XML 25 R25.htm IDEA: XBRL DOCUMENT v3.19.3.a.u2
Transactions With Related Parties
12 Months Ended
Dec. 31, 2019
Related Party Transactions [Abstract]  
Transactions With Related Parties
17. TRANSACTIONS WITH RELATED PARTIES
We are managed by our Manager pursuant to the Management Agreement, the current term of which expires on
December 19, 2020
, and will be automatically renewed for a
one-year
term upon such date and each anniversary thereafter unless earlier terminated.
As of December 31, 2019 and 2018, our consolidated balance sheet included $20.2 million and $18.6 million of accrued management and incentive fees payable to our Manager, respectively. During the years ended December 31, 2019, 2018, and 2017, we paid
aggregate
management and incentive fees of $76.9 million, $70.5 million and $53.4 million, respectively, to our Manager. In addition, during the years ended December 31, 2019, 2018, and 2017, we reimbursed our Manager for expenses incurred on our behalf of $
1.1
million, $836,000, and $621,000, respectively.
As of December 31, 2019, our Manager held 1,017,141 shares of unvested restricted class A common stock, which had an aggregate grant date fair value of $34.6 million, and vest in installments over three years from the
 
date of issuance. During the years ended December 31, 2019, 2018, and 2017, we recorded
non-cash
expenses related to shares held by our Manager of $15.1 million, $13.5 million, and $11.7 million, respectively. Refer to Note 14 for further details on our restricted class A common stock.
An affiliate of our Manager is the special servicer of the CLO. This affiliate did not earn any special servicing fees related to the CLO during the years ended December 31, 2019, 2018 or 2017.
During the years ended December 31, 2019, 2018, and 2017, we originated four loans, nine loans, and six loans respectively, whereby each respective borrower engaged an affiliate of our Manager to act as title insurance agent in connection with each transaction. We did not incur any expenses or receive any revenues as a result of these transactions.
During the years ended December 31, 2019, 2018, and 2017, we incurred expenses for various administrative, compliance, and capital market data services to third-party service providers that are affiliates of our Manager of $440,000, $450,000, and $411,000, respectively.
In the fourth quarter of 2019, we acquired
193.6 million of a total
388.0 million senior loan to a borrower that is wholly owned by a Blackstone-advised investment vehicle. We will forgo all
non-economic
rights under the loan, including voting rights, so long as the Blackstone-advised investment vehicle controls the borrower. The senior loan terms were negotiated by a third party without our involvement and our 49% interest in the senior loan was made on such market terms
.
In the second and fourth quarter of 2019, certain Blackstone-advised investment vehicles acquired an aggregate $60.0 million participation, or 8%, of the total Secured Term Loan as a part of a broad syndication lead-arranged by JP Morgan. Blackstone Advisory Partners L.P., an affiliate of our Manager, was engaged as a book-runner for the transactions and received aggregate fees of $750,000 in such capacity. Both of these transactions were on terms equivalent to those of unaffiliated parties.
In the third and fourth quarter of 2019, we acquired an aggregate
250.0 million of a total
1.6 billion senior loan to a borrower that is partially owned by a Blackstone-advised investment vehicle. We will forgo all
non-economic
rights under the loan, including voting rights, so long as the Blackstone-advised investment vehicle controls the borrower. The senior loan terms were negotiated by third parties without our involvement and our 16% interest in the senior loan was made on such market terms.
In the third quarter of 2019, we originated $214.3 million of a total $437.4 million senior loan to an unaffiliated
third-party,
which was part of a total financing that included a mezzanine loan originated by a
Blackstone-advised
investment vehicle. We will forgo all
non-economic
rights under our loan, including voting rights, so long as any
Blackstone-advised
investment vehicle controls the mezzanine loan. The senior loan terms, with respect to the mezzanine lender, were negotiated by a third party without our involvement and our 49% interest in the senior loan was made on such market terms.
In the second quarter of 2019, we originated
191.8 million of a total
391.3 million senior loan to a borrower that is wholly owned by a Blackstone-advised investment vehicle. We will forgo all
non-economic
rights under the loan, including voting rights, so long as the Blackstone-advised investment vehicle controls the borrower. The senior loan terms were negotiated by a third party without our involvement and our 49% interest in the senior loan was made on such market terms.
In the first quarter of 2019, we originated £240.1 million of a total £490.0 million senior loan to a borrower that is wholly owned by a Blackstone-advised investment vehicle. We will forgo all
non-economic
rights under the
 
loan, including voting rights, so long as the Blackstone-advised investment vehicle controls the borrower. The senior loan terms were negotiated by a third party without our involvement and our
49
% interest in the senior loan was made on such market terms.
In the fourth quarter of 2018, we originated £
148.7
 million of a total £
303.5
 million senior loan to a borrower that is partially owned by Blackstone-advised investment vehicles. We will forgo all
non-economic
rights under the loan, including voting rights, so long as Blackstone-advised investment vehicles control the borrower. The senior loan terms were negotiated by a third-party without our involvement and our
49
% interest in the senior loan was made on such market terms.
In the third quarter of 2018, in a fully subscribed offering totaling $1.0 billion, certain Blackstone-advised investment vehicles purchased, in the aggregate, $116.1 million of securitized debt obligations issued by the
 
2018 Single Asset Securitization. In the second quarter of 2017, in a fully subscribed offering totaling $
474.6
 million, certain Blackstone-advised investment vehicles purchased, in the aggregate, $
72.9
 million of securitized debt obligations issued by the 2017 Single Asset Securitization. These investments by the Blackstone-advised investment vehicles represented minority participations in any individual tranche and were purchased by
the Blackstone-advised investment vehicles from third-party investment banks on market terms negotiated by the majority third-party investors.
In the second quarter of 2018, we acquired from an unaffiliated third-party a 50% interest in a $1.0 billion senior loan to a borrower that is partially owned by a Blackstone-advised investment vehicle. In the third quarter of 2018, we contributed this loan to the 2018 Single Asset Securitization and invested in the related subordinate risk retention position. We will forgo all
non-economic
rights under the loan, including voting rights, so long as Blackstone-advised investment vehicles own the borrower above a certain threshold. Refer to Note 16 for further details on this transaction.
In the first quarter of 2018, we originated
1.0 billion of a total
7.3 billion senior term facility, or the Senior Term Facility, for the acquisition of a portfolio of Spanish real estate assets and a Spanish real estate management and loan servicing company by a joint venture between Banco Santander S.A. and certain Blackstone-advised investment vehicles. These investment vehicles own 51% of the joint venture, and we will forgo all
 non-economic
 rights under the Senior Term Facility, including voting rights, so long as Blackstone-advised investment vehicles control the joint venture. The Senior Term Facility was negotiated by the joint venture with third-party investment banks without our involvement, and our 14% interest in the Senior Term Facility was made on such market terms.
In the first quarter of 2018, we originated a $330.0 million senior loan, the proceeds of which were used by the borrower to repay an existing loan owned by a Blackstone-advised investment vehicle.