated as a 2020 distribution for federal income tax purposes.
|
(2)
|
For the years ended December 31, 2019 and 2018, ordinary dividends (non-qualified) are also the portion of dividends that may be eligible for the 20% qualified business income deduction under Internal Revenue Code Section 199A.
|
|
December 31, 2019
|
||||||||||||||
(in thousands)
|
Maturity Date (1)
|
|
Committed
|
|
Amount Outstanding
|
|
Unused Capacity
|
|
Total Capacity
|
||||||
Repurchase facilities:
|
|
|
|
|
|
|
|
|
|
||||||
Morgan Stanley Bank
|
June 28, 2021
|
|
No
|
|
$
|
556,887
|
|
|
$
|
43,113
|
|
|
$
|
600,000
|
|
Goldman Sachs Bank
|
May 2, 2020
|
|
No
|
|
$
|
405,057
|
|
|
$
|
94,943
|
|
|
$
|
500,000
|
|
JPMorgan Chase Bank
|
June 28, 2022
|
|
No
|
|
$
|
408,819
|
|
|
$
|
41,181
|
|
|
$
|
450,000
|
|
Citibank (2)
|
July 15, 2022
|
|
No
|
|
$
|
339,888
|
|
|
$
|
60,112
|
|
|
$
|
400,000
|
|
Wells Fargo Bank (3)
|
June 28, 2021
|
|
No
|
|
$
|
194,113
|
|
|
$
|
80,887
|
|
|
$
|
275,000
|
|
Asset-specific financings:
|
|
|
|
|
|
|
|
|
|
||||||
Canadian Imperial Bank of Commerce
|
Various
|
|
No
|
|
$
|
116,465
|
|
|
$
|
33,535
|
|
|
$
|
150,000
|
|
Revolving credit facilities:
|
|
|
|
|
|
|
|
|
|
||||||
Citibank (4)
|
July 26, 2021
|
|
No
|
|
$
|
42,008
|
|
|
$
|
32,992
|
|
|
$
|
75,000
|
|
(1)
|
The facilities are set to mature on the stated maturity date, unless extended pursuant to their terms.
|
(2)
|
Subsequent to December 31, 2019, the maximum facility capacity amount increased to $500 million and the maturity date was extended to January 9, 2023.
|
(3)
|
We retain an option to increase the maximum facility capacity amount up to $350 million, subject to customary terms and conditions.
|
(4)
|
We retain an option to increase the maximum facility capacity amount up to $150 million, subject to customary terms and conditions.
|
•
|
Unrestricted cash cannot be less than the greater of $30.0 million and 5.0% of recourse indebtedness. As of December 31, 2019, our unrestricted cash, as defined, was $80.3 million, while 5.0% of our recourse indebtedness, as defined, was $44.4 million.
|
•
|
Tangible net worth must be greater than the sum of 75.0% of tangible net worth as of December 31, 2019 and 75.0% of net cash proceeds of additional equity issuances, which calculates to $782.3 million. As of December 31, 2019, our tangible net worth, as defined, was $1.0 billion.
|
•
|
Target asset leverage ratio cannot exceed 77.5% and our total leverage ratio cannot exceed 80.0%. As of December 31, 2019, our target asset leverage ratio, as defined, was 71.6% and our total leverage ratio, as defined, was 77.2%.
|
•
|
Minimum interest coverage must be greater than 1.5:1.0. As of December 31, 2019, our minimum interest coverage, as defined, was 1.8:1.0.
|
(in thousands)
|
December 31,
2019 |
|
December 31,
2018 |
||||
Loans held-for-investment
|
$
|
4,081,155
|
|
|
$
|
2,935,757
|
|
Available-for-sale securities, at fair value
|
12,830
|
|
|
12,606
|
|
||
Held-to-maturity securities
|
18,076
|
|
|
26,696
|
|
||
Restricted cash
|
—
|
|
|
2,922
|
|
||
Total
|
$
|
4,112,061
|
|
|
$
|
2,977,981
|
|
(in thousands)
|
December 31,
2019 |
|
December 31,
2018 |
||||
Within one year
|
$
|
709,363
|
|
|
$
|
1,011,542
|
|
One to three years
|
2,533,995
|
|
|
1,218,264
|
|
||
Three to five years
|
149,814
|
|
|
268,138
|
|
||
Five years and over
|
—
|
|
|
—
|
|
||
Total
|
$
|
3,393,172
|
|
|
$
|
2,497,944
|
|
•
|
Cash flows from operating activities. For the year ended December 31, 2019, operating activities increased our cash balances by approximately $64.2 million, primarily driven by our financial results for the year.
|
•
|
Cash flows from investing activities. For the year ended December 31, 2019, investing activities decreased our cash balances by approximately $1.0 billion, primarily driven by originations of loans held-for-investment, offset by repayments of loans held-for-investment and held-to-maturity securities.
|
•
|
Cash flows from financing activities. For the year ended December 31, 2019, financing activities increased our cash balance by approximately $1.0 billion, primarily driven by net proceeds from repurchase agreements, asset-specific financings, securitized debt obligations and issuance of common stock, offset by dividends paid.
|
|
Due During the Year Ended December 31,
|
||||||||||||||||||||||||||
(in thousands)
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
2024
|
|
Thereafter
|
|
Total
|
||||||||||||||
Repurchase agreements
|
$
|
424,314
|
|
|
$
|
751,000
|
|
|
$
|
748,707
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,924,021
|
|
Asset-specific financings
|
—
|
|
|
77,445
|
|
|
39,020
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
116,465
|
|
|||||||
Revolving credit facilities
|
42,008
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42,008
|
|
|||||||
Convertible senior notes
|
—
|
|
|
—
|
|
|
141,112
|
|
|
128,522
|
|
|
—
|
|
|
—
|
|
|
269,634
|
|
|||||||
Interest expense on borrowings (1)
|
81,539
|
|
|
61,108
|
|
|
29,956
|
|
|
6,151
|
|
|
—
|
|
|
—
|
|
|
178,754
|
|
|||||||
Long-term operating lease obligations
|
849
|
|
|
849
|
|
|
869
|
|
|
897
|
|
|
897
|
|
|
962
|
|
|
5,323
|
|
|||||||
Unfunded commitments on loans held-for-investment (3)
|
268,225
|
|
|
225,105
|
|
|
226,179
|
|
|
29,369
|
|
|
—
|
|
|
—
|
|
|
748,878
|
|
|||||||
Total
|
$
|
816,935
|
|
|
$
|
1,115,507
|
|
|
$
|
1,185,843
|
|
|
$
|
164,939
|
|
|
$
|
897
|
|
|
$
|
962
|
|
|
$
|
3,285,083
|
|
(1)
|
Interest expense on borrowings calculated based on rates at December 31, 2019.
|
(2)
|
Allocation of unfunded commitments on loans held-for-investment is based on the earlier of the commitment expiration date or the loan maturity date.
|
|
Changes in Interest Rates
|
||||||||||||||
(in thousands)
|
-100 bps
|
|
-50 bps
|
|
+50 bps
|
|
+100 bps
|
||||||||
Change in value of financial position:
|
|
|
|
|
|
|
|
||||||||
Loans held-for-investment
|
$
|
462
|
|
|
$
|
331
|
|
|
$
|
(867
|
)
|
|
$
|
(1,735
|
)
|
Available-for-sale securities
|
5
|
|
|
3
|
|
|
(3
|
)
|
|
(5
|
)
|
||||
Held-to-maturity securities
|
8
|
|
|
4
|
|
|
(4
|
)
|
|
(8
|
)
|
||||
Repurchase agreements
|
(818
|
)
|
|
(409
|
)
|
|
409
|
|
|
818
|
|
||||
Securitized debt obligations
|
(437
|
)
|
|
(218
|
)
|
|
218
|
|
|
437
|
|
||||
Asset-specific financings
|
(49
|
)
|
|
(24
|
)
|
|
24
|
|
|
49
|
|
||||
Revolving credit facilities
|
(18
|
)
|
|
(9
|
)
|
|
9
|
|
|
18
|
|
||||
Convertible senior notes
|
(7,891
|
)
|
|
(3,909
|
)
|
|
3,837
|
|
|
7,603
|
|
||||
Total net assets
|
$
|
(8,738
|
)
|
|
$
|
(4,231
|
)
|
|
$
|
3,623
|
|
|
$
|
7,177
|
|
|
|
|
|
|
|
|
|
||||||||
|
-100 bps
|
|
-50 bps
|
|
+50 bps
|
|
+100 bps
|
||||||||
Change in annualized net interest income:
|
$
|
19,013
|
|
|
$
|
7,198
|
|
|
$
|
5,252
|
|
|
$
|
10,503
|
|
•
|
we manage our portfolio with focus on diligent, investment-specific market review, enforcement of loan and security rights and timely execution of disposition strategies;
|
•
|
we actively employ portfolio-wide and investment-specific risk measurement and management processes in our daily operations, including utilizing our Manager’s risk management tools; and
|
•
|
we seek to manage credit risk through our rigorous underwriting due diligence process prior to origination or acquisition of our target investments and through the use of non-recourse financing, when and where available and appropriate.
