10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________________ 

FORM 10-Q

__________________________________ 

(Mark One)

☒ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended March 31, 2024

OR

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from                     to                    

Commission File Number: 001-34452

__________________________________ 

Apollo Commercial Real Estate Finance, Inc.

(Exact name of registrant as specified in its charter)

__________________________________ 

Maryland	27-0467113
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

Apollo Commercial Real Estate Finance, Inc.

c/o Apollo Global Management, Inc.

9 West 57th Street, 42nd Floor,

New York, New York 10019

(Address of principal executive offices) (Zip Code)

(212) 515–3200

(Registrant's telephone number, including area code)

__________________________________ 

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
Common Stock, $0.01 par value	ARI	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ☒    No  ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes  ☒    No  ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  ☐    No  ☒

As of April 26, 2024, there were 142,162,205 shares, $0.01 par value per share, of the registrant's common stock issued and outstanding.

Table of Contents

	Page
Part I - Financial Information
Item 1. Financial Statements	4
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	36
Item 3. Quantitative and Qualitative Disclosures About Market Risk	53
Item 4. Controls and Procedures.	54
Part II - Other Information
Item 1. Legal Proceedings.	55
Item 1A. Risk Factors	55
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	55
Item 3. Defaults Upon Senior Securities	55
Item 4. Mine Safety Disclosures.	55
Item 5. Other Information	55
Item 6. Exhibits	55

See notes to unaudited condensed consolidated financial statements.

3

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Apollo Commercial Real Estate Finance, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets (Unaudited)

(in thousands—except share data)

	March 31, 2024		December 31, 2023
Assets:
Cash and cash equivalents	$	161,190	$	225,438
Commercial mortgage loans, net(1)(3)	7,846,460		7,925,359
Subordinate loans, net(2)(3)	303,965		432,734
Commercial mortgage loan, held for sale(4)	135,465		—
Real estate owned, held for investment, net(5) (net of $16,254 and $10,404 accumulated depreciation in 2024 and 2023, respectively)	627,099		519,498
Other assets	103,529		85,623
Derivative assets, net	47,284		29,425
Assets related to real estate owned, held for sale	—		78,653
Total Assets	$	9,224,992	$	9,296,730
Liabilities and Stockholders' Equity
Liabilities:
Secured debt arrangements, net	$	5,596,967	$	5,538,476
Senior secured term loans, net	757,912		759,150
Senior secured notes, net	495,835		495,637
Accounts payable, accrued expenses and other liabilities(6)	155,542		120,334
Debt related to real estate owned, held for investment, net	161,878		161,562
Payable to related party	9,423		9,553
Liabilities related to real estate owned, held for sale	—		3,285
Total Liabilities	7,177,557		7,087,997
Commitments and Contingencies (see Note 18)
Stockholders' Equity:
Preferred stock, $0.01 par value, 50,000,000 shares authorized, Series B-1, 6,770,393 shares issued and outstanding ($169,260 liquidation preference) in 2024 and 2023 (see Note 17)	68		68
Common stock, $0.01 par value, 450,000,000 shares authorized, 142,096,715 and 140,595,995 shares issued and outstanding in 2024 and 2023, respectively	1,421		1,414
Additional paid-in-capital	2,724,395		2,727,488
Accumulated deficit	(678,449)		(520,237)
Total Stockholders' Equity	2,047,435		2,208,733
Total Liabilities and Stockholders' Equity	$	9,224,992	$	9,296,730

———————

(1) Includes $7,642,848 and $7,705,491 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

(2) Includes $246,725 and $232,991 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

(3) Net of $367,558 and $219,482 CECL Allowances comprised of $335,000 and $193,000 Specific CECL Allowance and $32,558    and $26,482 General CECL Allowance in 2024 and 2023, respectively.

(4) Includes $135,465 pledged as collateral under secured debt arrangements in 2024.

(5) Includes $154,048 pledged as collateral under secured debt arrangements in 2024 and 2023.

(6) Includes $3,625 and $4,017 of General CECL Allowance related to unfunded commitments on commercial mortgage loans and subordinate loans, net in 2024 and 2023, respectively.

See notes to unaudited condensed consolidated financial statements.

4

Apollo Commercial Real Estate Finance, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations (Unaudited)

(in thousands—except share and per share data)

	Three months ended March 31,
	2024		2023
Net interest income:
Interest income from commercial mortgage loans	$	183,716	$	166,147
Interest income from subordinate loans and other lending assets	849		9,707
Interest expense	(127,887)		(104,868)
Net interest income	$	56,678	$	70,986
Revenue from real estate owned operations	23,857		16,131
Total net revenue	$	80,535	$	87,117
Operating expenses:
General and administrative expenses (includes equity-based compensation of $4,188 and $4,358 in 2024 and 2023, respectively)	$	(7,373)	$	(7,015)
Management fees to related party	(9,421)		(9,517)
Operating expenses related to real estate owned	(19,893)		(14,006)
Depreciation and amortization on real estate owned	(4,656)		(3,986)
Total operating expenses	$	(41,343)	$	(34,524)
Other income, net	$	570	$	732
Increase in current expected credit loss allowance, net	(147,684)		(4,390)
Foreign currency translation gain (loss)	(19,563)		18,634
Gain (loss) on foreign currency forward contracts (includes unrealized gains (losses) of $18,053 and $(35,851) in 2024 and 2023 respectively)	23,398		(14,135)
Gain (loss) on interest rate hedging instruments (includes unrealized gains (losses) of $(194) and $(4,813) 2024 and 2023 respectively)	356		(107)
Valuation allowance, commercial mortgage loan held for sale	(679)		—
Net realized loss on investments	—		(4,624)
Gain on extinguishment of debt	—		213
Net income (loss) before taxes	$	(104,410)	$	48,916
Income tax provision	(114)		—
Net income (loss)	$	(104,524)	$	48,916
Preferred dividends	(3,068)		(3,068)
Net income (loss) available to common stockholders	$	(107,592)	$	45,848
Net income (loss) per share of common stock:
Basic	$	(0.76)	$	0.32
Diluted	$	(0.76)	$	0.32
Basic weighted-average shares of common stock outstanding	141,869,604		141,072,471
Diluted weighted-average shares of common stock outstanding	141,869,604		155,483,979
Dividend declared per share of common stock	$	0.35	$	0.35

    

See notes to unaudited condensed consolidated financial statements.

5

Apollo Commercial Real Estate Finance, Inc. and Subsidiaries

Condensed Consolidated Statement of Changes in Stockholders' Equity (Unaudited)

(in thousands—except share and per share data)

	Preferred Stock			Common Stock			Additional Paid-In-Capital		Accumulated Deficit		Total
	Shares	Par		Shares	Par
Balance at January 1, 2024	6,770,393	$	68	141,358,605	$	1,414	$	2,727,488	$	(520,237)	$	2,208,733
Capital increase (decrease) related to Equity Incentive Plan	—	—		738,110	7		(3,093)		—		(3,086)
Net loss	—	—		—	—		—		(104,524)		(104,524)
Dividends declared on preferred stock - $0.45 per share	—	—		—	—		—		(3,068)		(3,068)
Dividends declared on common stock and RSUs - $0.35 per share	—	—		—	—		—		(50,620)		(50,620)
Balance at March 31, 2024	6,770,393	$	68	142,096,715	$	1,421	$	2,724,395	$	(678,449)	$	2,047,435

	Preferred Stock			Common Stock			Additional Paid-In-Capital		Accumulated Deficit		Total
	Shares	Par		Shares	Par
Balance at January 1, 2023	6,770,393	$	68	140,595,995	$	1,406	$	2,716,907	$	(363,877)	$	2,354,504
Capital increase (decrease) related to Equity Incentive Plan	—	—		670,044	7		(2,352)		—		(2,345)
Net income	—	—		—	—		—		48,916		48,916
Dividends declared on preferred stock - $0.45 per share	—	—		—	—		—		(3,068)		(3,068)
Dividends declared on common stock and RSUs - $0.35 per share	—	—		—	—		—		(50,446)		(50,446)
Balance at March 31, 2023	6,770,393	$	68	141,266,039	$	1,413	$	2,714,555	$	(368,475)	$	2,347,561

See notes to unaudited condensed consolidated financial statements.

6

Apollo Commercial Real Estate Finance, Inc. and Subsidiaries

Condensed Consolidated Statement of Cash Flows (Unaudited)

(in thousands)

	For the three months ended March 31,
	2024		2023
Cash flows from operating activities:
Net income (loss)	$	(104,524)	$	48,916
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Amortization of discount/premium and payment-in-kind interest	(6,716)		(10,012)
Amortization of deferred financing costs	4,027		3,807
Equity-based compensation	4,188		4,358
Increase in current expected credit loss allowance, net	147,684		4,390
Valuation allowance, commercial mortgage loan held for sale	679		—
Foreign currency (gain) loss	20,881		(1,525)
Unrealized loss (gain) on foreign currency contracts	(18,053)		35,851
Unrealized loss on interest rate hedging instruments	194		4,813
Depreciation and amortization on real estate owned	4,656		3,986
Gain on extinguishment of debt	—		(213)
Net realized loss (gain) on investment	—		4,624
Changes in operating assets and liabilities:
Proceeds received from payment-in-kind interest	—		3,573
Other assets	(12,575)		1,012
Accounts payable, accrued expenses and other liabilities	12,532		6,864
Payable to related party	(130)		(194)
Net cash provided by operating activities	$	52,843	$	110,250
Cash flows from investing activities:
New funding of commercial mortgage loans	—		(181,017)
Add-on funding of commercial mortgage loans	(308,032)		(76,421)
Add-on funding of subordinate loans	(13,734)		(37,400)
Proceeds received from the repayment and sale of commercial mortgage loans	168,526		435,442
Proceeds received from the repayment of subordinate loans and other lending assets	102		6,611
Origination and exit fees received on commercial mortgage loans, and subordinate loans, net	4,346		4,290
Increase (decrease) in collateral related to derivative contracts, net	20,020		(50,830)
Capital expenditures on real estate assets	(37,901)		(14,131)
Cash received from hotel title assumption	—		569
Net cash provided by (used in) investing activities	$	(166,673)	$	87,113
Cash flows from financing activities:
Proceeds from secured debt arrangements	548,557		173,919
Repayments of secured debt arrangements	(433,604)		(191,681)
Repayments of senior secured term loan principal	(2,000)		(2,000)
Repayments and repurchases of convertible notes	—		(6,877)
Payment of deferred financing costs	(3,454)		(5,873)
Payment of withholding tax on RSU delivery	(7,274)		(6,703)
Dividends on common stock	(50,839)		(50,643)
Dividends on preferred stock	(3,068)		(3,068)
Net cash provided by (used in) financing activities	$	48,318	$	(92,926)

See notes to unaudited condensed consolidated financial statements.

7

Apollo Commercial Real Estate Finance, Inc. and Subsidiaries

Condensed Consolidated Statement of Cash Flows (Continued)

(in thousands)

	For the three months ended March 31,
	2024		2023
Net increase (decrease) in cash and cash equivalents, including cash classified within assets related to real estate owned, held for sale	$	(65,512)	$	104,437
Decrease (increase) in cash classified within assets related to real estate owned, held for sale	577		5,677
Net increase (decrease) in cash and cash equivalents	$	(64,935)	$	110,114
Cash and cash equivalents beginning of period	225,438		222,030
Effects of foreign currency translation on cash and cash equivalents	687		(611)
Cash and cash equivalents end of period	$	161,190	$	331,533
Supplemental disclosure of cash flow information:
Interest paid	$	116,463	$	89,983
Supplemental disclosure of non-cash financing activities:
Dividend declared, not yet paid	$	53,688	$	53,514
Change in participation sold	—		(25,130)
Change in loan proceeds held by servicer	1,624		(2,327)
Assumption of real estate	—		75,000
Assumption of other assets related to real estate owned	—		2,827
Assumption of accounts payable, accrued expenses and other liabilities related to real estate owned	—		(3,396)
Transfer of assets related to real estate owned, held for sale to assets related to real estate owned held for investment, net	70,688		151,676
Transfer of assets related to real estate owned, held for sale to other assets	2,280		4,357
Transfer of liabilities related to real estate owned, held for sale to accounts payable, accrued expenses and other liabilities	3,937		7,163
Transfer of commercial mortgage loan to commercial mortgage loan, held for sale	135,465		—

See notes to unaudited condensed consolidated financial statements.

8

Apollo Commercial Real Estate Finance, Inc. and Subsidiaries

Notes to Condensed Consolidated Financial Statements (Unaudited)

Note 1 – Organization

Apollo Commercial Real Estate Finance, Inc. (together with its consolidated subsidiaries, is referred to throughout this report as the "Company," "ARI," "we," "us" and "our") is a corporation that has elected to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes and primarily originates, acquires, invests in and manages performing commercial first mortgage loans, subordinate financings, and other commercial real estate related debt investments. These asset classes are referred to as our target assets.

We were formed in Maryland on June 29, 2009, commenced operations on September 29, 2009 and are externally managed and advised by ACREFI Management, LLC (the "Manager"), an indirect subsidiary of Apollo Global Management, Inc. (together with its subsidiaries, "Apollo").

We elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, commencing with the taxable year ended December 31, 2009. To maintain our tax qualification as a REIT, we are required to distribute at least 90% of our taxable income, excluding net capital gains, to stockholders and meet certain other asset, income, and ownership tests.

Note 2 – Summary of Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements include our accounts and those of our consolidated subsidiaries. All intercompany amounts have been eliminated. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Our most significant estimates include current expected credit loss ("CECL") allowances. Actual results may differ from estimates.

These unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission (the "SEC"). In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly our financial position, results of operations and cash flows have been included. Our results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the full year or any other future period.

We currently operate in one reporting segment.

Recent Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07 "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" ("ASU 2023-07"). ASU 2023-07 intends to improve reportable segment disclosure requirements, enhance interim disclosure requirements and provide new segment disclosure requirements for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods with fiscal years beginning after December 15, 2024. ASU 2023-07 is to be adopted retrospectively to all prior periods presented. We are currently assessing the impact this guidance will have on our consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09 "Improvements to Income Tax Disclosures" ("ASU 2023-09"). ASU 2023-09 intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. We are currently assessing the impact of this guidance, however, we do not expect a material impact to our consolidated financial statements.

Reference Rate Reform

In response to concerns about structural risks of interbank offered rates, including the London Interbank Offered Rate ("LIBOR"), regulators and market participants in various jurisdictions have undertaken efforts, generally referred to as reference rate reform, to eliminate certain reference rates, and introduce new reference rates that are based on a larger and more liquid population of observable transactions. As of December 31, 2023, all our floating rate loans and related financings have transitioned to the applicable replacement benchmark rate or reference a benchmark rate.

9

Note 3 – Fair Value Disclosure

GAAP establishes a hierarchy of valuation techniques based on the observability of the inputs utilized in measuring financial instruments at fair value. Market-based or observable inputs are the preferred source of values, followed by valuation models using management's assumptions in the absence of market-based or observable inputs. The three levels of the hierarchy as noted in Accounting Standards Codification, "Fair Value Measurements and Disclosures" ("ASC 820") are described below:

Level I — Quoted prices in active markets for identical assets or liabilities.

Level II — Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants would use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level III — Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used.

While we anticipate that our valuation methods are appropriate and consistent with valuation methods used by other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. We use inputs that are current as of the measurement date, which may include periods of market dislocation, during which price transparency may be reduced.

The fair values of foreign exchange ("Fx") forwards are determined by comparing the contracted forward exchange rate to the current market exchange rate. The current market exchange rates are determined by using market spot rates, forward rates and interest rate curves for the underlying countries. Our Fx forwards are classified as Level II in the fair value hierarchy.

The fair value of our interest rate cap is determined by using the market standard methodology of discounting the future expected cash receipts that occur when variable interest rates rise above the strike rate of the interest rate cap. The variable interest rates used in the calculation of projected receipts on the interest rate cap are based on a third-party expert's expectation of future interest rates derived from observable market interest rate curves and volatility. Our interest rate caps are classified as Level II in the fair value hierarchy and manage our exposure to variable cash flows on certain of our borrowings. As of March 31, 2024 and December 31, 2023, we held one interest rate cap related to our construction financing which was purchased on September 26, 2023. Refer to "Note 5 – Real Estate Owned" and "Note 11 – Derivatives" for further detail.

The following table summarizes the levels in the fair value hierarchy into which our assets and liabilities with recurring fair value measurements were categorized as of March 31, 2024 and December 31, 2023 ($ in thousands): 

	Fair Value as of March 31, 2024								Fair Value as of December 31, 2023
	Level I		Level II		Level III		Total		Level I		Level II		Level III		Total
Recurring fair value measurements:
Foreign currency forward, net	$	—	$	46,118	$	—	$	46,118	$	—	$	28,065	$	—	$	28,065
Interest rate cap asset	—		1,166		—		1,166		—		1,360		—		1,360
Total financial instruments	$	—	$	47,284	$	—	$	47,284	$	—	$	29,425	$	—	$	29,425

Non-recurring Fair Value Measurements

Loans Held for Sale

Loans are classified as held for sale if there is an intent to sell them in the short-term following the reporting date. These loans are recorded at the lower of amortized cost or fair value, less selling costs, unless the fair value option was elected at the time of origination. If the loan's fair value, less selling costs, is determined to be less than its amortized cost, a nonrecurring fair value adjustment may be recorded through a valuation allowance.

The fair value of loans held for sale may be estimated using sales of comparable loans as supported by independent market data, or a contractually negotiated sales price. We consider the inputs used to calculate the fair value of loans held for sale as unobservable inputs. Accordingly, we classify the fair value of loans held for sale within Level III of the fair value hierarchy.

During the three months ended March 31, 2024, we entered into an agreement to sell a commercial mortgage loan collateralized by a hotel property located in Honolulu, HI at a price of 99.5%. We recorded a fair value adjustment of $0.7 million (representing the difference between the loan's amortized cost and the loan's fair value at the agreed upon price),

10

which is included within valuation allowance, commercial mortgage loan held for sale on our condensed consolidated statement of operations. The loan is carried at fair value of $135.5 million on our condensed consolidated balance sheet, as of March 31, 2024. The loan sale subsequently closed in April 2024.

Refer to "Note 21 – Subsequent Events" for additional detail.

Real Estate Owned

Property acquired through foreclosure or deed-in-lieu of foreclosure is classified as real estate owned and recognized at fair value on our condensed consolidated balance sheet upon acquisition in accordance with ASC 805, "Business Combinations" ("ASC 805"). We are required to record real estate owned, a nonfinancial asset, at fair value on a non-recurring basis in accordance with ASC 820. Under ASC 820, we may utilize the income, market or cost approach (or combination thereof) to determine the fair value of real estate owned. We deem the inputs used in these approaches to be significant unobservable inputs. Therefore, we classify the fair value of real estate owned within Level III of the fair value hierarchy.

On March 31, 2023, we acquired legal title of a hotel property in Atlanta, GA ("Atlanta Hotel") through a deed-in-lieu of foreclosure. At the time of acquisition, we determined the fair value of the net real estate assets to be $75.0 million, using a combination of market and income approaches. We utilized a discount rate and capitalization rate of 10.5% and 9.5%, respectively. During the three months ended June 30, 2023, the Atlanta Hotel's assets and liabilities were reclassified to held for sale and the fair value of the net real estate assets, less costs to sell, was in excess of our cost basis. During the three months ended March 31, 2024, we determined that the sale to a third party from whom we received an unsolicited offer was no longer probable, and we are not actively marketing the property for sale. Therefore, as of March 31, 2024, the Atlanta Hotel no longer met the criteria for held for sale and was reclassified to real estate owned, held for investment. No impairments had been recorded as of March 31, 2024 or December 31, 2023.

On August 3, 2022, we acquired legal title of a multifamily development property located in downtown Brooklyn, NY ("Brooklyn Development") through a deed-in-lieu of foreclosure. We determined the fair value of the real estate assumed to be $270.1 million, based on the market value of the land at the time of acquisition. No impairments had been recorded as of March 31, 2024 or December 31, 2023.

On May 24, 2021, we acquired legal title to a full-service luxury hotel in Washington D.C. ("D.C. Hotel") through a deed-in-lieu of foreclosure. We assumed the D.C. Hotel's assets and liabilities, including a $110.0 million mortgage loan which we repaid at par. At the time of acquisition, we determined the fair value of the real estate assets to be $154.3 million. No impairments had been recorded as of March 31, 2024 or December 31, 2023.

Refer to "Note 5 – Real Estate Owned" for additional discussions.

Note 4 – Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net

Our loan portfolio was comprised of the following at March 31, 2024 and December 31, 2023 ($ in thousands):

Loan Type	March 31, 2024		December 31, 2023
Commercial mortgage loans, net(1)	$	7,846,460	$	7,925,359
Commercial mortgage loan, held for sale	135,465		—
Subordinate loans, net	303,965		432,734
Carrying value, net	$	8,285,890	$	8,358,093

  ———————

(1)Includes $83.5 million and $95.5 million in 2024 and 2023, respectively, of contiguous financing structured as subordinate loans.

Our loan portfolio consisted of 99% floating rate loans, based on amortized cost, as of both March 31, 2024 and December 31, 2023.

Activity relating to our loan portfolio for the three months ended March 31, 2024 was as follows ($ in thousands):

	Principal Balance		Deferred Fees/Other Items		Specific CECL Allowance		Carrying Value, Net
December 31, 2023	$	8,610,110	$	(32,535)	$	(193,000)	$	8,384,575
Add-on loan fundings(1)	321,766		—		—		321,766

11

Loan repayments	(175,731)		—		—		(175,731)
Gain (loss) on foreign currency translation	(72,337)		289		—		(72,048)
Increase in Specific CECL Allowance, net	—		—		(142,000)		(142,000)
Valuation allowance, loan held for sale	(679)		—		—		(679)
Deferred fees and other items(2)	—		(4,936)		—		(4,936)
Amortization of fees	—		7,501		—		7,501
March 31, 2024	$	8,683,129	$	(29,681)	$	(335,000)	$	8,318,448
General CECL Allowance(3)							(32,558)
Carrying value, net							$	8,285,890

———————

(1)Represents fundings committed prior to 2024.

(2)Other items primarily consist of purchase discounts or premiums, cost recovery interest, exit fees, deferred origination expenses, and the activity of unconsolidated joint ventures.

(3)$3.6 million of the General CECL Allowance is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheet.

The following table details overall statistics for our loan portfolio at the dates indicated ($ in thousands):

	March 31, 2024			December 31, 2023
Number of loans	49			50
Principal balance	$	8,683,129		$	8,610,110
Carrying value, net	$	8,285,890		$	8,358,093
Unfunded loan commitments(1)	$	555,596		$	868,582
Weighted-average cash coupon(2)	8.4		%	8.3		%
Weighted-average remaining fully-extended term(3)	2.3 years			2.3 years
Weighted-average expected term(4)	2.0 years			1.8 years

———————

(1)Unfunded loan commitments are funded to finance construction costs, tenant improvements, leasing commissions, or carrying costs. These future commitments are funded over the term of each loan, subject in certain cases to an expiration date.

(2)For floating rate loans, based on applicable benchmark rates as of the specified dates. For loans placed on non-accrual, the interest rate used in calculating weighted-average cash coupon is 0%.

(3)Assumes all extension options are exercised.

(4)Expected term represents our estimated timing of repayments as of the specified dates. Excludes risk-rated 5 loans.

Property Type

The table below details the property type of the properties securing the loans in our portfolio at the dates indicated ($ in thousands):

	March 31, 2024				December 31, 2023
Property Type	Carrying Value		% of Portfolio(1)		Carrying Value		% of Portfolio(1)
Hotel	$	1,978,794	23.7	%	$	2,128,256	25.4	%
Office	1,635,450		19.7		1,593,320		19.0
Retail	1,394,228		16.8		1,407,764		16.8
Residential	1,099,134		13.2		1,247,238		14.9
Mixed Use	696,048		8.4		679,303		8.1
Healthcare	504,075		6.1		511,803		6.1
Industrial	276,350		3.3		293,133		3.5
Other(2)	734,369		8.8		523,758		6.2
Total	$	8,318,448	100.0	%	$	8,384,575	100.0	%
General CECL Allowance(3)	(32,558)				(26,482)
Carrying value, net	$	8,285,890			$	8,358,093

———————

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(1)Percentage of portfolio calculations are made prior to consideration of General CECL Allowance.

(2)Other property types include pubs (2.5%), parking garages (2.3%), caravan parks (2.4%) and urban predevelopment (1.6%) in 2024, and parking garages (2.3%), caravan parks (2.4%) and urban predevelopment (1.5%) in 2023.

(3)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Geography

The table below details the geographic distribution of the properties securing the loans in our portfolio at the dates indicated ($ in thousands):

	March 31, 2024				December 31, 2023
Geographic Location	Carrying Value		% of Portfolio(1)		Carrying Value		% of Portfolio(1)
United Kingdom	$	2,937,602	35.3	%	$	2,675,097	31.9	%
New York City	1,597,081		19.2		1,736,856		20.7
Other Europe(2)	1,509,453		18.2		1,686,425		20.1
Southeast	537,333		6.5		535,054		6.4
Midwest	519,395		6.2		522,137		6.2
West	484,581		5.8		484,842		5.8
Other(3)	733,003		8.8		744,164		8.9
Total	$	8,318,448	100.0	%	$	8,384,575	100.0	%
General CECL Allowance(4)	(32,558)				(26,482)
Carrying value, net	$	8,285,890			$	8,358,093

———————

(1)Percentage of portfolio calculations are made prior to consideration of General CECL Allowance.

(2)Other Europe includes Germany (7.3%), Italy (3.3%), Spain (4.1%), Sweden (2.8%), Ireland (0.5%) and the Netherlands (0.2%) in 2024 and Germany (7.4%), Italy (4.9%), Spain (4.2%), Sweden (2.9%), Ireland (0.5%) and the Netherlands (0.2%) in 2023.

(3)Other includes Northeast (4.9%), Southwest (1.7%), Mid-Atlantic (1.1%) and Other (1.1%) in 2024 and Northeast (5.0%), Southwest (1.7%), Mid-Atlantic (1.1%) and Other (1.1%) in 2023.

(4)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Risk Rating

We assess the risk factors of each loan and assign a risk rating based on a variety of factors, including, without limitation, loan to value ("LTV") ratio, debt yield, property type, geographic and local market dynamics, physical condition, cash flow volatility, leasing and tenant profile, loan structure and exit plan, and project sponsorship. We apply these various factors on a case-by-case basis depending on the facts and circumstances for each loan, and the different factors may be given different weightings in different situations. This review is performed quarterly. Based on a 5-point scale, our loans are rated "1" through "5," from less risk to greater risk, which ratings are defined as follows:

    1.    Very low risk

    2.    Low risk

    3. Moderate/average risk

    4. High risk/potential for loss: a loan that has a risk of realizing a principal loss

    5. Impaired/loss likely: a loan that has a high risk of realizing principal loss, has incurred principal loss, or an impairment has been recorded

The following tables present the carrying value of our loan portfolio by year of origination and internal risk rating and gross write-offs by year of origination as of March 31, 2024 and December 31, 2023, respectively ($ in thousands):

March 31, 2024
	Amortized Cost by Year Originated

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Risk Rating	Number of Loans	Total		% of Portfolio		2024		2023		2022		2021		2020		Prior
1	—	$	—	—	%	$	—	$	—	$	—	$	—	$	—	$	—
2	4	447,202		5.4	%	—		—		332,059		49,729		—		65,414
3	41	7,658,452		92.1	%	—		642,657		2,412,096		2,206,805		389,815		2,007,079
4	2	85,612		1.0	%	—		—		—		—		—		85,612
5	2	127,182		1.5	%	—		—		—		—		27,881		99,301
Total	49	$	8,318,448	100.0	%	$	—	$	642,657	$	2,744,155	$	2,256,534	$	417,696	$	2,257,406
General CECL Allowance(1)		(32,558)
Total carrying value, net		$	8,285,890
Weighted-Average Risk Rating		3.0
Gross write-offs		$	—			$	—	$	—	$	—	$	—	$	—	$	—

December 31, 2023
						Amortized Cost by Year Originated
Risk Rating	Number of Loans	Total		% of Portfolio		2023		2022		2021		2020		2019		Prior
1	—	$	—	—	%	$	—	$	—	$	—	$	—	$	—	$	—
2	4	478,440		5.7	%	—		280,572		—		—		132,309		65,560
3	42	7,548,252		90.0	%	440,720		2,426,511		2,285,902		387,323		1,465,618		542,177
4	2	88,112		1.1	%	—		—		—		—		—		88,112
5	2	269,771		3.2	%	—		—		—		169,881		—		99,890
Total	50	$	8,384,575	100.0	%	$	440,720	$	2,707,083	$	2,285,902	$	557,204	$	1,597,927	$	795,739
General CECL Allowance(1)		(26,482)
Total carrying value, net		$	8,358,093
Weighted-Average Risk Rating		3.0
Gross write-offs		$	81,890			$	—	$	—	$	—	$	—	$	—	$	81,890

———————

(1)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

CECL

In accordance with ASC Topic 326 "Financial Instruments – Credit Losses," which we refer to as the "CECL Standard", we record allowances for loans and held-to-maturity debt securities that are deducted from the carrying amount of the assets to present the net carrying value of the amounts expected to be collected on the assets. We record loan specific allowances as a practical expedient under the CECL Standard ("Specific CECL Allowance"), which we apply to assets that are collateral dependent and where the borrower or sponsor is experiencing financial difficulty. For the remainder of the portfolio, we record a general allowance ("General CECL Allowance", and together with the Specific CECL Allowance, "CECL Allowances") on a collective basis by assets with similar risk characteristics. We have elected to use the weighted-average remaining maturity ("WARM") method in determining a General CECL Allowance for a majority of our portfolio. In the future, we may use other acceptable methods, such as a probability-of-default/loss-given-default method.

The following schedule illustrates changes in CECL Allowances for the three months ended March 31, 2024 ($ in thousands):

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		Specific CECL Allowance(1)		General CECL Allowance						Total CECL Allowance		CECL Allowance as % of Amortized Cost
				Funded		Unfunded		Total				General(1)		Total
December 31, 2023		$	193,000	$	26,482	$	4,017	$	30,499	$	223,499	0.38	%	2.61	%
Changes:
	Allowances (Reversals), net	142,000		6,076		(392)		5,684		147,684
March 31, 2024		$	335,000	$	32,558	$	3,625	$	36,183	$	371,183	0.44	%	4.29	%

(1)Loans evaluated for Specific CECL Allowance are excluded from General CECL Allowance pool.

The following schedule illustrates changes in CECL Allowances for the three months ended March 31, 2023 ($ in thousands):

		Specific CECL Allowance(1)		General CECL Allowance						Total CECL Allowance		CECL Allowance as % of Amortized Cost
				Funded		Unfunded		Total				General(1)		Total
December 31, 2022		$	133,500	$	26,224	$	4,347	$	30,571	$	164,071	0.36	%	1.86	%
Changes:
	Allowances	—		4,043		348		4,391		4,391
March 31, 2023		$	133,500	$	30,267	$	4,695	$	34,962	$	168,462	0.42	%	1.95	%

(1)Loans evaluated for Specific CECL Allowance are excluded from General CECL Allowance pool.

General CECL Allowance

In determining the General CECL Allowance using the WARM method, an annual historical loss rate, adjusted for macroeconomic estimates, is applied to the amortized cost of an asset, or pool of assets, over each subsequent period for the assets' remaining expected life. We considered various factors including (i) historical loss experience in the commercial real estate lending market, (ii) timing of expected repayments and satisfactions, (iii) expected future funding, (iv) capital subordinate to us when we are the senior lender, (v) capital senior to us when we are the subordinate lender, and (vi) our current and future view of the macroeconomic environment for a reasonable and supportable forecast period. The CECL Standard requires the use of significant judgment to arrive at an estimated credit loss. There is significant uncertainty related to future macroeconomic conditions, including inflation, labor shortages and interest rates.

We derive an annual historical loss rate based on a commercial mortgage-backed securities ("CMBS") database with historical losses from 1998 through the first quarter of 2024 provided by a third party, Trepp LLC ("Trepp"). We apply various filters to arrive at a CMBS dataset most analogous to our current portfolio from which to determine an appropriate historical loss rate. The annual historical loss rate is further adjusted to reflect our expectations of the macroeconomic environment for a reasonable and supportable forecast period of eight quarters. In assessing the macroeconomic environment, we consider macroeconomic factors, including unemployment rate, commercial real estate prices, and market liquidity. We compare the historical data for each metric to historical commercial real estate losses in order to determine the correlation of the data. We use projections, obtained from third-party service providers, of each factor to approximate the impact the macroeconomic outlook may have on our loss rate.

The General CECL Allowance on subordinate loans is calculated by incorporating both the loan balance of the position(s) of the structurally senior third-party lender(s) and the balance of our subordinate loan(s). The subordinate loans, by virtue of being the first loss position, are required to absorb losses prior to the senior position(s) being impacted, resulting in a higher percentage allowance attributable to the subordinate loan. The General CECL Allowance on unfunded loan commitments is time-weighted based on our expected commitment to fund such obligations. The General CECL Allowance on unfunded commitments is recorded as a liability on our condensed consolidated balance sheets within accounts payable, accrued expenses and other liabilities.

Additionally, we have made an accounting policy election to exclude accrued interest from the amortized cost basis of the related commercial mortgage loans and subordinate loans and other lending assets in determining the General CECL Allowance, as any uncollectible accrued interest receivable is written off in a timely manner. As of March 31, 2024 and December 31, 2023, accrued interest receivable was $85.1 million and $72.4 million, respectively, and included within other assets on our condensed consolidated balance sheets.

Although our secured debt obligations and senior secured term loan financing have a minimum tangible net worth

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maintenance covenant, the General CECL Allowance has no impact on these covenants as we are permitted to add back the General CECL Allowance for the computation of tangible net worth as defined in the respective agreements.

The following schedule sets forth our General CECL Allowance as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024		December 31, 2023
Commercial mortgage loans, net	$	31,397	$	25,723
Subordinate loans, net	1,161		759
Unfunded commitments(1)	3,625		4,017
Total General CECL Allowance	$	36,183	$	30,499

 ———————

(1)The General CECL Allowance on unfunded commitments is recorded as a liability on our condensed consolidated balance sheets within accounts payable, accrued expenses and other liabilities.

Our General CECL Allowance increased by $5.7 million during the quarter ended March 31, 2024. The increase was

primarily related to extending our expected loan repayment dates as well as an increase to the historical loss rate derived from Trepp's data. The increase was partially offset by the favorable impacts of portfolio seasoning.

Specific CECL Allowance

For collateral-dependent loans where we have deemed the borrower/sponsor to be experiencing financial difficulty, we have elected to apply a practical expedient in accordance with the CECL Standard in which the fair value of the underlying collateral is compared to the amortized cost of the loan in determining a Specific CECL Allowance. The Specific CECL Allowance is determined as the difference between the fair value of the underlying collateral and the carrying value of the loan (prior to the Specific CECL Allowance). When the repayment or satisfaction of a loan is dependent on a sale, rather than operations, of the collateral, the fair value is adjusted for the estimated cost to sell the collateral. Collateral-dependent loans evaluated for a Specific CECL Allowance are removed from the General CECL Allowance pool. The fair value of the underlying collateral is determined by using method(s) such as discounted cash flow, the market approach, or direct capitalization approach. The key unobservable inputs used to determine the fair value of the underlying collateral may vary depending on the information available to us and market conditions as of the valuation date.

We regularly evaluate the extent and impact of any credit migration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor on a loan-by-loan basis. The Specific CECL Allowance is evaluated on a quarterly basis. Specifically, a property's operating results and any cash reserves are analyzed and used to assess (i) whether cash from operations is sufficient to cover the debt service requirements currently and into the future, (ii) the ability of the borrower to refinance the loan and/or (iii) the liquidation value of the underlying collateral. We also evaluate the financial wherewithal of any loan guarantors as well as the borrower's competency in managing and operating the properties. In addition, we consider the overall economic environment, real estate sector and geographic sub-market in which the borrower operates. Such impairment analysis is completed and reviewed by asset management and finance personnel who utilize various data sources, including (i) periodic financial data such as debt service coverage ratio, property occupancy, tenant profile, rental rates, operating expenses, the borrower's exit plan, and capitalization and discount rates, (ii) site inspections and (iii) current credit spreads and discussions with market participants.

The following table summarizes our risk rated 5 loans as of March 31, 2024, which were analyzed for Specific CECL Allowances ($ in thousands):

Type	Property type	Location	Amortized cost prior to Specific CECL Allowance	Specific CECL Allowance	Amortized cost	Interest recognition status/ as of date	Risk rating
Mortgage
	Retail(1)(2)	Cincinnati, OH	$166,301	$67,000	$99,301	Non-Accrual/ 10/1/2019	5
Mortgage total:			$166,301	$67,000	$99,301
Mezzanine
	Residential(3)	Manhattan, NY	$295,881	$268,000	$27,881	Non-Accrual/ 7/1/2021	5
Mezzanine total:			$295,881	$268,000	$27,881
Total:			$462,182	$335,000	$127,182

———————

(1)The fair value of retail collateral was determined by applying a capitalization rate of 9.0%.

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(2)In September 2018, we entered a joint venture with Turner Consulting II, LLC ("Turner Consulting"), through an entity which owns the underlying property that secures our loan. Turner Consulting contributed 10% of the venture's equity and we contributed 90%. The entity was deemed to be a variable interest entity ("VIE"), and we determined that we are not the primary beneficiary of that VIE as we do not have the power to direct the entity's activities. During the three months ended March 31, 2024 and 2023, $0.6 million and $0.7 million, respectively, of interest paid was applied towards reducing the carrying value of the loan. During the second quarter of 2023, the loan's maturity was extended from September 2023 to September 2024.

(3)The fair value of the residential collateral was determined by making certain projections and assumptions with respect to future performance and a discount rate of 10%.

During the three months ended March 31, 2024, we recorded an additional $142.0 million Specific CECL Allowance on our Junior Mezzanine A Loan (as defined below).

We cease accruing interest on loans if we deem the interest to be uncollectible with any previously accrued uncollected interest on the loan charged to interest income in the same period. The amortized cost basis for loans on non-accrual was $556.0 million and $693.7 million as of March 31, 2024 and December 31, 2023, respectively. Under certain circumstances, we may apply the cost recovery method under which interest collected on a loan reduces the loan's amortized cost. For the three months ended March 31, 2024 and 2023, we received $0.6 million and $0.7 million, respectively, in interest that reduced amortized cost under the cost recovery method.

As of March 31, 2024 and December 31, 2023, the amortized cost basis for loans with accrued interest past due 90 or more days was $556.0 million and $693.7 million, respectively. As of March 31, 2024 and December 31, 2023, there were no loans with accrued interest between 30 and 89 days past due.

Loan Modifications Pursuant to ASC 326

ASC 326, "Financial Instruments – Credit Losses," requires disclosure of loan modifications made to borrowers experiencing financial difficulty in the form of principal forgiveness, interest rate reductions, other-than-insignificant payment delays, or term extensions in the current reporting period. As of March 31, 2024 and December 31, 2023, the aggregate amortized cost basis of such modified receivables was $534.8 million and $674.5 million, respectively, or 6.4% and 8.0% of our aggregate commercial mortgage loans and subordinate loans by amortized cost, respectively. There were no unfunded commitments as of both March 31, 2024 and December 31, 2023 related to these loans.

Chicago Office

In March 2018, we originated a first mortgage loan secured by an office property in Chicago, IL. In July 2023, we deemed the borrower to be experiencing financial difficulty and modified our loan to provide a two year term extension (and a six-month extension option) in exchange for a partial repayment. These modified terms are included in the determination of our general CECL reserve for the quarter ended March 31, 2024. The loan is performing pursuant to its contractual terms and its risk rating remains a four as of March 31, 2024.

Manhattan Residential

In August 2022, we refinanced three of our mezzanine loans (a senior mezzanine loan ("Senior Mezzanine Loan") and two junior mezzanine loans ("Junior Mezzanine A Loan" and "Junior Mezzanine B Loan" collectively referred to as "Junior Mezzanine Loan")), and originated a commercial mortgage loan ("Senior Loan") as part of an overall recapitalization. All of the loans are secured by an ultra-luxury residential property in Manhattan, NY.

In refinancing the Senior Mezzanine Loan and Junior Mezzanine Loan, we modified the loan terms with the borrower to include an interest rate reduction and two year extension of the term on all three loans. Based on our analysis under ASC 310-20 "Receivables – Nonrefundable Fees and Other Costs" ("ASC 310-20"), we have deemed this refinance to be a continuation of our existing loans.

The modified loan terms as discussed above have been reflected in our calculation of CECL for the quarter ended March 31, 2024. Refer to "CECL" section above for additional information regarding our calculation of CECL Allowances.

During 2022, sales velocity on the underlying property lagged behind the borrower's business plan and management's expectations. Based on this information and broader uncertainty across the ultra-luxury residential property market, we recorded a total loan Specific CECL Allowance of $66.5 million on the Junior Mezzanine B Loan and downgraded its risk rating to a five.

As property sales continued to trail behind the borrower's business plan during the first half of 2023, we ceased accruing interest on the Senior Loan and the Senior Mezzanine Loan as of May 1, 2023. During the second quarter of 2023, we deemed the $82.0 million Junior Mezzanine B Loan to be unrecoverable and therefore wrote off our mezzanine loan and recorded a realized loss of $82.0 million within net realized loss on investments in our condensed consolidated statement of operations. We also recorded a $126.0 million Specific CECL Allowance on the Junior Mezzanine A Loan and downgraded its risk rating to a

17

five.

During the three months ended March 31, 2024, we recorded an additional $142.0 million Specific CECL Allowance on our Junior Mezzanine A Loan. The additional Specific CECL Allowance was primarily attributable to a reduction in list pricing of remaining units and slower sales pace at the property. The slower sales velocity coincided with the continued overall softening in the midtown Manhattan ultra-luxury submarket. Any future change to the Specific CECL Allowance will be based upon a number of factors, including but not limited to the continued assessment of both the potential nominal value of remaining inventory as well as the expected sales velocity.

