Secured Debt Agreements, Net (Tables)

9 Months Ended

Sep. 30, 2019

Schedule of Secured Debt Agreements

Our secured debt agreements include secured credit facilities, asset-specific financings, and a revolving credit agreement. The following table details our secured debt agreements ($ in thousands):     

	Secured Debt Agreements
	Borrowings Outstanding
	September 30, 2019			December 31, 2018
Secured credit facilities	$	8,567,394		$	8,870,897
Asset-specific financings		249,172			81,739
Revolving credit agreement		—			43,845
Total secured debt agreements	$	8,816,566		$	8,996,481
Deferred financing costs(1)		(25,962	)		(21,725	)
Net book value of secured debt	$	8,790,604		$	8,974,756

(1)   Costs incurred in connection with our secured debt agreements are recorded on our consolidated balance sheet when incurred and recognized as a component of interest expense over the life of each related agreement.

Credit Facilities

The following tables detail our secured credit facilities ($ in thousands):

	September 30, 2019
	Credit Facility Borrowings						Collateral
Lender	Potential(1)		Outstanding		Available(1)		Assets(2)
Deutsche Bank	$	1,722,050	$	1,722,050	$	—	$	2,185,465
Wells Fargo		1,661,789		1,564,215		97,574		2,135,379
JP Morgan		1,016,689		918,526		98,163		1,303,288
Citibank		1,090,739		888,053		202,686		1,386,175
Barclays		996,648		793,906		202,742		1,246,490
Bank of America		658,724		658,724		—		840,573
Morgan Stanley		490,213		434,165		56,048		658,055
MetLife		417,677		417,677		—		524,004
Société Générale		333,473		333,473		—		428,887
Goldman Sachs		313,895		268,895		45,000		426,383
Goldman Sachs - Multi. JV(3)		217,601		217,601		—		279,037
US Bank - Multi. JV(3)		184,031		183,937		94		230,039
Santander		143,852		143,852		—		179,815
Bank of America - Multi. JV(3)		22,320		22,320		—		28,642
	$	9,269,701	$	8,567,394	$	702,307	$	11,852,232

(1)	Potential borrowings represents the total amount we could draw under each facility based on collateral already approved and pledged. When undrawn, these amounts are immediately available to us at our sole discretion under the terms of each credit facility.
(2)	Represents the principal balance of the collateral assets.
(3)	These facilities finance the loan investments of our consolidated Multifamily Joint Venture. Refer to Note 2 for additional discussion of our Multifamily Joint Venture.

	December 31, 2018
	Credit Facility Borrowings						Collateral
Lender	Potential(1)		Outstanding		Available(1)		Assets(2)
Deutsche Bank	$	1,839,698	$	1,839,698	$	—	$	2,325,047
Wells Fargo		1,908,509		1,822,154		86,355		2,514,513
JP Morgan		1,010,628		1,010,628		—		1,266,259
Barclays		890,620		890,620		—		1,113,275
Citibank		852,470		663,917		188,553		1,076,085
Bank of America		873,446		873,446		—		1,090,117
MetLife		675,329		675,329		—		852,733
Morgan Stanley		341,241		276,721		64,520		457,496
Société Générale		321,182		321,182		—		404,048
Goldman Sachs		230,140		230,140		—		295,368
Goldman Sachs - Multi. JV(3)		170,060		170,060		—		212,983
Bank of America - Multi. JV(3)		97,002		97,002		—		121,636
	$	9,210,325	$	8,870,897	$	339,428	$	11,729,560

(1)	Potential borrowings represents the total amount we could draw under each facility based on collateral already approved and pledged. When undrawn, these amounts are immediately available to us at our sole discretion under the terms of each credit facility.
(2)	Represents the principal balance of the collateral assets.
(3)	These facilities finance the loan investments of our consolidated Multifamily Joint Venture. Refer to Note 2 for additional discussion of our Multifamily Joint Venture.

Summary of Key Terms of Credit Facilities

The following tables outline the key terms of our credit facilities as of September 30, 2019:

Lender	Currency	Guarantee(1)		Margin Call(2)	Term/Maturity
JP Morgan	$ / £		50%	Collateral marks only	January 7, 2021(6)
Bank of America - Multi. JV(3)	$		43%	Collateral marks only	December 16, 2021(7)
Deutsche Bank	$ / €		60%(4)	Collateral marks only	August 9, 2021(4)
Morgan Stanley	$ / £ / €		25%	Collateral marks only	March 1, 2022
Goldman Sachs - Multi. JV(3)	$		25%	Collateral marks only	July 12, 2022(8)
Bank of America	$		50%	Collateral marks only	May 21, 2023(9)
Goldman Sachs	$		25%	Collateral marks only	October 22, 2023(10)
Barclays	$ / £ / €		25%	Collateral marks only	June 18, 2024(11)
MetLife	$		61%	Collateral marks only	September 23, 2025(12)
Citibank	$ / £ / € / A$ / C$		25%	Collateral marks only	Term matched(13)
Société Générale	$ / £ / €		25%	Collateral marks only	Term matched(13)
Santander	€		50%	Collateral marks only	Term matched(13)
Wells Fargo	$ / C$		25%(5)	Collateral marks only	Term matched(13)
US Bank - Multi. JV(3)	$		25%	Collateral marks only	Term matched(13)