|
|
|
Page
|
|
||
|
||
|
||
|
||
|
||
|
||
|
|
December 31,
2019 |
|
December 31,
2018 |
||||
ASSETS
|
|
|
|
||||
Loans held-for-investment
|
$
|
4,226,212
|
|
|
$
|
3,167,913
|
|
Available-for-sale securities, at fair value
|
12,830
|
|
|
12,606
|
|
||
Held-to-maturity securities
|
18,076
|
|
|
26,696
|
|
||
Cash and cash equivalents
|
80,281
|
|
|
91,700
|
|
||
Restricted cash
|
79,483
|
|
|
31,723
|
|
||
Accrued interest receivable
|
11,323
|
|
|
10,268
|
|
||
Deferred debt issuance costs
|
6,245
|
|
|
3,924
|
|
||
Prepaid expenses
|
883
|
|
|
1,055
|
|
||
Other assets
|
25,529
|
|
|
15,996
|
|
||
Total Assets (1)
|
$
|
4,460,862
|
|
|
$
|
3,361,881
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Liabilities
|
|
|
|
||||
Repurchase agreements
|
$
|
1,924,021
|
|
|
$
|
1,500,543
|
|
Securitized debt obligations
|
1,041,044
|
|
|
654,263
|
|
||
Asset-specific financings
|
116,465
|
|
|
—
|
|
||
Revolving credit facilities
|
42,008
|
|
|
75,000
|
|
||
Convertible senior notes
|
269,634
|
|
|
268,138
|
|
||
Accrued interest payable
|
7,285
|
|
|
6,394
|
|
||
Unearned interest income
|
228
|
|
|
510
|
|
||
Dividends payable
|
23,063
|
|
|
18,346
|
|
||
Other liabilities
|
16,978
|
|
|
10,156
|
|
||
Total Liabilities (1)
|
3,440,726
|
|
|
2,533,350
|
|
||
10% cumulative redeemable preferred stock, par value $0.01 per share; 50,000,000 shares authorized and 1,000 and 1,000 shares issued and outstanding, respectively
|
1,000
|
|
|
1,000
|
|
||
Stockholders’ Equity
|
|
|
|
||||
Common stock, par value $0.01 per share; 450,000,000 shares authorized and 54,853,205 and 43,621,174 shares issued and outstanding, respectively
|
549
|
|
|
436
|
|
||
Additional paid-in capital
|
1,048,484
|
|
|
836,288
|
|
||
Accumulated other comprehensive income (loss)
|
32
|
|
|
(192
|
)
|
||
Cumulative earnings
|
162,076
|
|
|
91,875
|
|
||
Cumulative distributions to stockholders
|
(192,005
|
)
|
|
(100,876
|
)
|
||
Total Stockholders’ Equity
|
1,019,136
|
|
|
827,531
|
|
||
Total Liabilities and Stockholders’ Equity
|
$
|
4,460,862
|
|
|
$
|
3,361,881
|
|
(1)
|
The consolidated balance sheets include assets of consolidated variable interest entities, or VIEs, that can only be used to settle obligations of these VIEs, and liabilities of the consolidated VIEs for which creditors do not have recourse to Granite Point Mortgage Trust Inc. At December 31, 2019 and December 31, 2018, assets of the VIEs totaled $1,387,148 and $829,147, and liabilities of the VIEs totaled $1,042,122 and $654,952, respectively. See Note 3 - Variable Interest Entities for additional information.
|
|
Year Ended
|
||||||||||
|
December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Interest income:
|
|
||||||||||
Loans held-for-investment
|
$
|
240,022
|
|
|
$
|
179,284
|
|
|
$
|
113,050
|
|
Available-for-sale securities
|
1,221
|
|
|
1,160
|
|
|
1,035
|
|
|||
Held-to-maturity securities
|
2,239
|
|
|
3,194
|
|
|
3,726
|
|
|||
Cash and cash equivalents
|
2,775
|
|
|
242
|
|
|
26
|
|
|||
Total interest income
|
246,257
|
|
|
183,880
|
|
|
117,837
|
|
|||
Interest expense:
|
|
|
|
|
|
||||||
Repurchase agreements
|
67,632
|
|
|
62,432
|
|
|
37,968
|
|
|||
Securitized debt obligations
|
46,815
|
|
|
17,660
|
|
|
—
|
|
|||
Convertible senior notes
|
17,971
|
|
|
10,783
|
|
|
397
|
|
|||
Asset-specific financings
|
2,891
|
|
|
—
|
|
|
—
|
|
|||
Revolving credit facilities
|
1,673
|
|
|
648
|
|
|
—
|
|
|||
Note payable to affiliate
|
—
|
|
|
—
|
|
|
4,098
|
|
|||
Total interest expense
|
136,982
|
|
|
91,523
|
|
|
42,463
|
|
|||
Net interest income
|
109,275
|
|
|
92,357
|
|
|
75,374
|
|
|||
Other income:
|
|
|
|
|
|
||||||
Fee income
|
1,210
|
|
|
1,446
|
|
|
—
|
|
|||
Total other income
|
1,210
|
|
|
1,446
|
|
|
—
|
|
|||
Expenses:
|
|
|
|
|
|
||||||
Management fees
|
14,854
|
|
|
12,509
|
|
|
9,737
|
|
|||
Incentive fees
|
244
|
|
|
—
|
|
|
—
|
|
|||
Servicing expenses
|
3,670
|
|
|
2,196
|
|
|
1,354
|
|
|||
Other operating expenses
|
21,507
|
|
|
16,025
|
|
|
10,982
|
|
|||
Total expenses
|
40,275
|
|
|
30,730
|
|
|
22,073
|
|
|||
Income before income taxes
|
70,210
|
|
|
63,073
|
|
|
53,301
|
|
|||
Benefit from income taxes
|
(4
|
)
|
|
(2
|
)
|
|
(4
|
)
|
|||
Net income
|
70,214
|
|
|
63,075
|
|
|
53,305
|
|
|||
Dividends on preferred stock
|
100
|
|
|
100
|
|
|
50
|
|
|||
Net income attributable to common stockholders
|
$
|
70,114
|
|
|
$
|
62,975
|
|
|
$
|
53,255
|
|
Basic earnings per weighted average common share (See Note 17)
|
$
|
1.32
|
|
|
$
|
1.45
|
|
|
$
|
0.60
|
|
Diluted earnings per weighted average common share (See Note 17)
|
$
|
1.32
|
|
|
$
|
1.42
|
|
|
$
|
0.60
|
|
Weighted average number of shares of common stock outstanding:
|
|
|
|
|
|
||||||
Basic
|
53,087,395
|
|
|
43,445,384
|
|
|
43,234,671
|
|
|||
Diluted
|
53,087,395
|
|
|
52,039,997
|
|
|
43,234,671
|
|
|||
Comprehensive income:
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
70,114
|
|
|
$
|
62,975
|
|
|
$
|
53,255
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
||||||
Unrealized gain (loss) on available-for-sale securities
|
224
|
|
|
(192
|
)
|
|
112
|
|
|||
Other comprehensive income (loss)
|
224
|
|
|
(192
|
)
|
|
112
|
|
|||
Comprehensive income attributable to common stockholders
|
$
|
70,338
|
|
|
$
|
62,783
|
|
|
$
|
53,367
|
|
|
Common Stock
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
|
Shares
|
|
Amount
|
|
Additional Paid-in Capital
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Cumulative Earnings
|
|
Cumulative Distributions to Stockholders
|
|
Total Stockholders’ Equity
|
|||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Balance, December 31, 2016
|
—
|
|
|
$
|
—
|
|
|
$
|
392,608
|
|
|
$
|
(112
|
)
|
|
$
|
35,495
|
|
|
$
|
—
|
|
|
$
|
427,991
|
|
Capital contributions from Two Harbors Investment Corp.
|
—
|
|
|
—
|
|
|
254,785
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
254,785
|
|
||||||
Distributions to Two Harbors Investment Corp.
|
—
|
|
|
—
|
|
|
(308
|
)
|
|
—
|
|
|
(60,000
|
)
|
|
—
|
|
|
(60,308
|
)
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
53,305
|
|
|
—
|
|
|
53,305
|
|
||||||
Other comprehensive income before reclassifications
|
—
|
|
|
—
|
|
|
—
|
|
|
112
|
|
|
—
|
|
|
—
|
|
|
112
|
|
||||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
112
|
|
|
—
|
|
|
—
|
|
|
112
|
|
||||||
Issuance of common stock, net of offering costs
|
43,071,000
|
|
|
431
|
|
|
181,533
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
181,964
|
|
||||||
Common dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(30,265
|
)
|
|
(30,265
|
)
|
||||||
Preferred dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(50
|
)
|
|
(50
|
)
|
||||||
Non-cash equity award compensation
|
164,103
|
|
|
1
|
|
|
1,086
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,087
|
|
||||||
Balance, December 31, 2017
|
43,235,103
|
|
|
432
|
|
|
829,704
|
|
|
—
|
|
|
28,800
|
|
|
(30,315
|
)
|
|
828,621
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
63,075
|
|
|
—
|
|
|
63,075
|
|
||||||
Other comprehensive loss before reclassifications
|
—
|
|
|
—
|
|
|
—
|
|
|
(192
|
)
|
|
—
|
|
|
—
|
|
|
(192
|
)
|
||||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(192
|
)
|
|
—
|
|
|
—
|
|
|
(192
|
)
|
||||||
Issuance of common stock, net of offering costs
|
164,940
|
|
|
2
|
|
|
3,090
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,092
|
|
||||||
Common dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(70,461
|
)
|
|
(70,461
|
)
|
||||||
Preferred dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(100
|
)
|
|
(100
|
)
|
||||||
Non-cash equity award compensation
|
221,131
|
|
|
2
|
|
|
3,494
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,496
|
|
||||||
Balance, December 31, 2018
|
43,621,174
|
|
|
436
|
|
|
836,288
|
|
|
(192
|
)
|
|
91,875
|
|
|
(100,876
|
)
|
|
827,531
|
|
||||||
Cumulative effect of adoption of new accounting principle
|
—
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
(13
|
)
|
|
—
|
|
|
—
|
|
||||||
Adjusted balance, January 1, 2019
|
43,621,174
|
|
|
436
|
|
|
836,301
|
|
|
(192
|
)
|
|
91,862
|
|
|
(100,876
|
)
|
|
827,531
|
|
||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
70,214
|
|
|
—
|
|
|
70,214
|
|
||||||
Other comprehensive income before reclassifications
|
—
|
|
|
—
|
|
|
—
|
|
|
224
|
|
|
—
|
|
|
—
|
|
|
224
|
|
||||||
Amounts reclassified from accumulated other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Net other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
224
|
|
|
—
|
|
|
—
|
|
|
224
|
|
||||||
Issuance of common stock, net of offering costs
|
10,954,924
|
|
|
110
|
|
|
207,404
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
207,514
|
|
||||||
Common dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(91,029
|
)
|
|
(91,029
|
)
|
||||||
Preferred dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(100
|
)
|
|
(100
|
)
|
||||||
Non-cash equity award compensation
|
277,107
|
|
|
3
|
|
|
4,779
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,782
|
|
||||||
Balance, December 31, 2019
|
54,853,205
|
|
|
$
|
549
|
|
|
$
|
1,048,484
|
|
|
$
|
32
|
|
|
$
|
162,076
|
|
|
$
|
(192,005
|
)
|
|
$
|
1,019,136
|
|
|
Year Ended
|
||||||||||
|
December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash Flows From Operating Activities:
|
|
|
|
||||||||
Net income
|
$
|
70,214
|
|
|
$
|
63,075
|
|
|
$
|
53,305