Subsequent to the quarter ended March 31, 2024, our Senior Loan was refinanced by a third party lender, and we received a $108.3 million repayment. Refer to "Note 21 – Subsequent Events" for additional information.

Other Loan Activity

During the three months ended March 31, 2023, we recorded $1.2 million of interest income related to a subordinate risk retention interest in a securitization vehicle. During the third quarter of 2023, this subordinate risk retention interest was repaid in full.

We recognized $0.1 million in pre-payment penalties and accelerated fees for the three months ended March 31, 2024 and none for the three months ended March 31, 2023.

During the three months ended March 31, 2023, we received £72.2 million ($88.4 million assuming conversion into U.S.

Dollars ("USD")) full repayment of one of our commercial mortgage loans secured by an office property in London, UK,

including all default interest accrued to date, which was approximately $0.7 million. In conjunction with the repayment, the related participation interest sold was also fully satisfied. Refer to "Note 12 – Participations Sold" for additional detail.

Loan Sales

From time to time, we may enter into sale transactions with other parties. All sale transactions are evaluated in accordance with ASC 860, "Transfers and Servicing" ("ASC 860").

During the first quarter of 2023, we sold our entire interests in three commercial mortgage loans secured by various properties in Europe, with aggregate commitments of €205.7 million ($219.0 million assuming conversion into USD, of which €115.0 million or $122.4 million assuming conversion into USD, was funded at the time of sale). Additionally, we sold a partial interest of £15.0 million ($18.2 million assuming conversion into USD) in a commercial mortgage loan secured by a mixed-use property located in London, United Kingdom. These sales were made to entities managed by affiliates of the Manager. We evaluated the transaction under ASC 860 and determined the sale of our entire interests and the sale of the partial interest met the criteria for sale accounting. We recorded a net gain of approximately $0.2 million in connection with these sales during the first quarter of 2023 within net realized loss on investments in our condensed consolidated statement of operations. Refer to "Note 12 – Participations Sold" for additional detail related to the subordinate interest.

Held for Sale

Loans are classified as held for sale if there is an intent to sell them in the short-term following the reporting date. Loans classified as held for sale are carried at the lower of amortized cost or fair value less costs to sell, unless the fair value option is elected at origination. Additionally, held for sale loans are not subject to the General CECL Allowance.

During the three months ended March 31, 2024, we entered into an agreement to sell a commercial mortgage loan collateralized by a hotel property located in Honolulu, HI at a price of 99.5%. We recorded a fair value adjustment of $0.7 million (representing the difference between the loan's amortized cost and the loan's fair value at the agreed upon price of 99.5%), which is included within valuation allowance, commercial mortgage loan held for sale on our condensed consolidated statement of operations. The loan is carried at fair value of $135.5 million and has a risk rating of a three as of March 31, 2024. The sale subsequently closed in April 2024. Refer to "Note 21 – Subsequent Events" for additional detail.

Note 5 – Real Estate Owned

Real Estate Owned, Held for Investment

As of March 31, 2024, assets and liabilities related to real estate owned, held for investment consisted of three properties: the D.C. Hotel, a full-service luxury hotel in Washington, D.C., the Brooklyn Development, a multifamily development property located in downtown Brooklyn, NY, and the Atlanta Hotel, a hotel in Atlanta, GA.

D.C. Hotel

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On May 24, 2021, we acquired legal title to the D.C. hotel, which previously secured two subordinate loans, through a deed-in-lieu of foreclosure. In accordance with ASC 805, we consolidated the hotel's assets and liabilities at their respective fair values. Refer to "Note 3 – Fair Value Disclosure" for full discussion of non-recurring fair value measurements.

As of March 1, 2022, the hotel assets, comprised of land, building, furniture, fixtures, and equipment ("FF&E"), and accumulated depreciation (collectively "REO Fixed Assets"), and liabilities met the criteria to be classified as held for sale under ASC Topic 360, "Property, Plant, and Equipment." Accordingly, as of March 1, 2022, we ceased recording depreciation on the building and FF&E on the condensed consolidated statement of operations.

As of March 1, 2023, due to market conditions, we curtailed active marketing efforts, and reclassified the REO Fixed Assets and liabilities from real estate owned, held for sale to real estate owned, held for investment, net. In accordance with ASC Topic 360, the REO Fixed Assets were reclassified to their carrying value before they were initially classified as held for sale in March of 2022, and all other assets and liabilities were reclassified to the corresponding line items on the condensed consolidated balance sheet. Upon reclassification, we recorded $4.0 million of depreciation expense, representing the amount that would have been recorded had the asset remained as held for investment, and included this amount within Depreciation and amortization on real estate owned on our condensed consolidated statement of operations for the three months ended March 31, 2023. No realized gain or loss was recorded in connection with this reclassification.

As of March 31, 2024 and December 31, 2023, the value of net real estate assets related to the D.C. Hotel was $153.5 million and $152.4 million, respectively. As of March 31, 2024, our net real estate assets included depreciable assets of $80.1 million, net of $7.2 million in accumulated depreciation, attributable to the building, and $5.9 million, net of $4.2 million in accumulated depreciation, attributable to FF&E. As of December 31, 2023, our net real estate assets included depreciable assets of $80.5 million, net of $6.6 million in accumulated depreciation, attributable to the building, and $6.1 million, net of $3.8 million in accumulated depreciation, attributable to FF&E.

We recorded net profit from hotel operations of $1.1 million for three months ended March 31, 2024 and net loss of $1.9 million for the three months ended March 31, 2023.

Brooklyn Development

In 2015, we originated a $122.2 million multifamily development commercial mortgage loan secured by an assemblage of properties in downtown Brooklyn, NY. In 2020, the loan went into default, and we recorded a $30.0 million Specific CECL Allowance, due to the deterioration of market conditions attributable to COVID-19. As a result of improved market conditions, we reversed $20.0 million of Specific CECL Allowance during the second quarter of 2021. In the second quarter of 2022, we reversed the remaining $10.0 million Specific CECL Allowance as a result of market rent growth and value created from development activities at the underlying property.

On August 3, 2022, we acquired legal title of the property through a deed-in-lieu of foreclosure and accounted for the asset acquisition in accordance with ASC 805. At that time, our amortized cost basis in the commercial mortgage loan was $226.5 million. We recorded the real estate assumed at a fair value of $270.1 million based on the market value of the property as of the date of acquisition. We recognized a realized gain of $43.6 million, recorded within realized gain (loss) on investments on our condensed consolidated statement of operations, which reflects the difference between the fair value of the property and the carrying value of the loan at the time of acquisition. The non-recurring fair value measurement was classified as Level III within the fair value hierarchy due to the use of significant unobservable inputs, including comparable sales of similar properties in the market. We capitalized construction and financing costs of $37.5 million and $13.9 million during the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024 and December 31, 2023, our cost basis in the property was $411.7 million and $374.2 million, respectively. As of March 31, 2024 and December 31, 2023, our cost basis included construction costs of $190.4 million and $152.9 million, respectively. There is no depreciation recorded while the property is under development.

Upon taking title, we concurrently contributed the property to a joint venture with a third-party real estate developer. The entity was deemed to be a VIE, of which we were determined to be the primary beneficiary. Through our wholly owned subsidiaries, we hold a 100% equity ownership interest in the joint venture and our partner is only entitled to profit upon achievement of certain returns under our joint venture agreement. Concurrently with taking title to the property, we obtained $164.8 million in construction financing on the property. As of March 31, 2024 and December 31, 2023, the carrying value of the construction financing included within debt related to real estate owned, held for investment, net on our condensed consolidated balance sheets was $161.9 million, net of $3.0 million in deferred financing costs and $161.6 million, net of $3.2 million in deferred financing costs, respectively.

The construction financing includes a maximum commitment of $388.4 million, an interest rate of term one-month Secured Overnight Financing Rate ("SOFR") +2.55%, and current maturity of August 2026, with an option to extend for one

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year, contingent upon meeting certain conditions. The construction financing agreement contains covenants requiring our unencumbered liquidity be greater than $100.0 million and our net worth be greater than $600.0 million. Under these covenants, our General CECL Allowance is added back to our net worth calculation. As of both March 31, 2024 and December 31, 2023, we were in compliance with these covenants.

To manage our exposure to variable cash flows on our borrowings under this construction financing, we entered into an interest rate cap on September 26, 2023. As of March 31, 2024, the fair value of the interest rate cap is $1.2 million and it is recorded within derivative assets, net on our condensed consolidated balance sheet. Refer to "Note 11 - Derivatives" for full detail.

Atlanta Hotel

In March 2017, we originated a first mortgage loan secured by the Atlanta Hotel. During the second quarter of 2022, due to slower than expected recovery from the COVID-19 pandemic, we deemed the borrower to be experiencing financial difficulty. Accordingly, we ceased accruing interest on the loan and recorded a $7.0 million Specific CECL Allowance.

During the fourth quarter of 2022, we wrote off the $7.0 million previously recorded Specific CECL Allowance and reduced the principal balance of the loan which was recorded as a realized loss within net realized loss on investments in our December 31, 2022 consolidated statement of operations.

On March 31, 2023, we acquired legal title of the Atlanta Hotel through a deed-in-lieu of foreclosure and determined the fair value of net real estate assets to be $75.0 million in accordance with ASC 820 "Fair Value Measurements and Disclosures." The fair value of the real estate owned is categorized within Level III of the fair value hierarchy set forth by ASC 820 and includes the use of significant unobservable inputs. See "Note 3 - Fair Value Disclosure" for discussion of our non-recurring fair value measurements. Additionally, we recognized a realized loss of $4.8 million, recorded within net realized loss on investments on our condensed consolidated statement of operations. The realized loss represents the difference between the original loan's amortized cost and the fair value of the net assets acquired.

During the three months ended June 30, 2023, we received an unsolicited offer from a third party to purchase the Atlanta Hotel. As of June 30, 2023, the hotel's assets and liabilities met the criteria to be classified as held for sale under ASC Topic 360, "Property, Plant, and Equipment." In accordance with ASC Topic 360, we ceased recording depreciation on the building and FF&E on the condensed consolidated statement of operations and we have reclassified assets and liabilities from their respective condensed consolidated balance sheet line items to Assets related to real estate owned, held for sale and Liabilities related to real estate owned, held for sale.

As of March 31, 2024, we determined the sale of the Atlanta Hotel to a third party, from whom we received an unsolicited offer, to be no longer probable, and we are not actively marketing the property for sale to other potential buyers. As such, the Atlanta Hotel no longer meets the criteria to be classified as held for sale under ASC Topic 360, "Property, Plant, and Equipment." In accordance with ASC Topic 360, the REO Fixed Assets were reclassified to their carrying value before classifying as held for sale in June of 2023. On the date of reclassification, March 31, 2024, we recorded $3.6 million in depreciation, representing the amount that would have been recorded had the asset remained as held for investment. All other assets and liabilities were reclassified to the corresponding line items on the condensed consolidated balance sheet. No realized gain or loss was recorded in connection with this reclassification.

As of March 31, 2024, the value of net real estate assets related to the Atlanta Hotel was $72.1 million. As of March 31, 2024, our net real estate assets included depreciable assets of $47.0 million, net of $3.1 million in accumulated depreciation, attributable to the building, and $7.0 million, net of $1.7 million in accumulated depreciation, attributable to FF&E. For the three months ended March 31, 2024, we recorded net loss from the hotel's operations of $1.8 million.

As of December 31, 2023, the hotel's assets and liabilities were classified as held for sale, and the value of net real estate assets related to the Atlanta Hotel was $75.4 million. As of December 31, 2023, our net real estate assets included depreciable assets of $49.4 million, net of $0.8 million in accumulated depreciation, attributable to the building, and $8.0 million, net of $0.4 million in accumulated depreciation, attributable to FF&E.

Note 6 – Other Assets

The following table details the components of our other assets at the dates indicated ($ in thousands):

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	March 31, 2024		December 31, 2023
Interest receivable	$	85,072	$	72,354
Loan proceeds held by servicer(1)	7,820		6,271
Other(2)	10,637		6,998
Total	$	103,529	$	85,623

  ———————

(1)Includes loan principal and interest held by our third-party servicers as of the balance sheet date and remitted during subsequent remittance cycle.

(2)Includes $8.4 million and $4.6 million of other assets from Real Estate Owned, Held for Investment as of March 31, 2024 and December 31, 2023, respectively. Refer to "Note 5 – Real Estate Owned" for additional information.

Note 7 – Secured Debt Arrangements, Net

We utilize secured debt arrangements to finance the origination activity in our loan portfolio. Our secured debt arrangements are comprised of secured credit facilities, a private securitization, and a revolving credit facility. During the three months ended March 31, 2024, we entered into a new secured credit facility with Goldman Sachs. The facility is secured by a first mortgage loan on a European portfolio of pubs and provides $158.6 million of additional borrowing capacity. Additionally, during the three months ended March 31, 2024, we upsized our secured credit facility with Atlas Securitized Products Holdings ("Atlas") by $113.5 million, as discussed further below.

Our borrowings under secured debt arrangements at March 31, 2024 and December 31, 2023 are detailed in the following table ($ in thousands):

	March 31, 2024					December 31, 2023
	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)
JPMorgan Facility - USD(3)(4)	$	1,482,730	$	1,036,803	September 2026	$	1,482,584	$	1,043,964	September 2026
JPMorgan Facility - GBP(3)(4)	17,270		17,270		September 2026	17,416		17,416		September 2026
Deutsche Bank Facility - USD(3)	700,000		278,703		March 2026	700,000		275,815		March 2026
Atlas Facility - USD(5)	800,000		751,207		March 2027(6)	686,527		669,302		April 2027(7)(8)
HSBC Facility - GBP	380,740		380,740		May 2025	383,967		383,967		May 2025
HSBC Facility - EUR	275,027		275,027		January 2026(8)	281,401		281,401		January 2026
Goldman Sachs Facility - USD	11,605		11,605		November 2025(9)	13,437		13,437		November 2025(9)
Goldman Sachs Facility - GBP	158,599		158,599		January 2029	—		—		N/A
Barclays Facility - USD	200,000		99,817		June 2027(7)	200,000		107,929		June 2027(7)
MUFG Securities Facility - GBP	202,970		202,970		June 2025(7)	204,690		204,690		June 2025(7)
Churchill Facility - USD	130,000		125,209		April 2026	130,000		126,515		March 2026
Santander Facility - USD	300,000		67,500		February 2026(7)	300,000		67,500		February 2026(7)
Santander Facility - EUR	58,261		54,677		August 2024	59,611		55,716		August 2024
Total Secured Credit Facilities	4,717,202		3,460,127			4,459,633		3,247,652
Barclays Private Securitization - GBP, EUR, SEK	2,056,364		2,056,364		July 2026(8)	2,369,125		2,157,157		June 2026(8)
Revolving Credit Facility - USD(10)	170,000		94,000		March 2026	170,000		147,000		March 2026
Total Secured Debt Arrangements	6,943,566		5,610,491			6,998,758		5,551,809
Less: deferred financing costs	N/A		(13,524)			N/A		(13,333)
Total Secured Debt Arrangements, net(11)(12)(13)	$	6,943,566	$	5,596,967		$	6,998,758	$	5,538,476

———————

(1)As of March 31, 2024, British Pound Sterling("GBP"), Euro ("EUR"), and Swedish Krona ("SEK") borrowings were converted to USD at a rate of 1.26, 1.08, and 0.09, respectively. As of December 31, 2023, GBP, EUR and SEK borrowings were converted to USD at a rate of 1.27, 1.10 and 0.10, respectively.

(2)Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable.

(3)The JPMorgan Facility and Deutsche Bank Facility enable us to elect to receive advances in USD, GBP, or EUR.

(4)The JPMorgan Facility allows for $1.5 billion of maximum borrowings in total as of March 31, 2024.

(5)The Atlas Facility (as defined below) was formerly the Credit Suisse Facility. See "Atlas Facility" below for additional discussion.

(6)The Atlas Facility was amended during March 2024 to convert the facility's maturity from a six month "evergreen" feature to a two-year initial term, with an additional one-year extension option.

(7)Assumes financings are extended in line with the underlying loans.

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(8)Represents weighted-average maturity across various financings with the counterparty. See below for additional details.

(9)Facility entered the two-year amortization period. During the amortization period, the maturity date for current outstanding transactions are extended for a period of up to two years from the November 2023 maturity.

(10)The current stated maturity of the Revolving Credit Facility (as defined below) is March 2026. Borrowings under the Revolving Credit Facility bear interest at a per annum rate equal to the sum of (i) a floating rate index and (ii) a fixed margin. Borrowings under the Revolving Credit Facility are full recourse to certain guarantor wholly-owned subsidiaries of the Company. See "Revolving Credit Facility" below for additional discussion.

(11)Weighted-average borrowing costs as of March 31, 2024 and December 31, 2023 were applicable benchmark rates and credit spread adjustments, plus spreads of USD: +2.64% / GBP: +2.25% / EUR: +1.86% / SEK: +1.50% and USD: +2.49% / GBP: +2.21% / EUR: +1.86%/ SEK: +1.50%, respectively.

(12)Weighted-average advance rates based on cost as of March 31, 2024 and December 31, 2023 were 68.1% (62.4% (USD) / 72.2% (GBP) / 71.7% (EUR) / 80.4% (SEK)) and 68.4% (62.9% (USD) / 72.5% (GBP) / 72.1% (EUR) / 80.4% (SEK)), respectively.

(13)As of March 31, 2024 and December 31, 2023, approximately 52.2% and 58.3%, respectively, is the outstanding balance under these secured borrowings were recourse to us.

Terms of our secured credit facilities are designed to keep each lender's credit exposure generally constant as a percentage of the underlying value of the assets pledged as security to the facility. If the credit of the underlying collateral value decreases, the amount of leverage to us may be reduced. As of March 31, 2024 and December 31, 2023, the weighted-average haircut under our secured debt arrangements was approximately 31.9% and 31.6%, respectively. Our secured credit facilities do not contain capital markets-based mark-to-market provisions.

Atlas Facility

On February 8, 2023, in connection with the acquisition by certain subsidiaries of Atlas, which is a wholly-owned investment of a fund managed by an affiliate of the Manager, of certain warehouse assets and liabilities of the Credit Suisse AG Securitized Products Group ("Credit Suisse AG")(the "Transaction"), the Credit Suisse Facility was acquired by Atlas ("Atlas Facility"). In order to effect the assignment of the Credit Suisse Facility and related agreements, the Company and one of its subsidiaries, similar to the other sellers and guarantors party to the subject agreements in the Transaction, entered into an Omnibus Assignment, Assumption and Amendment Agreement as well as certain related agreements with Credit Suisse AG and Atlas. Refer to "Note 15 - Related Party Transactions" for further discussion regarding the transaction.

During the three months ended March 31, 2024, we executed an amendment to upsize the Atlas Facility by $113.5 million. The amendment included conversion of the facility's term from a six month "evergreen" feature to two-years, with a one-year extension option, reduction to recourse percentages, and an additional pledge of a commercial mortgage loan, among other changes.

Revolving Credit Facility

On March 3, 2023, we entered into the revolving credit facility (the "Revolving Credit Facility") administered by Bank of America, N.A. The Revolving Credit Facility provides up to $170.0 million of borrowings secured by qualifying commercial mortgage loans and real property owned assets. The Revolving Credit Facility has a term of three years, maturing in March 2026. The Revolving Credit Facility enables us to borrow on qualifying commercial mortgage loans for up to two years and real property owned assets for up to six months. As of March 31, 2024 and December 31, 2023, we had $94.0 million and $147.0 million, respectively, outstanding on the Revolving Credit Facility. During the three months ended March 31, 2024, we recorded $33.6 thousand in unused fees and $1.9 million in contractual interest expense. During the three months ended March 31, 2023, we recorded $27.4 thousand in unused fees related to the Revolving Credit Facility.

Barclays Private Securitization

We are party to a private securitization with Barclays Bank plc ("Barclays") (such securitization, the "Barclays Private Securitization"). Commercial mortgage loans currently financed under the Barclays Securitization are denominated in GBP, EUR and SEK.

The Barclays Private Securitization does not include daily margining provisions and grants us significant discretion to modify certain terms of the underlying collateral including waiving certain loan-level covenant breaches and deferring or waiving of debt service payments for up to 18 months. The securitization includes loan-to-value based covenants with deleveraging requirements that are based on significant declines in the value of the collateral as determined by an annual third-party (engaged by us) appraisal process tied to the provisions of the underlying loan agreements. We believe this provides us with both cushion and predictability to avoid sudden unexpected outcomes and material repayment requirements.

The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of March 31, 2024 and December 31, 2023 ($ in thousands):

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	March 31, 2024
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,704,318	$	1,685,240
EUR	5	867,551		859,740
SEK	1	232,117		230,524
Total	13	$	2,803,986	$	2,775,504

	December 31, 2023
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,662,457	$	1,643,979
EUR	6	1,021,272		1,012,987
SEK	1	248,088		246,220
Total	14	$	2,931,817	$	2,903,186

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of March 31, 2024 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	$	1,261,051	July 2026
Total/Weighted-Average EUR	609,619		September 2026(3)
Total/Weighted-Average SEK	185,694		May 2026
Total/Weighted-Average Securitization	$	2,056,364	July 2026

———————

(1)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2023 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	1,234,740		June 2026
Total/Weighted-Average EUR	723,947		May 2026(3)
Total/Weighted-Average SEK	198,470		May 2026
Total/Weighted-Average Securitization	$	2,157,157	June 2026

———————

(1)As of December 31, 2023, we had £969.9 million, €655.8 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our condensed consolidated balance sheets ($ in thousands):

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	March 31, 2024		December 31, 2023
Assets:
Cash	$	327	$	924
Commercial mortgage loans, net(1)	2,775,504		2,903,186
Other Assets	46,490		41,180
Total Assets	$	2,822,321	$	2,945,290
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $1.7 million and $2.0 million in 2024 and 2023, respectively)	$	2,054,681	$	2,155,197
Accounts payable, accrued expenses and other liabilities(2)	11,328		9,083
Total Liabilities	$	2,066,009	$	2,164,280

———————

(1)Net of the General CECL Allowance of $10.8 million and $8.3 million as of March 31, 2024 and December 31, 2023, respectively.

(2)Includes General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $2.6 million and $2.5 million as of March 31, 2024 and December 31, 2023, respectively.

The table below provides the net income (loss) of the Barclays Private Securitization VIE included in our condensed consolidated statement of operations ($ in thousands):

	Three months ended March 31,
	2024		2023
Net interest income:
Interest income from commercial mortgage loans	$	64,523	$	46,977
Interest expense	(36,083)		(23,133)
Net interest income	$	28,440	$	23,844
Decrease (increase) in current expected credit loss allowance, net	(2,565)		199
Foreign currency translation gain (loss)	(12,923)		10,002
Net income	$	12,952	$	34,045

At March 31, 2024, our borrowings had the following remaining maturities ($ in thousands):

	Less than 1 year		1 to 3 years		3 to 5 years		More than 5 years		Total
JPMorgan Facility	$	27,271	$	1,026,802	$	—	$	—	$	1,054,073
Deutsche Bank Facility	95,686		183,017		—		—		278,703
Atlas Facility	—		751,207				—		751,207
HSBC Facility	—		655,767		—		—		655,767
Goldman Sachs Facility - USD	—		11,605		—		—		11,605
Goldman Sachs Facility - GBP	—		—		158,599		—		158,599
Barclays Facility	—		—		99,817		—		99,817
MUFG Securities Facility	—		202,970		—		—		202,970
Churchill Facility	—		125,209		—		—		125,209
Santander Facility - USD	67,500				—		—		67,500
Santander Facility - EUR	54,677		—		—		—		54,677
Barclays Private Securitization	379,765		1,480,142		196,456		—		2,056,364
Revolving Credit Facility	76,385		17,615		—		—		94,000
Total	$	701,284	$	4,454,334	$	454,872	$	—	$	5,610,491

The table above reflects the fully extended maturity date of the facility and assumes facilities with an "evergreen" feature continue to extend through the fully-extended maturity of the underlying asset and assumes underlying loans are extended with consent of financing providers.

The table below summarizes the outstanding balances at March 31, 2024, as well as the maximum and average month-end balances for the three months ended March 31, 2024 for our borrowings under secured debt arrangements ($ in thousands).

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	As of March 31, 2024				For the three months ended March 31, 2024
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,054,073	$	1,869,057	$	1,063,261	$	1,058,968
Deutsche Bank Facility	278,703		421,949		278,703		277,741
Goldman Sachs Facility - USD	11,605		25,242		11,620		11,612
Goldman Sachs Facility - GBP	158,599		209,523		159,403		158,872
Atlas Facility	751,207		1,098,342		751,207		676,229
HSBC Facility	655,767		849,268		658,434		656,800
Barclays Facility	99,817		124,107		102,598		101,671
MUFG Securities Facility	202,970		275,579		203,999		203,318
Churchill Facility	125,209		166,563		126,080		125,644
Santander Facility - USD	67,500		99,736		67,500		67,500
Santander Facility - EUR	54,677		72,302		54,677		54,666
Barclays Private Securitization	2,056,364		2,786,288		2,146,965		2,085,304
Revolving Credit Facility	94,000		181,130		150,000		112,667
Total	$	5,610,491	$	8,179,086

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

The table below summarizes the outstanding balances at December 31, 2023, as well as the maximum and average month-end balances for the year ended December 31, 2023 for our borrowings under secured debt arrangements ($ in thousands).

	As of December 31, 2023				For the year ended December 31, 2023
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,061,380	$	1,871,854	$	1,324,226	$	1,190,651
Deutsche Bank Facility	275,815		419,170		385,818		322,676
Goldman Sachs Facility	13,437		28,533		70,249		30,482
Atlas Facility	669,302		933,085		688,126		667,794
HSBC Facility	665,368		860,134		667,430		651,758
Barclays Facility	107,929		129,439		111,909		110,729
MUFG Securities Facility	204,690		278,223		206,362		200,447
Churchill Facility	126,515		168,138		130,000		128,094
Santander Facility - USD	67,500		99,648		75,000		68,125
Santander Facility - EUR	55,716		74,288		55,716		54,347
Barclays Private Securitization	2,157,157		2,911,470		2,157,157		1,896,144
Revolving Credit Facility	147,000		319,048		147,000		93,500
Total	$	5,551,809	$	8,093,030

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

Debt Covenants

The guarantees related to our secured debt arrangements contain the following financial covenants: (i) tangible net worth must be greater than $1.25 billion plus 75% of the net cash proceeds of any equity issuance after March 31, 2017; (ii) our ratio of total indebtedness to tangible net worth cannot be greater than 3.75:1 (ratio is 4.00:1 for the Revolving Credit Facility); and (iii) our liquidity cannot be less than an amount equal to the greater of 5% of total recourse indebtedness or $30.0 million. Under these covenants, our General CECL Allowance is added back to our tangible net worth calculation. The Revolving Credit Facility contains an additional financial covenant to maintain a minimum interest coverage ratio of 1.4:1. During October

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2023, we modified our interest coverage ratio covenant related to the Revolving Credit Facility to a minimum of 1.4:1 from a minimum of 1.5:1.

We were in compliance with the covenants under each of our secured debt arrangements at March 31, 2024 and December 31, 2023. The impact of macroeconomic conditions on the commercial real estate markets and global capital markets, including increased interest rates, foreign currency fluctuations, changes to fiscal and monetary policy, slower economic growth or recession, labor shortages, and recent distress in the banking sector, may make it more difficult to meet or satisfy these covenants in the future.

Note 8 – Senior Secured Term Loans, Net

In May 2019, we entered into a $500.0 million senior secured term loan (the "2026 Term Loan"), which matures in May 2026 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2026 Term Loan was issued at a price of 99.5%. During the second quarter of 2023, the 2026 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR plus 2.86%.

In March 2021, we entered into an additional $300.0 million senior secured term loan, with substantially the same terms as the 2026 Term Loan, (the "2028 Term Loan" and, together with the 2026 Term Loan, the "Term Loans") which matures in March 2028 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2028 Term Loan was issued at a price of 99.0%. During the second quarter of 2023, the 2028 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR (with a floor of 0.50%) plus 3.61%.

The Term Loans are amortizing with repayments of 0.25% per quarter of the total committed principal. During the three months ended March 31, 2024 and 2023, we repaid $1.3 million of principal, respectively, related to the 2026 Term Loan. During the three months ended March 31, 2024 and 2023, we repaid $0.8 million of principal respectively related to the 2028 Term Loan.

The following table summarizes the terms of the Term Loans as of March 31, 2024 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	476,250	$	(743)	$	(3,923)	$	471,584	2.86	%	5/15/2026
2028 Term Loan	291,000		(1,679)		(2,993)		286,328		3.61	%	3/11/2028
Total	$	767,250	$	(2,422)	$	(6,916)	$	757,912

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	477,500	$	(833)	$	(4,302)	$	472,365	2.86	%	5/15/2026
2028 Term Loan	291,750		(1,786)		(3,179)		286,785		3.61	%	3/11/2028
Total	$	769,250	$	(2,619)	$	(7,481)	$	759,150

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

Covenants

The financial covenants of the Term Loans include the requirements that we maintain: (i) a maximum ratio of total recourse debt to tangible net worth of 4:1; and (ii) a maximum ratio of total unencumbered assets to total pari-passu indebtedness of 2.50:1. We were in compliance with the covenants under the Term Loans at March 31, 2024 and December 31, 2023.

Interest Rate Cap

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During the three months ended March 31, 2023, LIBOR exceeded the cap rate of 0.75%. As such, during the three months ended March 31, 2023, we realized a gain from the interest rate cap in the amount of $4.7 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations.

Subsequent to the interest rate cap maturity on June 15, 2023, the effective all-in coupon on our 2026 Term Loan increased to one month SOFR plus the spread of 2.86%.

Note 9 – Senior Secured Notes, Net

In June 2021, we issued $500.0 million of 4.625% Senior Secured Notes due 2029 (the "2029 Notes"), for which we received net proceeds of $495.0 million, after deducting initial purchasers' discounts and commissions. The 2029 Notes will mature on June 15, 2029, unless earlier repurchased or redeemed. The 2029 Notes are secured by a first-priority lien, and rank pari-passu in right of payment with all of our existing and future first lien obligations, including indebtedness under the Term Loans. The 2029 Notes were issued at par and contain covenants relating to liens, indebtedness, and investments in non-wholly owned entities. The 2029 Notes had a carrying value of $495.8 million and $495.6 million, net of deferred financing costs of $4.2 million and $4.4 million, as of March 31, 2024 and December 31, 2023, respectively.

Covenants

The 2029 Notes include certain covenants including a requirement that we maintain a ratio of total unencumbered assets to total pari-passu indebtedness of at least 1.20:1. As of March 31, 2024 and December 31, 2023, we were in compliance with all covenants.

Note 10 – Convertible Senior Notes, Net

During the fourth quarter of 2018, we issued $230.0 million of the 5.375% Convertible Senior Notes due 2023 (the "2023

Notes" or "Convertible Notes"), for which we received $223.7 million after deducting the underwriting discount and offering expenses.

During the three months ended March 31, 2023, we repurchased $7.1 million aggregate principal amount of the 2023 Notes at a price of 97%. As a result of this transaction, we recorded a gain of $0.2 million within gain on extinguishment of debt in our March 31, 2023 condensed consolidated statement of operations. The gain represents the difference between the repurchase price and the carrying amount of the 2023 Notes, net of the proportionate amount of unamortized debt issuance costs. During the second and third quarter of 2023, we repurchased an additional $36.8 million and $10.0 million of aggregate principal amount of the 2023 Notes at a weighted-average price of 99.3% and 99.7%, respectively. During the fourth quarter of 2023, we repaid the remaining $176.1 million outstanding principal of the 2023 Notes in cash at par. All repurchase transactions occurred in the open market as a result of reverse inquiries from investors with no solicitation from us.

The aggregate contractual interest expense was approximately $3.0 million for the three months ended March 31, 2023. With respect to the amortization of the discount on the liability component of the Convertible Notes as well as the amortization of deferred financing costs, we reported additional non-cash interest expense of approximately $0.4 million for the three months ended March 31, 2023.

Note 11 – Derivatives

We use forward currency contracts to economically hedge interest and principal payments due under our loans denominated in currencies other than USD.

We have entered into a series of forward contracts to sell an amount of foreign currency (GBP, EUR and SEK) for an agreed upon amount of USD at various dates through February 2027. These forward contracts were executed to economically fix the USD amounts of foreign denominated cash flows expected to be received by us related to foreign denominated loan investments.

The agreements with our derivative counterparties require that we post collateral to secure net liability positions. As of both March 31, 2024 and December 31, 2023, we were in a net asset position with all of our derivative counterparties and did not have any collateral posted under these derivative contracts.

The following table summarizes our non-designated Fx forwards and interest rate cap as of March 31, 2024:

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	March 31, 2024
Type of Derivatives	Number of Contracts	Aggregate Notional Amount (in thousands)	Notional Currency	Maturity	Weighted-Average Years to Maturity
Fx contracts - GBP	111	1,013,469	GBP	April 2024 - February 2027	1.01
Fx contracts - EUR	130	519,322	EUR	April 2024 - August 2026	0.90
Fx contracts - SEK	17	678,464	SEK	May 2024 - May 2026	1.96
Interest rate cap	1	164,835	USD	October 2024	0.50

    

The following table summarizes our non-designated Fx forwards and interest rate cap as of December 31, 2023:

	December 31, 2023
Type of Derivatives	Number of Contracts	Aggregate Notional Amount (in thousands)	Notional Currency	Maturity	Weighted-Average Years to Maturity
Fx contracts - GBP	97	938,903	GBP	January 2024 - February 2027	1.13
Fx contracts - EUR	135	561,441	EUR	January 2024 - August 2026	1.08
Fx contracts - SEK	17	690,740	SEK	February 2024 - May 2026	2.16
Interest rate cap	1	164,835	USD	October 2024	0.75

We have not designated any of our derivative instruments as hedges as defined in ASC 815, "Derivatives and Hedging" and, therefore, changes in the fair value of our derivative instruments are recorded directly in earnings. The following table summarizes the amounts recognized on our condensed consolidated statements of operations related to our forward currency contracts for the three months ended March 31, 2024 and 2023 ($ in thousands):

		Amount of gain (loss)  recognized in income
		Three months ended March 31,
	Location of Gain (Loss) Recognized in Income	2024		2023
Forward currency contracts	Unrealized gain (loss) on derivative instruments	$	18,053	$	(35,851)
Forward currency contracts	Realized gain (loss) on derivative instruments	5,345		21,716
Total		$	23,398	$	(14,135)

In June 2020, we entered into an interest rate cap for approximately $1.1 million, which matured on June 15, 2023. Our interest rate cap managed our exposure to variable cash flows on our borrowings under the senior secured term loan by effectively limiting LIBOR from exceeding 0.75%. This limited the maximum all-in coupon on our senior secured term loan to 3.50%. The unrealized gain or loss related to the interest rate cap was recorded net under unrealized gain on interest rate hedging instruments in our condensed consolidated statement of operations. During the three months ended March 31, 2023, LIBOR exceeded the cap rate of 0.75%. As such, during the three months ended March 31, 2023, we realized a gain from the interest rate cap in the amount of $4.7 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations. The realized gain was a result of the increase in the current interest rate forward curve, partially offset by the nearing maturity of the cap.

On September 26, 2023, we entered into an interest rate cap that matures on October 1, 2024 with a notional amount of $164.8 million. We use our interest rate cap to hedge our exposure to variable cash flows on our construction financing. The interest rate cap effectively limits SOFR from exceeding 4.00% which results in the maximum all-in coupon on our construction financing of 6.55%. The unrealized gain or loss related to the interest rate cap was recorded under gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations. During the three months ended March 31, 2024, SOFR exceeded the cap rate of 4.00%. As such, during the three months ended March 31, 2024, we realized a gain from the interest rate cap in the amount of $0.6 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations.

The following table summarizes the amounts recognized on our condensed consolidated statements of operations related to our interest rate caps for the three months ended March 31, 2024 and 2023 ($ in thousands):

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		Amount of gain (loss)  recognized in income
		Three months ended March 31,
	Location of Gain (Loss) recognized in Income	2024		2023
Interest rate cap	Unrealized gain (loss) on interest rate hedging instruments	$	(194)	$	(4,813)
Interest rate cap	Realized gain on interest rate hedging instruments	550		4,706
Total		$	356	$	(107)

The following tables summarize the gross asset and liability amounts related to our derivatives at March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024						December 31, 2023
	Gross Amount of Recognized Assets		Gross Amounts Offset in our Condensed Consolidated Balance Sheet		Net Amounts of Assets Presented in our Condensed Consolidated Balance Sheet		Gross Amount of Recognized Assets		Gross Amounts Offset in our  Consolidated Balance Sheet		Net Amounts of Assets Presented in our Consolidated Balance Sheet
Forward currency contracts	$	67,402	$	(21,284)	$	46,118	$	55,102	$	(27,037)	$	28,065
Interest rate cap	—		1,166		1,166		1,360		—		1,360
Total derivative assets (liabilities)	$	67,402	$	(20,118)	$	47,284	$	56,462	$	(27,037)	$	29,425

Note 12 – Participations Sold

Participations sold represented the subordinate interests in loans we originated and subsequently partially sold. We account for participations sold as secured borrowings on our condensed consolidated balance sheet with both assets and non-recourse liabilities because the participations do not qualify as a sale under ASC 860. The income earned on the participations sold is recorded as interest income and an identical amount is recorded as interest expense in our condensed consolidated statements of operations.

In December 2020, we sold a £6.7 million ($8.9 million assuming conversion into USD at time of transfer) interest, at par, in a first mortgage loan collateralized by an office building located in London, United Kingdom that was originated by us in December 2017. In connection with this sale, we transferred our remaining unfunded commitment of £19.1 million ($25.3 million assuming conversion into USD at time of transfer). The participation interest sold was subordinate to our first mortgage loan and was accounted for as a secured borrowing on our consolidated balance sheet. In January 2023, the first mortgage loan, including participations sold, was fully satisfied, including all contractual and default interest accrued to date. We had no participations sold as of the three months ended March 31, 2024 and December 31, 2023.

Note 13 – Accounts Payable, Accrued Expenses and Other Liabilities

The following table details the components of our accounts payable, accrued expense and other liabilities ($ in thousands):

	March 31, 2024		December 31, 2023
Collateral held under derivative agreements	$	45,840	$	25,820
Accrued dividends payable	53,180		53,407
Accrued interest payable	42,072		31,012
Accounts payable and other liabilities(1)	10,825		6,078
General CECL Allowance on unfunded commitments(2)	3,625		4,017
Total	$	155,542	$	120,334

  ———————

(1)Includes $10.2 million and $5.5 million of accounts payable and other liabilities on the balance sheet of the Real Estate Owned, Held for Investment at March 31, 2024 and December 31, 2023, respectively.

(2)Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional disclosure related to the General CECL Allowance on unfunded commitments as of March 31, 2024 and December 31, 2023, respectively.

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Note 14 – Income Taxes

We have elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, commencing with the taxable year ended December 31, 2009. As a REIT, U.S. federal income tax law generally requires us to distribute annually at least 90% of our REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that we pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our net taxable income. We are also subject to U.S. federal, state and local income taxes on our domestic taxable REIT subsidiaries ("TRS") based on the tax jurisdictions in which they operate.

During the three months ended March 31, 2024, we recorded a current income tax provision of $0.1 million related to activities of our taxable REIT subsidiaries. We did not record any income tax provision during the three months ended March 31, 2023.

There was a $0.5 million and $0.6 million income tax asset related to the operating activities of our TRS entities as of March 31, 2024 and December 31, 2023, respectively. As of March 31, 2024 and December 31, 2023, there were no material deferred tax assets or liabilities.     

As of March 31, 2024, we had net operating losses of $13.7 million and capital losses of $25.2 million that may be carried forward for use in subsequent periods.

As of March 31, 2024, tax years 2019 through 2023 remain subject to examination by taxing authorities.

Note 15 – Related Party Transactions

Management Agreement

In connection with our initial public offering in September 2009, we entered into a management agreement (the "Management Agreement") with the Manager, which describes the services to be provided by the Manager and its compensation for those services. The Manager is responsible for managing our day-to-day operations, subject to the direction and oversight of our board of directors.

Pursuant to the terms of the Management Agreement, the Manager is paid a base management fee equal to 1.5% per annum of our stockholders' equity (as defined in the Management Agreement), calculated and payable (in cash) quarterly in arrears.

The term of the Management Agreement was automatically renewed for a successive one-year term on September 29, 2023 and will automatically renew on each anniversary thereafter. The Management Agreement may be terminated upon expiration of the one-year extension term only upon the affirmative vote of at least two-thirds of our independent directors, based upon (1) unsatisfactory performance by the Manager that is materially detrimental to ARI or (2) a determination that the management fee payable to the Manager is not fair, subject to the Manager's right to prevent such a termination based on unfair fees by accepting a mutually acceptable reduction of management fees agreed to by at least two-thirds of our independent directors. The Manager must be provided with written notice of any such termination at least 180 days prior to the expiration of the then existing term and will be paid a termination fee equal to three times the sum of the average annual base management fee during the 24-month period immediately preceding the date of termination, calculated as of the end of the most recently completed fiscal quarter prior to the date of termination. Following a meeting of our independent directors in March 2024, which included a discussion of the Manager's performance and the level of the management fees thereunder, we determined not to seek termination of the Management Agreement.

We incurred approximately $9.4 million and $9.5 million in base management fees under the Management Agreement for the three months ended March 31, 2024 and 2023, respectively.

In addition to the base management fee, we are also responsible for reimbursing the Manager for certain expenses paid by the Manager on our behalf or for certain services provided by the Manager to us. For the three months ended March 31, 2024 and 2023 we paid expenses totaling $1.8 million and $1.2 million, respectively, related to reimbursements for certain expenses paid by the Manager on our behalf under the Management Agreement. Expenses incurred by the Manager and reimbursed by us are reflected in the respective condensed consolidated statement of operations expense category or our condensed consolidated balance sheets based on the nature of the item.

Included in payable to related party on our condensed consolidated balance sheets at March 31, 2024 and December 31, 2023 is approximately $9.4 million and $9.6 million, respectively, for base management fees incurred but not yet paid under the Management Agreement.