(1)	Other than amounts guaranteed based on specific collateral asset types, borrowings under our credit facilities are non-recourse to us.
(2)	Margin call provisions under our credit facilities do not permit valuation adjustments based on capital markets events, and are limited to collateral-specific credit marks.
(3)	These facilities finance the loan investments of our consolidated Multifamily Joint Venture. Refer to Note 2 for additional discussion of our Multifamily Joint Venture.
(4)	Includes a one-year extension option which may be exercised at our sole discretion. Specific borrowings outstanding of $803.7 million are 100% guaranteed and the related maturity dates are term-matched to the respective collateral assets. The remainder of the credit facility borrowings are 25% guaranteed.
(5)	In addition to the 25% guarantee across all borrowings, there is an incremental guarantee of $174.3 million related to $302.7 million of specific borrowings outstanding.
(6)	Maturity dates for $520.6 million of specific borrowings outstanding are term-matched to the respective collateral assets.
(7)	Includes two one-year extension options which may be exercised at our sole discretion.
(8)	Includes a one-year extension option which may be exercised at our sole discretion.
(9)	Includes two one-year extension options which may be exercised at our sole discretion.
(10)	Includes three one-year extension options which may be exercised at our sole discretion.
(11)	Includes four one-year extension options which may be exercised at our sole discretion.
(12)	Includes five one-year extension options which may be exercised at our sole discretion.
(13)	These secured credit facilities have various availability periods during which new advances can be made and which are generally subject to each lender’s discretion. Maturity dates for advances outstanding are tied to the term of each respective collateral asset.

Currency	Potential Borrowings(1)	Outstanding Borrowings	Floating Rate Index(2)	Spread	Advance Rate(3)
$	$  7,113,454	$  6,465,833	USD LIBOR	L + 1.65%		79.7%
€	€  1,013,050	€     963,636	EURIBOR	E + 1.49%		80.0%
£	£     619,853	£     619,170	GBP LIBOR	L + 2.06%		77.1%
A$	A$     255,270	A$     255,270	BBSY	BBSY + 1.90%		78.0%
C$	C$     156,349	C$     156,362	CDOR	CDOR + 1.83%		80.7%
	$  9,269,701	$  8,567,394		INDEX + 1.67%		79.5%

(1)	Potential borrowings represents the total amount we could draw under each facility based on collateral already approved and pledged. When undrawn, these amounts are immediately available to us at our sole discretion under the terms of each credit facility.
(2)	Floating rate indices are generally matched to the payment timing under the terms of each secured credit facility and its respective collateral assets.
(3)	Represents weighted-average advance rate based on the approved outstanding principal balance of the collateral assets pledged.

Summary of Asset-Specific Financings

The following tables detail our asset-specific financings ($ in thousands):

	September 30, 2019
Asset-Specific Financings	Count	Principal Balance		Book Value		Wtd. Avg. Yield/Cost(1)			Guarantee(2)		Wtd. Avg. Term(3)
Collateral assets	4	$	326,839	$	314,472		L+4.96	%		n/a		Mar. 2023
Financing provided	4	$	249,172	$	241,597		L+3.53	%		84,486		Mar. 2023
	December 31, 2018
Asset-Specific Financings	Count	Principal Balance		Book Value		Wtd. Avg. Yield/Cost(1)			Guarantee(2)		Wtd. Avg. Term(3)
Collateral assets	1	$	106,739	$	104,807		L+6.08	%		n/a		Aug. 2022
Financing provided	1	$	81,739	$	80,938		L+4.07	%		n/a		Aug. 2022

(1)	These floating rate loans and related liabilities are indexed to the various benchmark rates relevant in each arrangement in terms of currency and payment frequency. Therefore the net exposure to each benchmark rate is in direct proportion to our net assets indexed to that rate. In addition to cash coupon, yield/cost includes the amortization of deferred origination fees / financing costs.
(2)	Other than amounts guaranteed on an asset-by-asset basis, borrowings under our asset-specific financings are non-recourse to us.
(3)	The weighted-average term is determined based on the maximum maturity of the corresponding loans, assuming all extension options are exercised by the borrower. Each of our asset-specific financings is term-matched to the corresponding collateral loans.