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
|||||
Accretion of discounts and net deferred fees on loans held-for-investment
|
(15,417
|
)
|
|
(12,852
|
)
|
|
(7,963
|
)
|
|||
Amortization of deferred debt issuance costs on convertible senior notes and securitized debt obligations
|
7,588
|
|
|
3,785
|
|
|
4,573
|
|
|||
Equity based compensation
|
4,782
|
|
|
3,496
|
|
|
1,087
|
|
|||
Depreciation of fixed assets
|
266
|
|
|
19
|
|
|
—
|
|
|||
Net change in assets and liabilities:
|
|
|
|
|
|
||||||
Increase in accrued interest receivable
|
(1,055
|
)
|
|
(3,163
|
)
|
|
(3,360
|
)
|
|||
Decrease (increase) in prepaid expenses
|
172
|
|
|
(665
|
)
|
|
(390
|
)
|
|||
Increase in other assets
|
(9,799
|
)
|
|
(3,203
|
)
|
|
(5,072
|
)
|
|||
Increase in accrued interest payable
|
891
|
|
|
3,275
|
|
|
2,464
|
|
|||
(Decrease) increase in unearned interest income
|
(282
|
)
|
|
313
|
|
|
54
|
|
|||
Decrease in other payables to affiliates
|
—
|
|
|
—
|
|
|
(21,460
|
)
|
|||
Increase in other liabilities
|
6,822
|
|
|
3,339
|
|
|
6,258
|
|
|||
Increase in 10% cumulative redeemable preferred stock
|
—
|
|
|
—
|
|
|
1,000
|
|
|||
Net cash provided by operating activities
|
64,182
|
|
|
57,419
|
|
|
30,496
|
|
|||
Cash Flows From Investing Activities:
|
|
|
|
|
|
||||||
Originations, acquisitions and additional fundings of loans held-for-investment, net of deferred fees
|
(1,812,698
|
)
|
|
(1,319,529
|
)
|
|
(1,032,478
|
)
|
|||
Proceeds from repayment of loans held-for-investment
|
769,816
|
|
|
468,734
|
|
|
100,466
|
|
|||
Principal payments on held-to-maturity securities
|
8,620
|
|
|
15,473
|
|
|
6,083
|
|
|||
Decrease in due from counterparties
|
—
|
|
|
—
|
|
|
249
|
|
|||
Net cash used in investing activities
|
(1,034,262
|
)
|
|
(835,322
|
)
|
|
$
|
(925,680
|
)
|
|
Year Ended
|
||||||||||
|
December 31,
|
||||||||||
|
2019
|
|
2018
|
|
2017
|
||||||
Cash Flows From Financing Activities:
|
|
|
|
|
|
||||||
Proceeds from repurchase agreements
|
1,390,059
|
|
|
1,228,361
|
|
|
1,735,685
|
|
|||
Principal payments on repurchase agreements
|
(966,581
|
)
|
|
(1,249,426
|
)
|
|
(665,244
|
)
|
|||
Proceeds from issuance of securitized debt obligations
|
646,868
|
|
|
651,374
|
|
|
—
|
|
|||
Principal payments on securitized debt obligations
|
(266,179
|
)
|
|
—
|
|
|
—
|
|
|||
Proceeds from convertible senior notes
|
—
|
|
|
145,928
|
|
|
121,288
|
|
|||
Proceeds from asset-specific financings
|
116,465
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from revolving credit facilities
|
361,273
|
|
|
124,394
|
|
|
—
|
|
|||
Repayment of revolving credit facilities
|
(394,265
|
)
|
|
(49,394
|
)
|
|
—
|
|
|||
Proceeds from note payable to affiliate
|
—
|
|
|
—
|
|
|
110,653
|
|
|||
Repayment of note payable to affiliate
|
—
|
|
|
—
|
|
|
(704,285
|
)
|
|||
(Increase) decrease in deferred debt issuance costs
|
(2,321
|
)
|
|
4,948
|
|
|
(11,054
|
)
|
|||
Proceeds from issuance of common stock, net of offering costs
|
207,514
|
|
|
3,092
|
|
|
181,964
|
|
|||
Proceeds from capital contribution from Two Harbors Investment Corp.
|
—
|
|
|
—
|
|
|
254,785
|
|
|||
Payments for distributions of capital to Two Harbors Investment Corp.
|
—
|
|
|
—
|
|
|
(60,308
|
)
|
|||
Dividends paid on preferred stock
|
(100
|
)
|
|
(100
|
)
|
|
(25
|
)
|
|||
Dividends paid on common stock
|
(86,312
|
)
|
|
(68,569
|
)
|
|
(13,836
|
)
|
|||
Net cash provided by financing activities
|
1,006,421
|
|
|
790,608
|
|
|
949,623
|
|
|||
Net increase in cash, cash equivalents and restricted cash
|
36,341
|
|
|
12,705
|
|
|
54,439
|
|
|||
Cash, cash equivalents, and restricted cash at beginning of period
|
123,423
|
|
|
110,718
|
|
|
56,279
|
|
|||
Cash, cash equivalents, and restricted cash at end of period
|
$
|
159,764
|
|
|
$
|
123,423
|
|
|
$
|
110,718
|
|
Supplemental Disclosure of Cash Flow Information:
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
136,091
|
|
|
$
|
88,248
|
|
|
$
|
39,999
|
|
Cash received for taxes
|
$
|
—
|
|
|
$
|
(5
|
)
|
|
$
|
(4
|
)
|
Noncash Activities:
|
|
|
|
|
|
||||||
Acquisition of TH Commercial Holdings LLC from Two Harbors Investment Corp. in exchange for common and preferred shares (See Note 1)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
651,000
|
|
Dividends declared but not paid at end of period
|
$
|
23,063
|
|
|
$
|
18,346
|
|
|
$
|
16,454
|
|
(in thousands)
|
December 31,
2019 |
|
December 31,
2018 |
||||
Loans held-for-investment
|
$
|
1,301,369
|
|
|
$
|
795,259
|
|
Restricted cash
|
76,093
|
|
|
26,136
|
|
||
Accrued interest receivable
|
3,556
|
|
|
2,622
|
|
||
Other assets
|
6,130
|
|
|
5,130
|
|
||
Total Assets
|
$
|
1,387,148
|
|
|
$
|
829,147
|
|
Securitized debt obligations
|
$
|
1,041,044
|
|
|
$
|
654,263
|
|
Accrued interest payable
|
1,078
|
|
|
689
|
|
||
Other liabilities
|
—
|
|
|
—
|
|
||
Total Liabilities
|
$
|
1,042,122
|
|
|
$
|
654,952
|
|
|
December 31,
2019 |
||||||||||||||
(dollars in thousands)
|
Senior
Loans (1)
|
|
Mezzanine Loans
|
|
B-Notes
|
|
Total
|
||||||||
Unpaid principal balance
|
$
|
4,229,194
|
|
|
$
|
13,503
|
|
|
$
|
14,448
|
|
|
$
|
4,257,145
|
|
Unamortized (discount) premium
|
(124
|
)
|
|
—
|
|
|
—
|
|
|
(124
|
)
|
||||
Unamortized net deferred origination fees
|
(30,788
|
)
|
|
(21
|
)
|
|
—
|
|
|
(30,809
|
)
|
||||
Carrying value
|
$
|
4,198,282
|
|
|
$
|
13,482
|
|
|
$
|
14,448
|
|
|
$
|
4,226,212
|
|
Unfunded commitments
|
$
|
748,878
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
748,878
|
|
Number of loans
|
117
|
|
|
2
|
|
|
1
|
|
|
120
|
|
||||
Weighted average coupon
|
5.4
|
%
|
|
11.7
|
%
|
|
8.0
|
%
|
|
5.4
|
%
|
||||
Weighted average years to maturity (2)
|
1.8
|
|
|
2.0
|
|
|
7.1
|
|
|
1.8
|
|
|
December 31,
2018 |
||||||||||||||
(dollars in thousands)
|
Senior
Loans (1)
|
|
Mezzanine Loans
|
|
B-Notes
|
|
Total
|
||||||||
Unpaid principal balance
|
$
|
3,147,310
|
|
|
$
|
31,679
|
|
|
$
|
14,652
|
|
|
$
|
3,193,641
|
|
Unamortized (discount) premium
|
(151
|
)
|
|
—
|
|
|
—
|
|
|
(151
|
)
|
||||
Unamortized net deferred origination fees
|
(25,577
|
)
|
|
—
|
|
|
—
|
|
|
(25,577
|
)
|
||||
Carrying value
|
$
|
3,121,582
|
|
|
$
|
31,679
|
|
|
$
|
14,652
|
|
|
$
|
3,167,913
|
|
Unfunded commitments
|
$
|
626,155
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
626,155
|
|
Number of loans
|
88
|
|
|
3
|
|
|
1
|
|
|
92
|
|
||||
Weighted average coupon
|
6.4
|
%
|
|
11.4
|
%
|
|
8.0
|
%
|
|
6.5
|
%
|
||||
Weighted average years to maturity (2)
|
2.0
|
|
|
1.9
|
|
|
8.1
|
|
|
2.0
|
|
(1)
|
Loans primarily secured by a first priority lien on commercial real property and related personal property and also includes, when applicable, any companion subordinate loans.
|
(2)
|
Based on contractual maturity date. Certain loans are subject to contractual extension options with such conditions stipulated in the applicable loan documents. Actual maturities may differ from contractual maturities stated herein as certain borrowers may have the right to prepay with or without paying a prepayment fee. The Company may also extend contractual maturities in connection with loan modifications.
|
(dollars in thousands)
|
|
December 31,
2019 |
|
December 31,
2018 |
||||||||||
Property Type
|
|
Carrying Value
|
|
% of Loan Portfolio
|
|
Carrying Value
|
|
% of Loan Portfolio
|
||||||
Office
|
|
$
|
1,779,173
|
|
|
42.0
|
%
|
|
$
|
1,495,128
|
|
|
47.2
|
%
|
Multifamily
|
|
1,058,708
|
|
|
25.1
|
%
|
|
569,259
|
|
|
18.0
|
%
|
||
Hotel
|
|
640,503
|
|
|
15.2
|
%
|
|
427,611
|
|
|
13.5
|
%
|
||
Retail
|
|
398,742
|
|
|
9.4
|
%
|
|
324,447
|
|
|
10.2
|
%
|
||
Industrial
|
|
312,637
|
|
|
7.4
|
%
|
|
351,468
|
|
|
11.1
|
%
|
||
Other
|
|
36,449
|
|
|
0.9
|
%
|
|
—
|
|
|
—
|
%
|
||
Total
|
|
$
|
4,226,212
|
|
|
100.0
|
%
|
|
$
|
3,167,913
|
|
|
100.0
|
%
|
(dollars in thousands)
|
|
December 31,
2019 |
|
December 31,
2018 |
||||||||||
Geographic Location
|
|
Carrying Value
|
|
% of Loan Portfolio
|
|
Carrying Value
|
|
% of Loan Portfolio
|
||||||
Northeast
|
|
$
|
1,196,767
|
|
|
28.4
|
%
|
|
$
|
1,171,691
|
|
|
37.0
|
%
|
Southwest
|
|
923,519
|
|
|
21.8
|
%
|
|
681,108
|
|
|
21.5
|
%
|
||
West
|
|
735,416
|
|
|
17.4
|
%
|
|
694,223
|
|
|
21.9
|
%
|
||
Midwest
|
|
700,778
|
|
|
16.6
|
%
|
|
250,930
|
|
|
7.9
|
%
|
||
Southeast
|
|
669,732
|
|
|
15.8
|
%
|
|
369,961
|
|
|
11.7
|
%
|
||
Total
|
|
$
|
4,226,212
|
|
|
100.0
|
%
|
|
$
|
3,167,913
|
|
|
100.0
|
%
|
|
Year Ended
December 31, |
||||||||||
(in thousands)
|
2019
|
|
2018
|
|
2017
|
||||||
Balance at beginning of period
|
$
|
3,167,913
|
|
|
$
|
2,304,266
|
|
|
$
|
1,364,291
|
|
Originations, acquisitions and additional fundings
|
1,833,320
|
|
|
1,338,224
|
|
|
1,048,423
|
|
|||
Repayments
|
(769,816
|
)
|
|
(468,734
|
)
|
|
(100,466
|
)
|
|||
Net discount accretion (premium amortization)
|
27
|
|
|
27
|
|
|
(5
|
)
|
|||
Increase in net deferred origination fees
|
(20,622
|
)
|
|
(18,694
|
)
|
|
(15,945
|
)
|
|||
Amortization of net deferred origination fees
|
15,390
|
|
|
12,824
|
|
|
7,968
|
|
|||
Allowance for loan losses
|
—
|
|
|
—
|
|
|
—
|
|
|||
Balance at end of period
|
$
|
4,226,212
|
|
|
$
|
3,167,913
|
|
|
$
|
2,304,266
|
|
1 –
|
Lower Risk
|
2 –
|
Average Risk
|
3 –
|
Acceptable Risk
|
4 –
|
Higher Risk: A loan that has exhibited material deterioration in cash flows and/or other credit factors, which, if negative trends continue, could be indicative of future loss.