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Loans receivable

During the first quarter of 2023, we transferred interests in, (i) three commercial mortgage loans secured by various properties in Europe, with aggregate commitments of €205.7 million (of which €115.0 million was funded at the time of sale), and (ii) a partial interest of £15.0 million in a commercial mortgage loan secured by a mixed-use property located in London, United Kingdom. These transfers were made to entities managed by affiliates of the Manager. Refer to "Note 4 – Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional disclosure.

Term Loan

In March 2021, Apollo Global Funding, LLC, an affiliate of the Manager, served as one of the eight arrangers for the issuance of our 2028 Term Loan and received $0.2 million of arrangement fees. In addition, funds managed by an affiliate of the Manager invested in $30.0 million of the 2028 Term Loan.

Senior Secured Notes

In June 2021, Apollo Global Securities, LLC, an affiliate of the Manager, served as one of the eight initial purchasers in the issuance of our 2029 Notes and received $0.4 million of initial purchasers' discounts and commissions.

Italian Direct Lending Structure

In the fourth quarter of 2021, we formed an Italian closed-end alternative investment fund (the "AIF"), managed by

Apollo Investment Management Europe (Luxembourg) S.A R.L, a regulated alternative investment fund manager (the

"AIFM"), an affiliate of the Manager. The management fees incurred during the three months ended March 31, 2024 and 2023, respectively were de minimis. As of March 31, 2024 and December 31, 2023, the fees payable to the AIFM were de minimis.

Atlas Facility

On February 8, 2023, in connection with the acquisition by certain subsidiaries of Atlas, which is a wholly-owned investment of a fund managed by an affiliate of the Manager, the Credit Suisse Facility was acquired by Atlas. In order to effect the assignment of the Credit Suisse Facility and related agreements, the Company and one of its subsidiaries, similar to the other sellers and guarantors party to the subject agreements in the transaction, entered into an Omnibus Assignment, Assumption and Amendment Agreement as well as certain related agreements with Credit Suisse AG and Atlas. At the time of acquisition, we had $632.3 million of secured debt on the Credit Suisse Facility consisting of four commercial mortgage loans.

During the three months ended March 31, 2024, the terms of the Atlas Facility were amended to, among other things, convert the facility from a six month "evergreen" feature to a two-year initial term with an additional one-year extension option, reduce recourse percentages and add one commercial mortgage loan to the facility totaling $115.5 million in secured debt. As of March 31, 2024, we had $751.2 million of secured debt on the Atlas Facility consisting of five commercial mortgage loans. Refer to "Note 7 – Secured Debt Arrangements, Net" for additional discussion.

Note 16 – Share-Based Payments

On September 23, 2009, our board of directors approved the Apollo Commercial Real Estate Finance, Inc. 2009 Equity Incentive Plan ("2009 LTIP") and on April 16, 2019, our board of directors approved the Amended and Restated Apollo Commercial Real Estate Finance, Inc. 2019 Equity Incentive Plan ("2019 LTIP," and together with the 2009 LTIP, the "LTIPs"), which amended and restated the 2009 LTIP. Following the approval of the 2019 LTIP by our stockholders at our 2019 annual meeting of stockholders on June 12, 2019, no additional awards have been or will be granted under the 2009 LTIP and all outstanding awards granted under the 2009 LTIP remain in effect in accordance with the terms in the 2009 LTIP.

The 2019 LTIP provides for grants of restricted common stock, restricted stock units ("RSUs") and other equity-based awards up to an aggregate of 7,000,000 shares of our common stock. The LTIPs are administered by the compensation committee of our board of directors (the "Compensation Committee") and all grants under the LTIPs must be approved by the Compensation Committee.

We recognized stock-based compensation expense of $4.2 million and $4.4 million during the three months ended March 31, 2024 and 2023, respectively, related to restricted stock and RSU vesting.

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The following table summarizes the grants, vesting and forfeitures of restricted common stock and RSUs during the three months ended March 31, 2024:

	Type	Restricted Stock	RSUs	Grant Date Fair Value ($ in millions)
Outstanding at December 31, 2023		79,088	2,538,332
	Granted	—	—	N/A
	Vested	—	—	N/A
	Forfeiture	—	(18,995)	N/A
Outstanding at March 31, 2024		79,088	2,519,337

Below is a summary of restricted stock and RSU vesting dates as of March 31, 2024: 

Vesting Year	Restricted Stock	RSUs	Total Awards
2024	79,088	1,293,354	1,372,442
2025	—	865,113	865,113
2026	—	360,870	360,870
Total	79,088	2,519,337	2,598,425

At March 31, 2024, we had unrecognized compensation expense of approximately $12.8 thousand and $26.2 million related to the vesting of restricted stock awards and RSUs, respectively, noted in the table above. The unrecognized compensation expense related to the vesting of restricted awards and RSUs are expected to be recognized over a weighted-average period of 1.5 years.

RSU Deliveries

During the three months ended March 31, 2024 and 2023, we delivered 738,110 and 670,044 shares of common stock for 1,358,418 and 1,233,711 vested RSUs, respectively. We allow RSU participants to settle their tax liabilities with a reduction of their share delivery from the originally granted and vested RSUs. The amount, when agreed to by the participant, results in a cash payment to the Manager related to this tax liability and a corresponding adjustment to additional paid in capital on our condensed consolidated statement of changes in stockholders' equity. The adjustment was $7.3 million and $6.7 million for the three months ended March 31, 2024 and 2023, respectively. The adjustment is a reduction of capital related to our equity incentive plan and is presented net of increases of capital related to our equity incentive plan in our condensed consolidated statement of changes in stockholders' equity.

Note 17 – Stockholders' Equity

Our authorized capital stock consists of 450,000,000 shares of common stock, $0.01 par value per share and 50,000,000 shares of preferred stock, $0.01 par value per share. As of March 31, 2024, 142,096,715 shares of common stock were issued and outstanding and 6,770,393 shares of our 7.25% Series B-1 Cumulative Redeemable Perpetual Preferred Stock ("Series B-1 Preferred Stock") were issued and outstanding. The Series B-1 Preferred Stock, with a par value $0.01 per share, have a liquidation preference of $25.00 per share.

Dividends. The following table details our dividend activity:

	Three months ended March 31,
Dividends declared per share of:	2024	2023
Common Stock	$0.35	$0.35
Series B-1 Preferred Stock	$0.45	$0.45

Common Stock Repurchases. There was no common stock repurchase activity during the three months ended March 31, 2024 and 2023. As of March 31, 2024, there was $172.2 million remaining authorized under our stock repurchase program.

Note 18 – Commitments and Contingencies

Legal Proceedings. From time to time, we may be involved in various claims and legal actions arising in the ordinary

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course of business. On June 28, 2018, AmBase Corporation, 111 West 57th Street Manager Funding LLC and 111 West 57th Investment LLC commenced a now-dismissed action captioned AmBase Corporation et al v. ACREFI Mortgage Lending, LLC et al (No 653251/2018) in New York Supreme Court (the "Apollo Action"). The complaint named as defendants (i) a wholly-owned subsidiary of the Company (the "Subsidiary"), (ii) the Company, and (iii) certain funds managed by Apollo, who were co-lenders on a mezzanine loan against the development of a residential condominium building in Manhattan, New York. The plaintiffs alleged that the defendants tortiously interfered with the plaintiffs' joint venture agreement with the developers of the project, and that the defendants aided and abetted breaches of fiduciary duty by the developers of the project. The plaintiffs alleged the loss of a $70.0 million investment plus punitive damages. The defendants' motion to dismiss was granted on October 23, 2019 and the Court entered judgment dismissing the complaint in its entirety on November 8, 2019. Plaintiffs appealed, the parties fully briefed the appeal, and then Plaintiffs dropped the appeal, and the case remains dismissed.

Plaintiffs amended the complaint in a separate action in 2021, 111 West 57th Investment LLC v. 111W57 Mezz Investor LLC (No. 655031/2017) also in New York Supreme Court (the "April 2021 Action") to name Apollo Global Management, Inc., the Subsidiary, the Company, and certain funds managed by Apollo as defendants. The April 2021 Action concerns overlapping claims and the same condominium development project that the Apollo Action concerned. The defendants filed a motion to dismiss, which was granted in part and denied in part on December 15, 2022. The Court dismissed the claim against Apollo Global Management, Inc. and the Company. Apollo appealed the decision with respect to the remaining claim. On October 5, 2023, the Appellate Division, First Department granted Apollo's appeal, thereby dismissing the remaining claim against the Apollo entities who were co-lenders on the mezzanine loan, including the Subsidiary. Plaintiffs filed a motion for leave with the Court of Appeals on November 3, 2023 which the Court denied on April 23, 2024.

Loan Commitments. As described in "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" at March 31, 2024, we had $555.6 million of unfunded commitments related to our commercial mortgage and subordinate loans. The timings and amounts of fundings are uncertain as these commitments relate to loans for construction costs, capital expenditures, leasing costs, interest and carry costs, among others. As such, the timings and amounts of future fundings depend on the progress and performance of the underlying assets of our loans. Certain of our lenders are contractually obligated to fund their ratable portion of these loan commitments over time, while other lenders have some degree of discretion over future loan funding obligations. The total unfunded commitment is expected to be funded over the remaining 2.8 years weighted-average tenor of these loans.

Note 19 – Fair Value of Financial Instruments

The following table presents the carrying value and estimated fair value of our financial instruments not carried at fair value on our condensed consolidated balance sheets at March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024				December 31, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Cash and cash equivalents	$	161,190	$	161,190	$	225,438	$	225,438
Commercial mortgage loans, net	7,846,460		7,722,188		7,925,359		7,813,304
Subordinate loans, net	303,965		303,909		432,734		432,458
Secured debt arrangements, net	(5,596,967)		(5,596,967)		(5,538,476)		(5,538,476)
Term loans, net	(757,912)		(761,099)		(759,150)		(754,197)
Senior secured notes, net	(495,835)		(418,125)		(495,637)		(418,750)
Debt related to real estate owned, held for investment, net	(161,878)		(161,878)		(161,586)		(161,586)

To determine estimated fair values of the financial instruments listed above, market rates of interest, which include credit assumptions, are used to discount contractual cash flows. The estimated fair values are not necessarily indicative of the amount we could realize on disposition of the financial instruments. The use of different market assumptions or estimation methodologies could have a material effect on the estimated fair value amounts. Estimates of fair value for cash and cash equivalents, convertible senior notes, net, and Term Loans, net are measured using observable Level I inputs as defined in "Note 3 - Fair Value Disclosure." Estimates of fair value for all other financial instruments in the table above are measured using significant estimates, or unobservable Level III inputs as defined in "Note 3 - Fair Value Disclosure."

Note 20 – Net Income (Loss) per Share

ASC 260, "Earnings per share" requires the use of the two-class method of computing earnings (loss) per share for all periods presented for each class of common stock and participating securities. Under the two-class method, all earnings (distributed and undistributed) are allocated to common shares and participating securities according to their respective rights to

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receive dividends. The unvested RSUs granted under our 2019 Equity Incentive Plan to certain employees of the Manager qualify as participating securities as RSUs have non-forfeitable rights to participate in dividends. Therefore, unvested RSUs are included in the calculation of basic earnings per share.

For the three months ended March 31, 2024, the dilutive effect to earnings per share was determined using the two-class method because it was more dilutive than the treasury stock method. Dilutive earnings per share is calculated under the more dilutive computation of the two-class method and the treasury stock method, or if-converted method in periods with convertible interest expense. Under the treasury stock method, the denominator includes the weighted-average outstanding common shares plus the incremental shares related to participating securities. The incremental shares are determined by subtracting the average unrecognized compensation cost for the period divided by the average stock price from the unvested RSUs.

For the three months ended March 31, 2023, the dilutive effect to earnings per share was determined using the "if-converted" method whereby interest expense on the outstanding Convertible Notes was added back to the diluted earnings per share numerator, and all of the potentially dilutive shares were included in the diluted earnings per share denominator. The denominator included all outstanding shares of common stock and all potential shares of common stock assumed issued if they are dilutive. The numerator was adjusted for any changes in income or loss that would result from the assumed conversion of these potential shares of common stock.

The table below presents the computation of basic and diluted net income (loss) per share of common stock for the three months ended March 31, 2024 and 2023 ($ in thousands except per share data): 

	Three months ended March 31,
Basic Earnings	2024		2023
Net income (loss)	$	(104,524)	$	48,916
Less: Preferred dividends	(3,068)		(3,068)
Less: Earnings attributable to participating securities	—		—
Less: Dividends on participating securities	(886)		(1,003)
Basic Earnings (Loss)	$	(108,478)	$	44,845
Dilutive Earnings
Basic Earnings (Loss)	$	(108,478)	$	44,845
Add: Dividends on participating securities	—		1,003
Add: Interest expense on Convertible Notes	—		3,445
Diluted Earnings (Loss)	$	(108,478)	$	49,293
Number of Shares:
Basic weighted-average shares of common stock outstanding	141,869,604		141,072,471
Diluted weighted-average shares of common stock outstanding	141,869,604		155,483,979
Earnings (Loss) Per Share Attributable to Common Stockholders
Basic	$	(0.76)	$	0.32
Diluted	$	(0.76)	$	0.32

For the three months ended March 31, 2024, 423,784 incremental shares were excluded in the calculation of diluted net income per share because the effect was anti-dilutive. For the three months ended March 31, 2023, 3,221,559 weighted-average unvested RSUs were included in the calculation of diluted net income per share because the effect was dilutive.

For the three months ended March 31, 2023, 11,189,949 weighted-average potentially issuable shares with respect to the Convertible Notes were included in the dilutive earnings per share denominator because the effect was dilutive. Refer to "Note 10 - Convertible Senior Notes, Net" for further discussion.

Note 21 – Subsequent Events

Subsequent to the quarter ended March 31, 2024, the following events took place:

Investment Activity: We funded approximately $41.3 million for previously closed loans and capitalized an additional $13.9 million of construction and financing costs related to our real estate owned, held for investment.

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We originated a $157.5 million first mortgage loan secured by a luxury multifamily property in Emeryville, CA.

Loan Repayments and Sale: We received approximately $269.3 million of loan proceeds, including:

•$135.5 million from the sale of a first mortgage loan secured by a hotel in Honolulu, HI, which was classified as held for sale as of March 31, 2024. We recorded a realized loss of $0.7 million in connection with the sale.

•$108.3 million repayment in connection with the refinancing by a third-party lender of our Senior Loan secured by an ultra-luxury residential property in Manhattan, NY. All proceeds were utilized to repay the outstanding balance of the related secured financing. The remaining Senior Loan was modified into a subordinate loan ("Senior Mezzanine A Loan"), and our total amortized cost basis across the Senior Mezzanine A Loan, Senior Mezzanine Loan and Junior Mezzanine A Loan decreased from $456.7 million as of March 31, 2024 to $356.9 million, inclusive of protective advances subsequent to quarter end. Additionally, the contractual maturities for all three loans were extended to November 2025.

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

FORWARD-LOOKING INFORMATION

We make forward-looking statements herein and will make forward-looking statements in future filings with the SEC, press releases or other written or oral communications within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). For these statements, we claim the protections of the safe harbor for forward-looking statements contained in such Sections. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond our control. These forward-looking statements include information about possible or assumed future results of our business, financial condition, liquidity, results of operations, plans and objectives. When we use the words "believe," "expect," "anticipate," "estimate," "plan," "continue," "intend," "should," "may" or similar expressions, it intends to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking: higher interest rates and inflation; market trends in our industry, real estate values, the debt securities markets or the general economy; the demand for commercial real estate loans; our business and investment strategy; our operating results; actions and initiatives of the U.S. government and governments outside of the United States, changes to government policies and the execution and impact of these actions, initiatives and policies; the state of the economy generally or in specific geographic regions; economic trends and economic recoveries; our ability to obtain and maintain financing arrangements, including secured debt arrangements and securitizations; the timing and amount of expected future fundings of unfunded commitments; the availability of debt financing from traditional lenders; the volume of short-term loan extensions; the demand for new capital to replace maturing loans; expected leverage; general volatility of the securities markets in which we participate; changes in the value of our assets; the scope of our target assets; interest rate mismatches between our target assets and any borrowings used to fund such assets; changes in interest rates and the market value of our target assets; changes in prepayment rates on our target assets; effects of hedging instruments on our target assets; rates of default or decreased recovery rates on our target assets; the degree to which hedging strategies may or may not protect us from interest rate volatility; impact of and changes in governmental regulations, tax law and rates, accounting, legal or regulatory issues or guidance and similar matters; our continued maintenance of our qualification as a REIT for U.S. federal income tax purposes; our continued exclusion from registration under the Investment Company Act of 1940, as amended (the "1940 Act"); the availability of opportunities to acquire commercial mortgage-related, real estate-related and other securities; the availability of qualified personnel; estimates relating to our ability to make distributions to our stockholders in the future; our present and potential future competition; and unexpected costs or unexpected liabilities, including those related to litigation.

The forward-looking statements are based on our beliefs, assumptions and expectations of our future performance, taking into account all information currently available to us. Forward-looking statements are not predictions of future events. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us. See Item 1A. "Risk Factors" and Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" of our most recent Annual Report on Form 10-K. These and other risks, uncertainties and factors, including those described in the annual, quarterly and current reports that we file with the SEC, could cause our actual results to differ materially from those included in any forward-looking statements we make. All forward-looking statements speak only as of the date they are made. New risks and uncertainties arise over time, and it is not possible to predict those events or how they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

We are a Maryland corporation and have elected to be taxed as a REIT for U.S. federal income tax purposes. We primarily originate, acquire, invest in and manage performing commercial first mortgage loans, subordinate financings, and other commercial real estate-related debt investments. These asset classes are referred to as our target assets.

We are externally managed and advised by the Manager, an indirect subsidiary of Apollo, a global, high-growth alternative asset manager with assets under management of approximately $650.8 billion as of December 31, 2023.

The Manager is led by an experienced team of senior real estate professionals who have significant expertise in underwriting and structuring commercial real estate financing transactions. We benefit from Apollo's global infrastructure and operating platform, through which we are able to source, evaluate and manage potential investments in our target assets.

In March 2024, the SEC adopted amendments to its rules under the Securities Act and the Exchange Act that require disclosure of certain climate-related information in registration statements and annual reports, when material. In April 2024, the SEC chose to stay its newly adopted climate disclosure rules, pending the completion of judicial review. We are currently evaluating the impact of the new rule, if the stay is lifted, on our disclosures.

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Current Market Conditions

Certain external events such as public health issues, natural disasters, political and economic instability abroad, concerns regarding the stability of the sovereign debt of certain European countries, and other geopolitical issues, including the ongoing conflicts between Israel and Hamas, as well as further escalation of tensions between Israel and various countries in the Middle East and North Africa, and among Russia, Belarus and Ukraine, and the severe economic sanctions and export controls imposed by the U.S. and other governments against Russia, Belarus and Russian or Belarusian interests, have adversely impacted the global economy and have contributed to significant volatility in financial markets. Due to various uncertainties caused by such external events and recent macroeconomic trends, including inflation and higher interest rates, further business risks could arise. Some of the factors that impacted us to date and may continue to affect us are outlined in Item 1A. "Risk Factors" in our most recent Annual Report on Form 10-K.

Results of Operations

Net Income (Loss) Available to Common Stockholders

For the three months ended March 31, 2024 and 2023, our net income (loss) available to common stockholders was $(107.6) million, or $(0.76) per diluted share of common stock, and $45.8 million, or $0.32 per diluted share of common stock, respectively.

Operating Results

The following table sets forth information regarding our condensed consolidated results of operations and certain key operating metrics compared to the most recently reported period ($ in thousands):

	Three months ended				Q1'24 vs. Q4'23
	March 31, 2024		December 31, 2023
Net interest income:
Interest income from commercial mortgage loans	$	183,716	$	180,290	$	3,426
Interest income from subordinate loans and other lending assets	849		864		(15)
Interest expense	(127,887)		(123,147)		(4,740)
Net interest income	56,678		58,007		(1,329)
Operations related to real estate owned:
Revenue from real estate owned operations	23,857		26,146		(2,289)
Operating expenses related to real estate owned	(19,893)		(19,842)		(51)
Depreciation and amortization on real estate owned	(4,656)		(1,040)		(3,616)
Net income (loss) related to real estate owned	(692)		5,264		(5,956)
Operating expenses:
General and administrative expenses	(7,373)		(7,370)		(3)
Management fees to related party	(9,421)		(9,553)		132
Total operating expenses	(16,794)		(16,923)		129
Other income, net	570		79		491
Valuation allowance, commercial mortgage loan held for sale	(679)		—		(679)
Increase in Specific CECL Allowance	(142,000)		—		(142,000)
Decrease (increase) in General CECL Allowance, net	(5,684)		778		(6,462)
Gain (loss) on foreign currency forward contracts	23,398		(56,452)		79,850
Foreign currency translation gain (loss)	(19,563)		56,004		(75,567)
Gain (loss) on interest rate hedging instruments	356		(292)		648
Net income (loss) before taxes	$(104,410)		$46,465		$(150,875)
Income tax provision	(114)		75		(189)
Net income (loss)	$(104,524)		$46,540		$(151,064)

Net Interest Income

Net interest income decreased by $1.3 million during the three months ended March 31, 2024 compared to the three months ended December 31, 2023, primarily driven by an increase in interest expense. The increase in interest expense was mainly attributable to increased utilization of the Revolving Credit Facility, which included interest expense related to

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borrowings associated with one of our real estate owned assets. Refer to "Note 4 – Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" and "Note 7 - Secured Debt Arrangements, Net" for full discussion of our loans and Revolving Credit Facility, respectively.

Operations Related to Real Estate Owned

For the three months ended March 31, 2024, we recorded a net loss related to real estate owned of $0.7 million, compared to net income of $5.3 million for the three months ended December 31, 2023. The net loss was primarily due to an increase in depreciation relating to the Atlanta Hotel as a result of reclassification to held for investment as of March 31, 2024. On the date of reclassification, we recorded $3.6 million in depreciation, representing the amount that would have been recorded had the asset remained as held for investment throughout 2023 and in the first quarter of 2024. The decrease was also due to the seasonality of the D.C. Hotel and Atlanta Hotel's operations which led to $2.3 million lower net income from operations, prior to depreciation, during the three months ended March 31, 2024 as compared to the three months ended December 31, 2023. Refer to "Note 5 - Real Estate Owned" for full discussion of the reclassification and operations related to real estate owned.

Operating Expenses

Management fees to related party and general and administrative expenses remained generally the same for the three months ended March 31, 2024 compared to the three months ended December 31, 2023.

Other income, net

Other income, net remained generally the same for the three months ended March 31, 2024 compared to the three months ended December 31, 2023.

Valuation allowance, commercial mortgage loan held for sale

During the three months ended March 31, 2024, we reclassified one of our commercial mortgage loans collateralized by a hotel property located in Honolulu, HI to held for sale. Loans held for sale are carried at the lower of amortized cost or fair value less costs to sell. Accordingly, we recorded a valuation allowance of $0.7 million to carry the loan at its fair value which reflected the agreed upon selling price of 99.5%. Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for full discussion.

No loans were classified as held for sale during the three months ended December 31, 2023.

Increase in Specific CECL Allowance, net

During the three months ended March 31, 2024, there was an increase of $142.0 million in our Specific CECL Allowance related to a mezzanine loan secured by an ultra-luxury residential property in Manhattan, NY. The additional Specific CECL Allowance was primarily attributable to reduction in list pricing of remaining units. Comparatively, during the three months ended December 31, 2023, we recorded no change in our Specific CECL Allowance. Refer "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional information related in our Specific CECL Allowance and further detail on the mezzanine loan.

Increase in General CECL Allowance, net

Our General CECL Allowance increased by $5.7 million during the three months ended March 31, 2024, primarily driven by an increase in our view of remaining expected term of certain of our loans and an increase in the historical loss rate derived from Trepp's data, compared to a decrease of $0.8 million recorded during the three months ended December 31, 2023. This decrease was primarily driven by the impacts of portfolio seasoning and a more positive economic outlook, which was partially offset by loan originations outpacing repayments.

Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional information related in our General CECL Allowance.

Foreign currency gain and loss on derivative instruments

We use forward currency contracts to economically hedge net interest and principal repayments under our loans denominated in currencies other than USD. Foreign currency gains and losses on derivative instruments are evaluated on a combined basis and the net impact for the three months ended March 31, 2024, and three months ended December 31, 2023 was a net gain of $3.8 million and a net loss of $0.4 million, respectively.

During the three months ended March 31, 2024, Fx rates fell in relation to USD compared to a rise in relation to USD

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during the three months ended December 31, 2023. The decrease in Fx rates resulted in a gain on our foreign currency forward contracts and a loss related to foreign currency translation. Gains and losses on our forward currency contracts are derived from changes in market spot rates, forward point estimates, and discount factors. Gains and losses related to foreign currency translation are derived only from changes in market spot rates. Forward currency contract gains and losses derived from market spot rates offset the gains and losses related to foreign currency translation except for the gains and losses from forward currency contracts related to our net interest hedges which have no offset in foreign currency translation. A net gain or loss arises each period due to the change in forward point estimates and discount factors as well as gains and losses from forward currency contracts related to our net interest hedges. The change in net gain (loss) for the three months ended March 31, 2024 compared to the three months ended December 31, 2023 is predominantly due to lower forward point estimates and gains on forward currency contracts related to our net interest hedges for the three months ended March 31, 2024 compared to the three months ended December 31, 2023.

Gain (loss) on interest rate hedges

During the three months ended March 31, 2024, we recorded a net gain of $0.4 million on our interest rate cap, which includes realized gain of $0.6 million. This realized gain is due to SOFR exceeding the strike rate on our construction financing interest rate cap, which was entered into during the third quarter of 2023. The unrealized loss represents the decrease in fair value of the interest rate cap as a result of nearing maturity, partially offset by an increase in the forward curve.

During the three months ended December 31, 2023, we recorded a net loss of $0.3 million on our interest rate cap, which included a realized gain of $0.6 million. This realized gain was due to SOFR exceeding the strike rate on our construction financing interest rate cap during the fourth quarter of 2023. The unrealized loss represents the decrease in fair value of the interest rate cap as a result of nearing maturity and a decrease in the forward curve.

Income tax provision

During the three months ended March 31, 2024, we recorded an income tax provision of $0.1 million which reflects our expectations of aggregate projected taxable income of one of our TRS entities for the taxable year ending December 31, 2024. The income tax provision reversal during the three months ended December 31, 2023 was a result of a change in the projected taxable income of our TRS entities due to a delay in expected sale of our Atlanta Hotel. Refer to "Note 5 - Real Estate Owned" for additional detail.

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The following table sets forth information regarding our condensed consolidated results of operations and certain key operating metrics for the three months ended March 31, 2024 and 2023 ($ in thousands):

	Three months ended				Q1'24 vs. Q1'23
	March 31, 2024		March 31, 2023
Net interest income:
Interest income from commercial mortgage loans	$	183,716	$	166,147	$	17,569
Interest income from subordinate loans and other lending assets	849		9,707		(8,858)
Interest expense	(127,887)		(104,868)		(23,019)
Net interest income	56,678		70,986		(14,308)
Operations related to real estate owned:
Revenue from real estate owned operations	23,857		16,131		7,726
Operating expenses related to real estate owned	(19,893)		(14,006)		(5,887)
Depreciation and amortization on real estate owned	(4,656)		(3,986)		(670)
Net loss related to real estate owned	(692)		(1,861)		1,169
Operating expenses:
General and administrative expenses	(7,373)		(7,015)		(358)
Management fees to related party	(9,421)		(9,517)		96
Total operating expenses	(16,794)		(16,532)		(262)
Other income, net	570		732		(162)
Valuation allowance, commercial mortgage loan held for sale	(679)		—		(679)
Net realized loss on investments	—		(4,624)		4,624
Realized gain on extinguishment of debt	—		213		(213)
Increase in Specific CECL Allowance, net	(142,000)		—		(142,000)
Increase in General CECL Allowance, net	(5,684)		(4,390)		(1,294)
Gain (loss) on foreign currency forward contracts	23,398		(14,135)		37,533
Foreign currency translation gain (loss)	(19,563)		18,634		(38,197)
Gain (loss) on interest rate hedging instruments	356		(107)		463
Net income (loss) before taxes	$(104,410)		$48,916		$(153,326)
Income tax provision	(114)		—		(114)
Net income (loss)	$(104,524)		$48,916		$(153,212)

Net Interest Income

Net interest income decreased by $14.3 million during the three months ended March 31, 2024 compared to the three months ended March 31, 2023. Interest income decreased as a result of placing a first mortgage loan and subordinate loan collateralized by the same ultra-luxury residential-for-sale property in Manhattan on non-accrual status as of May 1, 2023.

Operations Related to Real Estate Owned

Net loss related to real estate owned decreased by $1.2 million during the three months ended March 31, 2024 compared to the three months ended March 31, 2023. This decrease was primarily driven by net income from hotel operations, prior to depreciation, of $1.8 million attributable to the Atlanta Hotel. We did not acquire legal title of the Atlanta Hotel until March 31, 2023 and as such, recorded no related income for the three months ended March 31, 2023.

Refer to "Note 5 - Real Estate Owned" for full discussion of the reclassification and operations related to real estate owned.

Operating Expenses

Management fees to related party and general and administrative expenses remained generally the same for the three months ended March 31, 2024 compared to the three months ended March 31, 2023.

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Other income, net

Other income, net remained generally the same during the three months ended March 31, 2024 compared to the three months ended March 31, 2023.

Valuation allowance, commercial mortgage loan held for sale

During the three months ended March 31, 2024, we reclassified one of our commercial mortgage loans collateralized by a hotel property located in Honolulu, HI to held for sale. Loans held for sale are carried at the lower of amortized cost or fair value less costs to sell. Accordingly, we recorded a valuation allowance of $0.7 million to carry the loan at its fair value less costs to sell. Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for full discussion.

No loans were classified as held for sale during the three months ended March 31, 2023. Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional detail.

Net realized loss on investments

During the three months ended March 31, 2024, we recorded no net realized gains or losses on investments. Comparatively, during the three months ended March 31, 2023, we recorded a net realized loss on investments of $4.6 million, comprised of a $4.8 million realized loss and a $0.2 million realized gain. We recorded a $4.8 million realized loss in connection with the acquisition of legal title of the Atlanta Hotel through a deed-in-lieu of foreclosure and a $0.2 million realized gain related to loan sales. Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" and "Note 5 - Real Estate Owned" for additional detail.

Realized Gain on Extinguishment of Debt

During the three months ended March 31, 2023, we repurchased $7.1 million aggregate principal amount of the 2023 Notes at a price of 97%. As a result of this transaction, we recognized a $0.2 million gain on extinguishment of debt. We repaid the remaining principal of the 2023 Notes in full during the fourth quarter of 2023.

Increase in Specific CECL Allowance, net

During the three months ended March 31, 2024, we recorded an increase in our Specific CECL Allowance of $142.0 million related to a mezzanine loan secured by an ultra-luxury residential property in Manhattan, NY. Comparatively, during the three months ended March 31, 2023, there was no change in our Specific CECL Allowance. Refer to Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional detail.

Increase in General CECL Allowance, net

For the three months ended March 31, 2024, we recorded a net increase in our General CECL Allowance of $5.7 million. The increase was primarily driven by an increase in our view of the remaining expected term of certain of our loans and an increase to the historical loss rate derived from Trepp's data.

During the three months ended March 31, 2023, the net increase in our General CECL Allowance of $4.4 million was driven by an increase in our view of the remaining expected term of our loan portfolio based on the macroeconomic outlook, partially offset by the effects of portfolio seasoning and loan repayments and sales.

Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional detail.

Foreign currency gain and loss on derivative instruments

Foreign currency gains and losses on derivative instruments are evaluated on a combined basis and the net impact for the three months ended March 31, 2024 and three months ended March 31, 2023 was a net gain of $3.8 million and $4.5 million, respectively.

During the three months ended March 31, 2024, the GBP rate and the EUR rate fell in relation to USD while both rates rose during the three months ended March 31, 2023. The decrease in Fx rates during the three months ended March 31, 2024 resulted in a gain on our foreign currency forward contracts and a loss related to foreign currency translation. The change in net gain for the three months ended March 31, 2024 compared to the three months ended March 31, 2023 is predominantly due to lower forward point estimates and gains on forward currency contracts related to our net interest hedges for the three months ended March 31, 2024 compared to the three months ended March 31, 2023.

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Gain (loss) on interest rate hedges

During the three months ended March 31, 2024, we recorded a net gain of $0.4 million on our interest rate cap, which is primarily driven by a $0.6 million realized gain. The realized gain is attributable to SOFR exceeding the cap's strike rate. We purchased this cap in September 2023, in connection with our construction financing.

During the three months ended March 31, 2023, we recorded a net loss of $0.1 million on our interest rate cap related to our 2026 Term Loan. Though we recorded a realized gain of $4.7 million driven by an increase in LIBOR over the cap strike rate, this gain was offset by unrealized losses of $4.8 million, resulting from a decrease in the cap's fair value as it continued to approach its June 2023 maturity.

Refer to "Note 11 - Derivatives" for full discussion of interest rate caps.

Income tax provision

During the three months ended March 31, 2024, we recorded an income tax provision of $0.1 million. Comparatively, we did not record an income tax provision for the three months ended March 31, 2023. The income tax provision recorded during the three months ended March 31, 2024 reflects our expectations of aggregate projected taxable income of one of our TRS entities for the taxable year ending December 31, 2024.

Subsequent Events

Refer to "Note 21 - Subsequent Events" to the accompanying condensed consolidated financial statements for disclosure regarding significant transactions that occurred subsequent to March 31, 2024.

Non-GAAP Financial Measures

Distributable Earnings

Distributable Earnings is defined as net income available to common stockholders, computed in accordance with GAAP, adjusted for (i) equity-based compensation expense (a portion of which may become cash-based upon final vesting and settlement of awards should the holder elect net share settlement to satisfy income tax withholding), (ii) any unrealized gains or losses or other non-cash items (including depreciation and amortization related to real estate owned) included in net income available to common stockholders, (iii) unrealized income from unconsolidated joint ventures, (iv) foreign currency gains (losses), other than (a) realized gains/(losses) related to interest income, and (b) forward point gains/(losses) realized on our foreign currency hedges, and (v) provision for loan losses. Distributable Earnings may also be adjusted to exclude certain other non-cash items, as determined by the Manager and approved by a majority of our independent directors.

For the three months ended March 31, 2024, our Distributable Earnings were $50.5 million, or $0.35 per share, as compared to $69.2 million, or $0.48 per share, for the same period in the prior year.

The weighted-average diluted shares outstanding used for Distributable Earnings per weighted-average diluted share has been adjusted from weighted-average diluted shares under GAAP to exclude shares issued from a potential conversion of the Convertible Notes for 2023. The Convertible Notes were fully repaid during the fourth quarter 2023, and as such, no adjustment is applied in 2024. Consistent with the treatment of other unrealized adjustments to Distributable Earnings, these potentially issuable shares are excluded until a conversion occurs, which we believe is a useful presentation for investors. We believe that excluding shares issued in connection with a potential conversion of the Convertible Notes from our computation of Distributable Earnings per weighted-average diluted share is useful to investors for various reasons, including the following: (i) conversion of Convertible Notes to shares requires both the holder of a note to elect to convert the Convertible Note and for us to elect to settle the conversion in the form of shares; (ii) future conversion decisions by note holders will be based on our stock price in the future, which is presently not determinable; (iii) the exclusion of shares issued in connection with a potential conversion of the Convertible Notes from the computation of Distributable Earnings per weighted-average diluted share is consistent with how we treat other unrealized items in our computation of Distributable Earnings per weighted-average diluted share; and (iv) we believe that when evaluating our operating performance, investors and potential investors consider our Distributable Earnings relative to our actual distributions, which are based on shares outstanding and not shares that might be issued in the future.

The table below summarizes the reconciliation from weighted-average diluted shares under GAAP to the weighted-average diluted shares used for Distributable Earnings:

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	Three months ended March 31,
	2024	2023
Weighted-Averages	Shares	Shares
Diluted shares - GAAP	141,869,604	155,483,979
Potential shares issued under conversion of the Convertible Notes	—	(11,189,949)
Unvested RSUs, net(1)	2,951,631	—
Diluted shares - Distributable Earnings	144,821,235	144,294,030

  ———————

(1)Unvested RSUs are net of incremental shares assumed repurchased under the treasury stock method, if dilutive. There were no incremental shares included in 2024. For 2023, the weighted-average diluted shares for GAAP were determined using the if-converted method.

As a REIT, U.S. federal income tax law generally requires us to distribute annually at least 90% of our REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that we pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our net taxable income. Given these requirements and our belief that dividends are generally one of the principal reasons stockholders invest in a REIT, we generally intend over time to pay dividends to our stockholders in an amount equal to our net taxable income, if and to the extent authorized by our board of directors. Distributable Earnings is a key factor considered by the board of directors in setting the dividend and as such we believe Distributable Earnings is useful to investors.

We believe it is useful to our investors to present Distributable Earnings prior to net realized loss on investments and realized gain on extinguishment of debt to reflect our operating results because (i) our operating results are primarily comprised of earning interest income on our investments net of borrowing and administrative costs, which comprise our ongoing operations and (ii) it has been a useful factor related to our dividend per share because it is one of the considerations when a dividend is determined. We believe that our investors use Distributable Earnings and Distributable Earnings prior to net realized loss on investments and realized gain on extinguishment of debt, or a comparable supplemental performance measure, to evaluate and compare the performance of our company and our peers.

During the three months ended March 31, 2023, we recorded a net realized loss of $4.6 million on investments consisting of a realized loss related to the acquisition of a hotel property through a deed-in-lieu of foreclosure which was partially offset by a realized gain on loan sales. Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net," and "Note 5 – Real Estate Owned" for further detail. Additionally, during the three months ended March 31, 2023, we recorded a realized gain on extinguishment of debt of $0.2 million related to a partial repurchase of our 2023 Notes. See "Note 10 - Convertible Senior Notes, Net" for full discussion of this transaction.

A significant limitation associated with Distributable Earnings as a measure of our financial performance over any period is that it excludes unrealized gains (losses) from investments. In addition, our presentation of Distributable Earnings may not be comparable to similarly-titled measures of other companies, that use different calculations. As a result, Distributable Earnings should not be considered as a substitute for our GAAP net income as a measure of our financial performance or any measure of our liquidity under GAAP. Distributable Earnings are reduced for realized losses on loans which include losses that management believes are near certain to be realized.

The table below summarizes the reconciliation from net income available to common stockholders to Distributable Earnings and Distributable Earnings prior to net realized loss on investments and realized gain on extinguishment of debt ($ in thousands):

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	Three months ended March 31,
	2024		2023
Net income (loss) available to common stockholders	$	(107,592)	$	45,848
Adjustments:
Equity-based compensation expense	4,188		4,358
Loss (gain) on foreign currency forwards	(23,398)		14,135
Foreign currency loss (gain), net	19,563		(18,634)
Unrealized loss on interest rate cap	194		4,813
Realized gains relating to interest income on foreign currency hedges, net	1,095		4,733
Realized gains relating to forward points on foreign currency hedges, net	3,382		5,602
Depreciation and amortization on real estate owned	4,656		3,986
Increase in current expected credit loss allowance, net	147,684		4,390
Valuation allowance, loan held for sale	679		—
Gain on extinguishment of debt	—		(213)
Net realized loss on investments	—		4,624
Total adjustments:	158,043		27,794
Distributable Earnings prior to net realized loss on investments and gain on extinguishment of debt	$	50,451	$	73,642
Net realized loss on investments	$	—	$	(4,624)
Gain on extinguishment of debt	—		213
Distributable Earnings	$	50,451	$	69,231
Diluted Distributable Earnings per share prior to net realized loss on investments and gain on extinguishment of debt	$	0.35	$	0.51
Diluted Distributable Earnings per share of common stock	$	0.35	$	0.48
Weighted-average diluted shares - Distributable Earnings	144,821,235		144,294,030

Book Value Per Share    

The following table calculates our book value per share ($ in thousands, except per share data):

	March 31, 2024		December 31, 2023
Stockholders' Equity	$	2,047,435	$	2,208,733
Series B-1 Preferred Stock (Liquidation Preference)	$	(169,260)	$	(169,260)
Common Stockholders' Equity	$	1,878,175	$	2,039,473
Common Stock	142,096,715		141,358,605
Book value per share	$	13.22	$	14.43

The following table shows the changes in our book value per share:

	Book value per share
Book value per share at December 31, 2023	$	14.43
General CECL Allowance and depreciation and amortization	0.30
Book value per share at December 31, 2023 prior to General CECL Allowance	$	14.73
Diluted Distributable Earnings per share prior to net realized loss on investments and realized gain on extinguishment of debt	0.35
Common dividends declared	(0.35)
Net increase in Specific CECL Allowance	(1.00)
Vesting and delivery of RSUs	(0.12)
Net loss on currency and interest rate hedges(1)	(0.01)
Other(2)	(0.01)
Book value per share at March 31, 2024 prior to General CECL Allowance and depreciation and amortization	$	13.59

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General CECL Allowance and depreciation and amortization	(0.37)
Book value per share at March 31, 2024	$	13.22

———————

(1)Includes net unrealized loss on forward currency contracts and interest hedges, and realized gain on forward currency contracts related to principal outside impact of forward points.

(2)Includes valuation allowance on a commercial mortgage loan held for sale as of March 31, 2024.

We believe that presenting book value per share with sub-totals prior to the CECL Allowances and depreciation and amortization is useful for investors for various reasons, including, among other things, analyzing our compliance with financial covenants related to tangible net worth and debt-to-equity under our secured debt arrangements and senior secured term loan, which permit us to add the General CECL Allowance to our GAAP stockholders' equity. Given that our lenders consider book value per share prior to the General CECL Allowance as an important metric related to our debt covenants, we believe disclosing book value per share prior to the General CECL Allowance is important to investors such that they have the same visibility. We further believe that presenting book value before depreciation and amortization is useful to investors since it is a non-cash expense included in net income and is not representative of our core business and ongoing operations.