|
5 –
|
Impaired/Loss Likely: A loan that has a significantly increased probability of default or principal loss and has been deemed impaired.
|
(dollars in thousands)
|
|
December 31,
2019 |
|
December 31,
2018 |
||||||||||||||||||
Risk Rating
|
|
Number of Loans
|
|
Unpaid Principal Balance
|
|
Carrying Value
|
|
Number of Loans
|
|
Unpaid Principal Balance
|
|
Carrying Value
|
||||||||||
1
|
|
9
|
|
|
$
|
293,191
|
|
|
$
|
292,270
|
|
|
9
|
|
|
$
|
354,791
|
|
|
$
|
353,583
|
|
2
|
|
100
|
|
|
3,661,077
|
|
|
3,632,528
|
|
|
78
|
|
|
2,680,297
|
|
|
2,656,679
|
|
||||
3
|
|
9
|
|
|
243,127
|
|
|
241,901
|
|
|
3
|
|
|
121,133
|
|
|
120,496
|
|
||||
4
|
|
2
|
|
|
59,750
|
|
|
59,513
|
|
|
2
|
|
|
37,420
|
|
|
37,155
|
|
||||
5
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total
|
|
120
|
|
|
$
|
4,257,145
|
|
|
$
|
4,226,212
|
|
|
92
|
|
|
$
|
3,193,641
|
|
|
$
|
3,167,913
|
|
(in thousands)
|
December 31,
2019 |
|
December 31,
2018 |
||||
Face value
|
$
|
12,798
|
|
|
$
|
12,798
|
|
Gross unrealized gains
|
32
|
|
|
—
|
|
||
Gross unrealized losses
|
—
|
|
|
(192
|
)
|
||
Carrying value
|
$
|
12,830
|
|
|
$
|
12,606
|
|
(in thousands)
|
December 31,
2019 |
|
December 31,
2018 |
||||
Face value
|
$
|
18,076
|
|
|
$
|
26,696
|
|
Unamortized premium (discount)
|
—
|
|
|
—
|
|
||
Carrying value
|
$
|
18,076
|
|
|
$
|
26,696
|
|
(in thousands)
|
December 31,
2019 |
|
December 31,
2018 |
||||
Cash and cash equivalents
|
$
|
80,281
|
|
|
$
|
91,700
|
|
Restricted cash
|
79,483
|
|
|
31,723
|
|
||
Total cash, cash equivalents and restricted cash
|
$
|
159,764
|
|
|
$
|
123,423
|
|
Level 1
|
Inputs are quoted prices in active markets for identical assets or liabilities as of the measurement date under current market conditions. Additionally, the entity must have the ability to access the active market and the quoted prices cannot be adjusted by the entity.
|
Level 2
|
Inputs include quoted prices in active markets for similar assets or liabilities; quoted prices in inactive markets for identical or similar assets or liabilities; or inputs that are observable or can be corroborated by observable market data by correlation or other means for substantially the full-term of the assets or liabilities.
|
Level 3
|
Unobservable inputs are supported by little or no market activity. The unobservable inputs represent the assumptions that market participants would use to price the assets and liabilities, including risk. Generally, Level 3 assets and liabilities are valued using pricing models, discounted cash flow methodologies, or similar techniques that require significant judgment or estimation.
|
|
Recurring Fair Value Measurements
|
||||||||||||||
|
December 31, 2019
|
||||||||||||||
(in thousands)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Available-for-sale securities
|
$
|
—
|
|
|
$
|
12,830
|
|
|
$
|
—
|
|
|
$
|
12,830
|
|
Total assets
|
$
|
—
|
|
|
$
|
12,830
|
|
|
$
|
—
|
|
|
$
|
12,830
|
|
|
Recurring Fair Value Measurements
|
||||||||||||||
|
December 31, 2018
|
||||||||||||||
(in thousands)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Available-for-sale securities
|
$
|
—
|
|
|
$
|
12,606
|
|
|
$
|
—
|
|
|
$
|
12,606
|
|
Total assets
|
$
|
—
|
|
|
$
|
12,606
|
|
|
$
|
—
|
|
|
$
|
12,606
|
|
•
|
Loans held-for-investment are carried at cost, net of any unamortized acquisition premiums or discounts, loan fees and origination costs as applicable. The Company estimates the fair value of its loans held-for-investment by assessing any changes in market interest rates, shifts in credit profiles and actual operating results for mezzanine loans and senior loans, taking into consideration such factors as underlying property type, property competitive position within its market, market and submarket fundamentals, tenant mix, nature of business plan, sponsorship, extent of leverage and other loan terms. The Company categorizes the fair value measurement of these assets as Level 3.
|
•
|
AFS securities are recurring fair value measurements; carrying value equals fair value. See discussion of valuation methods and assumptions within the Fair Value Measurements section of this footnote.
|
•
|
HTM securities, which are comprised of CMBS, are carried at cost, net of any unamortized acquisition premiums or discounts. In determining the fair value of the Company’s CMBS HTM, management judgment may be used to arrive at fair value that considers prices obtained from third-party pricing providers or broker quotes received using the bid price, which are both deemed indicative of market activity, and other applicable market data. The third-party pricing providers and brokers use pricing models that generally incorporate such factors as coupons, primary and secondary mortgage rates, rate reset period, issuer, prepayment speeds, credit enhancements and expected life of the security. The Company categorizes the fair value measurement of these assets as Level 2.
|
•
|
Cash and cash equivalents and restricted cash have a carrying value which approximates fair value because of the short maturities of these instruments. The Company categorizes the fair value measurement of these assets as Level 1.
|
•
|
The carrying value of repurchase agreements, asset-specific financings and revolving credit facilities that mature in less than one year generally approximates fair value due to the short maturities. The Company’s long-term repurchase agreements and asset-specific financings have floating rates based on an index plus a credit spread and the credit spread is typically consistent with those demanded in the market. Accordingly, the interest rates on these borrowings are at market and thus carrying value approximates fair value. The Company categorizes the fair value measurement of these liabilities as Level 2.
|
•
|
Securitized debt obligations are recorded at outstanding principal, net of any unamortized deferred debt issuance costs. In determining the fair value of its securitized debt obligations, management judgment may be used to arrive at fair value that considers prices obtained from third-party pricing providers, broker quotes received and other applicable market data. If observable market prices are not available or insufficient to determine fair value due principally to illiquidity in the marketplace, then fair value is based upon internally developed models that are primarily based on observable market-based inputs but also include unobservable market data inputs (including prepayment speeds, delinquency levels and credit losses). The Company categorizes the fair value measurement of these liabilities as Level 2.
|
•
|
Convertible senior notes are carried at their unpaid principal balance, net of any unamortized deferred issuance costs. The Company estimates the fair value of its convertible senior notes using the market transaction price nearest to December 31, 2019. The Company categorizes the fair value measurement of these assets as Level 2.
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||
(in thousands)
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Loans held-for-investment
|
$
|
4,226,212
|
|
|
$
|
4,261,612
|
|
|
$
|
3,167,913
|
|
|
$
|
3,200,980
|
|
Available-for-sale securities
|
$
|
12,830
|
|
|
$
|
12,830
|
|
|
$
|
12,606
|
|
|
$
|
12,606
|
|
Held-to-maturity securities
|
$
|
18,076
|
|
|
$
|
18,076
|
|
|
$
|
26,696
|
|
|
$
|
26,611
|
|
Cash and cash equivalents
|
$
|
80,281
|
|
|
$
|
80,281
|
|
|
$
|
91,700
|
|
|
$
|
91,700
|
|
Restricted cash
|
$
|
79,483
|
|
|
$
|
79,483
|
|
|
$
|
31,723
|
|
|
$
|
31,723
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Repurchase agreements
|
$
|
1,924,021
|
|
|
$
|
1,924,021
|
|
|
$
|
1,500,543
|
|
|
$
|
1,500,543
|
|
Securitized debt obligations
|
$
|
1,041,044
|
|
|
$
|
1,050,912
|
|
|
$
|
654,263
|
|
|
$
|
654,330
|
|
Asset-specific financings
|
$
|
116,465
|
|
|
$
|
116,465
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Revolving credit facilities
|
$
|
42,008
|
|
|
$
|
42,008
|
|
|
$
|
75,000
|
|
|
$
|
75,000
|
|
Convertible senior notes
|
$
|
269,634
|
|
|
$
|
283,332
|
|
|
$
|
268,138
|
|
|
$
|
270,731
|
|
|
December 31, 2019
|
|||||||||||||||||||
(in thousands)
|
Maturity Date (1)
|
|
Amount Outstanding
|
|
Unused Capacity
|
|
Total Capacity
|
|
Carrying Value of Collateral
|
|
Weighted Average Borrowing Rate
|
|||||||||
Repurchase agreements:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Morgan Stanley Bank
|
June 28, 2021
|
|
$
|
556,887
|
|
|
$
|
43,113
|
|
|
$
|
600,000
|
|
|
$
|
740,791
|
|
|
3.9
|
%
|
Goldman Sachs Bank
|
May 2, 2020
|
|
405,057
|
|
|
94,943
|
|
|
500,000
|
|
|
541,640
|
|
|
3.8
|
%
|
||||
JPMorgan Chase Bank
|
June 28, 2022
|
|
408,819
|
|
|
41,181
|
|
|
450,000
|
|
|
553,020
|
|
|
3.7
|
%
|
||||
Citibank (2)
|
July 15, 2022
|
|
339,888
|
|
|
60,112
|
|
|
400,000
|
|
|
432,867
|
|
|
3.4
|
%
|
||||
Wells Fargo Bank (3)
|
June 28, 2021
|
|
194,113
|
|
|
80,887
|
|
|
275,000
|
|
|
286,672
|
|
|
3.5
|
%
|
||||
JPMorgan Chase Bank (4)
|
February 10, 2020
|
|
19,257
|
|
|
NA
|
|
|
NA
|
|
|
30,906
|
|
|
4.1
|
%
|
||||
Total/Weighted Average
|
|
|
$
|
1,924,021
|
|
|
$
|
320,236
|
|
|
$
|
2,225,000
|
|
|
$
|
2,585,896
|
|
|
|
|
Asset-specific financings:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Canadian Imperial Bank of Commerce
|
Various
|
|
$
|
116,465
|
|
|
$
|
33,535
|
|
|
$
|
150,000
|
|
|
$
|
144,322
|
|
|
3.5
|
%
|
Revolving credit facilities:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Citibank (5)
|
July 26, 2021
|
|
$
|
42,008
|
|
|
$
|
32,992
|
|
|
$
|
75,000
|
|
|
$
|
80,473
|
|
|
4.0
|
%
|
|
December 31, 2018
|
|||||||||||||||||||
(in thousands)
|
Maturity Date (1)
|
|
Amount Outstanding
|
|
Unused Capacity
|
|
Total Capacity
|
|
Carrying Value of Collateral
|
|
Weighted Average Borrowing Rate
|
|||||||||
Repurchase agreements:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Morgan Stanley Bank
|
June 28, 2020
|
|
$
|
475,474
|
|
|
$
|
124,526
|
|
|
$
|
600,000
|
|
|
$
|
677,478
|
|
|
4.7
|
%
|
Goldman Sachs Bank
|
May 2, 2019
|
|
251,785
|
|
|
248,215
|
|
|
500,000
|
|
|
344,785
|
|
|
4.6
|
%
|
||||
JPMorgan Chase Bank
|
June 28, 2019
|
|
455,900
|
|
|
44,100
|
|
|
500,000
|
|
|
606,756
|
|
|
4.6
|
%
|
||||
Citibank (2)
|
June 28, 2020
|
|
182,991
|
|
|
67,009
|
|
|
250,000
|
|
|
238,156
|
|
|
4.4
|
%
|
||||
Wells Fargo Bank (3)
|
June 28, 2019
|
|
108,539
|
|
|
91,461
|
|
|
200,000
|
|
|
145,374
|
|
|
4.6
|
%
|
||||
JPMorgan Chase Bank (4)
|
February 8, 2019
|
|
25,854
|
|
|
NA
|
|
|
NA
|
|
|
42,224
|
|
|
4.8
|
%
|
||||
Total/Weighted Average
|
|
|
$
|
1,500,543
|
|
|
$
|
575,311
|
|
|
$
|
2,050,000
|
|
|
$
|
2,012,549
|
|
|
|
|
Revolving credit facilities:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Citibank (5)
|
April 13, 2020
|
|
$
|
75,000
|
|
|
$
|
30,000
|
|
|
$
|
105,000
|
|
|
$
|
127,947
|
|
|
5.2
|
%
|
(1)
|
The facilities are set to mature on the stated maturity date, unless extended pursuant to their terms.
|
(2)
|
Subsequent to December 31, 2019, the maximum facility capacity amount increased to $500 million and the maturity date was extended to January 9, 2023.
|
(3)
|
As of December 31, 2019, the Company retained an option to increase the maximum facility capacity amount up to $350 million, subject to customary terms and conditions.
|
(4)
|
Includes repurchase agreements collateralized by the Company’s CMBS, including both AFS and HTM securities. As of December 31, 2018, carrying value of collateral includes $2.9 million of cash balances required to be maintained in restricted accounts as collateral for the repurchase agreements. There was no balance maintained in restricted accounts as collateral for repurchase agreements as of December 31, 2019.
|
(5)
|
As of December 31, 2019, the Company retained an option to increase the maximum facility capacity amount up to $150 million, subject to customary terms and conditions.
|
|
December 31, 2019
|
||||||||||||||
(dollars in thousands)
|
Repurchase Agreements
|
|
Asset-Specific Financings
|
|
Revolving Credit Facilities
|
|
Total Amount Outstanding
|
||||||||
Within one year
|
$
|
424,314
|
|
|
$
|
—
|
|
|
$
|
42,008
|
|
|
$
|
466,322
|
|
One to three years
|
1,499,707
|
|
|
116,465
|
|
|
—
|
|
|
1,616,172
|
|
||||
Three to five years
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Five years and over
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
1,924,021
|
|
|
$
|
116,465
|
|
|
$
|
42,008
|
|
|
$
|
2,082,494
|
|
|
December 31, 2019
|
|
December 31, 2018
|
||||||||||||||||||||||
(dollars in thousands)
|
Amount Outstanding
|
|
Net Counterparty Exposure (1)
|
|
Percent of Equity
|
|
Weighted Average Years to Maturity
|
|
Amount Outstanding
|
|
Net Counterparty Exposure (1)
|
|
Percent of Equity
|
|
Weighted Average Years to Maturity
|
||||||||||
Morgan Stanley Bank
|
$
|
556,887
|
|
|
$
|
185,022
|
|
|
18
|
%
|
|
1.49
|
|
$
|
475,474
|
|
|
$
|
203,274
|
|
|
25
|
%
|
|
1.49
|
JPMorgan Chase Bank
|
428,076
|
|
|
156,764
|
|
|
15
|
%
|
|
2.39
|
|
481,754
|
|
|
168,234
|
|
|
20
|
%
|
|
0.47
|
||||
Goldman Sachs Bank
|
405,057
|
|
|
137,326
|
|
|
13
|
%
|
|
0.34
|
|
251,785
|
|
|
93,651
|
|
|
11
|
%
|
|
0.33
|
||||
All other counterparties (2)
|
534,001
|
|
|
186,557
|
|
|
18
|
%
|
|
2.16
|
|
291,530
|
|
|
92,614
|
|
|
11
|
%
|
|
1.12
|
||||
Total
|
$
|
1,924,021
|
|
|
$
|
665,669
|
|
|
|
|
|
|
$
|
1,500,543
|
|
|
$
|
557,773
|
|
|
|
|
|
(1)
|
Represents the net carrying value of the loans held-for-investment, AFS securities and HTM securities pledged as collateral for repurchase agreements, including accrued interest plus any cash on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.
|
(2)
|
Represents amounts outstanding with two other counterparties as of December 31, 2019 and December 31, 2018.
|
|
Number of common shares
|
|
Common shares outstanding, December 31, 2016
|
—
|
|
Issuance of common stock
|
43,071,000
|
|
Issuance of restricted stock (1)
|
164,103
|
|
Common shares outstanding, December 31, 2017
|
43,235,103
|
|
Issuance of common stock
|
164,940
|
|
Issuance of restricted stock (1)
|
221,131
|
|
Common shares outstanding, December 31, 2018
|
43,621,174
|
|
Issuance of common stock
|
10,954,924
|
|
Issuance of restricted stock (1)
|
277,107
|
|
Common shares outstanding, December 31, 2019
|
54,853,205
|
|
(1)
|
Represents shares of restricted stock granted under the 2017 Equity Incentive Plan. See Note 15 - Equity Incentive Plan for additional information.
|
Declaration Date
|
|
Record Date
|
|
Payment Date
|
|
Cash Dividend Per Share
|
||
December 18, 2019
|
|
December 31, 2019
|
|
January 17, 2020
|
|
$
|
0.42
|
|
September 18, 2019
|
|
October 3, 2019
|
|
October 18, 2019
|
|
$
|
0.42
|
|
June 20, 2019
|
|
July 5, 2019
|
|
July 19, 2019
|
|
$
|
0.42
|
|
March 20, 2019
|
|
April 1, 2019
|
|
April 18, 2019
|
|
$
|
0.42
|
|
December 19, 2018
|
|
December 31, 2018
|
|
January 18, 2019
|
|
$
|
0.42
|
|
September 20, 2018
|
|
October 2, 2018
|
|
October 18, 2018
|
|
$
|
0.42
|
|
June 20, 2018
|
|
July 2, 2018
|
|
July 18, 2018
|
|
$
|
0.40
|
|
March 15, 2018
|
|
March 29, 2018
|
|
April 18, 2018
|
|
$
|
0.38
|
|
December 18, 2017
|
|
December 29, 2017
|
|
January 18, 2018
|
|
$
|
0.38
|
|
September 18, 2017
|
|
September 29, 2017
|
|
October 18, 2017
|
|
$
|
0.32
|
|
(in thousands)
|
December 31,
2019 |
|
December 31,
2018 |
||||
Available-for-sale securities
|
|
|
|
||||
Unrealized gains
|
$
|
32
|
|
|
$
|
—
|
|
Unrealized losses
|
—
|
|
|
(192
|
)
|
||
Accumulated other comprehensive income (loss)
|
$
|
32
|
|
|
$
|
(192
|
)
|
|
Year Ended December 31,
|
||||||||||||
|
2019
|
|
2018
|
||||||||||
|
Shares
|
|
Weighted Average Grant Date Fair Market Value
|
|
Shares
|
|
Weighted Average Grant Date Fair Market Value
|
||||||
Outstanding at Beginning of Period
|
321,134
|
|
|
$
|
18.04
|
|
|
150,000
|
|
|
$
|
19.50
|
|
Granted
|
277,107
|
|
|
19.31
|
|
|
221,131
|
|
|
17.38
|
|
||
Vested
|
(136,870
|
)
|
|
(18.20
|
)
|
|
(49,997
|
)
|
|
(19.50
|
)
|
||
Forfeited
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Outstanding at End of Period
|
461,371
|
|
|
$
|
18.75
|
|
|
321,134
|
|
|
$
|
18.04
|
|
|
Year Ended
|
|||||||||||||||||||
|
December 31,
|
|||||||||||||||||||
|
2019
|
|
2018
|
|
2017
|
|||||||||||||||
(dollars in thousands)
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|
Amount
|
|
Percent
|
|||||||||
Computed income tax expense at federal rate
|
$
|
14,744
|
|
|
21
|
%
|
|
$
|
13,245
|
|
|
21
|
%
|
|
$
|
18,656
|
|
|
35
|
%
|
State taxes, net of federal benefit, if applicable
|
—
|
|
|
—
|
%
|
|
1
|
|
|
—
|
%
|
|
1
|
|
|
—
|
%
|
|||
Permanent differences in taxable income from GAAP net income
|
(150
|
)
|
|
—
|
%
|
|
(94
|
)
|
|
—
|
%
|
|
12
|
|
|
—
|
%
|
|||
Dividends paid deduction
|
(14,598
|
)
|
|
(21
|
)%
|
|
(13,154
|
)
|
|
(21
|
)%
|
|
(18,673
|
)
|
|
(35
|
)%
|
|||
Benefit from income taxes/ Effective Tax Rate(1)
|
$
|
(4
|
)
|
|
—
|
%
|
|
$
|
(2
|
)
|
|
—
|
%
|
|
$
|
(4
|
)
|
|
—
|
%
|
(1)
|
The benefit from income taxes is recorded at the taxable subsidiary level.