Investment Guidelines

Our current investment guidelines, approved by our board of directors, are comprised of the following:

•no investment will be made that would cause us to fail to qualify as a REIT for U.S. federal income tax purposes;

•no investment will be made that would cause us to register as an investment company under the 1940 Act;

•investments will be predominantly in our target assets;

•no more than 20% of our net equity (on a consolidated basis) will be invested in any single investment at the time of the investment; in determining compliance with the investment guidelines, the amount of the investment is the net equity in the investment (gross investment less amount of third-party financing) plus the amount of any recourse on the financing secured by the investment; and

•until appropriate investments can be identified, the Manager may invest the proceeds of any offering in interest bearing, short-term investments, including money market accounts and/or funds, that are consistent with our intention to qualify as a REIT.

The board of directors must approve any change in or waiver to these investment guidelines.

Investment Activity

During the three months ended March 31, 2024, we funded $321.8 million of loans closed prior to 2024, including $212.9 million to fund a commitment closed in December 2023, to a first mortgage loan secured by a portfolio of pubs across the United Kingdom. We received $175.7 million in repayments during the three months ended March 31, 2024.

Loan Portfolio Overview

Loan Portfolio Details

The following table sets forth certain information regarding our loan portfolio as of March 31, 2024 ($ in thousands):

Description	Carrying Value		Weighted-Average Coupon (1)		Weighted-Average All-in Yield (1)(2)		Secured Debt Arrangements (3)		Cost of Funds(4)		Equity at cost(5)
Commercial mortgage loans, net	$	7,846,460	8.7	%	9.4	%	$	5,514,805	7.3	%	$	2,331,655
Commercial mortgage loan, held for sale	135,465		9.6	%	9.1	%	95,686		8.3	%	39,779
Subordinate loans, net	303,965		1.1	%	1.2	%	—		—		303,965
Total/Weighted-Average	$	8,285,890	8.4	%	9.1	%	$	5,610,491	7.4	%	$	2,675,399

———————    

(1)    Weighted-Average Coupon and Weighted-Average All-in Yield are based on the applicable benchmark rates as of March 31, 2024 on the floating rate loans.

(2)     Weighted-Average All-in Yield includes the amortization of deferred origination fees, loan origination costs and accrual of both extension and exit fees. Weighted-Average All-in Yield excludes the benefit of forward points on currency hedges relating to loans denominated in currencies other than USD.

(3)    Gross of deferred financing costs of $13.5 million.

(4)    Cost of funds includes weighted-average spread and applicable benchmark rates as of March 31, 2024 on secured debt arrangements.

(5)    Represents loan portfolio at amortized cost less secured debt outstanding.

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The following table provides loan-by-loan details of our commercial mortgage loan portfolio and subordinate loan portfolio as of March 31, 2024 ($ in millions):

Commercial Mortgage Loan Portfolio
#	Property Type	Risk Rating	Origination Date	Amortized Cost	Unfunded Commitment	Construction Loan	3rd Party Subordinate Debt	Fully-extended Maturity	Location
1	Hotel	3	10/2019	$340	$23		Y	08/2024	Various, Spain
2	Hotel	3	12/2023	267	—			12/2028	Various, Europe
3	Hotel	3	11/2021	228	9		Y	11/2026	Various, UK/Ireland
4	Hotel	3	05/2022	190	14		Y	06/2027	Napa Valley, CA
5	Hotel	3	07/2021	179	1			08/2026	Various, US
6	Hotel	3	11/2021	164	—			12/2026	St. Thomas, USVI
7	Hotel	3	09/2015	140	—			12/2026	Manhattan, NY
8	Hotel	3	10/2021	100	—			11/2026	New Orleans, LA
9	Hotel	3	06/2022	98	—			06/2025	Rome, Italy
10	Hotel	3	05/2019	46	—			12/2025	Chicago, IL
11	Hotel	2	12/2015	42	—			08/2026	St. Thomas, USVI
12	Hotel	3	02/2018	27	—			11/2024	Pittsburgh, PA
13	Office	2	02/2022	332	298	Y		02/2027	London, UK
14	Office	3	03/2022	244	22		Y	04/2027	Manhattan, NY
15	Office	3	01/2020	216	36		Y	03/2028	Long Island City, NY
16	Office	3	06/2019	215				08/2026	Berlin, Germany
17	Office	3	02/2020	174	5			02/2025	London, UK
18	Office	3	02/2022	159	—			06/2025	Milan, Italy
19	Office	3	11/2022	100	—			01/2025	Chicago, IL
20	Office	4	03/2018	78	—		Y	01/2026	Chicago, IL
21	Retail	3	04/2022	475	37			04/2027	Various, UK
22	Retail	3	10/2021	410	—			10/2026	Various, UK
23	Retail	3	08/2019	250	—		Y	09/2025	Manhattan, NY
24	Retail	3	05/2022	124	—			06/2027	Various, US
25	Retail(1)	5	11/2014	99	—			09/2024	Cincinnati, OH
26	Residential	3	12/2021	226	12			12/2026	Various, UK
27	Residential(2)	3	08/2022	182	—			09/2024	Manhattan, NY
28	Residential	3	03/2023	167	—			04/2026	Various, US
29	Residential	3	05/2022	93	—			06/2027	Manhattan, NY
30	Residential	3	05/2021	81	—			05/2026	Cleveland, OH
31	Residential	2	12/2021	50	1			01/2027	Manhattan, NY
32	Residential	3	12/2019	25	3			11/2025	Boston, MA
33	Mixed Use	3	12/2019	379	23	Y	Y	08/2025	London, UK
34	Mixed Use	3	03/2022	141	36		Y	03/2027	Brooklyn, NY
35	Mixed Use	3	06/2022	132	8	Y	Y	06/2026	London, UK
36	Mixed Use	3	12/2019	44	—			05/2024	London, UK
37	Healthcare	3	03/2022	345	—			03/2027	Various, MA
38	Healthcare	3	10/2019	159	—			10/2024	Various, UK
39	Industrial	3	03/2021	231	—			05/2026	Various, Sweden
40	Pubs	3	12/2023	210	—		Y	01/2029	Various, UK
41	Caravan Parks	3	02/2021	203	—			02/2028	Various, UK
42	Parking Garages	3	05/2021	193	5			05/2026	Various, US
43	Portfolio(3)	3	06/2021	191	19			06/2026	Various, Germany
44	Urban Predevelopment	3	12/2022	129	4			01/2026	Miami, FL
	General CECL Allowance			(32)
	Subtotal / Weighted-Average Commercial Mortgage Loans	3.0		$7,846	$556			2.4 Years
Commercial Mortgage Loan, Held For Sale
45	Hotel	3	04/2018	$135	$—			04/2024	Honolulu, HI

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Subtotal / Weighted-Average Commercial Mortgage Loan, Held For Sale 3.0 $135 $— 0.0 Years

Subordinate Loan Portfolio
#	Property Type	Risk Rating	Origination Date	Amortized Cost	Unfunded Commitment	Construction Loan	3rd Party Subordinate Debt	Fully-extended Maturity	Location
1	Residential(2)	3	06/2015	$246	—			09/2024	Manhattan, NY
2	Residential(1)(2)	5	05/2020	28	—			09/2024	Manhattan, NY
3	Hotel	2	06/2015	23	—			07/2025	Phoenix, AZ
4	Office	4	08/2017	8	—			09/2024	Troy, MI
	General CECL Allowance			(1)
	Subtotal / Weighted-Average Subordinate Loans	3.1		$304	$—			0.5 Years
	Total / Weighted-Average Loan Portfolio(4)	3.0		$8,286	$556			2.3 Years

———————

(1)Amortized cost for these loans is net of the recorded Specific CECL Allowance.

(2)Loans are secured by the same property.

(3)Includes portfolio of office, industrial, and retail property types.

(4)Total may not foot due to rounding.

Our average asset and debt balances for the three months ended March 31, 2024 were ($ in thousands):

	Average month-end balances for the three months ended March 31, 2024
Description	Assets		Related debt
Commercial mortgage loans, net	$	8,022,693	$	5,495,306
Commercial mortgage loan, held for sale	136,146		95,686
Subordinate loans, net	571,356		—

Portfolio Management

Our portfolio benefits from our core investment strategy whereby we target assets that are secured by institutional quality real estate throughout the United States and Europe. As discussed in Item 1. "Business—Investment Strategy" in our most recent Annual Report on Form 10-K, the Manager has implemented underwriting standards which place a particular emphasis on due diligence of prospective investments' sponsors and borrowers, as well as assessment of the risk/return profile and appropriate structure of each investment opportunity. As of March 31, 2024, our portfolio's weighted-average origination LTV ratio was 57%, excluding risk-rated 5 loans. This reflects significant equity value which we believe our loan sponsors would be committed to protect during periods of volatility and market disruption.

We maintain a strong relationship with our borrowers and actively manage the assets in our portfolio on an ongoing basis. A dedicated team of asset management professionals performs surveillance of all loans in our portfolio, on an individual basis, from closing through final repayment. This robust monitoring process includes continuous assessment of asset level performance against underwritten criteria, changes in borrowers' financial position, as well as the impact of macroeconomic trends and microeconomic developments on loan assets and respective underlying collateral performance.

In addition to ongoing asset management, as further described in "Note 4—Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" to our condensed consolidated financial statements, we perform a quarterly review of our portfolio whereby each loan is assigned a risk rating of "1" through "5," from less risk to greater risk, respectively. This analysis includes assessment of loans based on a variety of factors, including, without limitation, LTV ratio, debt yield, property type, geographic and local market dynamics, physical condition, cash flow volatility, leasing and tenant profile, loan structure and exit plan, and project sponsorship. In performing the analysis with respect to each loan, these various factors are assessed holistically, with a focus on their interplay, whereby no single factor on its own (whether quantitative or qualitative) is given more weight in the assessment or is prescriptive as to which specific risk rating is assigned to a specific loan. We apply these various factors on a case-by-case basis depending on the facts and circumstances for each loan, and the different factors may be given different weightings in different situations. As of March 31, 2024, the weighted-average risk rating of the loan portfolio was 3.0.

The following table presents the carrying value of our loans by internal risk rating as of March 31, 2024 ($ in thousands):

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Risk Rating	Number of Loans	Total		% of Portfolio
1	—	$	—	—	%
2	4	447,202		5.4	%
3	41	7,658,452		92.1	%
4	2	85,612		1.0	%
5	2	127,182		1.5	%
Total	49	$	8,318,448	100.0	%
General CECL Allowance(1)		(32,558)
Total carrying value, net		$	8,285,890

———————

(1)$3.6 million of the General CECL Allowance for 2024 is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Leverage Policies

We use leverage for the sole purpose of financing our portfolio and not for the purpose of speculating on changes in interest rates. In addition to our secured debt arrangements and senior secured term loan, we access additional sources of borrowings. Our charter and bylaws do not limit the amount of indebtedness we can incur; however, we are subject to and carefully monitor the limits placed on us by our credit providers and those that assign ratings on our company.

At March 31, 2024, our debt-to-equity ratio was 3.3 and our portfolio was comprised of $8.0 billion of commercial mortgage loans and $0.3 billion of subordinate loans. In order to achieve our return on equity, we generally finance our mortgage loans with 2.0 to 3.0 turns of leverage and generally do not finance our subordinate loan portfolio given built-in inherent structural leverage. Consequently, depending on our portfolio mix, our debt-to-equity ratio may exceed our previously disclosed thresholds.

Debt-to-Equity Ratio

The following table presents our debt-to-equity ratio:

	March 31, 2024	December 31, 2023
Debt to Equity Ratio (1)	3.3	3.0

———————

(1)Represents total debt less cash and loan proceeds held by servicer (recorded with Other Assets, see "Note 6 - Other Assets" for more information) to total stockholders' equity.

Contractual Obligations, Liquidity, and Capital Resources

Liquidity is a measure of our ability to meet potential cash requirements, including ongoing commitments to fund and maintain our assets and operations, repay borrowings, make distributions to our stockholders and other general business needs. We utilize various sources of cash in order to meet our liquidity needs in the next twelve months, which is considered the short-term, and the longer term.

Our current debt obligations consist of $1.3 billion, at face value, of corporate debt and $5.6 billion of asset specific financings. Our corporate debt includes $767.3 million of term loan borrowings and $500.0 million of senior secured notes. Our asset specific financings are generally tied to the underlying loans, and we anticipate repayments of $701.3 million of secured debt arrangements in the short term. Specifics about our secured debt arrangements and corporate debt maturities and obligations are discussed below.

In addition to our debt obligations, as of March 31, 2024, we had $555.6 million of unfunded loan commitments. We expect that approximately $315.7 million will be funded to existing borrowers in the short term.

As of March 31, 2024, we had $161.2 million of cash on hand and held approximately $368.8 million of unencumbered assets, consisting of $235.0 million of senior mortgage loans, $58.4 million of mezzanine loans, and $75.4 million of real estate owned.

We maintain policies relating to our use of leverage. See "Leverage Policies" above. In the future, we may seek to raise further equity or debt capital or engage in other forms of borrowings in order to fund future investments or to refinance expiring indebtedness.

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We generally intend to hold our assets for investment, although we may sell certain of our investments in order to manage our interest rate risk and liquidity needs, meet other operating objectives and adapt to market conditions.

To maintain our qualification as a REIT under the Internal Revenue Code, we must distribute annually at least 90% of our REIT taxable income, determined without regard to the deduction for dividends paid and excluding net capital gain. These distribution requirements limit our ability to retain earnings and replenish or increase capital for operations.

Borrowings Under Various Financing Arrangements

The following table summarizes the outstanding balances and maturities for our various financing arrangements:

	March 31, 2024			December 31, 2023
	Borrowings Outstanding(1)		Maturity (2)	Borrowings Outstanding(1)		Maturity (2)
Secured Credit Facilities	$	3,460,127	August 2026	$	3,247,652	June 2026
Barclays Private Securitization(3)	2,056,364		July 2026	2,157,157		June 2026
Revolving Credit Facility	94,000		March 2026	147,000		February 2025
Total Secured Debt Arrangements	5,610,491			5,551,809
Senior Secured Term Loans	767,250		January 2027	769,250		January 2027
Senior Secured Notes	500,000		June 2029	500,000		June 2029
Total Borrowings	$	6,877,741		$	6,821,059

———————

(1)Borrowings Outstanding represent principal balances as of the respective reporting periods.

(2)Maturity dates represent weighted-average maturities based on borrowings outstanding and assumes extensions at our option are exercised with consent of financing providers, where applicable.

(3)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion ($2.1 billion assuming conversion into USD) of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

Secured Credit Facilities

As of March 31, 2024, we had nine secured credit counterparties through wholly-owned subsidiaries. During the three months ended March 31, 2024, we entered into a new secured credit facility with Goldman Sachs. The facility is secured by a first mortgage loan on a European portfolio of pubs and provides $158.6 million of additional borrowing capacity. Additionally, during the three months ended March 31, 2024, we upsized the Atlas Facility by $113.5 million.

Barclays Private Securitization

We are party to a private securitization with the Barclays Private Securitization. Commercial mortgage loans currently financed under the Barclays Private Securitization are denominated in GBP, EUR, SEK.

Refer to "Note 7 - Secured Debt Arrangements, Net" of our condensed consolidated financial statements for additional disclosure regarding our Barclays Private Securitization.

Revolving Credit Facility

In March 2023, we entered into a $170.0 million Revolving Credit Facility administered by Bank of America, N.A. The Revolving Credit Facility matures in March 2026 and is secured by certain of our qualifying commercial mortgage loans and real property owned assets.

Refer to "Note 7 - Secured Debt Arrangements, Net" of our condensed consolidated financial statements for additional disclosure regarding our secured credit facilities.

Senior Secured Term Loans

In May 2019, we entered into the $500.0 million 2026 Term Loan and in March 2021, we entered into the $300.0 million 2028 Term Loan. The outstanding Term Loans principal balance as of March 31, 2024 and December 31, 2023 was $767.3 million and $769.3 million, respectively.

Refer to "Note 8 - Senior Secured Term Loans, Net" of our condensed consolidated financial statements for additional disclosure regarding our 2026 Term Loan and 2028 Term Loan.

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Senior Secured Notes

In June 2021, we issued $500.0 million of the 4.625% 2029 Notes, for which we received net proceeds of $495.0 million, after deducting initial purchasers' discounts and commissions. The 2029 Notes had a carrying value of $495.8 million and $495.6 million, net of deferred financing costs of $4.2 million and $4.4 million, as of March 31, 2024 and December 31, 2023, respectively.

Refer to "Note 9 - Senior Secured Notes, Net" of our condensed consolidated financial statements for additional disclosure regarding our 2029 Notes.

Dividends

We intend to continue to make regular quarterly distributions to holders of our common stock. U.S. federal income tax law generally requires that a REIT distribute annually at least 90% of our REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that we pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our net taxable income. We generally intend over time to pay dividends to our stockholders in an amount equal to our net taxable income, if and to the extent authorized by our board of directors. Any distributions we make are at the discretion of our board of directors and depend upon, among other things, our actual results of operations. These results and our ability to pay distributions are affected by various factors, including the net interest and other income from our portfolio, our operating expenses and any other expenditures. If our cash available for distribution is less than our net taxable income, we could be required to sell assets or borrow funds to make cash distributions or we may make a portion of the required distribution in the form of a taxable stock distribution or distribution of debt securities.

As of March 31, 2024 and December 31, 2023, we had 6,770,393 shares of our Series B-1 Preferred Stock outstanding. The Series B-1 Preferred Stock pay cumulative cash dividends, which are payable quarterly in equal amounts in arrears on the 15th day of each January, April, July and October: at a rate of 7.25% per annum of the $25.00 per share liquidation preference. Except under certain limited circumstances, the Series B-1 Preferred Stock is generally not convertible into or exchangeable for any other property or any other of our securities at the election of the holders. On and after July 15, 2026, we may, at our option, redeem the shares at a redemption price of $25.00, plus any accrued unpaid dividends to, but not including, the date of the redemption.

The following table details our dividend activity:

	Three months ended
Dividends declared per share of:	March 31, 2024	March 31, 2023
Common Stock	$0.35	$0.35
Series B-1 Preferred Stock	$0.45	$0.45

Critical Accounting Policies and Use of Estimates

Our financial statements are prepared in accordance with GAAP, which requires the use of estimates and assumptions that involve the exercise of judgment and use of assumptions as to future uncertainties. The most critical accounting policies involve decisions and assessments that affect our reported assets and liabilities, as well as reported revenues and expenses. We believe that all of the decisions and assessments upon which these financial statements are based are reasonable based upon information currently available to us. The accounting policies and estimates that we consider to be most critical to an investor's understanding of our financial results and condition and require complex management judgment are discussed below.

There have been no material changes to our Critical Accounting Policies described in our most recent Annual Report on Form 10-K under "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies and Use of Estimates."

For a complete listing and description of our significant accounting policies, refer to "Note 2 - Summary of Significant Accounting Policies" to our consolidated financial statements of our most recent Annual Report on Form 10-K.

Real Estate Owned (and Related Debt)

In order to maximize recovery against a defaulted loan, we may assume legal title or physical possession of the underlying collateral through foreclosure or deed-in-lieu of foreclosure. Foreclosed properties are classified as real estate owned and recognized at fair value on our condensed consolidated balance sheets in accordance with the acquisition method under ASC 805. Real estate assets acquired may include land, building, FF&E, and intangible assets. In accordance ASC 820, "Fair Value Measurements and Disclosures," we may utilize the income, market or cost approach (or combination thereof) to determine fair

50

value.

When determining the fair value of a real estate asset under the income approach, we make certain assumptions including, but not limited to, consideration of projected operating cash flows, comparable selling prices and projected cash flows from the eventual disposition of the real estate asset based upon our estimate of a capitalization rate and discount rate.

When determining the fair value of real estate assets under the market or sales comparison approach, we compare the property to similar properties in the marketplace. Although we exercise significant judgment to identify similar properties, and may also consult independent third-party valuation experts to assist, our assessment of fair value is subject to uncertainty and sensitive to our selection of comparable properties.

When determining the fair value of real estate assets under the cost approach, we measure fair value as the replacement cost of these assets. This approach also requires significant judgment, and our estimate of replacement cost could vary from actual replacements costs.

At times we may classify real estate assets as held for sale in the period in which they meet the criteria under ASC Topic 360, "Property, Plant, and Equipment" as discussed in "Note 2 – Summary of Significant Accounting Policies" to our consolidated financial statements of our most recent Annual Report on Form 10-K. Once a real estate asset is classified as held for sale, depreciation is no longer recorded, and the asset is reported at the lower of its carrying value or fair value less cost to sell. The fair value of real estate assets classified as held for sale is determined using the appropriate methodologies noted in the preceding paragraph and the real estate asset's fair value is subject to uncertainty, as the actual sales price of the real estate asset could differ from those assumed in our valuations.

Once real estate assets have been recorded at fair value, they are evaluated for impairment on a quarterly basis. A real estate asset is considered impaired when the sum of estimated future undiscounted cash flows to be generated by the real estate asset over the estimated remaining holding period is less than the carrying value of such real estate asset. An impairment charge is recorded equal to the excess of the carrying value of the real estate asset over the fair value. When determining the fair value of a real estate asset for the purpose of assessing impairment, we make certain assumptions including, but not limited to: consideration of projected operating cash flows, intended holding period of the real estate, comparable selling prices and projected cash flows from the eventual disposition of the real estate based upon our estimate of a capitalization rate and discount rate. While we exercise significant judgment in generating our assumptions, the asset's fair value is subject to uncertainty, as actual operating cash flows and disposition proceeds could differ from those assumed in our valuations. Additionally, the output is sensitive to the assumptions used in calculating any potential impairment.

Please refer to "Note 3 – Fair Value Disclosure" and "Note 5 – Assets and Liabilities Related to Real Estate Owned" for more information regarding real estate owned and our valuation methodology as well as "Note 2 – Summary of Significant Accounting Policies" to our consolidated financial statements of our most recent Annual Report on Form 10-K.

Current Expected Credit Losses

We measure and record potential expected credit losses related to our loan portfolio in accordance with the CECL Standard. The CECL Standard requires an entity to consider historical loss experience, current conditions, and a reasonable and supportable forecast of the macroeconomic environment. We have adopted the WARM method to determine a General CECL Allowance for the majority of loans in our portfolio, applied on a collective basis by assets with similar risk characteristics. If we determine that a borrower or sponsor is experiencing financial difficulty, we will record loan-specific allowances (our Specific CECL Allowance) in accordance with a practical expedient prescribed by the CECL Standard.

General CECL Allowance

There are a number of significant assumptions required to estimate our General CECL Allowance which include deriving and applying an annual historical loss rate, estimating the impacts of current and future macroeconomic conditions and forecasting the timing of expected repayments, satisfactions and future fundings.

We derive an annual historical loss rate based on a CMBS database with historical losses from 1998 through the first quarter of 2024 provided by Trepp. We apply various filters to arrive at a CMBS dataset most analogous to our current portfolio from which we determine an appropriate historical loss rate. This historical loss rate, and ultimately the General CECL Allowance we derive, is sensitive to the CMBS dataset we select.

We adjust our determined annual historical loss rate based on our outlook of the macroeconomic environment, for a reasonable and supportable forecast period. Selection of a forecast period is a matter of judgement and our General CECL Allowance is sensitive to this input.

We develop our expectations for the future macroeconomic environment and its potential impact on the performance of loans in our portfolio, by analyzing various market factors, such as unemployment rate, market liquidity and price indexes

51

relevant to commercial real estate sector. This assessment requires the use of significant judgment in selecting relevant market factors and analyzing their correlation with historical loss rates. The future macroeconomic environment is subject to uncertainty as the actual future macroeconomic environment could vary from our expectations.

Additionally, there are assumptions provided to us by the Manager that represent their best estimate as to loan expected term, future fundings, and timing of loan repayments. These assumptions, although made with the most available information at the time of the estimate, are subjective and actual activity may not follow the estimated schedule. These assumptions impact the future balances that the loss rate will be applied to and as such impact our General CECL Allowance. As we acquire new loans and the Manager monitors loan and sponsor performance, these estimates may change each period. Refer to "Note 2 – Summary of Significant Accounting Policies" and "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for further discussion regarding our General CECL Allowance.

Specific CECL Allowance

When we determine that a borrower or sponsor is experiencing financial difficulty, we evaluate the related loan for loan-specific allowances, under the practical expedient prescribed by the CECL Standard. Determining that a borrower or sponsor is experiencing financial difficulty requires the use of significant judgment and can be based on several factors subject to uncertainty. These factors can include, but are not limited to, whether cash from the borrower's operations are sufficient to cover current and future debt service requirements, the borrower's ability to potentially refinance the loan, and other circumstances that can affect the borrower's ability to satisfy their obligations in accordance the terms of the loan. When utilizing the practical expedient for collateral dependent loans, the current expected credit losses is determined as the difference between the fair value of the underlying collateral, adjusted for estimated costs to sell when applicable, and the carrying value of the loan (prior to the current expected credit losses), as repayment or satisfaction of a loan is dependent on a sale of the underlying collateral. Collateral-dependent loans evaluated for a Specific CECL Allowance are removed from the General CECL Allowance pool.

The fair value of the underlying collateral is determined by using method(s) such as discounted cash flow, the market approach, or direct capitalization approach. These methods require the use of key unobservable inputs, which are inherently uncertain and subjective. Our estimate of fair value is sensitive to both the valuation methodology selected and inputs used. Determining a suitable valuation method and selecting the appropriate key unobservable inputs and assumptions requires significant judgment and consideration of factors specific to the underlying collateral being assessed. Additionally, the key unobservable inputs and assumptions used may vary depending on the information available to us and market conditions as of the valuation date. As such, the fair value that we derive and use in calculating our Specific CECL Allowance, is subject to uncertainty and any actual losses, if incurred, could differ materially from our current expected credit losses. Refer to "Note 2 – Summary of Significant Accounting Policies" and "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for further discussion regarding our Specific CECL Allowance.

Refer to "Note 2 - Summary of Significant Accounting Policies" to our consolidated financial statements of our most recent Annual Report on Form 10-K for the complete listing and description of our significant accounting policies.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

We seek to manage our risks related to the credit quality of our assets, interest rates, liquidity, prepayment speeds, and market value, while, at the same time, seeking to provide an opportunity to stockholders to realize attractive risk-adjusted returns through ownership of our capital stock. While risks are inherent in any business enterprise, we seek to quantify and justify risks in light of available returns and to maintain capital levels consistent with the risks we undertake.

Credit Risk

One of our strategic focuses is acquiring assets that we believe to be of high credit quality. We believe this strategy will generally keep our credit losses and financing costs low. However, we are subject to varying degrees of credit risk in connection with our other target assets. We seek to mitigate this risk by seeking to acquire high quality assets, at appropriate prices given anticipated and unanticipated losses, and by deploying a value-driven approach to underwriting and diligence, consistent with the Manager's historical investment strategy, with a focus on current cash flows and potential risks to cash flow. The Manager seeks to enhance its due diligence and underwriting efforts by accessing the Manager's knowledge base and industry contacts. Nevertheless, unanticipated credit losses could occur, which could adversely impact our operating results.

Interest Rate Risk

Interest rates are highly sensitive to many factors, including fiscal and monetary policies, and domestic and international economic and political considerations, as well as other factors beyond our control. We are subject to interest rate risk in connection with our target assets and our related financing obligations.

To the extent consistent with maintaining our REIT qualification, we seek to manage risk exposure to protect our portfolio of financial assets against the effects of major interest rate changes. We generally seek to manage this risk by:

•attempting to structure our financing agreements to have a range of different maturities, terms, amortizations and interest rate adjustment periods;

•using hedging instruments and interest rate swaps, when we deem appropriate; and

•to the extent available and appropriate, using securitization financing to better match the maturity of our financing with the duration of our assets.

The following table estimates the hypothetical impact on our net interest income for the twelve-month period following March 31, 2024, assuming an immediate increase or decrease of 50 basis points in the applicable interest rate benchmark by currency ($ in thousands, except per share data):

			50 basis point increase				50 basis point decrease
Currency	Net floating rate assets subject to interest rate sensitivity		Increase to net interest income (1)(2)		Increase to net interest income (per share) (1)(2)		Decrease to net interest income (1)(2)		Decrease to net interest income (per share) (1)(2)
USD	$	127,712	$	639	$	0.01	$	(639)	$	(0.01)
GBP	918,755		3,720		0.03		(3,720)		(0.03)
EUR	651,190		3,256		0.02		(3,256)		(0.02)
SEK	46,423		232		—		(232)		—
Total:	$	1,744,080	$	7,847	$	0.06	$	(7,847)	$	(0.06)

———————

(1)Any such hypothetical impact on interest rates on our variable rate borrowings does not consider the effect of any change in overall economic activity that could occur in a rising or falling interest rate environment. Further, in the event of a change in interest rates of that magnitude, we may take actions to further mitigate our exposure to such a change. However, due to the uncertainty of the specific actions that would be taken and their possible effects, this analysis assumes no changes in our financial structure.

(2)Certain of our floating rate loans are subject to index floors.

Prepayment Risk

Prepayment risk is the risk that principal will be repaid at a different rate than anticipated, causing the return on an asset to be less than expected. In certain cases, we adapt to prepayment risk by stating prepayment penalties in loan agreements.

Market Risk

Commercial mortgage assets are subject to volatility and may be affected adversely by a number of factors, including, but not limited to, national, regional and local economic conditions (which may be adversely affected by industry slowdowns and

53

other factors); local real estate conditions; changes or continued weakness in specific industry segments; construction quality, age and design; demographic factors; retroactive changes to building or similar codes; pandemics; natural disasters and other acts of god. In addition, decreases in property values reduce the value of the collateral and the potential proceeds available to a borrower to repay the underlying loans or loans, as the case may be, which could also cause us to suffer losses. Market volatility has been particularly heightened due to the COVID-19 pandemic. COVID-19 and its variants have disrupted economic activities and could have a continued significant adverse effect on economic and market conditions including rising inflation, increases in interest rates, limited lending from financial institutions, depressed asset values, and limited market liquidity.

Inflation

Virtually all of our assets and liabilities are interest rate sensitive in nature. As a result, interest rates and other factors influence our performance far more so than does inflation. Changes in interest rates do not necessarily correlate with inflation rates or changes in inflation rates. Our financial statements are prepared in accordance with GAAP and distributions are determined by our board of directors consistent with our obligation to distribute to our stockholders at least 90% of our REIT taxable income, excluding net capital gains and determined without regard to the dividends paid deduction, on an annual basis in order to maintain our REIT qualification. In each case, our activities and balance sheets are measured with reference to historical cost and/or fair market value without considering inflation.

Currency Risk

Some of our loans and secured debt arrangements are denominated in a foreign currency and subject to risks related to fluctuations in currency rates. We seek to mitigate this exposure through foreign currency forward contracts, which match the net principal and interest of our foreign currency loans and secured debt arrangements.

Item 4. Controls and Procedures.

Evaluation of Disclosure Controls and Procedures

Our Chief Executive Officer and Chief Financial Officer, based on their evaluation of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) required by paragraph (b) of Rule 13a-15 or Rule 15d-15, have concluded that as of the end of the period covered by this report, our disclosure controls and procedures were effective to give reasonable assurances to the timely collection, evaluation and disclosure of information relating to our company that would potentially be subject to disclosure under the Exchange Act, and the rules and regulations promulgated thereunder.

During the period ended March 31, 2024, there was no change in our internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Notwithstanding the foregoing, a control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that it will detect or uncover failures within our company to disclose material information otherwise required to be set forth in our periodic reports.

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PART II - OTHER INFORMATION

Item 1. Legal Proceedings

From time to time, we may be involved in various claims and legal actions arising in the ordinary course of business. Refer to "Note 18 - Commitments and Contingencies" for further detail regarding legal proceedings.

Item 1A. Risk Factors

For information regarding factors that could affect our results of operations, financial condition and liquidity, see the risk factors discussed in "Item 1A. Risk Factors" in our most recent Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Not Applicable.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information

Amended and Restated Bylaws

On April 25, 2024, our board of directors approved and adopted our Amended and Restated Bylaws (the "Bylaws"). The Bylaws were amended and restated in response to the new universal proxy rules approved by the SEC that became effective in 2022. The changes in the Bylaws, among other items, address certain procedural matters arising out of the new universal proxy rules and also enhance the information required to be submitted in connection with the nomination of alternative directors to serve on our board of directors. We believe the amendments included in the Bylaws are in the best interests of our Company and our stockholders because they, among other reasons, provide our board of directors and our stockholders with greater information to evaluate the merits of any proposals and alternative director nominations by stockholders.

The foregoing description of the Company's Bylaws does not purport to be complete and is qualified in its entirety by reference to the full text of the Bylaws, a copy of which is filed as Exhibit 3.2 to this Quarterly Report on Form 10-Q and is incorporated by reference herein.

Item 6. Exhibits and Financial Statement Schedules.

3.1	Articles of Amendment and Restatement of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 3.1 of the Registrant's Form S-11, as amended (Registration No. 333-160533).
3.2*	Amended and Restated Bylaws of Apollo Commercial Real Estate Finance, Inc.
3.3	Articles Supplementary designating Apollo Commercial Real Estate Finance, Inc.'s 7.25% Series B-1 Cumulative Redeemable Perpetual Preferred Stock, liquidation preference $25.00 per share, par value $0.01 per share, incorporated by reference to Exhibit 3.1 of the Registrant's Form 8-K filed on July 20, 2021 (File No.: 001-34452).
4.1	Specimen Stock Certificate of Apollo Commercial Real Estate Finance, Inc., incorporated by reference to Exhibit 4.1 of the Registrant's Form S-11, as amended (Registration No. 333-160533).
4.2	Indenture, dated as of March 17, 2014, between the Registrant and Wells Fargo Bank, National Association, as Trustee, incorporated by reference to Exhibit 4.1 of the Registrant's Form 8-K filed on March 21, 2014 (File No.: 001-34452).
4.3	Third Supplemental Indenture, dated as of October 5, 2018 between the Registrant and Wells Fargo Bank, National Association, as Trustee (including the form of 5.375% Convertible Senior Note due 2023), incorporated by reference to Exhibit 4.2 of the Registrant's Form 8-K filed on October 5, 2018 (File No.: 001-34452).

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4.4	Indenture dated as of June 29, 2021, by and among Apollo Commercial Real Estate Finance, Inc., as issuer, ACREFI Operating, LLC, ARM Operating, LLC and ACREFI Mortgage Lending, LLC, as guarantors, Wells Fargo Bank, National Association, as trustee and notes collateral agent (including the form of Apollo Commercial Real Estate Finance, Inc.'s 4.625% Senior Secured Notes due 2029), incorporated by reference to Exhibit 4.1 of the Registrant's Form 8-K filed on July 6, 2021 (File No.: 001-34452).
31.1*	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of Principal Executive Officer and Principal Financial Officer pursuant to Section 906 of 18 U.S.C. Section 1350 as adopted pursuant to the Sarbanes-Oxley Act of 2002.
101.INS*	Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCH*	Inline XBRL Taxonomy Extension Schema
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase
101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase
104*	Cover Page Interactive Data File (embedded with the Inline XBRL document)

* Filed herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

	Apollo Commercial Real Estate Finance, Inc.
April 29, 2024	By:	/s/ Stuart A. Rothstein
		Stuart A. Rothstein
		President and Chief Executive Officer (Principal Executive Officer)
April 29, 2024	By:	/s/ Anastasia Mironova
		Anastasia Mironova
		Chief Financial Officer, Treasurer and Secretary (Principal Financial Officer and Principal Accounting Officer)

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EX-3.2

- 1 - APOLLO COMMERCIAL REAL ESTATE FINANCE, INC. AMENDED AND RESTATED BYLAWS ARTICLE I OFFICES Section 1. PRINCIPAL OFFICE. The principal office of Apollo Commercial Real Estate Finance, Inc. (the “Corporation”) in the State of Maryland shall be located at such place as the board of directors of the Corporation (the “Board of Directors”) may from time to time designate. Section 2. ADDITIONAL OFFICES. The Corporation may have additional offices, including a principal executive office, at such places as the Board of Directors may from time to time determine or the business of the Corporation may require. ARTICLE II MEETINGS OF STOCKHOLDERS Section 1. PLACE. All meetings of stockholders shall be held at the principal executive office of the Corporation or at such other place as shall be set in accordance with these Bylaws and stated in the notice of the meeting. The Board of Directors may determine that a meeting not be held at any place, but instead may be held partially or solely by means of remote communication. In accordance with these Bylaws and subject to any guidelines and procedures adopted by the Board of Directors, stockholders and proxy holders may participate in any meeting of stockholders held by means of remote communication and may vote at such meeting as permitted by Maryland law. Participation in a meeting by these means constitutes presence in person at the meeting. Section 2. ANNUAL MEETING. An annual meeting of stockholders for the election of directors and the transaction of any business within the powers of the Corporation shall be held on the date and at the time and place set by the Board of Directors. Section 3. SPECIAL MEETINGS. (a) General. The chair of the board, the chief executive officer, the president or the Board of Directors may call a special meeting of stockholders. Except as provided in the last sentence of this subsection (a), a special meeting of stockholders shall be held on the date and at the time and place set by the chair of the board, chief executive officer, president or Board of Directors, whoever has called the meeting. Subject to subsection (b) of this Section 3, a special meeting of stockholders shall also be called by the secretary of the Corporation to act on any matter that may properly be considered at a meeting of stockholders upon the written request of stockholders entitled to cast not less than a majority of all the votes entitled to be cast on such matter at such meeting (the “Special Meeting Percentage”). In fixing a date for any special meeting of stockholders, including a meeting called at the request of stockholders in accordance with subsection (b) of this Section 3, the chair of the board, the chief executive officer, the president or the Board of Directors, as applicable, may consider such factors as the chair, any such officer or the Board of Directors deems relevant,

- 2 - including, without limitation, the nature of the matters to be considered, the facts and circumstances surrounding any request for the meeting and any plan of the Board of Directors to call an annual meeting or a special meeting. (b) Stockholder-Requested Special Meetings. (1) Any stockholder of record seeking to have stockholders request a special meeting shall, by sending written notice to the secretary (the “Record Date Request Notice”) by registered mail, return receipt requested, request the Board of Directors to fix a record date to determine the stockholders entitled to request a special meeting (the “Request Record Date”). The Record Date Request Notice shall set forth the purpose of the meeting and the matters proposed to be acted on at it, shall be signed by one or more stockholders of record as of the date of signature (or their agents duly authorized in a writing accompanying the Record Date Request Notice), shall bear the date of signature of each such stockholder (or such agent) and shall set forth all information relating to each such stockholder and each matter proposed to be acted on at the meeting that would be required to be disclosed in connection with the solicitation of proxies for the election of directors in an election contest (even if an election contest is not involved), or would otherwise be required in connection with such a solicitation, in each case pursuant to Regulation 14A (or any successor provision) under the Securities Exchange Act of 1934, as amended (together with the rules and regulations promulgated thereunder, the “Exchange Act”). Upon receiving the Record Date Request Notice, the Board of Directors may fix a Request Record Date. The Request Record Date shall not precede and shall not be more than ten days after the close of business on the date on which the resolution fixing the Request Record Date is adopted by the Board of Directors. If the Board of Directors, within ten days after the date on which a valid Record Date Request Notice is received, fails to adopt a resolution fixing the Request Record Date, the Request Record Date shall be the close of business on the tenth day after the first date on which the Record Date Request Notice is received by the secretary. (2) In order for any stockholder to request a special meeting to act on any matter that may properly be considered at a meeting of stockholders, one or more written requests for a special meeting (collectively, the “Special Meeting Request”) signed by stockholders of record (or their agents duly authorized in a writing accompanying the request) as of the Request Record Date entitled to cast not less than the Special Meeting Percentage shall be delivered to the secretary. In addition, the Special Meeting Request shall (a) set forth the purpose of the meeting and the matters proposed to be acted on at it (which shall be limited to those lawful matters set forth in the Record Date Request Notice received by the secretary), (b) bear the date of signature of each such stockholder (or such agent) signing the Special Meeting Request, (c) set forth (i) the name and address, as they appear in the Corporation’s books, of each stockholder signing such request (or on whose behalf the Special Meeting Request is signed), (ii) the class, series and number of all shares of stock of the Corporation which are owned (beneficially or of record) by each such stockholder and (iii) the nominee holder for, and number of, shares of stock of the Corporation owned beneficially but not of record by such stockholder, (d) be sent to the secretary by registered mail, return receipt requested, and (e) be received by the secretary within 60 days after the Request Record Date. Any requesting stockholder (or agent duly authorized in a writing accompanying the revocation of the Special Meeting Request) may revoke such stockholder’s request for a special meeting at any time by written revocation delivered to the secretary. (3) The secretary shall inform the requesting stockholders of the reasonably estimated cost of preparing and mailing or delivering the notice of the meeting (including the Corporation’s proxy materials). The secretary shall not be required to call a special meeting upon