|
|
Year Ended
|
||||||||||
|
December 31,
|
||||||||||
(in thousands, except share data)
|
2019
|
|
2018
|
|
2017
|
||||||
Numerator:
|
|
|
|
|
|
||||||
Net income attributable to common stockholders - basic
|
$
|
70,114
|
|
|
$
|
62,975
|
|
|
$
|
25,773
|
|
Interest expense attributable to convertible notes (1)
|
—
|
|
|
10,742
|
|
|
—
|
|
|||
Net income attributable to common stockholders - diluted
|
$
|
70,114
|
|
|
$
|
73,717
|
|
|
$
|
25,773
|
|
Denominator:
|
|
|
|
|
|
||||||
Weighted average common shares outstanding
|
52,615,977
|
|
|
43,123,222
|
|
|
43,084,671
|
|
|||
Weighted average restricted stock shares
|
471,418
|
|
|
322,162
|
|
|
150,000
|
|
|||
Basic weighted average shares outstanding
|
53,087,395
|
|
|
43,445,384
|
|
|
43,234,671
|
|
|||
Effect of dilutive shares issued in an assumed conversion of the convertible senior notes
|
—
|
|
|
8,594,613
|
|
|
—
|
|
|||
Diluted weighted average shares outstanding
|
53,087,395
|
|
|
52,039,997
|
|
|
43,234,671
|
|
|||
Earnings Per Share
|
|
|
|
|
|
||||||
Basic
|
$
|
1.32
|
|
|
$
|
1.45
|
|
|
$
|
0.60
|
|
Diluted
|
$
|
1.32
|
|
|
$
|
1.42
|
|
|
$
|
0.60
|
|
(1)
|
Includes a nondiscretionary adjustment for the assumed change in the management fee calculation.
|
|
2019 Quarter Ended
|
||||||||||||||
(in thousands, except share data)
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Total interest income
|
$
|
58,145
|
|
|
$
|
59,964
|
|
|
$
|
63,444
|
|
|
$
|
64,704
|
|
Total interest expense
|
32,008
|
|
|
32,337
|
|
|
36,362
|
|
|
36,275
|
|
||||
Net interest income
|
26,137
|
|
|
27,627
|
|
|
27,082
|
|
|
28,429
|
|
||||
Total other income
|
913
|
|
|
202
|
|
|
—
|
|
|
95
|
|
||||
Total expenses
|
10,082
|
|
|
9,654
|
|
|
9,691
|
|
|
10,848
|
|
||||
Benefit from income taxes
|
(1
|
)
|
|
(2
|
)
|
|
(1
|
)
|
|
—
|
|
||||
Dividends on preferred stock
|
25
|
|
|
25
|
|
|
25
|
|
|
25
|
|
||||
Net income
|
$
|
16,944
|
|
|
$
|
18,152
|
|
|
$
|
17,367
|
|
|
$
|
17,651
|
|
Basic earnings per weighted average common share
|
$
|
0.35
|
|
|
$
|
0.34
|
|
|
$
|
0.32
|
|
|
$
|
0.32
|
|
Diluted earnings per weighted average common share
|
$
|
0.34
|
|
|
$
|
0.33
|
|
|
$
|
0.32
|
|
|
$
|
0.32
|
|
Basic weighted average number of shares of common stock
|
48,601,431
|
|
|
53,953,634
|
|
|
54,853,205
|
|
|
54,853,205
|
|
||||
Diluted weighted average number of shares of common stock
|
62,256,595
|
|
|
67,624,395
|
|
|
54,853,205
|
|
|
54,853,205
|
|
|
2018 Quarter Ended
|
||||||||||||||
(in thousands, except share data)
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Total interest income
|
$
|
39,977
|
|
|
$
|
43,509
|
|
|
$
|
47,560
|
|
|
$
|
52,834
|
|
Total interest expense
|
18,373
|
|
|
21,235
|
|
|
23,365
|
|
|
28,550
|
|
||||
Net interest income
|
21,604
|
|
|
22,274
|
|
|
24,195
|
|
|
24,284
|
|
||||
Total other income
|
882
|
|
|
564
|
|
|
—
|
|
|
—
|
|
||||
Total expenses
|
7,899
|
|
|
7,613
|
|
|
7,631
|
|
|
7,587
|
|
||||
Provision for (benefit from) income taxes
|
1
|
|
|
(2
|
)
|
|
(1
|
)
|
|
—
|
|
||||
Dividends on preferred stock
|
25
|
|
|
25
|
|
|
25
|
|
|
25
|
|
||||
Net income
|
$
|
14,561
|
|
|
$
|
15,202
|
|
|
$
|
16,540
|
|
|
$
|
16,672
|
|
Basic earnings per weighted average common share
|
$
|
0.34
|
|
|
$
|
0.35
|
|
|
$
|
0.38
|
|
|
$
|
0.38
|
|
Diluted earnings per weighted average common share
|
$
|
0.33
|
|
|
$
|
0.34
|
|
|
$
|
0.37
|
|
|
$
|
0.37
|
|
Basic weighted average number of shares of common stock
|
43,374,228
|
|
|
43,446,963
|
|
|
43,456,234
|
|
|
43,502,583
|
|
||||
Diluted weighted average number of shares of common stock
|
50,467,978
|
|
|
50,634,463
|
|
|
50,651,612
|
|
|
56,264,771
|
|
Asset Type/ Location
|
|
Interest Rate
|
|
Final Maturity Date (1)
|
|
Periodic Payment Terms (2)
|
|
Prior Liens (3)
|
|
Face Amount
|
|
Carrying Amount (4)
|
|
Principal Amount Subject to Delinquent Principal or Interest
|
|||||||||
Loans held-for-investment
|
|
|
|
|
|
|
|
|
|||||||||||||||
Retail/West
|
|
L +3.34%
|
|
|
7/2020
|
|
IO
|
|
$
|
—
|
|
|
$
|
113,739
|
|
|
$
|
113,186
|
|
|
$
|
—
|
|
Mixed-Use/Southwest
|
|
L +3.65%
|
|
|
12/2020
|
|
IO
|
|
—
|
|
|
120,000
|
|
|
119,969
|
|
|
—
|
|
||||
Office/West
|
|
L +3.24%
|
|
|
11/2022
|
|
IO
|
|
—
|
|
|
77,665
|
|
|
76,570
|
|
|
—
|
|
||||
Multifamily/Midwest
|
|
L +2.75%
|
|
|
1/2023
|
|
IO
|
|
—
|
|
|
81,440
|
|
|
80,473
|
|
|
—
|
|
||||
Office/Midwest
|
|
L +2.80%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
72,905
|
|
|
72,200
|
|
|
—
|
|
||||
Office/Midwest
|
|
L +3.69%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
65,613
|
|
|
64,731
|
|
|
—
|
|
||||
Hotel/Southwest
|
|
L +3.45%
|
|
|
7/2022
|
|
IO
|
|
—
|
|
|
68,430
|
|
|
67,847
|
|
|
—
|
|
||||
Mixed-Use/Northeast
|
|
L +3.75%
|
|
|
1/2022
|
|
IO
|
|
—
|
|
|
48,333
|
|
|
47,558
|
|
|
—
|
|
||||
Office/Southeast
|
|
L +2.55%
|
|
|
11/2022
|
|
IO
|
|
—
|
|
|
60,680
|
|
|
59,941
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +3.50%
|
|
|
5/2021
|
|
IO
|
|
—
|
|
|
82,064
|
|
|
81,580
|
|
|
—
|
|
||||
Mixed-Use/Southwest
|
|
L +2.69%
|
|
|
7/2022
|
|
IO
|
|
—
|
|
|
79,376
|
|
|
78,680
|
|
|
—
|
|
||||
Multifamily/Northeast
|
|
L +3.07%
|
|
|
10/2022
|
|
IO
|
|
—
|
|
|
63,765
|
|
|
63,062
|
|
|
—
|
|
||||
Mixed-Use/Southeast
|
|
L +3.36%
|
|
|
10/2022
|
|
IO
|
|
—
|
|
|
75,149
|
|
|
74,565
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +4.07%
|
|
|
10/2021
|
|
IO
|
|
—
|
|
|
50,337
|
|
|
50,086
|
|
|
—
|
|
||||
Hotel/Southwest
|
|
L +4.45%
|
|
|
12/2020
|
|
IO
|
|
—
|
|
|
68,779
|
|
|
68,445
|
|
|
—
|
|
||||
Office/Southeast
|
|
L +3.75%
|
|
|
1/2021
|
|
IO
|
|
—
|
|
|
68,000
|
|
|
67,420
|
|
|
—
|
|
||||
Retail/West
|
|
L +3.87%
|
|
|
7/2020
|
|
IO
|
|
—
|
|
|
61,670
|
|
|
61,537
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +2.80%
|
|
|
12/2022
|
|
IO
|
|
—
|
|
|
50,201
|
|
|
49,612
|
|
|
—
|
|
||||
Hotel/Midwest
|
|
L +3.85%
|
|
|
2/2022
|
|
IO
|
|
—
|
|
|
64,500
|
|
|
63,986
|
|
|
—
|
|
||||
Hotel/Southeast
|
|
L +3.78%
|
|
|
5/2021
|
|
IO
|
|
—
|
|
|
64,000
|
|
|
63,687
|
|
|
—
|
|
||||
Office/West
|
|
L +4.10%
|
|
|
12/2020
|
|
IO
|
|
—
|
|
|
62,267
|
|
|
61,995
|
|
|
—
|
|
||||
Office/Southwest
|
|
L +3.00%
|
|
|
10/2021
|
|
IO
|
|
—
|
|
|
52,317
|
|
|
51,811
|
|
|
—
|
|
||||
Office/Southwest
|
|
L +2.90%
|
|
|
12/2021
|
|
IO
|
|
—
|
|
|
45,807
|
|
|
45,401
|
|
|
—
|
|
||||
Office/Southeast
|
|
L +4.75%
|
|
|
2/2021
|
|
P&I
|
|
—
|
|
|
56,200
|
|
|
56,078
|
|
|
—
|
|
||||
Multifamily/Southeast
|
|
L +3.10%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
50,000
|
|
|
49,274
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +3.73%
|
|
|
6/2021
|
|
IO
|
|
—
|
|
|
54,480
|
|
|
54,416
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +3.30%
|
|
|
7/2022
|
|
IO
|
|
—
|
|
|
48,775
|
|
|
48,274
|
|
|
—
|
|
||||
Industrial/Northeast
|
|
L +4.38%
|
|
|
10/2020
|
|
IO
|
|
—
|
|
|
54,000
|
|
|
53,816
|
|
|
—
|
|
||||
Industrial/Northeast
|
|
L +3.61%
|
|
|
1/2023
|
|
IO
|
|
—
|
|
|
42,221
|
|
|
41,614
|
|
|
—
|
|
||||
Industrial/Northeast
|
|
L +2.70%
|
|
|
10/2021
|
|
IO
|
|
—
|
|
|
49,119
|
|
|
48,855
|
|
|
—
|
|
||||
Hotel/West
|
|
L +4.70%
|
|
|
5/2020
|
|
IO
|
|
—
|
|
|
52,000
|
|
|
51,882
|
|
|
—
|
|
||||
Multifamily/Midwest
|
|
L +2.99%
|
|
|
12/2021
|
|
IO
|
|
—
|
|
|
51,000
|
|
|
50,648
|
|
|
—
|
|
||||
Office/Midwest
|
|
L +3.25%
|
|
|
10/2021
|
|
IO
|
|
—
|
|
|
20,531
|
|
|
20,269
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +3.09%
|
|
|
9/2020
|
|
IO
|
|
—
|
|
|
49,408
|
|
|
49,067
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +3.60%
|
|
|
5/2021
|
|
IO
|
|
—
|
|
|
50,000
|
|
|
49,714
|
|
|
—
|
|
||||
Multifamily/Midwest
|
|
L +4.15%
|
|
|
11/2021
|
|
IO
|
|
—
|
|
|
31,589
|
|
|
31,316
|
|
|
—
|
|
||||
Industrial/Northeast
|
|
L +2.93%
|
|
|
12/2021
|
|
IO
|
|
—
|
|
|
42,857
|
|
|
42,570
|
|
|
—
|
|
||||
Office/Southwest
|
|
L +3.78%
|
|
|
2/2021
|
|
IO
|
|
—
|
|
|
46,675
|
|
|
46,525
|
|
|
—
|
|
||||
Industrial/West
|
|
L +4.50%
|
|
|
1/2020
|
|
IO
|
|
—
|
|
|
47,281
|
|
|
47,281
|
|
|
—
|
|
||||
Mixed-Use/Northeast
|
|
L +4.38%
|
|
|
1/2021
|
|
IO
|
|
—
|
|
|
39,431
|
|
|
39,189
|
|
|
—
|
|
Asset Type/ Location
|
|
Interest Rate
|
|
Final Maturity Date (1)
|
|
Periodic Payment Terms (2)
|
|
Prior Liens (3)
|
|
Face Amount
|
|
Carrying Amount (4)
|
|
Principal Amount Subject to Delinquent Principal or Interest
|
|||||||||
Mixed-Use/Northeast
|
|
L +4.07%
|
|
|
5/2021
|
|
IO
|
|
—
|
|
|
31,960
|
|
|
31,760
|
|
|
—
|
|
||||
Office/Southeast
|
|
L +2.84%
|
|
|
9/2022
|
|
IO
|
|
—
|
|
|
39,094
|
|
|
38,618
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +2.93%
|
|
|
10/2021
|
|
IO
|
|
—
|
|
|
34,942
|
|
|
34,718
|
|
|
—
|
|
||||
Hotel/West
|
|
L +3.60%
|
|
|
7/2021
|
|
IO
|
|
—
|
|
|
42,641
|
|
|
42,372
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +2.93%
|
|
|
9/2021
|
|
IO
|
|
—
|
|
|
41,667
|
|
|
41,474
|
|
|
—
|
|
||||
Mixed-Use/Northeast
|
|
L +3.20%
|
|
|
5/2022
|
|
IO
|
|
—
|
|
|
40,600
|
|
|
40,279
|
|
|
—
|
|
||||
Office/West
|
|
L +2.75%
|
|
|
10/2022
|
|
IO
|
|
—
|
|
|
31,050
|
|
|
30,670
|
|
|
—
|
|
||||
Multifamily/Midwest
|
|
L +4.24%
|
|
|
11/2020
|
|
IO
|
|
—
|
|
|
40,000
|
|
|
39,874
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +3.18%
|
|
|
6/2021
|
|
IO
|
|
—
|
|
|
32,706
|
|
|
32,554
|
|
|
—
|
|
||||
Hotel/Northeast
|
|
L +3.70%
|
|
|
7/2022
|
|
IO
|
|
—
|
|
|
34,601
|
|
|
34,269
|
|
|
—
|
|
||||
Mixed-Use/West
|
|
L +3.60%
|
|
|
12/2021
|
|
IO
|
|
—
|
|
|
20,057
|
|
|
19,813
|
|
|
—
|
|
||||
Industrial/Northeast
|
|
L +2.85%
|
|
|
11/2021
|
|
IO
|
|
—
|
|
|
29,837
|
|
|
29,541
|
|
|
—
|
|
||||
Office/Southwest
|
|
L +5.00%
|
|
|
5/2020
|
|
IO
|
|
—
|
|
|
30,882
|
|
|
30,766
|
|
|
—
|
|
||||
Office/West
|
|
L +3.90%
|
|
|
1/2021
|
|
IO
|
|
—
|
|
|
35,118
|
|
|
34,950
|
|
|
—
|
|
||||
Hotel/Midwest
|
|
L +4.07%
|
|
|
7/2021
|
|
IO
|
|
—
|
|
|
29,012
|
|
|
28,835
|
|
|
—
|
|
||||
Multifamily/Midwest
|
|
L +2.92%
|
|
|
1/2023
|
|
IO
|
|
—
|
|
|
27,221
|
|
|
27,009
|
|
|
—
|
|
||||
Office/Southwest
|
|
L +4.05%
|
|
|
10/2020
|
|
IO
|
|
—
|
|
|
23,594
|
|
|
23,497
|
|
|
—
|
|
||||
Office/Southwest
|
|
L +4.40%
|
|
|
5/2020
|
|
IO
|
|
—
|
|
|
29,221
|
|
|
29,137
|
|
|
—
|
|
||||
Office/Northeast
|
|
5.11
|
%
|
|
3/2026
|
|
P&I
|
|
—
|
|
|
33,800
|
|
|
33,676
|
|
|
—
|
|
||||
Office/West
|
|
L +3.15%
|
|
|
10/2022
|
|
IO
|
|
—
|
|
|
25,770
|
|
|
25,411
|
|
|
—
|
|
||||
Multifamily/Southeast
|
|
L +2.70%
|
|
|
11/2022
|
|
IO
|
|
—
|
|
|
27,360
|
|
|
27,068
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +2.97%
|
|
|
4/2022
|
|
IO
|
|
—
|
|
|
26,894
|
|
|
26,649
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +3.32%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
6,997
|
|
|
6,718
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +2.80%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
24,993
|
|
|
24,586
|
|
|
—
|
|
||||
Multifamily/Midwest
|
|
L +2.75%
|
|
|
12/2021
|
|
IO
|
|
—
|
|
|
31,120
|
|
|
30,857
|
|
|
—
|
|
||||
Office/Southeast
|
|
L +3.50%
|
|
|
5/2021
|
|
P&I
|
|
—
|
|
|
28,704
|
|
|
28,601
|
|
|
—
|
|
||||
Multifamily/Northeast
|
|
L +4.10%
|
|
|
7/2020
|
|
IO
|
|
—
|
|
|
30,000
|
|
|
29,928
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +4.75%
|
|
|
12/2020
|
|
IO
|
|
—
|
|
|
29,539
|
|
|
29,428
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +2.90%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
23,600
|
|
|
23,360
|
|
|
—
|
|
||||
Office/West
|
|
L +3.40%
|
|
|
7/2021
|
|
IO
|
|
—
|
|
|
24,893
|
|
|
24,673
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +3.55%
|
|
|
7/2021
|
|
IO
|
|
—
|
|
|
28,966
|
|
|
28,812
|
|
|
—
|
|
||||
Office/Southeast
|
|
L +3.50%
|
|
|
11/2021
|
|
IO
|
|
—
|
|
|
24,704
|
|
|
24,461
|
|
|
—
|
|
||||
Office/West
|
|
L +3.18%
|
|
|
11/2022
|
|
IO
|
|
—
|
|
|
18,500
|
|
|
18,308
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +2.97%
|
|
|
2/2022
|
|
IO
|
|
—
|
|
|
25,572
|
|
|
25,395
|
|
|
—
|
|
||||
Hotel/Midwest
|
|
L +3.90%
|
|
|
12/2021
|
|
IO
|
|
—
|
|
|
23,685
|
|
|
23,519
|
|
|
—
|
|
||||
Hotel/West
|
|
L +3.83%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
24,000
|
|
|
24,009
|
|
|
—
|
|
||||
Office/Northeast
|
|
L +2.90%
|
|
|
2/2022
|
|
IO
|
|
—
|
|
|
22,961
|
|
|
22,726
|
|
|
—
|
|
||||
Multifamily/Southeast
|
|
L +3.15%
|
|
|
8/2022
|
|
IO
|
|
—
|
|
|
23,276
|
|
|
22,996
|
|
|
—
|
|
||||
Office/West
|
|
L +3.15%
|
|
|
10/2020
|
|
IO
|
|
—
|
|
|
24,154
|
|
|
24,083
|
|
|
—
|
|
||||
Hotel/Southwest
|
|
L +5.13%
|
|
|
1/2021
|
|
IO
|
|
—
|
|
|
26,000
|
|
|
25,915
|
|
|
—
|
|
||||
Office/Southeast
|
|
L +2.95%
|
|
|
1/2022
|
|
IO
|
|
—
|
|
|
21,145
|
|
|
20,980
|
|
|
—
|
|
||||
Industrial/Northeast
|
|
L +3.50%
|
|
|
8/2021
|
|
IO
|
|
—
|
|
|
25,893
|
|
|
25,694
|
|
|
—
|
|
||||
Mixed-Use/Northeast
|
|
L +3.87%
|
|
|
10/2021
|
|
IO
|
|
—
|
|
|
22,019
|
|
|
21,839
|
|
|
—
|
|
||||
Other/Northeast
|
|
L +4.50%
|
|
|
6/2022
|
|
IO
|
|
—
|
|
|
25,500
|
|
|
25,180
|
|
|
—
|
|
||||
Hotel/Midwest
|
|
L +4.07%
|
|
|
4/2021
|
|
IO
|
|
—
|
|
|
25,000
|
|
|
24,853
|
|
|
—
|
|
||||
Multifamily/Southwest
|
|
L +2.66%
|
|
|
8/2021
|
|
IO
|
|
—
|
|
|
23,900
|
|
|
23,765
|
|
|
—
|
|
(1)
|
Based on contractual maturity date. Certain commercial mortgage loans are subject to contractual extension options which may be subject to conditions as stipulated in the loan agreement. Actual maturities may differ from contractual maturities stated herein as certain borrowers may have the right to prepay with or without paying a prepayment penalty. The Company may also extend contractual maturities in connection with loan modifications.