- 3 - stockholder request and such meeting shall not be held unless, in addition to the documents required by paragraph (2) of this Section 3(b), the secretary receives on behalf of the Corporation payment of such reasonably estimated cost prior to the preparation and mailing or delivery of such notice of the meeting. (4) In the case of any special meeting called by the secretary upon the request of stockholders (a “Stockholder-Requested Meeting”), such meeting shall be held at such place, date and time as may be designated by the Board of Directors; provided, however, that the date of any Stockholder-Requested Meeting shall be not more than 90 days after the record date for such meeting (the “Meeting Record Date”); and provided further that if the Board of Directors fails to designate, within ten days after the date that a valid Special Meeting Request is actually received by the secretary (the “Delivery Date”), a date and time for a Stockholder-Requested Meeting, then such meeting shall be held at 2:00 p.m. local time on the 90th day after the Meeting Record Date or, if such 90th day is not a Business Day (as defined below), on the first preceding Business Day; and provided further that in the event that the Board of Directors fails to designate a place for a Stockholder- Requested Meeting within ten days after the Delivery Date, then such meeting shall be held at the principal executive office of the Corporation. In the case of any Stockholder-Requested Meeting, if the Board of Directors fails to fix a Meeting Record Date that is a date within 30 days after the Delivery Date, then the close of business on the 30th day after the Delivery Date shall be the Meeting Record Date. The Board of Directors may revoke the notice for any Stockholder-Requested Meeting in the event that the requesting stockholders fail to comply with the provisions of paragraph (2) of this Section 3(b). (5) If written revocations of the Special Meeting Request have been delivered to the secretary and the result is that stockholders of record (or their agents duly authorized in writing), as of the Request Record Date, entitled to cast less than the Special Meeting Percentage have delivered, and not revoked, requests for a special meeting on the matter to the secretary: (i) if the notice of meeting has not already been delivered, the secretary shall refrain from delivering the notice of the meeting and send to all requesting stockholders who have not revoked such requests written notice of any revocation of a request for a special meeting on the matter, or (ii) if the notice of meeting has been delivered and if the secretary first sends to all requesting stockholders who have not revoked requests for a special meeting on the matter written notice of any revocation of a request for the special meeting and written notice of the Corporation’s intention to revoke the notice of the meeting or for the chair of the meeting to adjourn the meeting without action on the matter, (A) the secretary may revoke the notice of the meeting at any time before ten days before the commencement of the meeting or (B) the chair of the meeting may call the meeting to order and adjourn the meeting from time to time without acting on the matter. Any request for a special meeting received after a revocation by the secretary of a notice of a meeting shall be considered a request for a new special meeting. (6) The chair of the board, chief executive officer, president or Board of Directors may appoint regionally or nationally recognized independent inspectors of elections to act as the agent of the Corporation for the purpose of promptly performing a ministerial review of the validity of any purported Special Meeting Request received by the secretary. For the purpose of permitting the inspectors to perform such review, no such purported Special Meeting Request shall be deemed to have been received by the secretary until the earlier of (i) five Business Days after actual receipt by the secretary of such purported request and (ii) such date as the independent inspectors certify to the Corporation that the valid requests received by the secretary

- 4 - represent, as of the Request Record Date, stockholders of record entitled to cast not less than the Special Meeting Percentage. Nothing contained in this paragraph (6) shall in any way be construed to suggest or imply that the Corporation or any stockholder shall not be entitled to contest the validity of any request, whether during or after such five Business Day period, or to take any other action (including, without limitation, the commencement, prosecution or defense of any litigation with respect thereto, and the seeking of injunctive relief in such litigation). (7) In the case of any Stockholder-Requested Meeting, if information submitted pursuant to the provisions of Section 3(b)(1) or (2) by any stockholder proposing business to be conducted at a special meeting of stockholders is inaccurate in any material respect, such information may be deemed not to have been provided in accordance with this Section 3(b). Any such stockholder shall notify the Corporation of any inaccuracy or change (within two Business Days of becoming aware of such inaccuracy or change) in any such information. Upon written request by the secretary of the Corporation or the Board of Directors, any such stockholder shall provide, within five Business Days of delivery of such request (or such other period as may be specified in such request), (A) written verification, satisfactory, in the discretion of the Board of Directors or any authorized officer of the Corporation, to demonstrate the accuracy of any information submitted by the stockholder pursuant to the provisions of this Section 3(b), and (B) a written update of any information (including, if requested by the Corporation, written confirmation by such stockholder that it continues to intend to bring such business proposal before the special meeting). If a stockholder fails to provide such written verification or written update within such period, the information as to which written verification or a written update was requested may be deemed not to have been provided in accordance with this Section 3(b). (8) For purposes of these Bylaws, “Business Day” shall mean any day other than a Saturday, a Sunday or a day on which banking institutions in the State of New York are authorized or obligated by law or executive order to close. Section 4. NOTICE. Not less than ten nor more than 90 days before each meeting of stockholders, the secretary shall give to each stockholder entitled to vote at such meeting and to each stockholder not entitled to vote who is entitled to notice of the meeting notice in writing or by electronic transmission stating the time and place of the meeting and, in the case of a special meeting or as otherwise may be required by any statute, the purpose for which the meeting is called, by mail, by presenting it to such stockholder personally, by leaving it at the stockholder’s residence or usual place of business, by electronic transmission or by any other means permitted by Maryland law. If mailed, such notice shall be deemed to be given when deposited in the United States mail addressed to the stockholder at the stockholder’s address as it appears on the records of the Corporation, with postage thereon prepaid. If transmitted electronically, such notice shall be deemed to be given when transmitted to the stockholder by an electronic transmission to any address or number of the stockholder at which the stockholder receives electronic transmissions. The Corporation may give a single notice to all stockholders who share an address, which single notice shall be effective as to any stockholder at such address, unless such stockholder objects to receiving such single notice or revokes a prior consent to receiving such single notice. Failure to give notice of any meeting to one or more stockholders, or any irregularity in such notice, shall not affect the validity of any meeting fixed in accordance with this Article II or the validity of any proceedings at any such meeting. Subject to Section 11(a) of this Article II, any business of the Corporation may be transacted at an annual meeting of stockholders without being specifically designated in the notice,

- 5 - except such business as is required by any statute to be stated in such notice. No business shall be transacted at a special meeting of stockholders except as specifically designated in the notice. The Corporation may postpone or cancel a meeting of stockholders by making a “public announcement” (as defined in Section 11(c)(4) of this Article II) of such postponement or cancellation prior to the meeting. Notice of the date, time and place to which the meeting is postponed shall be given not less than ten days prior to such date and otherwise in the manner set forth in this section. Section 5. ORGANIZATION AND CONDUCT. Every meeting of stockholders shall be conducted by an individual appointed by the Board of Directors to be chair of the meeting or, in the absence of such appointment or appointed individual, by the chair of the board or, in the case of a vacancy in the office or absence of the chair of the board, by one of the following individuals present at the meeting in the following order: the vice chair of the board, if any, the chief executive officer, the president, the vice presidents in their order of rank and, within each rank, in their order of seniority, the secretary, or, in the absence of such officers, a chair chosen by the stockholders by the vote of a majority of the votes cast by stockholders present in person or by proxy. The secretary, or, in the secretary’s absence, an assistant secretary, or, in the absence of both the secretary and assistant secretaries, an individual appointed by the Board of Directors or, in the absence of such appointment, an individual appointed by the chair of the meeting shall act as secretary. In the event that the secretary presides at a meeting of stockholders, an assistant secretary, or, in the absence of all assistant secretaries, an individual appointed by the Board of Directors or the chair of the meeting, shall record the minutes of the meeting. Even if present at the meeting, the person holding the office named herein may delegate to another person the power to act as chair or secretary of the meeting. The order of business and all other matters of procedure at any meeting of stockholders shall be determined by the chair of the meeting. The chair of the meeting may prescribe such rules, regulations and procedures and take such action as, in the discretion of the chair and without any action by the stockholders, are appropriate for the proper conduct of the meeting, including, without limitation, (a) restricting admission to the time set for the commencement of the meeting; (b) limiting attendance or participation at the meeting to stockholders of record of the Corporation, their duly authorized proxies and such other individuals as the chair of the meeting may determine; (c) recognizing speakers at the meeting and determining when and for how long speakers and any individual speaker may address the meeting; (d) determining when and for how long the polls should be opened and when the polls should be closed and when announcement of the results should be made; (e) maintaining order and security at the meeting; (f) removing any stockholder or any other individual who refuses to comply with meeting procedures, rules or guidelines as set forth by the chair of the meeting; (g) concluding a meeting or recessing or adjourning the meeting, whether or not a quorum is present, to a later date and time and at a place either (i) announced at the meeting or (ii) provided at a future time through means announced at the meeting; and (h) complying with any state and local laws and regulations concerning safety and security. Unless otherwise determined by the chair of the meeting, meetings of stockholders shall not be required to be held in accordance with any rules of parliamentary procedure. Section 6. QUORUM. At any meeting of stockholders, the presence in person or by proxy of stockholders entitled to cast a majority of all the votes entitled to be cast at such meeting on any matter shall constitute a quorum; but this section shall not affect any requirement under any statute or the charter of the Corporation (the “Charter”) for the vote necessary for the approval of any matter. If such quorum is not established at any meeting of stockholders, the chair of the meeting may adjourn the meeting sine die or from time to time to a date not more than 120 days after the original record date without notice other than announcement at the meeting. The date, time and place

- 6 - of the meeting, as reconvened, shall be either (i) announced at the meeting or (ii) provided at a future time through means announced at the meeting. At such adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the meeting as originally notified. The stockholders present either in person or by proxy, at a meeting which has been duly called and at which a quorum has been established, may continue to transact business until adjournment, notwithstanding the withdrawal from the meeting of enough stockholders to leave fewer than would be required to establish a quorum. Section 7. VOTING. A plurality of all the votes cast at a meeting of stockholders duly called and at which a quorum is present shall be sufficient to elect a director. Each share may be voted for as many individuals as there are directors to be elected and for whose election the holder is entitled to vote. A majority of the votes cast at a meeting of stockholders duly called and at which a quorum is present shall be sufficient to approve any other matter which may properly come before the meeting, unless more than a majority of the votes cast is required by statute or by the Charter. Unless otherwise provided by statute or by the Charter, each outstanding share of stock, regardless of class, entitles the holder thereof to cast one vote on each matter submitted to a vote at a meeting of stockholders. Voting on any question or in any election may be viva voce unless the chair of the meeting shall order that voting be by ballot or otherwise. Section 8. PROXIES. A stockholder of record may vote in person or by a proxy that is (i) executed by the stockholder or by the stockholder’s duly authorized agent in any manner permitted by applicable law, (ii) compliant with Maryland law and these Bylaws and (iii) filed in accordance with the procedures established by the Corporation. Such proxy or evidence of authorization of such proxy shall be filed with the proceedings of the meeting. No proxy shall be valid more than eleven months after its date unless otherwise provided in the proxy. Any Proponent or Stockholder Associated Person (each as defined below) directly or indirectly soliciting proxies from stockholders must use a proxy card color other than white, which shall be reserved for the exclusive use by the Board of Directors. Section 9. VOTING OF STOCK BY CERTAIN HOLDERS. Stock of the Corporation registered in the name of a corporation, partnership, trust, limited liability company, joint venture or other entity, if entitled to be voted, may be voted by the president or a vice president, general partner, trustee, manager or managing member thereof, as the case may be, or a proxy appointed by any of the foregoing individuals, unless some other person who has been appointed to vote such stock pursuant to a bylaw or a resolution of the governing body of such corporation or other entity or agreement of the partners of a partnership presents a certified copy of such bylaw, resolution or agreement, in which case such person may vote such stock. Any trustee or fiduciary may vote stock registered in the name of such person in the capacity of such trustee or fiduciary, either in person or by proxy. Shares of stock of the Corporation directly or indirectly owned by it shall not be voted at any meeting and shall not be counted in determining the total number of outstanding shares entitled to be voted at any given time, unless they are held by it in a fiduciary capacity, in which case they may be voted and shall be counted in determining the total number of outstanding shares at any given time.

- 7 - The Board of Directors may adopt by resolution a procedure by which a stockholder may certify in writing to the Corporation that any shares of stock registered in the name of the stockholder are held for the account of a specified person other than the stockholder. The resolution shall set forth the class of stockholders who may make the certification, the purpose for which the certification may be made, the form of certification and the information to be contained in it; if the certification is with respect to a record date, the time after the record date within which the certification must be received by the Corporation; and any other provisions with respect to the procedure which the Board of Directors considers necessary or appropriate. On receipt by the secretary of the Corporation of such certification, the person specified in the certification shall be regarded as, for the purposes set forth in the certification, the holder of record of the specified stock in place of the stockholder who makes the certification. Section 10. INSPECTORS. The Board of Directors or the chair of the meeting may appoint, before or at the meeting, one or more inspectors for the meeting and any successor to the inspector. Except as otherwise provided by the chair of the meeting, the inspectors, if any, shall (i) determine the number of shares of stock represented at the meeting, in person or by proxy, and the validity and effect of proxies, (ii) receive and tabulate all votes, ballots or consents, (iii) report such tabulation to the chair of the meeting, (iv) hear and determine all challenges and questions arising in connection with the right to vote, and (v) do such acts as are proper to fairly conduct the election or vote. Each such report shall be in writing and signed by the inspector or by a majority of them if there is more than one inspector acting at such meeting. If there is more than one inspector, the report of a majority shall be the report of the inspectors. The report of the inspector or inspectors on the number of shares represented at the meeting and the results of the voting shall be prima facie evidence thereof. Section 11. ADVANCE NOTICE OF STOCKHOLDER NOMINEES FOR DIRECTOR AND OTHER STOCKHOLDER PROPOSALS. (a) Annual Meetings of Stockholders. (1) Nominations of individuals for election to the Board of Directors and the proposal of other business to be considered at an annual meeting of stockholders by the stockholders may be made (i) pursuant to the Corporation’s notice of meeting, (ii) by or at the direction of the Board of Directors or (iii) by any stockholder of the Corporation who was a stockholder of record at (x) the record date set by the Board of Directors for the purpose of determining stockholders entitled to vote at the annual meeting, (y) the time of giving of notice by the stockholder as provided for in this Section 11(a) and (z) the time of the annual meeting (and any postponement or adjournment thereof), so long as such stockholder is entitled to vote at the meeting in the election of each individual so nominated or on any such other business and such stockholder has complied with this Section 11(a). (2) For any nomination or other business to be properly brought before an annual meeting by a stockholder pursuant to clause (iii) of paragraph (a)(1) of this Section 11, (i) the stockholder (the “Proponent”) must have given timely notice thereof in writing to the secretary of the Corporation and complied with all applicable provisions of this Section 11 and of all undertakings and certifications given pursuant to and as required by this Section 11 and (ii) any such other business must otherwise be a proper matter for action by the stockholders. To be timely, a Proponent’s notice that complies with all the applicable requirements of this Section 11 must be delivered to the secretary at the principal executive office of the Corporation not earlier than the 150th day nor later than 5:00 p.m., Eastern Time, on the 120th day prior to the first anniversary of the date

- 8 - of the proxy statement (as defined in Section 11(c)(4) of this Article II) for the preceding year’s annual meeting; provided, however, that if the date of the annual meeting is advanced or delayed by more than 30 days from the first anniversary of the date of the preceding year’s annual meeting, notice by the Proponent will be timely only if it is so delivered not earlier than the 150th day prior to the date of such annual meeting and not later than 5:00 p.m., Eastern Time, on the later of the 120th day prior to the date of such annual meeting, as originally convened, or the tenth day following the day on which public announcement of the date of such meeting is first made (the period described in the preceding clause, the “Notice Period”). The postponement or adjournment of an annual meeting (or the public announcement thereof) shall not commence a new, or extend any, Notice Period. (3) The Proponent’s notice shall set forth: (i) with respect to any director nomination: (A) a description of the manner in which the Proponent, any beneficial owner on whose behalf the nomination is made and any other Stockholder Associated Person will conduct any solicitation (within the meaning of Rule 14a-1(l) under the Exchange Act) with respect to the nomination, including the name of each participant (as defined in Item 4 of Schedule 14A (or any successor provision) under the Exchange Act) in such solicitation, and an undertaking to conduct such solicitation in accordance with the applicable requirements of Regulation 14A under the Exchange Act and in connection therewith to deliver to holders of shares of stock representing at least 67% of the voting power of the stock entitled to vote generally in the election of directors either (x) at least 20 calendar days before the meeting, a copy of a definitive proxy statement for the solicitation of proxies for the Proponent’s director nominees or (y) at least 40 calendar days before the meeting, a Notice of Internet Availability of Proxy Materials that satisfies the requirements of Rule 14a-6(d) under the Exchange Act and to deliver to the Corporation, not later than seven days before the date of the meeting, such evidence as the Corporation reasonably shall request of compliance with the foregoing requirement; (B) for each individual that the Proponent proposes to nominate for election or reelection as a director (each, a “Proposed Nominee”), all information relating to the Proposed Nominee that would be required to be disclosed in connection with the solicitation of proxies for the election of the Proposed Nominee as a director in an election contest (even if an election contest is not involved), or would otherwise be required in connection with such solicitation, in each case pursuant to Regulation 14A (or any successor provision) under the Exchange Act; and (C) an undertaking by the Proponent to notify the Corporation as promptly as practicable of any determination by the Proponent to no longer solicit proxies for the election of any Proposed Nominee as a director at the meeting; (ii) as to any other business that the Proponent proposes to bring before the meeting, (A) a description of such business (including the text of any proposal), the Proponent’s reasons for proposing such business at the meeting and any material interest in such business of the Proponent or any Stockholder Associated Person, individually or in the aggregate, including any anticipated benefit to the Proponent or any Stockholder Associated Person therefrom and (B) any other information relating to such item of business that would be required to be disclosed in a proxy statement or other filing required to be made in connection with solicitations of proxies in

- 9 - support of the business proposed to be brought before the meeting pursuant to Regulation 14A (or any successor provision) under the Exchange Act; and (iii) separately as to the Proponent, each Proposed Nominee and each Stockholder Associated Person; (A) the class, series and number of all shares of stock or other securities of the Corporation or any affiliate thereof (collectively, the “Company Securities”), if any, which are owned (beneficially, within the meaning of Rule 13d-3 under the Exchange Act, or of record) by the Proponent or such Proposed Nominee or Stockholder Associated Person, the date on which each such Company Security was acquired and the investment intent of such acquisition, and the nominee holder for, and number of, any Company Securities owned beneficially but not of record by the Proponent or such Proposed Nominee or Stockholder Associated Person; (B) any ownership of or other position held by the Proponent or such Proposed Nominee or Stockholder Associated Person in any option, warrant, redeemable, exchangeable or convertible security, stock appreciation right, or similar right with an exercise or conversion privilege or a settlement payment or mechanism at a price related to the trading price of (x) any Company Security or (y) any security of any publicly traded company that is listed on the MVIS US Mortgage REITs Index or was listed in the Peer Group in the Stock Performance Graph in the most recent annual report to security holders of the Corporation (each, a “Competitor”) (such securities referred to in clause (y), together with the Company Securities, the “Reference Securities”) or with a value derived in whole or in part from the value of any Reference Security, or any derivative or synthetic arrangement having the characteristics of a long position in any Reference Security, or any contract, derivative, swap or other transaction or series of transactions designed to produce economic benefits and risks that correspond substantially to the ownership of any Reference Security, including due to the fact that the value of such contract, derivative, swap or other transaction or series of transactions is determined by reference to the price, value or volatility of any Reference Security, whether or not such instrument, contract or right shall be subject to settlement in the underlying Reference Security, through the delivery of cash or other property, or otherwise, and without regard to whether the Proponent or such Proposed Nominee or Stockholder Associated Person may have entered into transactions that hedge or mitigate the economic effect of such instrument, contract or right, or any other direct or indirect opportunity to profit or share in any profit derived from any increase or decrease in the value of shares of any Reference Security (any of the foregoing, a “Derivative Instrument”); (C) any agreement, arrangement, understanding, or other relationship, including any repurchase or similar so-called “stock borrowing” agreement or arrangement, involving the Proponent or such Proposed Nominee or Stockholder Associated Person or to which any of them is a party, directly or indirectly, the purpose or effect of which is to mitigate loss in respect of, reduce the economic risk (of ownership or otherwise) of any Reference Security by, manage the risk of share price changes for, or increase or decrease the voting power of, the Proponent or such Proposed Nominee or Stockholder Associated Person with respect to any Company Security, or which provides, directly or indirectly, the opportunity to profit or share in any profit derived from any decrease in the price or value of any Reference Security, in each case described in this clause (C) whether or not the agreement, arrangement, understanding, or other relationship is or could be required to be reported on Schedule 13D under the Exchange Act (any of the foregoing, a “Short Interest”);

- 10 - (D) whether and if so the extent to which the Proponent or such Proposed Nominee or Stockholder Associated Person, directly or indirectly (through brokers, nominees or otherwise), has acquired or disposed of any Derivative Instrument or Short Interest during the six months immediately preceding the date of the notice; (E) the nominee holder for, and number of, any Company Securities owned beneficially (within the meaning of Rule 13d-3 under the Exchange Act) but not of record by the Proponent, Proposed Nominee or Stockholder Associated Person; and (F) any substantial interest, direct or indirect (including, without limitation, any existing or prospective commercial, business or contractual relationship with the Corporation), by security holdings or otherwise, of the Proponent, Proposed Nominee or Stockholder Associated Person, in the Corporation or any affiliate thereof, other than an interest arising from the ownership of Company Securities where the Proponent, Proposed Nominee or Stockholder Associated Person receives no extra or special benefit not shared on a pro rata basis by all other holders of the same class or series; (iv) as to the Proponent, any Stockholder Associated Person with an interest or ownership referred to in clause (ii) or (iii) of this paragraph (3) of this Section 11(a) and any Proposed Nominee: (A) the name and address of the Proponent, as they appear on the Corporation’s stock ledger, and the current name and business address, if different, of each Stockholder Associated Person and Proposed Nominee; (B) the investment strategy or objective, if any, of such stockholder and each such Stockholder Associated Person who is not an individual and a copy of the prospectus, offering memorandum or similar document, if any, provided to investors or potential investors in such stockholder and each such Stockholder Associated Person; and (C) a detailed description of any legal proceeding that is pending or, to the Proponent’s knowledge, threatened in writing in which the Proponent or any Stockholder Associated Person is or may become a party and that relates to or involves any alleged violation of the federal securities laws or any allegation of fraud, dishonesty or fiduciary breach on the part of the Proponent or any Stockholder Associated Person; (v) an undertaking by the Proponent to furnish such other or additional information as the Corporation may request for the purpose of determining whether the requirements of this Section 11(a) have been complied with and of evaluating any nomination or other business described in the Proponent’s notice; (vi) the name and address of any person who contacted or was contacted by the Proponent giving the notice or any Stockholder Associated Person about the Proposed Nominee or other business proposal prior to the date of the Proponent’s notice; (vii) to the extent known by the Proponent, the name and address of any other record or beneficial stockholder financially supporting the election of any Proposed Nominee or any other proposal identified in the Proponent’s notice, and for each such

- 11 - record or beneficial stockholder, the classes and numbers of Company Securities and any Derivative Instrument or Short Interest held by such stockholder; and (viii) the dates of first contact between any Proponent and/or Stockholder Associated Person, on the one hand, and any Proposed Nominee, on the other hand, with respect to (i) the Corporation or (ii) any proposed nomination or nominations of any person or persons (including, without limitation, any Proposed Nominee) for election or reelection to the Board of Directors. (4) If the Proponent’s notice relates to a director nomination, the notice shall be accompanied by the following material, separately for each Proposed Nominee: (i) a written certification and undertaking executed by the Proposed Nominee that such Proposed Nominee (a) is not, and will not become, a party to any agreement, arrangement or understanding with any person or entity other than the Corporation in connection with service or action as a director of the Corporation that has not been disclosed to the Corporation, (b) consents to be named in a proxy statement as a nominee, (c) will serve as a director of the Corporation if elected, (d) will notify the Corporation simultaneously with any notification to the Proponent of the Proposed Nominee’s actual or potential unwillingness or inability to serve as a director, (e) has read and agrees to adhere to the Corporation’s Code of Business Conduct and Ethics, Corporate Governance Guidelines and Director Independence Standards, or similar publicly disclosed policies of similar substance, and any other publicly disclosed policies and guidelines applicable to directors, as well as any applicable law, rule or regulation or stock exchange listing requirement; and (f) does not need any permission or consent from any third party to serve as a director of the Corporation, if elected, including any employer or any other board or governing body on which such Proposed Nominee serves that has not been obtained, and will provide the Corporation copies of any and all requisite permissions or consents already obtained; and (ii) a questionnaire (which questionnaire shall be provided by the Corporation, within ten calendar days after receipt of a written request therefor, to the Proponent) relating to such Proposed Nominee and shall include all information relating to the Proposed Nominee that would be required to be disclosed in connection with the solicitation of proxies for the election of the Proposed Nominee as a director in an election contest (even if an election contest is not involved), or would otherwise be required in connection with such solicitation, in each case pursuant to Regulation 14A (or any successor provision) under the Exchange Act, or would be required pursuant to the rules of any national securities exchange on which any securities of the Corporation are listed or over-the- counter market on which any securities of the Corporation are traded. (5) Notwithstanding anything in this subsection (a) of this Section 11 to the contrary, in the event that the number of directors to be elected to the Board of Directors is increased, and there is no public announcement of such action at least 130 days prior to the first anniversary of the date of the proxy statement (as defined in Section 11(c)(4) of this Article II) for the preceding year’s annual meeting, a stockholder’s notice required by this Section 11(a) shall also be considered timely, but only with respect to nominees for any new positions created by such increase, if it shall be delivered to the secretary at the principal executive office of the Corporation not later than 5:00 p.m., Eastern Time, on the tenth day following the day on which such public announcement is first made by the Corporation. (6) For purposes of this Section 11, “Stockholder Associated Person” of any stockholder means (i) any person who is a member, with such stockholder, of any “group,” as that term is used for purposes of Section 13(d)(3) of the Exchange Act, or who is

- 12 - otherwise a participant (as defined in Instruction 3 to Item 4 of Schedule 14A under the Exchange Act) in the solicitation, (ii) any beneficial owner (within the meaning of Rule 13d-3 under the Exchange Act) of shares of stock of the Corporation owned of record or beneficially by such stockholder (other than a stockholder that is a depositary) and (iii) any person that directly, or indirectly through one or more intermediaries, controls, or is controlled by, or is under common control with, such stockholder or such Stockholder Associated Person. (b) Special Meetings of Stockholders. Only such business shall be conducted at a special meeting of stockholders as shall have been brought before the meeting pursuant to the Corporation’s notice of meeting and, except as contemplated by and in accordance with the next two sentences of this Section 11(b), no stockholder may nominate an individual for election to the Board of Directors or make a proposal of other business to be considered at a special meeting. Nominations of individuals for election to the Board of Directors may be made at a special meeting of stockholders at which directors are to be elected only (i) by or at the direction of the Board of Directors or (ii) provided that the special meeting has been called in accordance with Section 3(a) of Article II of these Bylaws for the purpose of electing directors, by any stockholder of the Corporation who is a stockholder of record at the record date set by the Board of Directors for the purpose of determining stockholders entitled to vote at the special meeting, at the time of giving of notice provided for in this Section 11 and at the time of the special meeting (and any postponement or adjournment thereof), who is entitled to vote at the meeting in the election of each individual so nominated and who has complied with the notice procedures set forth in this Section 11. In the event the Corporation calls a special meeting of stockholders for the purpose of electing one or more individuals to the Board of Directors, any stockholder may nominate an individual or individuals (as the case may be) for election as a director as specified in the Corporation’s notice of meeting, if the stockholder’s notice, containing the information and representations required by paragraphs (a)(3) and (4) of this Section 11, is delivered to the secretary at the principal executive office of the Corporation not earlier than the 120th day prior to such special meeting and not later than 5:00 p.m., Eastern Time, on the later of the 90th day prior to such special meeting or the tenth day following the day on which public announcement is first made of the date of the special meeting and of the nominees proposed by the Board of Directors to be elected at such meeting. The postponement or adjournment of a special meeting (or the public announcement thereof) shall not commence a new time period (or extend any time period) for the giving of a stockholder’s notice as described above. (c) General. (1) If any information or representation submitted pursuant to this Section 11 by any stockholder proposing a nominee for election as a director or any proposal for other business at a meeting of stockholders, including any information or representation from a Proposed Nominee, shall be inaccurate in any material respect, such information or representation may be deemed not to have been provided in accordance with this Section 11. Any such stockholder shall notify the Corporation of any inaccuracy or change (within two Business Days of becoming aware of such inaccuracy or change) in any such information or representation occurring at any time before the relevant meeting. Upon written request by the secretary of the Corporation or the Board of Directors, any such stockholder or Proposed Nominee shall provide, within five Business Days of delivery of such request (or such other period as may be specified in such request), (A) written verification, satisfactory, in the discretion of the Board of Directors or any authorized officer of the Corporation, to demonstrate the accuracy of any information submitted by the stockholder pursuant to this Section 11, (B) a written update of any information (including, if requested by the Corporation, written confirmation by such stockholder that it continues to intend to bring such nomination or other business proposal before the meeting and, if applicable, satisfy the requirements

- 13 - of Rule 14a-19(a)(3)) submitted by the stockholder pursuant to this Section 11 as of an earlier date and (C) an updated representation by each Proposed Nominee that such individual will serve as a director of the Corporation, if elected. If a stockholder fails to provide such written verification, update or representation within such period, the information as to which written verification, update or representation was requested may be deemed not to have been provided in accordance with this Section 11. (2) Only such individuals who are nominated in accordance with this Section 11 shall be eligible for election by stockholders as directors, and only such business shall be conducted at any meeting of stockholders as shall have been brought before the meeting in accordance with the procedures and other requirements set forth in this Section 11 and with all undertakings and certifications supplied pursuant to such procedures and requirements. To be qualified to be nominated for election as a director, or to serve as a director, each director nominee and individual must sit for one or more interviews as may be reasonably requested by the Board of Directors or the Nominating and Corporate Governance Committee. A stockholder proposing a Proposed Nominee shall have no right to (i) nominate a number of Proposed Nominees that exceed the number of directors to be elected at the meeting or (ii) substitute or replace any Proposed Nominee unless such substitute or replacement is nominated in accordance with this Section 11 (including the timely provision of all information and representations with respect to such substitute or replacement Proposed Nominee in accordance with the deadlines set forth in this Section 11). If the Corporation provides notice to a Proponent that the number of Proposed Nominees proposed by such Proponent exceeds the number of directors to be elected at a meeting, the Proponent must provide written notice to the Corporation within five Business Days stating the names of the Proposed Nominees that have been withdrawn so that the number of Proposed Nominees proposed by such Proponent no longer exceeds the number of directors to be elected at a meeting. If any individual who is nominated in accordance with this Section 11 becomes unwilling or unable to serve on the Board of Directors, then the nomination with respect to such individual shall no longer be valid and no votes may validly be cast for such individual. The chair of the meeting shall have the power to determine and declare to the meeting that any proposed business and/or any proposed nomination for election as director was not properly brought or made before the meeting or made in accordance with the procedures and requirements prescribed by these Bylaws and with all undertakings and certifications supplied pursuant to such procedures and requirements, and if the chair of the meeting should so determine, the chair shall so declare to the meeting and any such proposed business or proposed nomination for election as director not properly brought before the meeting or made shall not be transacted or considered. (3) Notwithstanding the foregoing provisions of this Section 11, the Corporation shall disregard any proxy authority granted in favor of, or votes for, director nominees other than the Corporation’s nominees if the Proponent or Stockholder Associated Person (each, a “Soliciting Stockholder”) soliciting proxies in support of such director nominees abandons the solicitation or does not (i) comply with Rule 14a-19 under the Exchange Act, including any failure by the Soliciting Stockholder to (A) provide the Corporation with any notices required thereunder in a timely manner or (B) comply with the requirements of Rule 14a-19(a)(2) and Rule 14a-19(a)(3) under the Exchange Act or (ii) timely provide sufficient evidence in the determination of the Board of Directors sufficient to satisfy the Corporation that such Soliciting Stockholder has met the requirements of Rule 14a-19(a)(3) under the Exchange Act in accordance with the following sentence. Upon request by the Corporation, such Soliciting Stockholder shall deliver to the Corporation, no later than five Business Days prior to the applicable meeting, sufficient evidence in

- 14 - the judgment of the Board of Directors that it has met the requirements of Rule 14a-19(a)(3) under the Exchange Act. (4) For purposes of this Section 11, “the date of the proxy statement” shall have the same meaning as “the date of the company’s proxy statement released to shareholders” as used in Rule 14a-8(e) under the Exchange Act, as interpreted by the Securities and Exchange Commission from time to time. “Public announcement” shall mean disclosure (i) in a press release reported by the Dow Jones News Service, Associated Press, Business Wire, PR Newswire or other widely circulated news or wire service or (ii) in a document publicly filed by the Corporation with the Securities and Exchange Commission pursuant to the Exchange Act. (5) Notwithstanding the foregoing provisions of this Section 11, a stockholder shall also comply with all applicable requirements of state law and of the Exchange Act, including Rule 14a-19 under the Exchange Act, with respect to the matters set forth in this Section 11. Nothing in this Section 11 shall be deemed to affect any right of a stockholder to request inclusion of a proposal in, or the right of the Corporation to omit a proposal from, the Corporation’s proxy statement pursuant to Rule 14a-8 (or any successor provision) under the Exchange Act. Nothing in this Section 11 shall require disclosure of revocable proxies received by, or routine solicitation contacts made by or on behalf of, the stockholder or Stockholder Associated Person pursuant to a solicitation of proxies after the filing of an effective Schedule 14A by such stockholder or Stockholder Associated Person under Section 14(a) of the Exchange Act. (6) Notwithstanding anything in these Bylaws to the contrary, except as otherwise determined by the Chair of the meeting, if the Proponent does not appear in person or by proxy at such annual meeting or special meeting to present each Proposed Nominee or such proposed business, such matter shall not be considered at the meeting. (7) For purposes of these Bylaws, “person” shall mean any individual, general partnership, limited partnership, limited liability company, corporation, trust, business trust, joint stock company, joint venture, unincorporated association, cooperative or association or any other legal entity or organization of whatever nature, as applicable, and shall include any successor (by merger or otherwise) of such entity, as applicable. Section 12. CONTROL SHARE ACQUISITION ACT. Notwithstanding any other provision of the Charter or these Bylaws, Title 3, Subtitle 7 of the Maryland General Corporation Law, or any successor statute (the “MGCL”), shall not apply to any acquisition by any person of shares of stock of the Corporation. This section may be repealed, in whole or in part, at any time, whether before or after an acquisition of control shares and, upon such repeal, may, to the extent provided by any successor bylaw, apply to any prior or subsequent control share acquisition. ARTICLE III DIRECTORS Section 1. GENERAL POWERS. The business and affairs of the Corporation shall be managed under the direction of the Board of Directors. Section 2. NUMBER, TENURE AND RESIGNATION. A majority of the entire Board of Directors may establish, increase or decrease the number of directors, provided that the

- 15 - number thereof shall never be less than the minimum number required by the MGCL, nor more than 15, and further provided that the tenure of office of a director shall not be affected by any decrease in the number of directors. Any director of the Corporation may resign at any time by delivering such director’s resignation to the Board of Directors, the chair of the board or the secretary. Any resignation shall take effect immediately upon its receipt or at such later time specified in the resignation. The acceptance of a resignation shall not be necessary to make it effective unless otherwise stated in the resignation. Section 3. ANNUAL AND REGULAR MEETINGS. An annual meeting of the Board of Directors may be held at such time and place as shall be specified in a notice given as hereinafter provided for special meetings of the Board of Directors. The Board of Directors may provide, by resolution, the time and place of regular meetings of the Board of Directors without other notice than such resolution. Section 4. SPECIAL MEETINGS. Special meetings of the Board of Directors may be called by or at the request of the chair of the board, the chief executive officer, the president or by a majority of the directors then in office. The person or persons authorized to call special meetings of the Board of Directors may fix the time and place of any special meeting of the Board of Directors called by them. The Board of Directors may provide, by resolution, the time and place of special meetings of the Board of Directors without other notice than such resolution. Section 5. NOTICE. Notice of any special meeting of the Board of Directors shall be delivered personally or by telephone, electronic mail, facsimile transmission, courier or United States mail to each director at such director’s business or residence address. Notice by personal delivery, telephone, electronic mail or facsimile transmission shall be given at least 24 hours prior to the meeting. Notice by United States mail shall be given at least three days prior to the meeting. Notice by courier shall be given at least two days prior to the meeting. Telephone notice shall be deemed to be given when the director or such director’s agent is personally given such notice in a telephone call to which the director or such director’s agent is a party. Electronic mail notice shall be deemed to be given upon transmission of the message to the electronic mail address given to the Corporation by the director. Facsimile transmission notice shall be deemed to be given upon completion of the transmission of the message to the number given to the Corporation by the director and receipt of a completed answer-back indicating receipt. Notice by United States mail shall be deemed to be given when deposited in the United States mail properly addressed, with postage thereon prepaid. Notice by courier shall be deemed to be given when deposited with or delivered to a courier properly addressed. Neither the business to be transacted at, nor the purpose of, any annual, regular or special meeting of the Board of Directors need be stated in the notice, unless specifically required by statute or these Bylaws. Section 6. QUORUM. A majority of the directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors, provided that, if less than a majority of such directors is present at such meeting, a majority of the directors present may adjourn the meeting from time to time without further notice, and provided further that if, pursuant to applicable law, the Charter or these Bylaws, the vote of a majority or other percentage of a particular group of directors is required for action, a quorum must also include a majority or such other percentage of such group.

- 16 - The directors present at a meeting which has been duly called and at which a quorum has been established may continue to transact business until adjournment, notwithstanding the withdrawal from the meeting of enough directors to leave fewer than required to establish a quorum. Section 7. VOTING. The action of a majority of the directors present at a meeting at which a quorum is present shall be the action of the Board of Directors, unless the concurrence of a greater proportion is required for such action by applicable law, the Charter or these Bylaws. If enough directors have withdrawn from a meeting to leave fewer than required to establish a quorum, but the meeting is not adjourned, the action of the majority of that number of directors necessary to constitute a quorum at such meeting shall be the action of the Board of Directors, unless the concurrence of a greater proportion is required for such action by applicable law, the Charter or these Bylaws. Section 8. ORGANIZATION. At each meeting of the Board of Directors, the chair of the board or, in the absence of the chair, the vice chair of the board, if any, shall act as chair of the meeting. Even if present at the meeting, such director may designate another director to act as chair of the meeting. In the absence of both the chair and vice chair of the board, the chief executive officer or, in the absence of the chief executive officer, the president or, in the absence of the president, a director chosen by a majority of the directors present, shall act as chair of the meeting. The secretary or, in the secretary’s absence, an assistant secretary of the Corporation, or, in the absence of the secretary and all assistant secretaries, an individual appointed by the chair of the meeting, shall act as secretary of the meeting. Section 9. CHAIR OF THE BOARD. The Board of Directors shall designate a chair of the board. The chair of the board shall preside over the meetings of the Board of Directors. The chair of the board shall perform such other duties as may be assigned to the chair of the board by these Bylaws or the Board of Directors. Section 10. MEETINGS BY REMOTE COMMUNICATION. Directors may participate in a meeting by means of a conference telephone or other communications equipment in any manner permitted by Maryland law. Participation in a meeting by these means shall constitute presence in person at the meeting. Section 11. CONSENT BY DIRECTORS WITHOUT A MEETING. Any action required or permitted to be taken at any meeting of the Board of Directors may be taken without a meeting, if a consent in writing or by electronic transmission to such action is given by each director and is filed with the minutes of proceedings of the Board of Directors. Section 12. VACANCIES. If for any reason any or all of the directors cease to be directors, such event shall not terminate the Corporation or affect these Bylaws or the powers of the remaining directors hereunder. Except as may be provided by the Board of Directors in setting the terms of any class or series of preferred stock, any vacancy on the Board of Directors may be filled only by a majority of the remaining directors, even if the remaining directors do not constitute a quorum. Any director elected to fill a vacancy shall serve for the remainder of the full term of the class in which the vacancy occurred and until a successor is elected and qualifies. Section 13. COMPENSATION. Directors shall not receive any stated salary for their services as directors but, by resolution of the Board of Directors, may receive compensation per

- 17 - year and/or per meeting and/or per visit to real property or other facilities owned or leased by the Corporation and for any service or activity they performed or engaged in as directors. Directors may be reimbursed for expenses of attendance, if any, at each annual, regular or special meeting of the Board of Directors or of any committee thereof and for their expenses, if any, in connection with each property visit and any other service or activity they perform or engage in as directors; but nothing herein contained shall be construed to preclude any directors from serving the Corporation in any other capacity and receiving compensation therefor. Section 14. RELIANCE. Each director and officer of the Corporation shall, in the performance of such director’s or such officer’s duties with respect to the Corporation, be entitled to rely on any information, opinion, report or statement, including any financial statement or other financial data, prepared or presented by an officer or employee of the Corporation whom the director or officer reasonably believes to be reliable and competent in the matters presented, by a lawyer, certified public accountant or other person, as to a matter which the director or officer reasonably believes to be within the person’s professional or expert competence, or, with respect to a director, by a committee of the Board of Directors on which the director does not serve, as to a matter within its designated authority, if the director reasonably believes the committee to merit confidence. Section 15. RATIFICATION. The Board of Directors or the stockholders may ratify any act, omission, failure to act or determination made not to act (an “Act”) by the Corporation or its officers to the extent that the Board of Directors or the stockholders could have originally authorized the Act and, if so ratified, such Act shall have the same force and effect as if originally duly authorized, and such ratification shall be binding upon the Corporation and its stockholders. Any Act questioned in any proceeding on the ground of lack of authority, defective or irregular execution, adverse interest of a director, officer or stockholder, non-disclosure, miscomputation, the application of improper principles or practices of accounting or otherwise, may be ratified, before or after judgment, by the Board of Directors or by the stockholders, and such ratification shall constitute a bar to any claim or execution of any judgment in respect of such questioned Act. Section 16. CERTAIN RIGHTS OF DIRECTORS AND OFFICERS. A director who is not also an officer of the Corporation shall have no responsibility to devote such director’s full time to the affairs of the Corporation. Any director or officer, in such director’s or such officer’s personal capacity or in a capacity as an affiliate, employee, or agent of any other person, or otherwise, may have business interests and engage in business activities similar to, in addition to or in competition with those of or relating to the Corporation. Section 17. EMERGENCY PROVISIONS. Notwithstanding any other provision in the Charter or these Bylaws, this Section 17 shall apply during the existence of any catastrophe, or other similar emergency condition, as a result of which a quorum of the Board of Directors under Article III of these Bylaws cannot readily be obtained (an “Emergency”). During any Emergency, unless otherwise provided by the Board of Directors, (i) a meeting of the Board of Directors or a committee thereof may be called by any director or officer by any means feasible under the circumstances; (ii) notice of any meeting of the Board of Directors during such an Emergency may be given less than 24 hours prior to the meeting to as many directors and by such means as may be feasible at the time, including publication, television or radio; and (iii) the number of directors necessary to constitute a quorum shall be one-third of the entire Board of Directors.

- 18 - ARTICLE IV COMMITTEES Section 1. NUMBER, TENURE AND QUALIFICATIONS. The Board of Directors may appoint from among its members an Executive Committee, an Audit Committee, a Compensation Committee, a Nominating and Corporate Governance Committee and one or more other committees, composed of one or more directors, to serve at the pleasure of the Board of Directors. Section 2. POWERS. The Board of Directors may delegate to committees appointed under Section 1 of this Article any of the powers of the Board of Directors, except as prohibited by law. Except as otherwise may be provided by the Board of Directors, any committee may delegate some or all of its power and authority to one or more subcommittees, composed of one or more directors, as the committee deems appropriate in its sole discretion. Section 3. MEETINGS. Notice of committee meetings shall be given in the same manner as notice for special meetings of the Board of Directors. A majority of the members of the committee shall constitute a quorum for the transaction of business at any meeting of the committee. The act of a majority of the committee members present at a meeting shall be the act of such committee. The Board of Directors or, in the absence of such designation, the applicable committee, may designate a chair or method for selecting a chair of any committee, and such chair or, in the absence of a chair, any two members of any committee (if there are at least two members of the committee) may fix the time and place of its meeting unless the Board shall otherwise provide. In the absence of any member of any such committee, the members thereof present at any meeting, whether or not they constitute a quorum, may appoint another director to act in the place of such absent member. Section 4. MEETINGS BY REMOTE COMMUNICATION. Directors may participate in a meeting of a committee of the Board of Directors by means of a conference telephone or other communications equipment in any manner permitted by Maryland law. Participation in a meeting by these means shall constitute presence in person at the meeting. Section 5. CONSENT BY COMMITTEES WITHOUT A MEETING. Any action required or permitted to be taken at any meeting of a committee of the Board of Directors may be taken without a meeting, if a consent in writing or by electronic transmission to such action is given by each member of the committee and is filed with the minutes of proceedings of such committee. Section 6. CHANGES. Subject to the provisions hereof, the Board of Directors shall have the power at any time to change the membership of any committee, to appoint the chair of any committee, to fill any vacancy, to designate an alternate member to replace any absent or disqualified member, to dissolve any such committee or to withdraw or add any powers previously delegated to a committee.

- 19 - ARTICLE V OFFICERS Section 1. GENERAL PROVISIONS. The officers of the Corporation shall include a president, a secretary and a treasurer and may include a chief executive officer, one or more vice presidents, a chief operating officer, a chief financial officer, one or more assistant secretaries and one or more assistant treasurers. In addition, the Board of Directors may from time to time elect such other officers with such powers and duties as it shall deem necessary or appropriate. The officers of the Corporation shall be elected by the Board of Directors, except that the chief executive officer or the president may from time to time appoint one or more vice presidents, assistant secretaries and assistant treasurers or other officers. Each officer shall serve until such officer’s successor is elected and qualifies or until such officer’s death, or such officer’s resignation or removal in the manner hereinafter provided. Any two or more offices except president and vice president may be held by the same person. Election of an officer or agent shall not of itself create contract rights between the Corporation and such officer or agent. Section 2. REMOVAL AND RESIGNATION. Any officer or agent of the Corporation may be removed, with or without cause, by the Board of Directors, but such removal shall be without prejudice to the contract rights, if any, of the person so removed. Any officer of the Corporation may resign at any time by delivering such officer’s resignation to the Board of Directors, the chair of the board, the chief executive officer, the president or the secretary. Any resignation shall take effect immediately upon its receipt or at such later time specified in the resignation. The acceptance of a resignation shall not be necessary to make it effective unless otherwise stated in the resignation. Such resignation shall be without prejudice to the contract rights, if any, of the Corporation. Section 3. VACANCIES. A vacancy in any office may be filled by the Board of Directors for the balance of the term. Section 4. CHIEF EXECUTIVE OFFICER. The Board of Directors may designate a chief executive officer. The chief executive officer shall have general responsibility for implementation of the policies of the Corporation, as determined by the Board of Directors, and for the management of the business and affairs of the Corporation. The chief executive officer may execute any deed, mortgage, bond, contract or other instrument, except in cases where the execution thereof shall be expressly delegated by the Board of Directors or by these Bylaws to some other officer or agent of the Corporation or shall be required by law to be otherwise executed; and in general shall perform all duties incident to the office of chief executive officer and such other duties as may be prescribed by the Board of Directors from time to time. Section 5. CHIEF OPERATING OFFICER. The Board of Directors may designate a chief operating officer. The chief operating officer shall have the responsibilities and duties as determined by the Board of Directors or the chief executive officer. Section 6. CHIEF FINANCIAL OFFICER. The Board of Directors may designate a chief financial officer. The chief financial officer shall have the responsibilities and duties as determined by the Board of Directors or the chief executive officer.

- 20 - Section 7. PRESIDENT. In the absence of a chief executive officer, the president shall in general supervise and control all of the business and affairs of the Corporation. In the absence of a designation of a chief executive officer by the Board of Directors, the president shall be the chief executive officer. The president may execute any deed, mortgage, bond, contract or other instrument, except in cases where the execution thereof shall be expressly delegated by the Board of Directors or by these Bylaws to some other officer or agent of the Corporation or shall be required by law to be otherwise executed; and in general shall perform all duties incident to the office of president and such other duties as may be prescribed by the Board of Directors from time to time. Section 8. VICE PRESIDENTS. In the absence of the president or in the event of a vacancy in such office, the vice president (or in the event there be more than one vice president, the vice presidents in the order designated at the time of their election or, in the absence of any designation, then in the order of their election) shall perform the duties of the president and when so acting shall have all the powers of and be subject to all the restrictions upon the president; and shall perform such other duties as from time to time may be assigned to such vice president by the chief executive officer, the president or the Board of Directors. The Board of Directors may designate one or more vice presidents as executive vice president, senior vice president, or vice president for particular areas of responsibility. Section 9. SECRETARY. The secretary shall (a) keep the minutes of the proceedings of the stockholders, the Board of Directors and committees of the Board of Directors in one or more books provided for that purpose; (b) see that all notices are duly given in accordance with the provisions of these Bylaws or as required by law; (c) be custodian of the corporate records and of the seal of the Corporation; (d) keep a register of the post office address of each stockholder which shall be furnished to the secretary by such stockholder; (e) have general charge of the stock transfer books of the Corporation; and (f) in general perform such other duties as from time to time may be assigned to the secretary by the chief executive officer, the president or the Board of Directors. Section 10. TREASURER. The treasurer shall have the custody of the funds and securities of the Corporation, shall keep full and accurate accounts of receipts and disbursements in books belonging to the Corporation, shall deposit all moneys and other valuable effects in the name and to the credit of the Corporation in such depositories as may be designated by the Board of Directors and in general perform such other duties as from time to time may be assigned to the treasurer by the chief executive officer, the president or the Board of Directors. In the absence of a designation of a chief financial officer by the Board of Directors, the treasurer shall be the chief financial officer of the Corporation. The treasurer shall disburse the funds of the Corporation as may be ordered by the Board of Directors, taking proper vouchers for such disbursements, and shall render to the president and Board of Directors, at the regular meetings of the Board of Directors or whenever it may so require, an account of all the treasurer’s transactions as treasurer and of the financial condition of the Corporation. Section 11. ASSISTANT SECRETARIES AND ASSISTANT TREASURERS. The assistant secretaries and assistant treasurers, in general, shall perform such duties as shall be assigned to them by the secretary or treasurer, respectively, or by the chief executive officer, the president or the Board of Directors.

- 21 - Section 12. COMPENSATION. The compensation of the officers shall be fixed from time to time by or under the authority of the Board of Directors and no officer shall be prevented from receiving such compensation by reason of the fact that such officer is also a director. ARTICLE VI CONTRACTS, CHECKS AND DEPOSITS Section 1. CONTRACTS. The Board of Directors or any manager of the Corporation approved by the Board of Directors and acting within the scope of its authority pursuant to a management agreement with the Corporation may authorize any officer, agent or other person to enter into any contract or to execute and deliver any instrument in the name of and on behalf of the Corporation and such authority may be general or confined to specific instances. Any agreement, deed, mortgage, lease or other document shall be valid and binding upon the Corporation when executed by an authorized person and duly authorized or ratified by action of the Board of Directors or a manager acting within the scope of its authority pursuant to a management agreement with the Corporation. Section 2. CHECKS AND DRAFTS. All checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of the Corporation shall be signed by such officer or agent of the Corporation in such manner as shall from time to time be determined by the Board of Directors. Section 3. DEPOSITS. All funds of the Corporation not otherwise employed shall be deposited or invested from time to time to the credit of the Corporation as the Board of Directors, the chief executive officer, the president, the chief financial officer, the treasurer or any other officer designated by the Board of Directors may determine. ARTICLE VII STOCK Section 1. CERTIFICATES. The Board of Directors or any officer of the Corporation may authorize the Corporation to issue some or all of the shares of any class or series of its stock without certificates. In the event that the Corporation issues shares of stock represented by certificates, such certificates shall be in such form as prescribed by the Board of Directors or a duly authorized officer, shall contain the statements and information required by the MGCL and shall be signed by the officers of the Corporation in the manner permitted by the MGCL. In the event that the Corporation issues shares of stock without certificates, to the extent then required by the MGCL, the Corporation shall provide to the record holders of such shares a written statement of the information required by the MGCL to be included on stock certificates. There shall be no difference in the rights and obligations of stockholders based on whether or not their shares are represented by certificates. If shares of a class or series of stock are authorized by the Board of Directors or any officer of the Corporation to be issued without certificates, no stockholder shall be entitled to a certificate or certificates representing any shares of such class or series of stock held by such stockholder unless otherwise determined by the Board of Directors or any officer of the Corporation and then only upon written request by such stockholder to the secretary of the Corporation.

- 22 - Section 2. TRANSFERS. All transfers of shares of stock shall be made on the books of the Corporation in such manner as the Board of Directors or any officer of the Corporation may prescribe and, if such shares are certificated, upon surrender of certificates duly endorsed. The issuance of a new certificate upon the transfer of certificated shares is subject to the determination of the Board of Directors or an officer of the Corporation that such shares shall no longer be represented by certificates. Upon the transfer of any uncertificated shares, to the extent then required by the MGCL, the Corporation shall provide to the record holders of such shares a written statement of the information required by the MGCL to be included on stock certificates. The Corporation shall be entitled to treat the holder of record of any share of stock as the holder in fact thereof and, accordingly, shall not be bound to recognize any equitable or other claim to or interest in such share or on the part of any other person, whether or not it shall have express or other notice thereof, except as otherwise expressly provided by the laws of the State of Maryland. Notwithstanding the foregoing, transfers of shares of any class or series of stock will be subject in all respects to the Charter and all of the terms and conditions contained therein. Section 3. REPLACEMENT CERTIFICATE. Any officer of the Corporation may direct a new certificate or certificates to be issued in place of any certificate or certificates theretofore issued by the Corporation alleged to have been lost, destroyed, stolen or mutilated, upon the making of an affidavit of that fact by the person claiming the certificate to be lost, destroyed, stolen or mutilated; provided, however, if such shares have ceased to be certificated, no new certificate shall be issued unless requested in writing by such stockholder and the Board of Directors has determined that such certificates may be issued. Unless otherwise determined by an officer of the Corporation, the owner of such lost, destroyed, stolen or mutilated certificate or certificates, or such owner’s legal representative, shall be required, as a condition precedent to the issuance of a new certificate or certificates, to give the Corporation a bond in such sums as it may direct as indemnity against any claim that may be made against the Corporation. Section 4. FIXING OF RECORD DATE. The Board of Directors may set, in advance, a record date for the purpose of determining stockholders entitled to notice of or to vote at any meeting of stockholders or determining stockholders entitled to receive payment of any dividend or the allotment of any other rights, or in order to make a determination of stockholders for any other proper purpose. Such record date, in any case, shall not be prior to the close of business on the day the record date is fixed and shall be not more than 90 days and, in the case of a meeting of stockholders, not less than ten days, before the date on which the meeting or particular action requiring such determination of stockholders of record is to be held or taken. When a record date for the determination of stockholders entitled to notice of or to vote at any meeting of stockholders has been set as provided in this section, such record date shall continue to apply to the meeting if adjourned or postponed, except if the meeting is postponed or adjourned to a date more than 120 days after the record date originally fixed for the meeting, in which case a new record date for such meeting shall be determined as set forth herein. Section 5. STOCK LEDGER. The Corporation shall maintain at its principal office or at the office of its counsel, accountants or transfer agent, an original or duplicate stock

- 23 - ledger containing the name and address of each stockholder and the number of shares of each class held by such stockholder. Section 6. FRACTIONAL STOCK; ISSUANCE OF UNITS. The Board of Directors may authorize the Corporation to issue fractional shares of stock or authorize the issuance of scrip, all on such terms and under such conditions as it may determine. Notwithstanding any other provision of the Charter or these Bylaws, the Board of Directors may authorize the issuance of units consisting of different securities of the Corporation. ARTICLE VIII ACCOUNTING YEAR The Board of Directors shall have the power, from time to time, to fix the fiscal year of the Corporation by a duly adopted resolution. ARTICLE IX DISTRIBUTIONS Section 1. AUTHORIZATION. Dividends and other distributions upon the stock of the Corporation may be authorized by the Board of Directors, subject to the provisions of law and the Charter. Dividends and other distributions may be paid in cash, property or stock of the Corporation, subject to the provisions of law and the Charter. Section 2. CONTINGENCIES. Before payment of any dividend or other distribution, there may be set aside out of any assets of the Corporation available for dividends or other distributions such sum or sums as the Board of Directors may from time to time, in its sole discretion, think proper as a reserve fund for contingencies, for equalizing dividends or other distributions, for repairing or maintaining any property of the Corporation or for such other purpose as the Board of Directors shall determine, and the Board of Directors may modify or abolish any such reserve. ARTICLE X INVESTMENT POLICY Subject to the provisions of the Charter, the Board of Directors may from time to time adopt, amend, revise or terminate any policy or policies with respect to investments by the Corporation as it shall deem appropriate in its sole discretion. ARTICLE XI SEAL Section 1. SEAL. The Board of Directors may authorize the adoption of a seal by the Corporation. The seal shall contain the name of the Corporation and the year of its incorporation and the words “Incorporated Maryland” or shall be in such other form as may be authorized by the

- 24 - Board of Directors. The Board of Directors may authorize one or more duplicate seals and provide for the custody thereof. Section 2. AFFIXING SEAL. Whenever the Corporation is permitted or required to affix its seal to a document, it shall be sufficient to meet the requirements of any law, rule or regulation relating to a seal to place the word “(SEAL)” adjacent to the signature of the person authorized to execute the document on behalf of the Corporation. ARTICLE XII INDEMNIFICATION AND ADVANCE OF EXPENSES To the maximum extent permitted by Maryland law in effect from time to time, the Corporation shall indemnify and, without requiring a preliminary determination of the ultimate entitlement to indemnification, shall pay or reimburse reasonable expenses in advance of final disposition of a proceeding to (a) any individual who is a present or former director or officer of the Corporation and who is made or threatened to be made a party to, or witness in, the proceeding by reason of such individual’s service in that capacity or (b) any individual who, while a director or officer of the Corporation and at the request of the Corporation, serves or has served as a director, officer, partner, manager, managing member or trustee of another corporation, real estate investment trust, partnership, limited liability company, joint venture, trust, employee benefit plan or any other enterprise and who is made or threatened to be made a party to, or witness in, the proceeding by reason of such individual’s service in that capacity. The rights to indemnification and advance of expenses provided by the Charter and these Bylaws shall vest immediately upon election of a director or officer. The Corporation may, with the approval of its Board of Directors, provide such indemnification and advance of expenses to an individual who served a predecessor of the Corporation in any of the capacities described in (a) or (b) above and to any employee or agent of the Corporation or a predecessor of the Corporation. The indemnification and payment or reimbursement of expenses provided in these Bylaws shall not be deemed exclusive of or limit in any way other rights to which any person seeking indemnification or payment or reimbursement of expenses may be or may become entitled under any bylaw, regulation, resolution, insurance, agreement or otherwise. Neither the amendment nor repeal of this Article, nor the adoption or amendment of any other provision of these Bylaws or the Charter inconsistent with this Article, shall apply to or affect in any respect the applicability of the preceding paragraph with respect to any act or failure to act which occurred prior to such amendment, repeal or adoption. ARTICLE XIII WAIVER OF NOTICE Whenever any notice of a meeting is required to be given pursuant to the Charter or these Bylaws or pursuant to applicable law, a waiver thereof in writing or by electronic transmission, given by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. Neither the business to be transacted at nor the purpose of any meeting need be set forth in the waiver of notice of such meeting, unless specifically required by statute. The attendance of any person at any meeting shall constitute a waiver of notice of such meeting, except where such person attends a meeting for the express purpose

- 25 - of objecting to the transaction of any business on the ground that the meeting is not lawfully called or convened. ARTICLE XIV AMENDMENT OF BYLAWS The Board of Directors shall have exclusive power to adopt, alter or repeal any provision of these Bylaws and to make new Bylaws. ARTICLE XV EXCLUSIVE FORUM FOR CERTAIN LITIGATION Unless the Corporation consents in writing to the selection of an alternative forum, the Circuit Court for Baltimore City, Maryland, or, if that Court does not have jurisdiction because the action asserts a federal claim, the United States District Court for the District of Maryland, Baltimore Division, shall be the sole and exclusive forum for (a) any derivative action or proceeding brought in the right or on behalf of the Corporation, (b) any action asserting a claim of breach of any duty owed by any director, officer, other employee or agent of the Corporation to the Corporation or to the stockholders of the Corporation, (c) any action asserting a claim against the Corporation or any director, officer, other employee or agent of the Corporation arising pursuant to any provision of Maryland General Corporation Law (including, without limitation, Section 2-401 thereof), the Charter or these Bylaws, or (d) any action asserting a claim against the Corporation or any director, officer, other employee or agent of the Corporation that is governed by the internal affairs doctrine.

EX-31.1

Exhibit 31.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

I, Stuart A. Rothstein, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Apollo Commercial Real Estate Finance, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 29, 2024	By:	/s/ Stuart A. Rothstein
	Name:	Stuart A. Rothstein
	Title:	President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER

I, Anastasia Mironova, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Apollo Commercial Real Estate Finance, Inc.;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

(b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: April 29, 2024	By:	/s/ Anastasia Mironova
	Name:	Anastasia Mironova
	Title:	Chief Financial Officer, Treasurer and Secretary

EX-32.1

Exhibit 32.1

CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER

AND PRINCIPAL FINANCIAL OFFICER PURSUANT TO

18 U.S. C. SECTION 1350

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

The undersigned, the President and Chief Executive Officer of Apollo Commercial Real Estate Finance, Inc. (the "Company"), hereby certifies on the date hereof, pursuant to 18 U.S.C. 1350(a), as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002, that the Quarterly Report on Form 10-Q for the period ended March 31, 2024 (the "Form 10-Q"), filed concurrently herewith by the Company, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: April 29, 2024	By:	/s/ Stuart A. Rothstein
	Name:	Stuart A. Rothstein
	Title:	President and Chief Executive Officer

The undersigned, the Chief Financial Officer, Treasurer and Secretary of Apollo Commercial Real Estate Finance, Inc. (the "Company"), hereby certifies on the date hereof, pursuant to 18 U.S.C. 1350(a), as adopted pursuant to Section 906 of The Sarbanes-Oxley Act of 2002, that the Quarterly Report on Form 10-Q for the period ended March 31, 2024 (the "Form 10-Q"), filed concurrently herewith by the Company, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended, and that the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: April 29, 2024	By:	/s/ Anastasia Mironova
	Name:	Anastasia Mironova
	Title:	Chief Financial Officer, Treasurer and Secretary

Pursuant to the Securities and Exchange Commission Release 33-8238, dated June 5, 2003, this certification is being furnished and shall not be deemed filed by the Company for purposes of Section 18 of the Securities Exchange Act of 1934, as amended or incorporated by reference in any registration statement of the Company filed under the Securities Act of 1933, as amended.

A signed original of this written statement required by Section 906 has been provided to the Company and will be retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Cover Page - shares	3 Months Ended
	Mar. 31, 2024	Apr. 26, 2024
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-34452
Entity Registrant Name	Apollo Commercial Real Estate Finance, Inc.
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	27-0467113
Entity Address, Address Line One	9 West 57th Street
Entity Address, Address Line Two	42nd Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10019
City Area Code	212
Local Phone Number	515–3200
Title of 12(b) Security	Common Stock, $0.01 par value
Trading Symbol	ARI
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Small Business Entity	false
Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		142,162,205
Amendment Flag	false
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001467760
Current Fiscal Year End Date	--12-31

XML

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands		Mar. 31, 2024	Dec. 31, 2023
Assets:
Cash and cash equivalents		$ 161,190	$ 225,438
Commercial mortgage loan, held for sale	[1]	135,465	0
Real estate owned, held for investment, net	[2]	627,099	519,498
Other assets		103,529	85,623
Derivative assets, net		47,284	29,425
Assets related to real estate owned, held for sale		0	78,653
Total Assets		9,224,992	9,296,730
Liabilities:
Accounts payable, accrued expenses and other liabilities	[3]	155,542	120,334
Debt related to real estate owned, held for investment, net		161,878	161,562
Total Liabilities		7,177,557	7,087,997
Commitments and Contingencies (see Note 18)
Stockholders' Equity:
Preferred stock, $0.01 par value, 50,000,000 shares authorized, Series B-1, 6,770,393 shares issued and outstanding ($169,260 liquidation preference) in 2024 and 2023 (see Note 17)		68	68
Common stock, $0.01 par value, 450,000,000 shares authorized, 142,096,715 and 140,595,995 shares issued and outstanding in 2024 and 2023, respectively		1,421	1,414
Additional paid-in-capital		2,724,395	2,727,488
Accumulated deficit		(678,449)	(520,237)
Total Stockholders' Equity		2,047,435	2,208,733
Total Liabilities and Stockholders' Equity		9,224,992	9,296,730
Related Party
Liabilities:
Payable to related party		9,423	9,553
Secured Debt
Liabilities:
Secured debt arrangements, net		5,596,967	5,538,476
Senior secures term loans and notes, net		757,912	759,150
Senior Notes
Liabilities:
Senior secures term loans and notes, net		495,835	495,637
Mortgages
Liabilities:
Secured debt arrangements, net		0	3,285
Debt related to real estate owned, held for investment, net		161,900	161,600
Commercial Mortgage Portfolio Segment
Assets:
Mortgage loans on real estate, commercial and consumer, net	[4],[5]	7,846,460	7,925,359
Commercial mortgage loan, held for sale		135,465	0
Subordinate Mortgage Portfolio Segment
Assets:
Mortgage loans on real estate, commercial and consumer, net	[5],[6]	$ 303,965	$ 432,734

[1] Includes $135,465 pledged as collateral under secured debt arrangements in 2024.

[2] Includes $154,048 pledged as collateral under secured debt arrangements in 2024 and 2023.

[3] Includes $3,625 and $4,017 of General CECL Allowance related to unfunded commitments on commercial mortgage loans and subordinate loans, net in 2024 and 2023, respectively.

[4] Includes $7,642,848 and $7,705,491 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

[5] Net of $367,558 and $219,482 CECL Allowances comprised of $335,000 and $193,000 Specific CECL Allowance and $32,558    and $26,482 General CECL Allowance in 2024 and 2023, respectively.

[6] Includes $246,725 and $232,991 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

XML

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Real estate owned, accumulated depreciation	$ 16,254	$ 10,404
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, liquidation preference	$ 169,260	$ 169,260
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	450,000,000	450,000,000
Common stock, shares issued	142,096,715	140,595,995
Common stock, shares outstanding	142,096,715	140,595,995
Financing receivable, pledged status	Asset Pledged as Collateral [Member]	Asset Pledged as Collateral [Member]
CECL allowance	$ 367,558	$ 219,482
Financing receivable, allowance for credit loss, excluding accrued interest	335,000	193,000
Loan specific reserves	32,558	26,482
General CECL allowance on unfunded commitments	$ 3,625	$ 4,017
Series B-1 Preferred Stock
Preferred stock, shares outstanding	6,770,393	6,770,393
Preferred stock, shares issued	6,770,393	6,770,393
Commercial Mortgage Portfolio Segment
Specific CECL Allowance	$ 7,642,848	$ 7,705,491
Subordinate Mortgage Portfolio Segment
Specific CECL Allowance	246,725	232,991
Secured Debt Arrangements
Specific CECL Allowance	154,048	$ 154,048
Secured Debt Arrangements, Commercial Mortgage Loan, Held For Sale
Specific CECL Allowance	$ 135,465

XML

Condensed Consolidated Statement of Operations (Unaudited) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Net interest income:
Interest income from commercial mortgage loans	$ 183,716,000	$ 166,147,000
Interest income from subordinate loans and other lending assets	849,000	9,707,000
Interest expense	(127,887,000)	(104,868,000)
Net interest income	56,678,000	70,986,000
Revenue from real estate owned operations	23,857,000	16,131,000
Total net revenue	80,535,000	87,117,000
Operating expenses:
General and administrative expenses (includes equity-based compensation of $4,188 and $4,358 in 2024 and 2023, respectively)	(7,373,000)	(7,015,000)
Operating expenses related to real estate owned	(19,893,000)	(14,006,000)
Depreciation and amortization on real estate owned	(4,656,000)	(3,986,000)
Total operating expenses	(41,343,000)	(34,524,000)
Other income, net	570,000	732,000
Increase in current expected credit loss allowance, net	(147,684,000)	(4,390,000)
Foreign currency translation gain (loss)	(19,563,000)	18,634,000
Valuation allowance, commercial mortgage loan held for sale	(679,000)	0
Net realized loss on investments	0	(4,624,000)
Gain on extinguishment of debt	0	213,000
Net income (loss) before taxes	(104,410,000)	48,916,000
Income tax provision	(114,000)	0
Net income (loss)	(104,524,000)	48,916,000
Preferred dividends	(3,068,000)	(3,068,000)
Net income (loss) available to common stockholders	$ (107,592,000)	$ 45,848,000
Net income (loss) per share of common stock:
Basic (in dollars per share)	$ (0.76)	$ 0.32
Diluted (in dollars per share)	$ (0.76)	$ 0.32
Basic weighted-average shares of common stock outstanding	141,869,604	141,072,471
Diluted weighted-average shares of common stock outstanding	141,869,604	155,483,979
Dividend declared per share of common stock (in dollars per share)	$ 0.35	$ 0.35
Related Party
Operating expenses:
Management fees to related party	$ (9,421,000)	$ (9,517,000)
Foreign Exchange Forward
Operating expenses:
Gain (loss) on sale of derivatives	23,398,000	(14,135,000)
Interest rate cap and swaps
Operating expenses:
Gain (loss) on sale of derivatives	$ 356,000	$ (107,000)

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Condensed Consolidated Statement of Operations (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
General and administrative expenses, equity-based compensation	$ 4,188	$ 4,358
Foreign currency forward, net
Unrealized gain (loss) on derivatives	18,053	(35,851)
Interest rate cap and swaps
Unrealized gain (loss) on derivatives	$ (194)	$ (4,813)

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Condensed Consolidated Statement of Changes in Stockholders’ Equity (Unaudited) - USD ($) $ in Thousands	Total	Preferred Stock	Common Stock	Additional Paid-In-Capital	Accumulated Deficit
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2022		6,770,393
Stockholders' equity, beginning balance at Dec. 31, 2022	$ 2,354,504	$ 68	$ 1,406	$ 2,716,907	$ (363,877)
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2022			140,595,995
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Capital increase (decrease) related to Equity Incentive Plan			670,044
Capital increase (decrease) related to Equity Incentive Plan	(2,345)		$ 7	(2,352)
Net loss	48,916
Dividends declared on preferred stock	(3,068)				(3,068)
Dividends declared on common stock	(50,446)
Stockholders' equity, ending balance (in shares) at Mar. 31, 2023		6,770,393
Stockholders' equity, ending balance at Mar. 31, 2023	2,347,561	$ 68	$ 1,413	2,714,555	(368,475)
Stockholders' equity, ending balance (in shares) at Mar. 31, 2023			141,266,039
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2023		6,770,393
Stockholders' equity, beginning balance at Dec. 31, 2023	$ 2,208,733	$ 68	$ 1,414	2,727,488	(520,237)
Stockholders' equity, beginning balance (in shares) at Dec. 31, 2023	140,595,995		141,358,605
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Capital increase (decrease) related to Equity Incentive Plan			738,110
Capital increase (decrease) related to Equity Incentive Plan	$ (3,086)		$ 7	(3,093)
Net loss	(104,524)
Dividends declared on preferred stock	(3,068)				(3,068)
Dividends declared on common stock	(50,620)
Stockholders' equity, ending balance (in shares) at Mar. 31, 2024		6,770,393
Stockholders' equity, ending balance at Mar. 31, 2024	$ 2,047,435	$ 68	$ 1,421	$ 2,724,395	$ (678,449)
Stockholders' equity, ending balance (in shares) at Mar. 31, 2024	142,096,715		142,096,715

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Condensed Consolidated Statement of Changes in Stockholders’ Equity (Unaudited) (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Statement of Stockholders' Equity [Abstract]
Dividends declared on preferred stock (in dollars per share)	$ 0.45	$ 0.45
Dividends declared on common stock (in dollars per share)	$ 0.35	$ 0.35

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Consolidated Statement of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities:
Net income (loss)	$ (104,524)	$ 48,916
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Amortization of discount/premium and payment-in-kind interest	(6,716)	(10,012)
Amortization of deferred financing costs	4,027	3,807
Equity-based compensation	4,188	4,358
Increase in current expected credit loss allowance, net	147,684	4,390
Valuation allowance, commercial mortgage loan held for sale	679	0
Foreign currency (gain) loss	20,881	(1,525)
Depreciation and amortization on real estate owned	4,656	3,986
Gain on extinguishment of debt	0	(213)
Valuation allowance, loan held for sale	0	4,624
Changes in operating assets and liabilities:
Proceeds received from payment-in-kind interest	0	3,573
Other assets	(12,575)	1,012
Accounts payable, accrued expenses and other liabilities	12,532	6,864
Payable to related party	(130)	(194)
Net cash provided by operating activities	52,843	110,250
Cash flows from investing activities:
New funding of commercial mortgage loans	0	(181,017)
Add-on funding of commercial mortgage loans	(308,032)	(76,421)
Add-on funding of subordinate loans	(13,734)	(37,400)
Proceeds received from the repayment and sale of commercial mortgage loans	168,526	435,442
Proceeds received from the repayment of subordinate loans and other lending assets	102	6,611
Origination and exit fees received on commercial mortgage loans, and subordinate loans, net	4,346	4,290
Increase (decrease) in collateral related to derivative contracts, net	20,020	(50,830)
Capital expenditures on real estate assets	(37,901)	(14,131)
Cash received from hotel title assumption	0	569
Net cash provided by (used in) investing activities	(166,673)	87,113
Cash flows from financing activities:
Proceeds from secured debt arrangements	548,557	173,919
Repayments of secured debt arrangements	(433,604)	(191,681)
Repayments of senior secured term loan principal	(2,000)	(2,000)
Repayments and repurchases of convertible notes	0	(6,877)
Payment of deferred financing costs	(3,454)	(5,873)
Payment of withholding tax on RSU delivery	(7,274)	(6,703)
Dividends on common stock	(50,839)	(50,643)
Dividends on preferred stock	(3,068)	(3,068)
Net cash provided by (used in) financing activities	48,318	(92,926)
Net increase (decrease) in cash and cash equivalents, including cash classified within assets related to real estate owned, held for sale	(65,512)	104,437
Decrease (increase) in cash classified within assets related to real estate owned, held for sale	577	5,677
Net increase (decrease) in cash and cash equivalents	(64,935)	110,114
Cash and cash equivalents beginning of period	225,438	222,030
Effects of foreign currency translation on cash and cash equivalents	687	(611)
Cash and cash equivalents end of period	161,190	331,533
Supplemental disclosure of cash flow information:
Interest paid	116,463	89,983
Supplemental disclosure of non-cash financing activities:
Dividend declared, not yet paid	53,688	53,514
Change in participation sold	0	(25,130)
Change in loan proceeds held by servicer	1,624	(2,327)
Assumption of real estate	0	75,000
Assumption of other assets related to real estate owned	0	2,827
Assumption of accounts payable, accrued expenses and other liabilities related to real estate owned	0	(3,396)
Transfer of assets related to real estate owned, held for sale to assets related to real estate owned held for investment, net	70,688	151,676
Transfer of assets related to real estate owned, held for sale to other assets	2,280	4,357
Transfer of liabilities related to real estate owned, held for sale to accounts payable, accrued expenses and other liabilities	3,937	7,163
Transfer of commercial mortgage loan to commercial mortgage loan, held for sale	135,465	0
Foreign Exchange Forward
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Unrealized gain (loss) on derivatives	(18,053)	35,851
Interest rate cap and swaps
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Unrealized gain (loss) on derivatives	$ 194	$ 4,813

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Organization

3 Months Ended

Mar. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization

Organization

Apollo Commercial Real Estate Finance, Inc. (together with its consolidated subsidiaries, is referred to throughout this report as the "Company," "ARI," "we," "us" and "our") is a corporation that has elected to be taxed as a real estate investment trust ("REIT") for U.S. federal income tax purposes and primarily originates, acquires, invests in and manages performing commercial first mortgage loans, subordinate financings, and other commercial real estate related debt investments. These asset classes are referred to as our target assets.

We were formed in Maryland on June 29, 2009, commenced operations on September 29, 2009 and are externally managed and advised by ACREFI Management, LLC (the "Manager"), an indirect subsidiary of Apollo Global Management, Inc. (together with its subsidiaries, "Apollo").

We elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, commencing with the taxable year ended December 31, 2009. To maintain our tax qualification as a REIT, we are required to distribute at least 90% of our taxable income, excluding net capital gains, to stockholders and meet certain other asset, income, and ownership tests.

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Summary of Significant Accounting Policies

3 Months Ended

Mar. 31, 2024

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Summary of Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements include our accounts and those of our consolidated subsidiaries. All intercompany amounts have been eliminated. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Our most significant estimates include current expected credit loss ("CECL") allowances. Actual results may differ from estimates.

These unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission (the "SEC"). In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly our financial position, results of operations and cash flows have been included. Our results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the full year or any other future period.

We currently operate in one reporting segment.

Recent Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07 "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" ("ASU 2023-07"). ASU 2023-07 intends to improve reportable segment disclosure requirements, enhance interim disclosure requirements and provide new segment disclosure requirements for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods with fiscal years beginning after December 15, 2024. ASU 2023-07 is to be adopted retrospectively to all prior periods presented. We are currently assessing the impact this guidance will have on our consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09 "Improvements to Income Tax Disclosures" ("ASU 2023-09"). ASU 2023-09 intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. We are currently assessing the impact of this guidance, however, we do not expect a material impact to our consolidated financial statements.

Reference Rate Reform

In response to concerns about structural risks of interbank offered rates, including the London Interbank Offered Rate ("LIBOR"), regulators and market participants in various jurisdictions have undertaken efforts, generally referred to as reference rate reform, to eliminate certain reference rates, and introduce new reference rates that are based on a larger and more liquid population of observable transactions. As of December 31, 2023, all our floating rate loans and related financings have transitioned to the applicable replacement benchmark rate or reference a benchmark rate.

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Fair Value Disclosure

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value Disclosure

Fair Value Disclosure

GAAP establishes a hierarchy of valuation techniques based on the observability of the inputs utilized in measuring financial instruments at fair value. Market-based or observable inputs are the preferred source of values, followed by valuation models using management's assumptions in the absence of market-based or observable inputs. The three levels of the hierarchy as noted in Accounting Standards Codification, "Fair Value Measurements and Disclosures" ("ASC 820") are described below:

Level I — Quoted prices in active markets for identical assets or liabilities.

Level II — Prices are determined using other significant observable inputs. Observable inputs are inputs that other market participants would use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level III — Prices are determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used.

While we anticipate that our valuation methods are appropriate and consistent with valuation methods used by other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date. We use inputs that are current as of the measurement date, which may include periods of market dislocation, during which price transparency may be reduced.

The fair values of foreign exchange ("Fx") forwards are determined by comparing the contracted forward exchange rate to the current market exchange rate. The current market exchange rates are determined by using market spot rates, forward rates and interest rate curves for the underlying countries. Our Fx forwards are classified as Level II in the fair value hierarchy.

The fair value of our interest rate cap is determined by using the market standard methodology of discounting the future expected cash receipts that occur when variable interest rates rise above the strike rate of the interest rate cap. The variable interest rates used in the calculation of projected receipts on the interest rate cap are based on a third-party expert's expectation of future interest rates derived from observable market interest rate curves and volatility. Our interest rate caps are classified as Level II in the fair value hierarchy and manage our exposure to variable cash flows on certain of our borrowings. As of March 31, 2024 and December 31, 2023, we held one interest rate cap related to our construction financing which was purchased on September 26, 2023. Refer to "Note 5 – Real Estate Owned" and "Note 11 – Derivatives" for further detail.

The following table summarizes the levels in the fair value hierarchy into which our assets and liabilities with recurring fair value measurements were categorized as of March 31, 2024 and December 31, 2023 ($ in thousands): 

	Fair Value as of March 31, 2024								Fair Value as of December 31, 2023
	Level I		Level II		Level III		Total		Level I		Level II		Level III		Total
Recurring fair value measurements:
Foreign currency forward, net	$	—	$	46,118	$	—	$	46,118	$	—	$	28,065	$	—	$	28,065
Interest rate cap asset	—		1,166		—		1,166		—		1,360		—		1,360
Total financial instruments	$	—	$	47,284	$	—	$	47,284	$	—	$	29,425	$	—	$	29,425

Non-recurring Fair Value Measurements

Loans Held for Sale

Loans are classified as held for sale if there is an intent to sell them in the short-term following the reporting date. These loans are recorded at the lower of amortized cost or fair value, less selling costs, unless the fair value option was elected at the time of origination. If the loan's fair value, less selling costs, is determined to be less than its amortized cost, a nonrecurring fair value adjustment may be recorded through a valuation allowance.

The fair value of loans held for sale may be estimated using sales of comparable loans as supported by independent market data, or a contractually negotiated sales price. We consider the inputs used to calculate the fair value of loans held for sale as unobservable inputs. Accordingly, we classify the fair value of loans held for sale within Level III of the fair value hierarchy.

During the three months ended March 31, 2024, we entered into an agreement to sell a commercial mortgage loan collateralized by a hotel property located in Honolulu, HI at a price of 99.5%. We recorded a fair value adjustment of $0.7 million (representing the difference between the loan's amortized cost and the loan's fair value at the agreed upon price),

which is included within valuation allowance, commercial mortgage loan held for sale on our condensed consolidated statement of operations. The loan is carried at fair value of $135.5 million on our condensed consolidated balance sheet, as of March 31, 2024. The loan sale subsequently closed in April 2024.

Refer to "Note 21 – Subsequent Events" for additional detail.

Real Estate Owned

Property acquired through foreclosure or deed-in-lieu of foreclosure is classified as real estate owned and recognized at fair value on our condensed consolidated balance sheet upon acquisition in accordance with ASC 805, "Business Combinations" ("ASC 805"). We are required to record real estate owned, a nonfinancial asset, at fair value on a non-recurring basis in accordance with ASC 820. Under ASC 820, we may utilize the income, market or cost approach (or combination thereof) to determine the fair value of real estate owned. We deem the inputs used in these approaches to be significant unobservable inputs. Therefore, we classify the fair value of real estate owned within Level III of the fair value hierarchy.

On March 31, 2023, we acquired legal title of a hotel property in Atlanta, GA ("Atlanta Hotel") through a deed-in-lieu of foreclosure. At the time of acquisition, we determined the fair value of the net real estate assets to be $75.0 million, using a combination of market and income approaches. We utilized a discount rate and capitalization rate of 10.5% and 9.5%, respectively. During the three months ended June 30, 2023, the Atlanta Hotel's assets and liabilities were reclassified to held for sale and the fair value of the net real estate assets, less costs to sell, was in excess of our cost basis. During the three months ended March 31, 2024, we determined that the sale to a third party from whom we received an unsolicited offer was no longer probable, and we are not actively marketing the property for sale. Therefore, as of March 31, 2024, the Atlanta Hotel no longer met the criteria for held for sale and was reclassified to real estate owned, held for investment. No impairments had been recorded as of March 31, 2024 or December 31, 2023.

On August 3, 2022, we acquired legal title of a multifamily development property located in downtown Brooklyn, NY ("Brooklyn Development") through a deed-in-lieu of foreclosure. We determined the fair value of the real estate assumed to be $270.1 million, based on the market value of the land at the time of acquisition. No impairments had been recorded as of March 31, 2024 or December 31, 2023.

On May 24, 2021, we acquired legal title to a full-service luxury hotel in Washington D.C. ("D.C. Hotel") through a deed-in-lieu of foreclosure. We assumed the D.C. Hotel's assets and liabilities, including a $110.0 million mortgage loan which we repaid at par. At the time of acquisition, we determined the fair value of the real estate assets to be $154.3 million. No impairments had been recorded as of March 31, 2024 or December 31, 2023.

Refer to "Note 5 – Real Estate Owned" for additional discussions

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net

3 Months Ended

Mar. 31, 2024

Receivables [Abstract]

Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net

Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net

Our loan portfolio was comprised of the following at March 31, 2024 and December 31, 2023 ($ in thousands):

Loan Type	March 31, 2024		December 31, 2023
Commercial mortgage loans, net(1)	$	7,846,460	$	7,925,359
Commercial mortgage loan, held for sale	135,465		—
Subordinate loans, net	303,965		432,734
Carrying value, net	$	8,285,890	$	8,358,093

  ———————

(1)Includes $83.5 million and $95.5 million in 2024 and 2023, respectively, of contiguous financing structured as subordinate loans.

Our loan portfolio consisted of 99% floating rate loans, based on amortized cost, as of both March 31, 2024 and December 31, 2023.