|
(2)
|
Principal and interest (“P&I”); Interest-only (“IO”). Certain commercial mortgage loans labeled as P&I are non-amortizing until a specific date when they begin amortizing P&I, as stated in the loan agreements.
|
(3)
|
Represents third-party priority liens. Third party portions of pari-passu participations are not considered prior liens.
|
(4)
|
As of December 31, 2019, the aggregate tax basis of the Company’s loans held-for-investment was $4.2 billion.
|
•
|
pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the assets of the Company;
|
•
|
provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with GAAP, and that receipts and expenditures of the Company are being made only in accordance with authorizations of management and directors of the Company; and
|
•
|
provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company’s assets that could have a material effect on the financial statements.
|
|
Year Ended
|
||||||
|
December 31,
|
||||||
|
2019
|
|
2018
|
||||
Audit fees (1)
|
$
|
765,000
|
|
|
$
|
859,552
|
|
Audit-related fees (2)
|
—
|
|
|
—
|
|
||
Tax fees (3)
|
171,242
|
|
|
197,476
|
|
||
All other fees
|
—
|
|
|
—
|
|
||
Total principal accountant fees
|
$
|
936,242
|
|
|
$
|
1,057,028
|
|
(1)
|
Audit fees pertain to the audit of our annual Consolidated Financial Statements, including review of the interim financial statements contained in our Quarterly Reports on Form 10-Q, comfort letters to underwriters in connection with our registration statements and common stock offerings, attest services, consents to the incorporation of the EY audit report in publicly filed documents and assistance with and review of documents filed with the SEC.
|
(2)
|
Audit-related fees pertain to assurance and related services that are traditionally performed by the principal accountant, including accounting consultations and audits in connection with proposed or consummated acquisitions, internal control reviews and consultation concerning financial accounting and reporting standard.
|
(3)
|
Tax fees pertain to services performed for tax compliance, including REIT compliance, tax planning and tax advice, including preparation of tax returns and claims for refund and tax-payment planning services. Tax planning and advice also includes assistance with tax audits and appeals, and tax advice related to specific transactions.
|
Exhibit Number
|
|
Exhibit Index
|
1.1
|
|
|
2.1
|
|
|
3.1
|
|
|
3.2
|
|
|
3.3
|
|
|
4.1
|
|
|
4.2
|
|
|
4.3
|
|
|
4.4
|
|
|
4.5
|
|
|
4.6
|
|
|
10.1
|
|
|
10.2
|
|
|
10.3*
|
|
|
10.4
|
|
|
10.5
|
|
|
10.6
|
|
|
10.7
|
|
Exhibit Number
|
|
Exhibit Index
|
10.8
|
|
|
10.9
|
|
|
10.10
|
|
|
10.11
|
|
|
10.12
|
|
|
10.13
|
|
|
10.14
|
|
|
10.15
|
|
|
10.16
|
|
|
10.17
|
|
|
10.18
|
|
|
10.19
|
|
|
10.20
|
|
|
10.21
|
|
|
10.22
|
|
|
10.23
|
|
Exhibit Number
|
|
Exhibit Index
|
10.24
|
|
|
10.25
|
|
|
10.26
|
|
|
10.27
|
|
|
10.28
|
|
|
10.29
|
|
|
10.30
|
|
|
10.31
|
|
|
10.32
|
|
|
10.33
|
|
|
10.34
|
|
|
10.35
|
|
|
10.36
|
|
|
10.37
|
|
|
10.38
|
|
|
10.39
|
|
|
10.40
|
|
|
10.41
|
|
Exhibit Number
|
|
Exhibit Index
|
10.42
|
|
|
10.43
|
|
|
10.44
|
|
|
10.45
|
|
|
10.46
|
|
|
10.47
|
|
|
21.1
|
|
|
23.1
|
|
|
24.1
|
|
|
31.1
|
|
|
31.2
|
|
|
32.1
|
|
|
32.2
|
|
|
101
|
|
Financial statements from the Annual Report on Form 10-K of Granite Point Mortgage Trust Inc. for the year ended December 31, 2019, formatted in Inline XBRL: (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Comprehensive Income, (iii) the Consolidated Statements of Stockholders’ Equity, (iv) the Consolidated Statements of Cash Flows, and (v) the Notes to the Consolidated Financial Statements. (filed herewith)
|
104
|
|
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). (filed herewith)
|
*
|
Management or compensatory agreement
|
|
|
|
GRANITE POINT MORTGAGE TRUST INC.
|
Dated:
|
March 2, 2020
|
By:
|
/s/ John A. Taylor
|
|
|
|
John A. Taylor
President, Chief Executive Officer and Director
(Principal Executive Officer)
|
Signature
|
|
Title
|
|
Date
|
/s/ John A. Taylor
|
|
President, Chief Executive Officer and Director
(principal executive officer)
|
|
March 2, 2020
|
John A. Taylor
|
|
|
|
|
|
|
|
|
|
/s/ Marcin Urbaszek
|
|
Chief Financial Officer
(principal accounting and financial officer)
|
|
March 2, 2020
|
Marcin Urbaszek
|
|
|
|
|
|
|
|
|
|
/s/ Stephen G. Kasnet
|
|
Chairman of the Board of Directors
|
|
March 2, 2020
|
Stephen G. Kasnet
|
|
|
|
|
|
|
|
|
|
/s/ Tanuja M. Dehne
|
|
Director
|
|
March 2, 2020
|
Tanuja M. Dehne
|
|
|
|
|
|
|
|
|
|
/s/ Martin A. Kamarck
|
|
Director
|
|
March 2, 2020
|
Martin A. Kamarck
|
|
|
|
|
|
|
|
|
|
/s/ W. Reid Sanders
|
|
Director
|
|
March 2, 2020
|
W. Reid Sanders
|
|
|
|
|
|
|
|
|
|
/s/ Thomas E. Siering
|
|
Director
|
|
March 2, 2020
|
Thomas E. Siering
|
|
|
|
|
|
|
|
|
|
/s/ Hope B. Woodhouse
|
|
Director
|
|
March 2, 2020
|
Hope B. Woodhouse
|
|
|
|
|
•
|
any person from beneficially or constructively owning, applying certain attribution rules of the Code, our shares of stock that would result in our being "closely held" under Section 856(h) of the Code or otherwise cause us to fail to qualify as a REIT; and
|
•
|
any person from transferring our shares of stock if such transfer would result in our shares of stock being owned by fewer than 100 persons (determined without reference to any rules of attribution).
|
•
|
to rescind as void any vote cast by a purported record transferee prior to our discovery that the shares have been transferred to the trust; and
|
•
|
to recast the vote in accordance with the desires of the trustee acting for the benefit of the beneficiary of the trust.
|
Name
|
Jurisdiction of Organization
|
% of Securities Owned
|
GP Commercial CB LLC
|
Delaware
|
100%
|
GP Commercial CB SL Holdings LLC
|
Delaware
|
100%
|
GP Commercial CB SL LLC
|
Delaware
|
100%
|
GP Commercial CIBC LLC
|
Delaware
|
100%
|
GP Commercial GS Holdings LLC
|
Delaware
|
100%
|
GP Commercial GS LLC
|
Delaware
|
100%
|
GP Commercial Holdings LLC
|
Delaware
|
100%
|
GP Commercial Investment Corp.
|
Delaware
|
100%
|
GP Commercial JPM LLC
|
Delaware
|
100%
|
GP Commercial Mortgage LLC
|
Delaware
|
100%
|
GP Commercial MS Holdings LLC
|
Delaware
|
100%
|
GP Commercial MS LLC
|
Delaware
|
100%
|
GP Commercial WF Holdings LLC
|
Delaware
|
100%
|
GP Commercial WF LLC
|
Delaware
|
100%
|
GPMT CLO Holdings LLC
|
Delaware
|
100%
|
GPMT CLO REIT Holdings LLC
|
Delaware
|
100%
|
GPMT CLO REIT LLC
|
Delaware
|
100%
|
GPMT Collateral Manager LLC
|
Delaware
|
100%
|
GPMT Seller LLC
|
Delaware
|
100%
|
GPMT 2018-FL1 LLC
|
Delaware
|
100%
|
GPMT 2018-FL1, Ltd.
|
Cayman Islands
|
100%
|
GPMT 2019-FL2 LLC
|
Delaware
|
100%
|
Name
|
Jurisdiction of Organization
|
% of Securities Owned
|
GPMT 2019-FL2, Ltd.
|
Cayman Islands
|
100%
|
GPMT 2020-FL3 LLC
|
Delaware
|
100%
|
GPMT 2020-FL3, Ltd.
|
Cayman Islands
|
100%
|
Granite Point Operating Company LLC
|
Delaware
|
100%
|
•
|
Registration Statement (Form S-8 No. 333-218908) pertaining to the 2017 Equity Incentive Plan of Granite Point Mortgage Trust Inc., and
|
•
|
Registration Statement (Form S-3 No. 333-226128, as amended) pertaining to the registration of common stock, preferred stock, debt securities, and depository shares of Granite Point Mortgage Trust Inc.;
|
Date:
|
March 2, 2020
|
|
/s/ John A. Taylor
|
|
|
|
|
John A. Taylor
|
|
|
|
|
Chief Executive Officer and President
|
|
Date:
|
March 2, 2020
|
|
/s/ Marcin Urbaszek
|
|
|
|
|
Marcin Urbaszek
|
|
|
|
|
Chief Financial Officer and Treasurer
|
|
Date:
|
March 2, 2020
|
|
/s/ John A. Taylor
|
|
|
|
|
John A. Taylor
|
|
|
|
|
Chief Executive Officer and President
|
|
Date:
|
March 2, 2020
|
|
/s/ Marcin Urbaszek
|
|
|
|
|
Marcin Urbaszek
|
|
|
|
|
Chief Financial Officer and Treasurer
|
|