Activity relating to our loan portfolio for the three months ended March 31, 2024 was as follows ($ in thousands):

	Principal Balance		Deferred Fees/Other Items		Specific CECL Allowance		Carrying Value, Net
December 31, 2023	$	8,610,110	$	(32,535)	$	(193,000)	$	8,384,575
Add-on loan fundings(1)	321,766		—		—		321,766

Loan repayments	(175,731)		—		—		(175,731)
Gain (loss) on foreign currency translation	(72,337)		289		—		(72,048)
Increase in Specific CECL Allowance, net	—		—		(142,000)		(142,000)
Valuation allowance, loan held for sale	(679)		—		—		(679)
Deferred fees and other items(2)	—		(4,936)		—		(4,936)
Amortization of fees	—		7,501		—		7,501
March 31, 2024	$	8,683,129	$	(29,681)	$	(335,000)	$	8,318,448
General CECL Allowance(3)							(32,558)
Carrying value, net							$	8,285,890

———————

(1)Represents fundings committed prior to 2024.

(2)Other items primarily consist of purchase discounts or premiums, cost recovery interest, exit fees, deferred origination expenses, and the activity of unconsolidated joint ventures.

(3)$3.6 million of the General CECL Allowance is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheet.

The following table details overall statistics for our loan portfolio at the dates indicated ($ in thousands):

	March 31, 2024			December 31, 2023
Number of loans	49			50
Principal balance	$	8,683,129		$	8,610,110
Carrying value, net	$	8,285,890		$	8,358,093
Unfunded loan commitments(1)	$	555,596		$	868,582
Weighted-average cash coupon(2)	8.4		%	8.3		%
Weighted-average remaining fully-extended term(3)	2.3 years			2.3 years
Weighted-average expected term(4)	2.0 years			1.8 years

———————

(1)Unfunded loan commitments are funded to finance construction costs, tenant improvements, leasing commissions, or carrying costs. These future commitments are funded over the term of each loan, subject in certain cases to an expiration date.

(2)For floating rate loans, based on applicable benchmark rates as of the specified dates. For loans placed on non-accrual, the interest rate used in calculating weighted-average cash coupon is 0%.

(3)Assumes all extension options are exercised.

(4)Expected term represents our estimated timing of repayments as of the specified dates. Excludes risk-rated 5 loans.

Property Type

The table below details the property type of the properties securing the loans in our portfolio at the dates indicated ($ in thousands):

	March 31, 2024				December 31, 2023
Property Type	Carrying Value		% of Portfolio(1)		Carrying Value		% of Portfolio(1)
Hotel	$	1,978,794	23.7	%	$	2,128,256	25.4	%
Office	1,635,450		19.7		1,593,320		19.0
Retail	1,394,228		16.8		1,407,764		16.8
Residential	1,099,134		13.2		1,247,238		14.9
Mixed Use	696,048		8.4		679,303		8.1
Healthcare	504,075		6.1		511,803		6.1
Industrial	276,350		3.3		293,133		3.5
Other(2)	734,369		8.8		523,758		6.2
Total	$	8,318,448	100.0	%	$	8,384,575	100.0	%
General CECL Allowance(3)	(32,558)				(26,482)
Carrying value, net	$	8,285,890			$	8,358,093

———————

(1)Percentage of portfolio calculations are made prior to consideration of General CECL Allowance.

(2)Other property types include pubs (2.5%), parking garages (2.3%), caravan parks (2.4%) and urban predevelopment (1.6%) in 2024, and parking garages (2.3%), caravan parks (2.4%) and urban predevelopment (1.5%) in 2023.

(3)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Geography

The table below details the geographic distribution of the properties securing the loans in our portfolio at the dates indicated ($ in thousands):

	March 31, 2024				December 31, 2023
Geographic Location	Carrying Value		% of Portfolio(1)		Carrying Value		% of Portfolio(1)
United Kingdom	$	2,937,602	35.3	%	$	2,675,097	31.9	%
New York City	1,597,081		19.2		1,736,856		20.7
Other Europe(2)	1,509,453		18.2		1,686,425		20.1
Southeast	537,333		6.5		535,054		6.4
Midwest	519,395		6.2		522,137		6.2
West	484,581		5.8		484,842		5.8
Other(3)	733,003		8.8		744,164		8.9
Total	$	8,318,448	100.0	%	$	8,384,575	100.0	%
General CECL Allowance(4)	(32,558)				(26,482)
Carrying value, net	$	8,285,890			$	8,358,093

———————

(1)Percentage of portfolio calculations are made prior to consideration of General CECL Allowance.

(2)Other Europe includes Germany (7.3%), Italy (3.3%), Spain (4.1%), Sweden (2.8%), Ireland (0.5%) and the Netherlands (0.2%) in 2024 and Germany (7.4%), Italy (4.9%), Spain (4.2%), Sweden (2.9%), Ireland (0.5%) and the Netherlands (0.2%) in 2023.

(3)Other includes Northeast (4.9%), Southwest (1.7%), Mid-Atlantic (1.1%) and Other (1.1%) in 2024 and Northeast (5.0%), Southwest (1.7%), Mid-Atlantic (1.1%) and Other (1.1%) in 2023.

(4)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Risk Rating

We assess the risk factors of each loan and assign a risk rating based on a variety of factors, including, without limitation, loan to value ("LTV") ratio, debt yield, property type, geographic and local market dynamics, physical condition, cash flow volatility, leasing and tenant profile, loan structure and exit plan, and project sponsorship. We apply these various factors on a case-by-case basis depending on the facts and circumstances for each loan, and the different factors may be given different weightings in different situations. This review is performed quarterly. Based on a 5-point scale, our loans are rated "1" through "5," from less risk to greater risk, which ratings are defined as follows:

    1.    Very low risk

    2.    Low risk

    3. Moderate/average risk

    4. High risk/potential for loss: a loan that has a risk of realizing a principal loss

    5. Impaired/loss likely: a loan that has a high risk of realizing principal loss, has incurred principal loss, or an impairment has been recorded

The following tables present the carrying value of our loan portfolio by year of origination and internal risk rating and gross write-offs by year of origination as of March 31, 2024 and December 31, 2023, respectively ($ in thousands):

March 31, 2024
	Amortized Cost by Year Originated

Risk Rating	Number of Loans	Total		% of Portfolio		2024		2023		2022		2021		2020		Prior
1	—	$	—	—	%	$	—	$	—	$	—	$	—	$	—	$	—
2	4	447,202		5.4	%	—		—		332,059		49,729		—		65,414
3	41	7,658,452		92.1	%	—		642,657		2,412,096		2,206,805		389,815		2,007,079
4	2	85,612		1.0	%	—		—		—		—		—		85,612
5	2	127,182		1.5	%	—		—		—		—		27,881		99,301
Total	49	$	8,318,448	100.0	%	$	—	$	642,657	$	2,744,155	$	2,256,534	$	417,696	$	2,257,406
General CECL Allowance(1)		(32,558)
Total carrying value, net		$	8,285,890
Weighted-Average Risk Rating		3.0
Gross write-offs		$	—			$	—	$	—	$	—	$	—	$	—	$	—

December 31, 2023
						Amortized Cost by Year Originated
Risk Rating	Number of Loans	Total		% of Portfolio		2023		2022		2021		2020		2019		Prior
1	—	$	—	—	%	$	—	$	—	$	—	$	—	$	—	$	—
2	4	478,440		5.7	%	—		280,572		—		—		132,309		65,560
3	42	7,548,252		90.0	%	440,720		2,426,511		2,285,902		387,323		1,465,618		542,177
4	2	88,112		1.1	%	—		—		—		—		—		88,112
5	2	269,771		3.2	%	—		—		—		169,881		—		99,890
Total	50	$	8,384,575	100.0	%	$	440,720	$	2,707,083	$	2,285,902	$	557,204	$	1,597,927	$	795,739
General CECL Allowance(1)		(26,482)
Total carrying value, net		$	8,358,093
Weighted-Average Risk Rating		3.0
Gross write-offs		$	81,890			$	—	$	—	$	—	$	—	$	—	$	81,890

———————

(1)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

CECL

In accordance with ASC Topic 326 "Financial Instruments – Credit Losses," which we refer to as the "CECL Standard", we record allowances for loans and held-to-maturity debt securities that are deducted from the carrying amount of the assets to present the net carrying value of the amounts expected to be collected on the assets. We record loan specific allowances as a practical expedient under the CECL Standard ("Specific CECL Allowance"), which we apply to assets that are collateral dependent and where the borrower or sponsor is experiencing financial difficulty. For the remainder of the portfolio, we record a general allowance ("General CECL Allowance", and together with the Specific CECL Allowance, "CECL Allowances") on a collective basis by assets with similar risk characteristics. We have elected to use the weighted-average remaining maturity ("WARM") method in determining a General CECL Allowance for a majority of our portfolio. In the future, we may use other acceptable methods, such as a probability-of-default/loss-given-default method.

The following schedule illustrates changes in CECL Allowances for the three months ended March 31, 2024 ($ in thousands):

		Specific CECL Allowance(1)		General CECL Allowance						Total CECL Allowance		CECL Allowance as % of Amortized Cost
				Funded		Unfunded		Total				General(1)		Total
December 31, 2023		$	193,000	$	26,482	$	4,017	$	30,499	$	223,499	0.38	%	2.61	%
Changes:
	Allowances (Reversals), net	142,000		6,076		(392)		5,684		147,684
March 31, 2024		$	335,000	$	32,558	$	3,625	$	36,183	$	371,183	0.44	%	4.29	%

(1)Loans evaluated for Specific CECL Allowance are excluded from General CECL Allowance pool.

The following schedule illustrates changes in CECL Allowances for the three months ended March 31, 2023 ($ in thousands):

		Specific CECL Allowance(1)		General CECL Allowance						Total CECL Allowance		CECL Allowance as % of Amortized Cost
				Funded		Unfunded		Total				General(1)		Total
December 31, 2022		$	133,500	$	26,224	$	4,347	$	30,571	$	164,071	0.36	%	1.86	%
Changes:
	Allowances	—		4,043		348		4,391		4,391
March 31, 2023		$	133,500	$	30,267	$	4,695	$	34,962	$	168,462	0.42	%	1.95	%

(1)Loans evaluated for Specific CECL Allowance are excluded from General CECL Allowance pool.

General CECL Allowance

In determining the General CECL Allowance using the WARM method, an annual historical loss rate, adjusted for macroeconomic estimates, is applied to the amortized cost of an asset, or pool of assets, over each subsequent period for the assets' remaining expected life. We considered various factors including (i) historical loss experience in the commercial real estate lending market, (ii) timing of expected repayments and satisfactions, (iii) expected future funding, (iv) capital subordinate to us when we are the senior lender, (v) capital senior to us when we are the subordinate lender, and (vi) our current and future view of the macroeconomic environment for a reasonable and supportable forecast period. The CECL Standard requires the use of significant judgment to arrive at an estimated credit loss. There is significant uncertainty related to future macroeconomic conditions, including inflation, labor shortages and interest rates.

We derive an annual historical loss rate based on a commercial mortgage-backed securities ("CMBS") database with historical losses from 1998 through the first quarter of 2024 provided by a third party, Trepp LLC ("Trepp"). We apply various filters to arrive at a CMBS dataset most analogous to our current portfolio from which to determine an appropriate historical loss rate. The annual historical loss rate is further adjusted to reflect our expectations of the macroeconomic environment for a reasonable and supportable forecast period of eight quarters. In assessing the macroeconomic environment, we consider macroeconomic factors, including unemployment rate, commercial real estate prices, and market liquidity. We compare the historical data for each metric to historical commercial real estate losses in order to determine the correlation of the data. We use projections, obtained from third-party service providers, of each factor to approximate the impact the macroeconomic outlook may have on our loss rate.

The General CECL Allowance on subordinate loans is calculated by incorporating both the loan balance of the position(s) of the structurally senior third-party lender(s) and the balance of our subordinate loan(s). The subordinate loans, by virtue of being the first loss position, are required to absorb losses prior to the senior position(s) being impacted, resulting in a higher percentage allowance attributable to the subordinate loan. The General CECL Allowance on unfunded loan commitments is time-weighted based on our expected commitment to fund such obligations. The General CECL Allowance on unfunded commitments is recorded as a liability on our condensed consolidated balance sheets within accounts payable, accrued expenses and other liabilities.

Additionally, we have made an accounting policy election to exclude accrued interest from the amortized cost basis of the related commercial mortgage loans and subordinate loans and other lending assets in determining the General CECL Allowance, as any uncollectible accrued interest receivable is written off in a timely manner. As of March 31, 2024 and December 31, 2023, accrued interest receivable was $85.1 million and $72.4 million, respectively, and included within other assets on our condensed consolidated balance sheets.

Although our secured debt obligations and senior secured term loan financing have a minimum tangible net worth

maintenance covenant, the General CECL Allowance has no impact on these covenants as we are permitted to add back the General CECL Allowance for the computation of tangible net worth as defined in the respective agreements.

The following schedule sets forth our General CECL Allowance as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024		December 31, 2023
Commercial mortgage loans, net	$	31,397	$	25,723
Subordinate loans, net	1,161		759
Unfunded commitments(1)	3,625		4,017
Total General CECL Allowance	$	36,183	$	30,499

 ———————

(1)The General CECL Allowance on unfunded commitments is recorded as a liability on our condensed consolidated balance sheets within accounts payable, accrued expenses and other liabilities.

Our General CECL Allowance increased by $5.7 million during the quarter ended March 31, 2024. The increase was

primarily related to extending our expected loan repayment dates as well as an increase to the historical loss rate derived from Trepp's data. The increase was partially offset by the favorable impacts of portfolio seasoning.

Specific CECL Allowance

For collateral-dependent loans where we have deemed the borrower/sponsor to be experiencing financial difficulty, we have elected to apply a practical expedient in accordance with the CECL Standard in which the fair value of the underlying collateral is compared to the amortized cost of the loan in determining a Specific CECL Allowance. The Specific CECL Allowance is determined as the difference between the fair value of the underlying collateral and the carrying value of the loan (prior to the Specific CECL Allowance). When the repayment or satisfaction of a loan is dependent on a sale, rather than operations, of the collateral, the fair value is adjusted for the estimated cost to sell the collateral. Collateral-dependent loans evaluated for a Specific CECL Allowance are removed from the General CECL Allowance pool. The fair value of the underlying collateral is determined by using method(s) such as discounted cash flow, the market approach, or direct capitalization approach. The key unobservable inputs used to determine the fair value of the underlying collateral may vary depending on the information available to us and market conditions as of the valuation date.

We regularly evaluate the extent and impact of any credit migration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor on a loan-by-loan basis. The Specific CECL Allowance is evaluated on a quarterly basis. Specifically, a property's operating results and any cash reserves are analyzed and used to assess (i) whether cash from operations is sufficient to cover the debt service requirements currently and into the future, (ii) the ability of the borrower to refinance the loan and/or (iii) the liquidation value of the underlying collateral. We also evaluate the financial wherewithal of any loan guarantors as well as the borrower's competency in managing and operating the properties. In addition, we consider the overall economic environment, real estate sector and geographic sub-market in which the borrower operates. Such impairment analysis is completed and reviewed by asset management and finance personnel who utilize various data sources, including (i) periodic financial data such as debt service coverage ratio, property occupancy, tenant profile, rental rates, operating expenses, the borrower's exit plan, and capitalization and discount rates, (ii) site inspections and (iii) current credit spreads and discussions with market participants.

The following table summarizes our risk rated 5 loans as of March 31, 2024, which were analyzed for Specific CECL Allowances ($ in thousands):

Type	Property type	Location	Amortized cost prior to Specific CECL Allowance	Specific CECL Allowance	Amortized cost	Interest recognition status/ as of date	Risk rating
Mortgage
	Retail(1)(2)	Cincinnati, OH	$166,301	$67,000	$99,301	Non-Accrual/ 10/1/2019	5
Mortgage total:			$166,301	$67,000	$99,301
Mezzanine
	Residential(3)	Manhattan, NY	$295,881	$268,000	$27,881	Non-Accrual/ 7/1/2021	5
Mezzanine total:			$295,881	$268,000	$27,881
Total:			$462,182	$335,000	$127,182

———————

(1)The fair value of retail collateral was determined by applying a capitalization rate of 9.0%.

(2)In September 2018, we entered a joint venture with Turner Consulting II, LLC ("Turner Consulting"), through an entity which owns the underlying property that secures our loan. Turner Consulting contributed 10% of the venture's equity and we contributed 90%. The entity was deemed to be a variable interest entity ("VIE"), and we determined that we are not the primary beneficiary of that VIE as we do not have the power to direct the entity's activities. During the three months ended March 31, 2024 and 2023, $0.6 million and $0.7 million, respectively, of interest paid was applied towards reducing the carrying value of the loan. During the second quarter of 2023, the loan's maturity was extended from September 2023 to September 2024.

(3)The fair value of the residential collateral was determined by making certain projections and assumptions with respect to future performance and a discount rate of 10%.

During the three months ended March 31, 2024, we recorded an additional $142.0 million Specific CECL Allowance on our Junior Mezzanine A Loan (as defined below).

We cease accruing interest on loans if we deem the interest to be uncollectible with any previously accrued uncollected interest on the loan charged to interest income in the same period. The amortized cost basis for loans on non-accrual was $556.0 million and $693.7 million as of March 31, 2024 and December 31, 2023, respectively. Under certain circumstances, we may apply the cost recovery method under which interest collected on a loan reduces the loan's amortized cost. For the three months ended March 31, 2024 and 2023, we received $0.6 million and $0.7 million, respectively, in interest that reduced amortized cost under the cost recovery method.

As of March 31, 2024 and December 31, 2023, the amortized cost basis for loans with accrued interest past due 90 or more days was $556.0 million and $693.7 million, respectively. As of March 31, 2024 and December 31, 2023, there were no loans with accrued interest between 30 and 89 days past due.

Loan Modifications Pursuant to ASC 326

ASC 326, "Financial Instruments – Credit Losses," requires disclosure of loan modifications made to borrowers experiencing financial difficulty in the form of principal forgiveness, interest rate reductions, other-than-insignificant payment delays, or term extensions in the current reporting period. As of March 31, 2024 and December 31, 2023, the aggregate amortized cost basis of such modified receivables was $534.8 million and $674.5 million, respectively, or 6.4% and 8.0% of our aggregate commercial mortgage loans and subordinate loans by amortized cost, respectively. There were no unfunded commitments as of both March 31, 2024 and December 31, 2023 related to these loans.

Chicago Office

In March 2018, we originated a first mortgage loan secured by an office property in Chicago, IL. In July 2023, we deemed the borrower to be experiencing financial difficulty and modified our loan to provide a two year term extension (and a six-month extension option) in exchange for a partial repayment. These modified terms are included in the determination of our general CECL reserve for the quarter ended March 31, 2024. The loan is performing pursuant to its contractual terms and its risk rating remains a four as of March 31, 2024.

Manhattan Residential

In August 2022, we refinanced three of our mezzanine loans (a senior mezzanine loan ("Senior Mezzanine Loan") and two junior mezzanine loans ("Junior Mezzanine A Loan" and "Junior Mezzanine B Loan" collectively referred to as "Junior Mezzanine Loan")), and originated a commercial mortgage loan ("Senior Loan") as part of an overall recapitalization. All of the loans are secured by an ultra-luxury residential property in Manhattan, NY.

In refinancing the Senior Mezzanine Loan and Junior Mezzanine Loan, we modified the loan terms with the borrower to include an interest rate reduction and two year extension of the term on all three loans. Based on our analysis under ASC 310-20 "Receivables – Nonrefundable Fees and Other Costs" ("ASC 310-20"), we have deemed this refinance to be a continuation of our existing loans.

The modified loan terms as discussed above have been reflected in our calculation of CECL for the quarter ended March 31, 2024. Refer to "CECL" section above for additional information regarding our calculation of CECL Allowances.

During 2022, sales velocity on the underlying property lagged behind the borrower's business plan and management's expectations. Based on this information and broader uncertainty across the ultra-luxury residential property market, we recorded a total loan Specific CECL Allowance of $66.5 million on the Junior Mezzanine B Loan and downgraded its risk rating to a five.

As property sales continued to trail behind the borrower's business plan during the first half of 2023, we ceased accruing interest on the Senior Loan and the Senior Mezzanine Loan as of May 1, 2023. During the second quarter of 2023, we deemed the $82.0 million Junior Mezzanine B Loan to be unrecoverable and therefore wrote off our mezzanine loan and recorded a realized loss of $82.0 million within net realized loss on investments in our condensed consolidated statement of operations. We also recorded a $126.0 million Specific CECL Allowance on the Junior Mezzanine A Loan and downgraded its risk rating to a

five.

During the three months ended March 31, 2024, we recorded an additional $142.0 million Specific CECL Allowance on our Junior Mezzanine A Loan. The additional Specific CECL Allowance was primarily attributable to a reduction in list pricing of remaining units and slower sales pace at the property. The slower sales velocity coincided with the continued overall softening in the midtown Manhattan ultra-luxury submarket. Any future change to the Specific CECL Allowance will be based upon a number of factors, including but not limited to the continued assessment of both the potential nominal value of remaining inventory as well as the expected sales velocity.

Subsequent to the quarter ended March 31, 2024, our Senior Loan was refinanced by a third party lender, and we received a $108.3 million repayment. Refer to "Note 21 – Subsequent Events" for additional information.

Other Loan Activity

During the three months ended March 31, 2023, we recorded $1.2 million of interest income related to a subordinate risk retention interest in a securitization vehicle. During the third quarter of 2023, this subordinate risk retention interest was repaid in full.

We recognized $0.1 million in pre-payment penalties and accelerated fees for the three months ended March 31, 2024 and none for the three months ended March 31, 2023.

During the three months ended March 31, 2023, we received £72.2 million ($88.4 million assuming conversion into U.S.

Dollars ("USD")) full repayment of one of our commercial mortgage loans secured by an office property in London, UK,

including all default interest accrued to date, which was approximately $0.7 million. In conjunction with the repayment, the related participation interest sold was also fully satisfied. Refer to "Note 12 – Participations Sold" for additional detail.

Loan Sales

From time to time, we may enter into sale transactions with other parties. All sale transactions are evaluated in accordance with ASC 860, "Transfers and Servicing" ("ASC 860").

During the first quarter of 2023, we sold our entire interests in three commercial mortgage loans secured by various properties in Europe, with aggregate commitments of €205.7 million ($219.0 million assuming conversion into USD, of which €115.0 million or $122.4 million assuming conversion into USD, was funded at the time of sale). Additionally, we sold a partial interest of £15.0 million ($18.2 million assuming conversion into USD) in a commercial mortgage loan secured by a mixed-use property located in London, United Kingdom. These sales were made to entities managed by affiliates of the Manager. We evaluated the transaction under ASC 860 and determined the sale of our entire interests and the sale of the partial interest met the criteria for sale accounting. We recorded a net gain of approximately $0.2 million in connection with these sales during the first quarter of 2023 within net realized loss on investments in our condensed consolidated statement of operations. Refer to "Note 12 – Participations Sold" for additional detail related to the subordinate interest.

Held for Sale

Loans are classified as held for sale if there is an intent to sell them in the short-term following the reporting date. Loans classified as held for sale are carried at the lower of amortized cost or fair value less costs to sell, unless the fair value option is elected at origination. Additionally, held for sale loans are not subject to the General CECL Allowance.

During the three months ended March 31, 2024, we entered into an agreement to sell a commercial mortgage loan collateralized by a hotel property located in Honolulu, HI at a price of 99.5%. We recorded a fair value adjustment of $0.7 million (representing the difference between the loan's amortized cost and the loan's fair value at the agreed upon price of 99.5%), which is included within valuation allowance, commercial mortgage loan held for sale on our condensed consolidated statement of operations. The loan is carried at fair value of $135.5 million and has a risk rating of a three as of March 31, 2024. The sale subsequently closed in April 2024. Refer to "Note 21 – Subsequent Events" for additional detail.

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Real Estate Owned

3 Months Ended

Mar. 31, 2024

Real Estate [Abstract]

Real Estate Owned

Real Estate Owned

Real Estate Owned, Held for Investment

As of March 31, 2024, assets and liabilities related to real estate owned, held for investment consisted of three properties: the D.C. Hotel, a full-service luxury hotel in Washington, D.C., the Brooklyn Development, a multifamily development property located in downtown Brooklyn, NY, and the Atlanta Hotel, a hotel in Atlanta, GA.

D.C. Hotel

On May 24, 2021, we acquired legal title to the D.C. hotel, which previously secured two subordinate loans, through a deed-in-lieu of foreclosure. In accordance with ASC 805, we consolidated the hotel's assets and liabilities at their respective fair values. Refer to "Note 3 – Fair Value Disclosure" for full discussion of non-recurring fair value measurements.

As of March 1, 2022, the hotel assets, comprised of land, building, furniture, fixtures, and equipment ("FF&E"), and accumulated depreciation (collectively "REO Fixed Assets"), and liabilities met the criteria to be classified as held for sale under ASC Topic 360, "Property, Plant, and Equipment." Accordingly, as of March 1, 2022, we ceased recording depreciation on the building and FF&E on the condensed consolidated statement of operations.

As of March 1, 2023, due to market conditions, we curtailed active marketing efforts, and reclassified the REO Fixed Assets and liabilities from real estate owned, held for sale to real estate owned, held for investment, net. In accordance with ASC Topic 360, the REO Fixed Assets were reclassified to their carrying value before they were initially classified as held for sale in March of 2022, and all other assets and liabilities were reclassified to the corresponding line items on the condensed consolidated balance sheet. Upon reclassification, we recorded $4.0 million of depreciation expense, representing the amount that would have been recorded had the asset remained as held for investment, and included this amount within Depreciation and amortization on real estate owned on our condensed consolidated statement of operations for the three months ended March 31, 2023. No realized gain or loss was recorded in connection with this reclassification.

As of March 31, 2024 and December 31, 2023, the value of net real estate assets related to the D.C. Hotel was $153.5 million and $152.4 million, respectively. As of March 31, 2024, our net real estate assets included depreciable assets of $80.1 million, net of $7.2 million in accumulated depreciation, attributable to the building, and $5.9 million, net of $4.2 million in accumulated depreciation, attributable to FF&E. As of December 31, 2023, our net real estate assets included depreciable assets of $80.5 million, net of $6.6 million in accumulated depreciation, attributable to the building, and $6.1 million, net of $3.8 million in accumulated depreciation, attributable to FF&E.

We recorded net profit from hotel operations of $1.1 million for three months ended March 31, 2024 and net loss of $1.9 million for the three months ended March 31, 2023.

Brooklyn Development

In 2015, we originated a $122.2 million multifamily development commercial mortgage loan secured by an assemblage of properties in downtown Brooklyn, NY. In 2020, the loan went into default, and we recorded a $30.0 million Specific CECL Allowance, due to the deterioration of market conditions attributable to COVID-19. As a result of improved market conditions, we reversed $20.0 million of Specific CECL Allowance during the second quarter of 2021. In the second quarter of 2022, we reversed the remaining $10.0 million Specific CECL Allowance as a result of market rent growth and value created from development activities at the underlying property.

On August 3, 2022, we acquired legal title of the property through a deed-in-lieu of foreclosure and accounted for the asset acquisition in accordance with ASC 805. At that time, our amortized cost basis in the commercial mortgage loan was $226.5 million. We recorded the real estate assumed at a fair value of $270.1 million based on the market value of the property as of the date of acquisition. We recognized a realized gain of $43.6 million, recorded within realized gain (loss) on investments on our condensed consolidated statement of operations, which reflects the difference between the fair value of the property and the carrying value of the loan at the time of acquisition. The non-recurring fair value measurement was classified as Level III within the fair value hierarchy due to the use of significant unobservable inputs, including comparable sales of similar properties in the market. We capitalized construction and financing costs of $37.5 million and $13.9 million during the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024 and December 31, 2023, our cost basis in the property was $411.7 million and $374.2 million, respectively. As of March 31, 2024 and December 31, 2023, our cost basis included construction costs of $190.4 million and $152.9 million, respectively. There is no depreciation recorded while the property is under development.

Upon taking title, we concurrently contributed the property to a joint venture with a third-party real estate developer. The entity was deemed to be a VIE, of which we were determined to be the primary beneficiary. Through our wholly owned subsidiaries, we hold a 100% equity ownership interest in the joint venture and our partner is only entitled to profit upon achievement of certain returns under our joint venture agreement. Concurrently with taking title to the property, we obtained $164.8 million in construction financing on the property. As of March 31, 2024 and December 31, 2023, the carrying value of the construction financing included within debt related to real estate owned, held for investment, net on our condensed consolidated balance sheets was $161.9 million, net of $3.0 million in deferred financing costs and $161.6 million, net of $3.2 million in deferred financing costs, respectively.

The construction financing includes a maximum commitment of $388.4 million, an interest rate of term one-month Secured Overnight Financing Rate ("SOFR") +2.55%, and current maturity of August 2026, with an option to extend for one

year, contingent upon meeting certain conditions. The construction financing agreement contains covenants requiring our unencumbered liquidity be greater than $100.0 million and our net worth be greater than $600.0 million. Under these covenants, our General CECL Allowance is added back to our net worth calculation. As of both March 31, 2024 and December 31, 2023, we were in compliance with these covenants.

To manage our exposure to variable cash flows on our borrowings under this construction financing, we entered into an interest rate cap on September 26, 2023. As of March 31, 2024, the fair value of the interest rate cap is $1.2 million and it is recorded within derivative assets, net on our condensed consolidated balance sheet. Refer to "Note 11 - Derivatives" for full detail.

Atlanta Hotel

In March 2017, we originated a first mortgage loan secured by the Atlanta Hotel. During the second quarter of 2022, due to slower than expected recovery from the COVID-19 pandemic, we deemed the borrower to be experiencing financial difficulty. Accordingly, we ceased accruing interest on the loan and recorded a $7.0 million Specific CECL Allowance.

During the fourth quarter of 2022, we wrote off the $7.0 million previously recorded Specific CECL Allowance and reduced the principal balance of the loan which was recorded as a realized loss within net realized loss on investments in our December 31, 2022 consolidated statement of operations.

On March 31, 2023, we acquired legal title of the Atlanta Hotel through a deed-in-lieu of foreclosure and determined the fair value of net real estate assets to be $75.0 million in accordance with ASC 820 "Fair Value Measurements and Disclosures." The fair value of the real estate owned is categorized within Level III of the fair value hierarchy set forth by ASC 820 and includes the use of significant unobservable inputs. See "Note 3 - Fair Value Disclosure" for discussion of our non-recurring fair value measurements. Additionally, we recognized a realized loss of $4.8 million, recorded within net realized loss on investments on our condensed consolidated statement of operations. The realized loss represents the difference between the original loan's amortized cost and the fair value of the net assets acquired.

During the three months ended June 30, 2023, we received an unsolicited offer from a third party to purchase the Atlanta Hotel. As of June 30, 2023, the hotel's assets and liabilities met the criteria to be classified as held for sale under ASC Topic 360, "Property, Plant, and Equipment." In accordance with ASC Topic 360, we ceased recording depreciation on the building and FF&E on the condensed consolidated statement of operations and we have reclassified assets and liabilities from their respective condensed consolidated balance sheet line items to Assets related to real estate owned, held for sale and Liabilities related to real estate owned, held for sale.

As of March 31, 2024, we determined the sale of the Atlanta Hotel to a third party, from whom we received an unsolicited offer, to be no longer probable, and we are not actively marketing the property for sale to other potential buyers. As such, the Atlanta Hotel no longer meets the criteria to be classified as held for sale under ASC Topic 360, "Property, Plant, and Equipment." In accordance with ASC Topic 360, the REO Fixed Assets were reclassified to their carrying value before classifying as held for sale in June of 2023. On the date of reclassification, March 31, 2024, we recorded $3.6 million in depreciation, representing the amount that would have been recorded had the asset remained as held for investment. All other assets and liabilities were reclassified to the corresponding line items on the condensed consolidated balance sheet. No realized gain or loss was recorded in connection with this reclassification.

As of March 31, 2024, the value of net real estate assets related to the Atlanta Hotel was $72.1 million. As of March 31, 2024, our net real estate assets included depreciable assets of $47.0 million, net of $3.1 million in accumulated depreciation, attributable to the building, and $7.0 million, net of $1.7 million in accumulated depreciation, attributable to FF&E. For the three months ended March 31, 2024, we recorded net loss from the hotel's operations of $1.8 million.

As of December 31, 2023, the hotel's assets and liabilities were classified as held for sale, and the value of net real estate assets related to the Atlanta Hotel was $75.4 million. As of December 31, 2023, our net real estate assets included depreciable assets of $49.4 million, net of $0.8 million in accumulated depreciation, attributable to the building, and $8.0 million, net of $0.4 million in accumulated depreciation, attributable to FF&E.

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Other Assets

3 Months Ended

Mar. 31, 2024

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Other Assets

Other Assets

The following table details the components of our other assets at the dates indicated ($ in thousands):

	March 31, 2024		December 31, 2023
Interest receivable	$	85,072	$	72,354
Loan proceeds held by servicer(1)	7,820		6,271
Other(2)	10,637		6,998
Total	$	103,529	$	85,623

  ———————

(1)Includes loan principal and interest held by our third-party servicers as of the balance sheet date and remitted during subsequent remittance cycle.

(2)Includes $8.4 million and $4.6 million of other assets from Real Estate Owned, Held for Investment as of March 31, 2024 and December 31, 2023, respectively. Refer to "Note 5 – Real Estate Owned" for additional information.

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Secured Debt Arrangements, Net

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Secured Debt Arrangement, Net/Participations Sold

Secured Debt Arrangements, Net

We utilize secured debt arrangements to finance the origination activity in our loan portfolio. Our secured debt arrangements are comprised of secured credit facilities, a private securitization, and a revolving credit facility. During the three months ended March 31, 2024, we entered into a new secured credit facility with Goldman Sachs. The facility is secured by a first mortgage loan on a European portfolio of pubs and provides $158.6 million of additional borrowing capacity. Additionally, during the three months ended March 31, 2024, we upsized our secured credit facility with Atlas Securitized Products Holdings ("Atlas") by $113.5 million, as discussed further below.

Our borrowings under secured debt arrangements at March 31, 2024 and December 31, 2023 are detailed in the following table ($ in thousands):

	March 31, 2024					December 31, 2023
	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)
JPMorgan Facility - USD(3)(4)	$	1,482,730	$	1,036,803	September 2026	$	1,482,584	$	1,043,964	September 2026
JPMorgan Facility - GBP(3)(4)	17,270		17,270		September 2026	17,416		17,416		September 2026
Deutsche Bank Facility - USD(3)	700,000		278,703		March 2026	700,000		275,815		March 2026
Atlas Facility - USD(5)	800,000		751,207		March 2027(6)	686,527		669,302		April 2027(7)(8)
HSBC Facility - GBP	380,740		380,740		May 2025	383,967		383,967		May 2025
HSBC Facility - EUR	275,027		275,027		January 2026(8)	281,401		281,401		January 2026
Goldman Sachs Facility - USD	11,605		11,605		November 2025(9)	13,437		13,437		November 2025(9)
Goldman Sachs Facility - GBP	158,599		158,599		January 2029	—		—		N/A
Barclays Facility - USD	200,000		99,817		June 2027(7)	200,000		107,929		June 2027(7)
MUFG Securities Facility - GBP	202,970		202,970		June 2025(7)	204,690		204,690		June 2025(7)
Churchill Facility - USD	130,000		125,209		April 2026	130,000		126,515		March 2026
Santander Facility - USD	300,000		67,500		February 2026(7)	300,000		67,500		February 2026(7)
Santander Facility - EUR	58,261		54,677		August 2024	59,611		55,716		August 2024
Total Secured Credit Facilities	4,717,202		3,460,127			4,459,633		3,247,652
Barclays Private Securitization - GBP, EUR, SEK	2,056,364		2,056,364		July 2026(8)	2,369,125		2,157,157		June 2026(8)
Revolving Credit Facility - USD(10)	170,000		94,000		March 2026	170,000		147,000		March 2026
Total Secured Debt Arrangements	6,943,566		5,610,491			6,998,758		5,551,809
Less: deferred financing costs	N/A		(13,524)			N/A		(13,333)
Total Secured Debt Arrangements, net(11)(12)(13)	$	6,943,566	$	5,596,967		$	6,998,758	$	5,538,476

———————

(1)As of March 31, 2024, British Pound Sterling("GBP"), Euro ("EUR"), and Swedish Krona ("SEK") borrowings were converted to USD at a rate of 1.26, 1.08, and 0.09, respectively. As of December 31, 2023, GBP, EUR and SEK borrowings were converted to USD at a rate of 1.27, 1.10 and 0.10, respectively.

(2)Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable.

(3)The JPMorgan Facility and Deutsche Bank Facility enable us to elect to receive advances in USD, GBP, or EUR.

(4)The JPMorgan Facility allows for $1.5 billion of maximum borrowings in total as of March 31, 2024.

(5)The Atlas Facility (as defined below) was formerly the Credit Suisse Facility. See "Atlas Facility" below for additional discussion.

(6)The Atlas Facility was amended during March 2024 to convert the facility's maturity from a six month "evergreen" feature to a two-year initial term, with an additional one-year extension option.

(7)Assumes financings are extended in line with the underlying loans.

(8)Represents weighted-average maturity across various financings with the counterparty. See below for additional details.

(9)Facility entered the two-year amortization period. During the amortization period, the maturity date for current outstanding transactions are extended for a period of up to two years from the November 2023 maturity.

(10)The current stated maturity of the Revolving Credit Facility (as defined below) is March 2026. Borrowings under the Revolving Credit Facility bear interest at a per annum rate equal to the sum of (i) a floating rate index and (ii) a fixed margin. Borrowings under the Revolving Credit Facility are full recourse to certain guarantor wholly-owned subsidiaries of the Company. See "Revolving Credit Facility" below for additional discussion.

(11)Weighted-average borrowing costs as of March 31, 2024 and December 31, 2023 were applicable benchmark rates and credit spread adjustments, plus spreads of USD: +2.64% / GBP: +2.25% / EUR: +1.86% / SEK: +1.50% and USD: +2.49% / GBP: +2.21% / EUR: +1.86%/ SEK: +1.50%, respectively.

(12)Weighted-average advance rates based on cost as of March 31, 2024 and December 31, 2023 were 68.1% (62.4% (USD) / 72.2% (GBP) / 71.7% (EUR) / 80.4% (SEK)) and 68.4% (62.9% (USD) / 72.5% (GBP) / 72.1% (EUR) / 80.4% (SEK)), respectively.

(13)As of March 31, 2024 and December 31, 2023, approximately 52.2% and 58.3%, respectively, is the outstanding balance under these secured borrowings were recourse to us.

Terms of our secured credit facilities are designed to keep each lender's credit exposure generally constant as a percentage of the underlying value of the assets pledged as security to the facility. If the credit of the underlying collateral value decreases, the amount of leverage to us may be reduced. As of March 31, 2024 and December 31, 2023, the weighted-average haircut under our secured debt arrangements was approximately 31.9% and 31.6%, respectively. Our secured credit facilities do not contain capital markets-based mark-to-market provisions.

Atlas Facility

On February 8, 2023, in connection with the acquisition by certain subsidiaries of Atlas, which is a wholly-owned investment of a fund managed by an affiliate of the Manager, of certain warehouse assets and liabilities of the Credit Suisse AG Securitized Products Group ("Credit Suisse AG")(the "Transaction"), the Credit Suisse Facility was acquired by Atlas ("Atlas Facility"). In order to effect the assignment of the Credit Suisse Facility and related agreements, the Company and one of its subsidiaries, similar to the other sellers and guarantors party to the subject agreements in the Transaction, entered into an Omnibus Assignment, Assumption and Amendment Agreement as well as certain related agreements with Credit Suisse AG and Atlas. Refer to "Note 15 - Related Party Transactions" for further discussion regarding the transaction.

During the three months ended March 31, 2024, we executed an amendment to upsize the Atlas Facility by $113.5 million. The amendment included conversion of the facility's term from a six month "evergreen" feature to two-years, with a one-year extension option, reduction to recourse percentages, and an additional pledge of a commercial mortgage loan, among other changes.

Revolving Credit Facility

On March 3, 2023, we entered into the revolving credit facility (the "Revolving Credit Facility") administered by Bank of America, N.A. The Revolving Credit Facility provides up to $170.0 million of borrowings secured by qualifying commercial mortgage loans and real property owned assets. The Revolving Credit Facility has a term of three years, maturing in March 2026. The Revolving Credit Facility enables us to borrow on qualifying commercial mortgage loans for up to two years and real property owned assets for up to six months. As of March 31, 2024 and December 31, 2023, we had $94.0 million and $147.0 million, respectively, outstanding on the Revolving Credit Facility. During the three months ended March 31, 2024, we recorded $33.6 thousand in unused fees and $1.9 million in contractual interest expense. During the three months ended March 31, 2023, we recorded $27.4 thousand in unused fees related to the Revolving Credit Facility.

Barclays Private Securitization

We are party to a private securitization with Barclays Bank plc ("Barclays") (such securitization, the "Barclays Private Securitization"). Commercial mortgage loans currently financed under the Barclays Securitization are denominated in GBP, EUR and SEK.

The Barclays Private Securitization does not include daily margining provisions and grants us significant discretion to modify certain terms of the underlying collateral including waiving certain loan-level covenant breaches and deferring or waiving of debt service payments for up to 18 months. The securitization includes loan-to-value based covenants with deleveraging requirements that are based on significant declines in the value of the collateral as determined by an annual third-party (engaged by us) appraisal process tied to the provisions of the underlying loan agreements. We believe this provides us with both cushion and predictability to avoid sudden unexpected outcomes and material repayment requirements.

The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,704,318	$	1,685,240
EUR	5	867,551		859,740
SEK	1	232,117		230,524
Total	13	$	2,803,986	$	2,775,504

	December 31, 2023
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,662,457	$	1,643,979
EUR	6	1,021,272		1,012,987
SEK	1	248,088		246,220
Total	14	$	2,931,817	$	2,903,186

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of March 31, 2024 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	$	1,261,051	July 2026
Total/Weighted-Average EUR	609,619		September 2026(3)
Total/Weighted-Average SEK	185,694		May 2026
Total/Weighted-Average Securitization	$	2,056,364	July 2026

———————

(1)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2023 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	1,234,740		June 2026
Total/Weighted-Average EUR	723,947		May 2026(3)
Total/Weighted-Average SEK	198,470		May 2026
Total/Weighted-Average Securitization	$	2,157,157	June 2026

———————

(1)As of December 31, 2023, we had £969.9 million, €655.8 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our condensed consolidated balance sheets ($ in thousands):

	March 31, 2024		December 31, 2023
Assets:
Cash	$	327	$	924
Commercial mortgage loans, net(1)	2,775,504		2,903,186
Other Assets	46,490		41,180
Total Assets	$	2,822,321	$	2,945,290
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $1.7 million and $2.0 million in 2024 and 2023, respectively)	$	2,054,681	$	2,155,197
Accounts payable, accrued expenses and other liabilities(2)	11,328		9,083
Total Liabilities	$	2,066,009	$	2,164,280

———————

(1)Net of the General CECL Allowance of $10.8 million and $8.3 million as of March 31, 2024 and December 31, 2023, respectively.

(2)Includes General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $2.6 million and $2.5 million as of March 31, 2024 and December 31, 2023, respectively.

The table below provides the net income (loss) of the Barclays Private Securitization VIE included in our condensed consolidated statement of operations ($ in thousands):

	Three months ended March 31,
	2024		2023
Net interest income:
Interest income from commercial mortgage loans	$	64,523	$	46,977
Interest expense	(36,083)		(23,133)
Net interest income	$	28,440	$	23,844
Decrease (increase) in current expected credit loss allowance, net	(2,565)		199
Foreign currency translation gain (loss)	(12,923)		10,002
Net income	$	12,952	$	34,045

At March 31, 2024, our borrowings had the following remaining maturities ($ in thousands):

	Less than 1 year		1 to 3 years		3 to 5 years		More than 5 years		Total
JPMorgan Facility	$	27,271	$	1,026,802	$	—	$	—	$	1,054,073
Deutsche Bank Facility	95,686		183,017		—		—		278,703
Atlas Facility	—		751,207				—		751,207
HSBC Facility	—		655,767		—		—		655,767
Goldman Sachs Facility - USD	—		11,605		—		—		11,605
Goldman Sachs Facility - GBP	—		—		158,599		—		158,599
Barclays Facility	—		—		99,817		—		99,817
MUFG Securities Facility	—		202,970		—		—		202,970
Churchill Facility	—		125,209		—		—		125,209
Santander Facility - USD	67,500				—		—		67,500
Santander Facility - EUR	54,677		—		—		—		54,677
Barclays Private Securitization	379,765		1,480,142		196,456		—		2,056,364
Revolving Credit Facility	76,385		17,615		—		—		94,000
Total	$	701,284	$	4,454,334	$	454,872	$	—	$	5,610,491

The table above reflects the fully extended maturity date of the facility and assumes facilities with an "evergreen" feature continue to extend through the fully-extended maturity of the underlying asset and assumes underlying loans are extended with consent of financing providers.

The table below summarizes the outstanding balances at March 31, 2024, as well as the maximum and average month-end balances for the three months ended March 31, 2024 for our borrowings under secured debt arrangements ($ in thousands).

	As of March 31, 2024				For the three months ended March 31, 2024
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,054,073	$	1,869,057	$	1,063,261	$	1,058,968
Deutsche Bank Facility	278,703		421,949		278,703		277,741
Goldman Sachs Facility - USD	11,605		25,242		11,620		11,612
Goldman Sachs Facility - GBP	158,599		209,523		159,403		158,872
Atlas Facility	751,207		1,098,342		751,207		676,229
HSBC Facility	655,767		849,268		658,434		656,800
Barclays Facility	99,817		124,107		102,598		101,671
MUFG Securities Facility	202,970		275,579		203,999		203,318
Churchill Facility	125,209		166,563		126,080		125,644
Santander Facility - USD	67,500		99,736		67,500		67,500
Santander Facility - EUR	54,677		72,302		54,677		54,666
Barclays Private Securitization	2,056,364		2,786,288		2,146,965		2,085,304
Revolving Credit Facility	94,000		181,130		150,000		112,667
Total	$	5,610,491	$	8,179,086

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

The table below summarizes the outstanding balances at December 31, 2023, as well as the maximum and average month-end balances for the year ended December 31, 2023 for our borrowings under secured debt arrangements ($ in thousands).

	As of December 31, 2023				For the year ended December 31, 2023
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,061,380	$	1,871,854	$	1,324,226	$	1,190,651
Deutsche Bank Facility	275,815		419,170		385,818		322,676
Goldman Sachs Facility	13,437		28,533		70,249		30,482
Atlas Facility	669,302		933,085		688,126		667,794
HSBC Facility	665,368		860,134		667,430		651,758
Barclays Facility	107,929		129,439		111,909		110,729
MUFG Securities Facility	204,690		278,223		206,362		200,447
Churchill Facility	126,515		168,138		130,000		128,094
Santander Facility - USD	67,500		99,648		75,000		68,125
Santander Facility - EUR	55,716		74,288		55,716		54,347
Barclays Private Securitization	2,157,157		2,911,470		2,157,157		1,896,144
Revolving Credit Facility	147,000		319,048		147,000		93,500
Total	$	5,551,809	$	8,093,030

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

Debt Covenants

The guarantees related to our secured debt arrangements contain the following financial covenants: (i) tangible net worth must be greater than $1.25 billion plus 75% of the net cash proceeds of any equity issuance after March 31, 2017; (ii) our ratio of total indebtedness to tangible net worth cannot be greater than 3.75:1 (ratio is 4.00:1 for the Revolving Credit Facility); and (iii) our liquidity cannot be less than an amount equal to the greater of 5% of total recourse indebtedness or $30.0 million. Under these covenants, our General CECL Allowance is added back to our tangible net worth calculation. The Revolving Credit Facility contains an additional financial covenant to maintain a minimum interest coverage ratio of 1.4:1. During October

2023, we modified our interest coverage ratio covenant related to the Revolving Credit Facility to a minimum of 1.4:1 from a minimum of 1.5:1.

We were in compliance with the covenants under each of our secured debt arrangements at March 31, 2024 and December 31, 2023. The impact of macroeconomic conditions on the commercial real estate markets and global capital markets, including increased interest rates, foreign currency fluctuations, changes to fiscal and monetary policy, slower economic growth or recession, labor shortages, and recent distress in the banking sector, may make it more difficult to meet or satisfy these covenants in the future.

Senior Secured Term Loans, Net

In May 2019, we entered into a $500.0 million senior secured term loan (the "2026 Term Loan"), which matures in May 2026 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2026 Term Loan was issued at a price of 99.5%. During the second quarter of 2023, the 2026 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR plus 2.86%.

In March 2021, we entered into an additional $300.0 million senior secured term loan, with substantially the same terms as the 2026 Term Loan, (the "2028 Term Loan" and, together with the 2026 Term Loan, the "Term Loans") which matures in March 2028 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2028 Term Loan was issued at a price of 99.0%. During the second quarter of 2023, the 2028 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR (with a floor of 0.50%) plus 3.61%.

The Term Loans are amortizing with repayments of 0.25% per quarter of the total committed principal. During the three months ended March 31, 2024 and 2023, we repaid $1.3 million of principal, respectively, related to the 2026 Term Loan. During the three months ended March 31, 2024 and 2023, we repaid $0.8 million of principal respectively related to the 2028 Term Loan.

The following table summarizes the terms of the Term Loans as of March 31, 2024 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	476,250	$	(743)	$	(3,923)	$	471,584	2.86	%	5/15/2026
2028 Term Loan	291,000		(1,679)		(2,993)		286,328		3.61	%	3/11/2028
Total	$	767,250	$	(2,422)	$	(6,916)	$	757,912

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	477,500	$	(833)	$	(4,302)	$	472,365	2.86	%	5/15/2026
2028 Term Loan	291,750		(1,786)		(3,179)		286,785		3.61	%	3/11/2028
Total	$	769,250	$	(2,619)	$	(7,481)	$	759,150

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

Covenants

The financial covenants of the Term Loans include the requirements that we maintain: (i) a maximum ratio of total recourse debt to tangible net worth of 4:1; and (ii) a maximum ratio of total unencumbered assets to total pari-passu indebtedness of 2.50:1. We were in compliance with the covenants under the Term Loans at March 31, 2024 and December 31, 2023.

Interest Rate Cap

During the three months ended March 31, 2023, LIBOR exceeded the cap rate of 0.75%. As such, during the three months ended March 31, 2023, we realized a gain from the interest rate cap in the amount of $4.7 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations.

Subsequent to the interest rate cap maturity on June 15, 2023, the effective all-in coupon on our 2026 Term Loan increased to one month SOFR plus the spread of 2.86%.

Senior Secured Notes, Net

In June 2021, we issued $500.0 million of 4.625% Senior Secured Notes due 2029 (the "2029 Notes"), for which we received net proceeds of $495.0 million, after deducting initial purchasers' discounts and commissions. The 2029 Notes will mature on June 15, 2029, unless earlier repurchased or redeemed. The 2029 Notes are secured by a first-priority lien, and rank pari-passu in right of payment with all of our existing and future first lien obligations, including indebtedness under the Term Loans. The 2029 Notes were issued at par and contain covenants relating to liens, indebtedness, and investments in non-wholly owned entities. The 2029 Notes had a carrying value of $495.8 million and $495.6 million, net of deferred financing costs of $4.2 million and $4.4 million, as of March 31, 2024 and December 31, 2023, respectively.

Covenants

The 2029 Notes include certain covenants including a requirement that we maintain a ratio of total unencumbered assets to total pari-passu indebtedness of at least 1.20:1. As of March 31, 2024 and December 31, 2023, we were in compliance with all covenants.

Participations Sold

Participations sold represented the subordinate interests in loans we originated and subsequently partially sold. We account for participations sold as secured borrowings on our condensed consolidated balance sheet with both assets and non-recourse liabilities because the participations do not qualify as a sale under ASC 860. The income earned on the participations sold is recorded as interest income and an identical amount is recorded as interest expense in our condensed consolidated statements of operations.

In December 2020, we sold a £6.7 million ($8.9 million assuming conversion into USD at time of transfer) interest, at par, in a first mortgage loan collateralized by an office building located in London, United Kingdom that was originated by us in December 2017. In connection with this sale, we transferred our remaining unfunded commitment of £19.1 million ($25.3 million assuming conversion into USD at time of transfer). The participation interest sold was subordinate to our first mortgage loan and was accounted for as a secured borrowing on our consolidated balance sheet. In January 2023, the first mortgage loan, including participations sold, was fully satisfied, including all contractual and default interest accrued to date. We had no participations sold as of the three months ended March 31, 2024 and December 31, 2023.

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Senior Secured Term Loan, Net

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Senior Secured Term Loan, Net

Secured Debt Arrangements, Net

We utilize secured debt arrangements to finance the origination activity in our loan portfolio. Our secured debt arrangements are comprised of secured credit facilities, a private securitization, and a revolving credit facility. During the three months ended March 31, 2024, we entered into a new secured credit facility with Goldman Sachs. The facility is secured by a first mortgage loan on a European portfolio of pubs and provides $158.6 million of additional borrowing capacity. Additionally, during the three months ended March 31, 2024, we upsized our secured credit facility with Atlas Securitized Products Holdings ("Atlas") by $113.5 million, as discussed further below.

Our borrowings under secured debt arrangements at March 31, 2024 and December 31, 2023 are detailed in the following table ($ in thousands):

	March 31, 2024					December 31, 2023
	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)
JPMorgan Facility - USD(3)(4)	$	1,482,730	$	1,036,803	September 2026	$	1,482,584	$	1,043,964	September 2026
JPMorgan Facility - GBP(3)(4)	17,270		17,270		September 2026	17,416		17,416		September 2026
Deutsche Bank Facility - USD(3)	700,000		278,703		March 2026	700,000		275,815		March 2026
Atlas Facility - USD(5)	800,000		751,207		March 2027(6)	686,527		669,302		April 2027(7)(8)
HSBC Facility - GBP	380,740		380,740		May 2025	383,967		383,967		May 2025
HSBC Facility - EUR	275,027		275,027		January 2026(8)	281,401		281,401		January 2026
Goldman Sachs Facility - USD	11,605		11,605		November 2025(9)	13,437		13,437		November 2025(9)
Goldman Sachs Facility - GBP	158,599		158,599		January 2029	—		—		N/A
Barclays Facility - USD	200,000		99,817		June 2027(7)	200,000		107,929		June 2027(7)
MUFG Securities Facility - GBP	202,970		202,970		June 2025(7)	204,690		204,690		June 2025(7)
Churchill Facility - USD	130,000		125,209		April 2026	130,000		126,515		March 2026
Santander Facility - USD	300,000		67,500		February 2026(7)	300,000		67,500		February 2026(7)
Santander Facility - EUR	58,261		54,677		August 2024	59,611		55,716		August 2024
Total Secured Credit Facilities	4,717,202		3,460,127			4,459,633		3,247,652
Barclays Private Securitization - GBP, EUR, SEK	2,056,364		2,056,364		July 2026(8)	2,369,125		2,157,157		June 2026(8)
Revolving Credit Facility - USD(10)	170,000		94,000		March 2026	170,000		147,000		March 2026
Total Secured Debt Arrangements	6,943,566		5,610,491			6,998,758		5,551,809
Less: deferred financing costs	N/A		(13,524)			N/A		(13,333)
Total Secured Debt Arrangements, net(11)(12)(13)	$	6,943,566	$	5,596,967		$	6,998,758	$	5,538,476

———————

(1)As of March 31, 2024, British Pound Sterling("GBP"), Euro ("EUR"), and Swedish Krona ("SEK") borrowings were converted to USD at a rate of 1.26, 1.08, and 0.09, respectively. As of December 31, 2023, GBP, EUR and SEK borrowings were converted to USD at a rate of 1.27, 1.10 and 0.10, respectively.

(2)Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable.

(3)The JPMorgan Facility and Deutsche Bank Facility enable us to elect to receive advances in USD, GBP, or EUR.

(4)The JPMorgan Facility allows for $1.5 billion of maximum borrowings in total as of March 31, 2024.

(5)The Atlas Facility (as defined below) was formerly the Credit Suisse Facility. See "Atlas Facility" below for additional discussion.

(6)The Atlas Facility was amended during March 2024 to convert the facility's maturity from a six month "evergreen" feature to a two-year initial term, with an additional one-year extension option.

(7)Assumes financings are extended in line with the underlying loans.

(8)Represents weighted-average maturity across various financings with the counterparty. See below for additional details.

(9)Facility entered the two-year amortization period. During the amortization period, the maturity date for current outstanding transactions are extended for a period of up to two years from the November 2023 maturity.

(10)The current stated maturity of the Revolving Credit Facility (as defined below) is March 2026. Borrowings under the Revolving Credit Facility bear interest at a per annum rate equal to the sum of (i) a floating rate index and (ii) a fixed margin. Borrowings under the Revolving Credit Facility are full recourse to certain guarantor wholly-owned subsidiaries of the Company. See "Revolving Credit Facility" below for additional discussion.

(11)Weighted-average borrowing costs as of March 31, 2024 and December 31, 2023 were applicable benchmark rates and credit spread adjustments, plus spreads of USD: +2.64% / GBP: +2.25% / EUR: +1.86% / SEK: +1.50% and USD: +2.49% / GBP: +2.21% / EUR: +1.86%/ SEK: +1.50%, respectively.

(12)Weighted-average advance rates based on cost as of March 31, 2024 and December 31, 2023 were 68.1% (62.4% (USD) / 72.2% (GBP) / 71.7% (EUR) / 80.4% (SEK)) and 68.4% (62.9% (USD) / 72.5% (GBP) / 72.1% (EUR) / 80.4% (SEK)), respectively.

(13)As of March 31, 2024 and December 31, 2023, approximately 52.2% and 58.3%, respectively, is the outstanding balance under these secured borrowings were recourse to us.

Terms of our secured credit facilities are designed to keep each lender's credit exposure generally constant as a percentage of the underlying value of the assets pledged as security to the facility. If the credit of the underlying collateral value decreases, the amount of leverage to us may be reduced. As of March 31, 2024 and December 31, 2023, the weighted-average haircut under our secured debt arrangements was approximately 31.9% and 31.6%, respectively. Our secured credit facilities do not contain capital markets-based mark-to-market provisions.

Atlas Facility

On February 8, 2023, in connection with the acquisition by certain subsidiaries of Atlas, which is a wholly-owned investment of a fund managed by an affiliate of the Manager, of certain warehouse assets and liabilities of the Credit Suisse AG Securitized Products Group ("Credit Suisse AG")(the "Transaction"), the Credit Suisse Facility was acquired by Atlas ("Atlas Facility"). In order to effect the assignment of the Credit Suisse Facility and related agreements, the Company and one of its subsidiaries, similar to the other sellers and guarantors party to the subject agreements in the Transaction, entered into an Omnibus Assignment, Assumption and Amendment Agreement as well as certain related agreements with Credit Suisse AG and Atlas. Refer to "Note 15 - Related Party Transactions" for further discussion regarding the transaction.

During the three months ended March 31, 2024, we executed an amendment to upsize the Atlas Facility by $113.5 million. The amendment included conversion of the facility's term from a six month "evergreen" feature to two-years, with a one-year extension option, reduction to recourse percentages, and an additional pledge of a commercial mortgage loan, among other changes.

Revolving Credit Facility

On March 3, 2023, we entered into the revolving credit facility (the "Revolving Credit Facility") administered by Bank of America, N.A. The Revolving Credit Facility provides up to $170.0 million of borrowings secured by qualifying commercial mortgage loans and real property owned assets. The Revolving Credit Facility has a term of three years, maturing in March 2026. The Revolving Credit Facility enables us to borrow on qualifying commercial mortgage loans for up to two years and real property owned assets for up to six months. As of March 31, 2024 and December 31, 2023, we had $94.0 million and $147.0 million, respectively, outstanding on the Revolving Credit Facility. During the three months ended March 31, 2024, we recorded $33.6 thousand in unused fees and $1.9 million in contractual interest expense. During the three months ended March 31, 2023, we recorded $27.4 thousand in unused fees related to the Revolving Credit Facility.

Barclays Private Securitization

We are party to a private securitization with Barclays Bank plc ("Barclays") (such securitization, the "Barclays Private Securitization"). Commercial mortgage loans currently financed under the Barclays Securitization are denominated in GBP, EUR and SEK.

The Barclays Private Securitization does not include daily margining provisions and grants us significant discretion to modify certain terms of the underlying collateral including waiving certain loan-level covenant breaches and deferring or waiving of debt service payments for up to 18 months. The securitization includes loan-to-value based covenants with deleveraging requirements that are based on significant declines in the value of the collateral as determined by an annual third-party (engaged by us) appraisal process tied to the provisions of the underlying loan agreements. We believe this provides us with both cushion and predictability to avoid sudden unexpected outcomes and material repayment requirements.

The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,704,318	$	1,685,240
EUR	5	867,551		859,740
SEK	1	232,117		230,524
Total	13	$	2,803,986	$	2,775,504

	December 31, 2023
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,662,457	$	1,643,979
EUR	6	1,021,272		1,012,987
SEK	1	248,088		246,220
Total	14	$	2,931,817	$	2,903,186

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of March 31, 2024 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	$	1,261,051	July 2026
Total/Weighted-Average EUR	609,619		September 2026(3)
Total/Weighted-Average SEK	185,694		May 2026
Total/Weighted-Average Securitization	$	2,056,364	July 2026

———————

(1)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2023 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	1,234,740		June 2026
Total/Weighted-Average EUR	723,947		May 2026(3)
Total/Weighted-Average SEK	198,470		May 2026
Total/Weighted-Average Securitization	$	2,157,157	June 2026

———————

(1)As of December 31, 2023, we had £969.9 million, €655.8 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our condensed consolidated balance sheets ($ in thousands):

	March 31, 2024		December 31, 2023
Assets:
Cash	$	327	$	924
Commercial mortgage loans, net(1)	2,775,504		2,903,186
Other Assets	46,490		41,180
Total Assets	$	2,822,321	$	2,945,290
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $1.7 million and $2.0 million in 2024 and 2023, respectively)	$	2,054,681	$	2,155,197
Accounts payable, accrued expenses and other liabilities(2)	11,328		9,083
Total Liabilities	$	2,066,009	$	2,164,280

———————

(1)Net of the General CECL Allowance of $10.8 million and $8.3 million as of March 31, 2024 and December 31, 2023, respectively.

(2)Includes General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $2.6 million and $2.5 million as of March 31, 2024 and December 31, 2023, respectively.

The table below provides the net income (loss) of the Barclays Private Securitization VIE included in our condensed consolidated statement of operations ($ in thousands):

	Three months ended March 31,
	2024		2023
Net interest income:
Interest income from commercial mortgage loans	$	64,523	$	46,977
Interest expense	(36,083)		(23,133)
Net interest income	$	28,440	$	23,844
Decrease (increase) in current expected credit loss allowance, net	(2,565)		199
Foreign currency translation gain (loss)	(12,923)		10,002
Net income	$	12,952	$	34,045

At March 31, 2024, our borrowings had the following remaining maturities ($ in thousands):

	Less than 1 year		1 to 3 years		3 to 5 years		More than 5 years		Total
JPMorgan Facility	$	27,271	$	1,026,802	$	—	$	—	$	1,054,073
Deutsche Bank Facility	95,686		183,017		—		—		278,703
Atlas Facility	—		751,207				—		751,207
HSBC Facility	—		655,767		—		—		655,767
Goldman Sachs Facility - USD	—		11,605		—		—		11,605
Goldman Sachs Facility - GBP	—		—		158,599		—		158,599
Barclays Facility	—		—		99,817		—		99,817
MUFG Securities Facility	—		202,970		—		—		202,970
Churchill Facility	—		125,209		—		—		125,209
Santander Facility - USD	67,500				—		—		67,500
Santander Facility - EUR	54,677		—		—		—		54,677
Barclays Private Securitization	379,765		1,480,142		196,456		—		2,056,364
Revolving Credit Facility	76,385		17,615		—		—		94,000
Total	$	701,284	$	4,454,334	$	454,872	$	—	$	5,610,491

The table above reflects the fully extended maturity date of the facility and assumes facilities with an "evergreen" feature continue to extend through the fully-extended maturity of the underlying asset and assumes underlying loans are extended with consent of financing providers.

The table below summarizes the outstanding balances at March 31, 2024, as well as the maximum and average month-end balances for the three months ended March 31, 2024 for our borrowings under secured debt arrangements ($ in thousands).

	As of March 31, 2024				For the three months ended March 31, 2024
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,054,073	$	1,869,057	$	1,063,261	$	1,058,968
Deutsche Bank Facility	278,703		421,949		278,703		277,741
Goldman Sachs Facility - USD	11,605		25,242		11,620		11,612
Goldman Sachs Facility - GBP	158,599		209,523		159,403		158,872
Atlas Facility	751,207		1,098,342		751,207		676,229
HSBC Facility	655,767		849,268		658,434		656,800
Barclays Facility	99,817		124,107		102,598		101,671
MUFG Securities Facility	202,970		275,579		203,999		203,318
Churchill Facility	125,209		166,563		126,080		125,644
Santander Facility - USD	67,500		99,736		67,500		67,500
Santander Facility - EUR	54,677		72,302		54,677		54,666
Barclays Private Securitization	2,056,364		2,786,288		2,146,965		2,085,304
Revolving Credit Facility	94,000		181,130		150,000		112,667
Total	$	5,610,491	$	8,179,086

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

The table below summarizes the outstanding balances at December 31, 2023, as well as the maximum and average month-end balances for the year ended December 31, 2023 for our borrowings under secured debt arrangements ($ in thousands).

	As of December 31, 2023				For the year ended December 31, 2023
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,061,380	$	1,871,854	$	1,324,226	$	1,190,651
Deutsche Bank Facility	275,815		419,170		385,818		322,676
Goldman Sachs Facility	13,437		28,533		70,249		30,482
Atlas Facility	669,302		933,085		688,126		667,794
HSBC Facility	665,368		860,134		667,430		651,758
Barclays Facility	107,929		129,439		111,909		110,729
MUFG Securities Facility	204,690		278,223		206,362		200,447
Churchill Facility	126,515		168,138		130,000		128,094
Santander Facility - USD	67,500		99,648		75,000		68,125
Santander Facility - EUR	55,716		74,288		55,716		54,347
Barclays Private Securitization	2,157,157		2,911,470		2,157,157		1,896,144
Revolving Credit Facility	147,000		319,048		147,000		93,500
Total	$	5,551,809	$	8,093,030

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

Debt Covenants

The guarantees related to our secured debt arrangements contain the following financial covenants: (i) tangible net worth must be greater than $1.25 billion plus 75% of the net cash proceeds of any equity issuance after March 31, 2017; (ii) our ratio of total indebtedness to tangible net worth cannot be greater than 3.75:1 (ratio is 4.00:1 for the Revolving Credit Facility); and (iii) our liquidity cannot be less than an amount equal to the greater of 5% of total recourse indebtedness or $30.0 million. Under these covenants, our General CECL Allowance is added back to our tangible net worth calculation. The Revolving Credit Facility contains an additional financial covenant to maintain a minimum interest coverage ratio of 1.4:1. During October

2023, we modified our interest coverage ratio covenant related to the Revolving Credit Facility to a minimum of 1.4:1 from a minimum of 1.5:1.

We were in compliance with the covenants under each of our secured debt arrangements at March 31, 2024 and December 31, 2023. The impact of macroeconomic conditions on the commercial real estate markets and global capital markets, including increased interest rates, foreign currency fluctuations, changes to fiscal and monetary policy, slower economic growth or recession, labor shortages, and recent distress in the banking sector, may make it more difficult to meet or satisfy these covenants in the future.

Senior Secured Term Loans, Net

In May 2019, we entered into a $500.0 million senior secured term loan (the "2026 Term Loan"), which matures in May 2026 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2026 Term Loan was issued at a price of 99.5%. During the second quarter of 2023, the 2026 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR plus 2.86%.

In March 2021, we entered into an additional $300.0 million senior secured term loan, with substantially the same terms as the 2026 Term Loan, (the "2028 Term Loan" and, together with the 2026 Term Loan, the "Term Loans") which matures in March 2028 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2028 Term Loan was issued at a price of 99.0%. During the second quarter of 2023, the 2028 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR (with a floor of 0.50%) plus 3.61%.

The Term Loans are amortizing with repayments of 0.25% per quarter of the total committed principal. During the three months ended March 31, 2024 and 2023, we repaid $1.3 million of principal, respectively, related to the 2026 Term Loan. During the three months ended March 31, 2024 and 2023, we repaid $0.8 million of principal respectively related to the 2028 Term Loan.

The following table summarizes the terms of the Term Loans as of March 31, 2024 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	476,250	$	(743)	$	(3,923)	$	471,584	2.86	%	5/15/2026
2028 Term Loan	291,000		(1,679)		(2,993)		286,328		3.61	%	3/11/2028
Total	$	767,250	$	(2,422)	$	(6,916)	$	757,912

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	477,500	$	(833)	$	(4,302)	$	472,365	2.86	%	5/15/2026
2028 Term Loan	291,750		(1,786)		(3,179)		286,785		3.61	%	3/11/2028
Total	$	769,250	$	(2,619)	$	(7,481)	$	759,150

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

Covenants

The financial covenants of the Term Loans include the requirements that we maintain: (i) a maximum ratio of total recourse debt to tangible net worth of 4:1; and (ii) a maximum ratio of total unencumbered assets to total pari-passu indebtedness of 2.50:1. We were in compliance with the covenants under the Term Loans at March 31, 2024 and December 31, 2023.

Interest Rate Cap

During the three months ended March 31, 2023, LIBOR exceeded the cap rate of 0.75%. As such, during the three months ended March 31, 2023, we realized a gain from the interest rate cap in the amount of $4.7 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations.

Subsequent to the interest rate cap maturity on June 15, 2023, the effective all-in coupon on our 2026 Term Loan increased to one month SOFR plus the spread of 2.86%.

Senior Secured Notes, Net

In June 2021, we issued $500.0 million of 4.625% Senior Secured Notes due 2029 (the "2029 Notes"), for which we received net proceeds of $495.0 million, after deducting initial purchasers' discounts and commissions. The 2029 Notes will mature on June 15, 2029, unless earlier repurchased or redeemed. The 2029 Notes are secured by a first-priority lien, and rank pari-passu in right of payment with all of our existing and future first lien obligations, including indebtedness under the Term Loans. The 2029 Notes were issued at par and contain covenants relating to liens, indebtedness, and investments in non-wholly owned entities. The 2029 Notes had a carrying value of $495.8 million and $495.6 million, net of deferred financing costs of $4.2 million and $4.4 million, as of March 31, 2024 and December 31, 2023, respectively.

Covenants

The 2029 Notes include certain covenants including a requirement that we maintain a ratio of total unencumbered assets to total pari-passu indebtedness of at least 1.20:1. As of March 31, 2024 and December 31, 2023, we were in compliance with all covenants.

Participations Sold

Participations sold represented the subordinate interests in loans we originated and subsequently partially sold. We account for participations sold as secured borrowings on our condensed consolidated balance sheet with both assets and non-recourse liabilities because the participations do not qualify as a sale under ASC 860. The income earned on the participations sold is recorded as interest income and an identical amount is recorded as interest expense in our condensed consolidated statements of operations.

In December 2020, we sold a £6.7 million ($8.9 million assuming conversion into USD at time of transfer) interest, at par, in a first mortgage loan collateralized by an office building located in London, United Kingdom that was originated by us in December 2017. In connection with this sale, we transferred our remaining unfunded commitment of £19.1 million ($25.3 million assuming conversion into USD at time of transfer). The participation interest sold was subordinate to our first mortgage loan and was accounted for as a secured borrowing on our consolidated balance sheet. In January 2023, the first mortgage loan, including participations sold, was fully satisfied, including all contractual and default interest accrued to date. We had no participations sold as of the three months ended March 31, 2024 and December 31, 2023.

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Senior Secured Notes, Net

3 Months Ended

Mar. 31, 2024

Receivables [Abstract]

Secured Debt Arrangement, Net/Participations Sold

Secured Debt Arrangements, Net

We utilize secured debt arrangements to finance the origination activity in our loan portfolio. Our secured debt arrangements are comprised of secured credit facilities, a private securitization, and a revolving credit facility. During the three months ended March 31, 2024, we entered into a new secured credit facility with Goldman Sachs. The facility is secured by a first mortgage loan on a European portfolio of pubs and provides $158.6 million of additional borrowing capacity. Additionally, during the three months ended March 31, 2024, we upsized our secured credit facility with Atlas Securitized Products Holdings ("Atlas") by $113.5 million, as discussed further below.

Our borrowings under secured debt arrangements at March 31, 2024 and December 31, 2023 are detailed in the following table ($ in thousands):

	March 31, 2024					December 31, 2023
	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)
JPMorgan Facility - USD(3)(4)	$	1,482,730	$	1,036,803	September 2026	$	1,482,584	$	1,043,964	September 2026
JPMorgan Facility - GBP(3)(4)	17,270		17,270		September 2026	17,416		17,416		September 2026
Deutsche Bank Facility - USD(3)	700,000		278,703		March 2026	700,000		275,815		March 2026
Atlas Facility - USD(5)	800,000		751,207		March 2027(6)	686,527		669,302		April 2027(7)(8)
HSBC Facility - GBP	380,740		380,740		May 2025	383,967		383,967		May 2025
HSBC Facility - EUR	275,027		275,027		January 2026(8)	281,401		281,401		January 2026
Goldman Sachs Facility - USD	11,605		11,605		November 2025(9)	13,437		13,437		November 2025(9)
Goldman Sachs Facility - GBP	158,599		158,599		January 2029	—		—		N/A
Barclays Facility - USD	200,000		99,817		June 2027(7)	200,000		107,929		June 2027(7)
MUFG Securities Facility - GBP	202,970		202,970		June 2025(7)	204,690		204,690		June 2025(7)
Churchill Facility - USD	130,000		125,209		April 2026	130,000		126,515		March 2026
Santander Facility - USD	300,000		67,500		February 2026(7)	300,000		67,500		February 2026(7)
Santander Facility - EUR	58,261		54,677		August 2024	59,611		55,716		August 2024
Total Secured Credit Facilities	4,717,202		3,460,127			4,459,633		3,247,652
Barclays Private Securitization - GBP, EUR, SEK	2,056,364		2,056,364		July 2026(8)	2,369,125		2,157,157		June 2026(8)
Revolving Credit Facility - USD(10)	170,000		94,000		March 2026	170,000		147,000		March 2026
Total Secured Debt Arrangements	6,943,566		5,610,491			6,998,758		5,551,809
Less: deferred financing costs	N/A		(13,524)			N/A		(13,333)
Total Secured Debt Arrangements, net(11)(12)(13)	$	6,943,566	$	5,596,967		$	6,998,758	$	5,538,476

———————

(1)As of March 31, 2024, British Pound Sterling("GBP"), Euro ("EUR"), and Swedish Krona ("SEK") borrowings were converted to USD at a rate of 1.26, 1.08, and 0.09, respectively. As of December 31, 2023, GBP, EUR and SEK borrowings were converted to USD at a rate of 1.27, 1.10 and 0.10, respectively.

(2)Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable.

(3)The JPMorgan Facility and Deutsche Bank Facility enable us to elect to receive advances in USD, GBP, or EUR.

(4)The JPMorgan Facility allows for $1.5 billion of maximum borrowings in total as of March 31, 2024.

(5)The Atlas Facility (as defined below) was formerly the Credit Suisse Facility. See "Atlas Facility" below for additional discussion.

(6)The Atlas Facility was amended during March 2024 to convert the facility's maturity from a six month "evergreen" feature to a two-year initial term, with an additional one-year extension option.

(7)Assumes financings are extended in line with the underlying loans.

(8)Represents weighted-average maturity across various financings with the counterparty. See below for additional details.

(9)Facility entered the two-year amortization period. During the amortization period, the maturity date for current outstanding transactions are extended for a period of up to two years from the November 2023 maturity.

(10)The current stated maturity of the Revolving Credit Facility (as defined below) is March 2026. Borrowings under the Revolving Credit Facility bear interest at a per annum rate equal to the sum of (i) a floating rate index and (ii) a fixed margin. Borrowings under the Revolving Credit Facility are full recourse to certain guarantor wholly-owned subsidiaries of the Company. See "Revolving Credit Facility" below for additional discussion.

(11)Weighted-average borrowing costs as of March 31, 2024 and December 31, 2023 were applicable benchmark rates and credit spread adjustments, plus spreads of USD: +2.64% / GBP: +2.25% / EUR: +1.86% / SEK: +1.50% and USD: +2.49% / GBP: +2.21% / EUR: +1.86%/ SEK: +1.50%, respectively.

(12)Weighted-average advance rates based on cost as of March 31, 2024 and December 31, 2023 were 68.1% (62.4% (USD) / 72.2% (GBP) / 71.7% (EUR) / 80.4% (SEK)) and 68.4% (62.9% (USD) / 72.5% (GBP) / 72.1% (EUR) / 80.4% (SEK)), respectively.

(13)As of March 31, 2024 and December 31, 2023, approximately 52.2% and 58.3%, respectively, is the outstanding balance under these secured borrowings were recourse to us.

Terms of our secured credit facilities are designed to keep each lender's credit exposure generally constant as a percentage of the underlying value of the assets pledged as security to the facility. If the credit of the underlying collateral value decreases, the amount of leverage to us may be reduced. As of March 31, 2024 and December 31, 2023, the weighted-average haircut under our secured debt arrangements was approximately 31.9% and 31.6%, respectively. Our secured credit facilities do not contain capital markets-based mark-to-market provisions.

Atlas Facility

On February 8, 2023, in connection with the acquisition by certain subsidiaries of Atlas, which is a wholly-owned investment of a fund managed by an affiliate of the Manager, of certain warehouse assets and liabilities of the Credit Suisse AG Securitized Products Group ("Credit Suisse AG")(the "Transaction"), the Credit Suisse Facility was acquired by Atlas ("Atlas Facility"). In order to effect the assignment of the Credit Suisse Facility and related agreements, the Company and one of its subsidiaries, similar to the other sellers and guarantors party to the subject agreements in the Transaction, entered into an Omnibus Assignment, Assumption and Amendment Agreement as well as certain related agreements with Credit Suisse AG and Atlas. Refer to "Note 15 - Related Party Transactions" for further discussion regarding the transaction.

During the three months ended March 31, 2024, we executed an amendment to upsize the Atlas Facility by $113.5 million. The amendment included conversion of the facility's term from a six month "evergreen" feature to two-years, with a one-year extension option, reduction to recourse percentages, and an additional pledge of a commercial mortgage loan, among other changes.

Revolving Credit Facility

On March 3, 2023, we entered into the revolving credit facility (the "Revolving Credit Facility") administered by Bank of America, N.A. The Revolving Credit Facility provides up to $170.0 million of borrowings secured by qualifying commercial mortgage loans and real property owned assets. The Revolving Credit Facility has a term of three years, maturing in March 2026. The Revolving Credit Facility enables us to borrow on qualifying commercial mortgage loans for up to two years and real property owned assets for up to six months. As of March 31, 2024 and December 31, 2023, we had $94.0 million and $147.0 million, respectively, outstanding on the Revolving Credit Facility. During the three months ended March 31, 2024, we recorded $33.6 thousand in unused fees and $1.9 million in contractual interest expense. During the three months ended March 31, 2023, we recorded $27.4 thousand in unused fees related to the Revolving Credit Facility.

Barclays Private Securitization

We are party to a private securitization with Barclays Bank plc ("Barclays") (such securitization, the "Barclays Private Securitization"). Commercial mortgage loans currently financed under the Barclays Securitization are denominated in GBP, EUR and SEK.

The Barclays Private Securitization does not include daily margining provisions and grants us significant discretion to modify certain terms of the underlying collateral including waiving certain loan-level covenant breaches and deferring or waiving of debt service payments for up to 18 months. The securitization includes loan-to-value based covenants with deleveraging requirements that are based on significant declines in the value of the collateral as determined by an annual third-party (engaged by us) appraisal process tied to the provisions of the underlying loan agreements. We believe this provides us with both cushion and predictability to avoid sudden unexpected outcomes and material repayment requirements.

The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,704,318	$	1,685,240
EUR	5	867,551		859,740
SEK	1	232,117		230,524
Total	13	$	2,803,986	$	2,775,504

	December 31, 2023
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,662,457	$	1,643,979
EUR	6	1,021,272		1,012,987
SEK	1	248,088		246,220
Total	14	$	2,931,817	$	2,903,186

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of March 31, 2024 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	$	1,261,051	July 2026
Total/Weighted-Average EUR	609,619		September 2026(3)
Total/Weighted-Average SEK	185,694		May 2026
Total/Weighted-Average Securitization	$	2,056,364	July 2026

———————

(1)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2023 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	1,234,740		June 2026
Total/Weighted-Average EUR	723,947		May 2026(3)
Total/Weighted-Average SEK	198,470		May 2026
Total/Weighted-Average Securitization	$	2,157,157	June 2026

———————

(1)As of December 31, 2023, we had £969.9 million, €655.8 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our condensed consolidated balance sheets ($ in thousands):

	March 31, 2024		December 31, 2023
Assets:
Cash	$	327	$	924
Commercial mortgage loans, net(1)	2,775,504		2,903,186
Other Assets	46,490		41,180
Total Assets	$	2,822,321	$	2,945,290
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $1.7 million and $2.0 million in 2024 and 2023, respectively)	$	2,054,681	$	2,155,197
Accounts payable, accrued expenses and other liabilities(2)	11,328		9,083
Total Liabilities	$	2,066,009	$	2,164,280

———————

(1)Net of the General CECL Allowance of $10.8 million and $8.3 million as of March 31, 2024 and December 31, 2023, respectively.

(2)Includes General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $2.6 million and $2.5 million as of March 31, 2024 and December 31, 2023, respectively.

The table below provides the net income (loss) of the Barclays Private Securitization VIE included in our condensed consolidated statement of operations ($ in thousands):

	Three months ended March 31,
	2024		2023
Net interest income:
Interest income from commercial mortgage loans	$	64,523	$	46,977
Interest expense	(36,083)		(23,133)
Net interest income	$	28,440	$	23,844
Decrease (increase) in current expected credit loss allowance, net	(2,565)		199
Foreign currency translation gain (loss)	(12,923)		10,002
Net income	$	12,952	$	34,045

At March 31, 2024, our borrowings had the following remaining maturities ($ in thousands):

	Less than 1 year		1 to 3 years		3 to 5 years		More than 5 years		Total
JPMorgan Facility	$	27,271	$	1,026,802	$	—	$	—	$	1,054,073
Deutsche Bank Facility	95,686		183,017		—		—		278,703
Atlas Facility	—		751,207				—		751,207
HSBC Facility	—		655,767		—		—		655,767
Goldman Sachs Facility - USD	—		11,605		—		—		11,605
Goldman Sachs Facility - GBP	—		—		158,599		—		158,599
Barclays Facility	—		—		99,817		—		99,817
MUFG Securities Facility	—		202,970		—		—		202,970
Churchill Facility	—		125,209		—		—		125,209
Santander Facility - USD	67,500				—		—		67,500
Santander Facility - EUR	54,677		—		—		—		54,677
Barclays Private Securitization	379,765		1,480,142		196,456		—		2,056,364
Revolving Credit Facility	76,385		17,615		—		—		94,000
Total	$	701,284	$	4,454,334	$	454,872	$	—	$	5,610,491

The table above reflects the fully extended maturity date of the facility and assumes facilities with an "evergreen" feature continue to extend through the fully-extended maturity of the underlying asset and assumes underlying loans are extended with consent of financing providers.

The table below summarizes the outstanding balances at March 31, 2024, as well as the maximum and average month-end balances for the three months ended March 31, 2024 for our borrowings under secured debt arrangements ($ in thousands).

	As of March 31, 2024				For the three months ended March 31, 2024
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,054,073	$	1,869,057	$	1,063,261	$	1,058,968
Deutsche Bank Facility	278,703		421,949		278,703		277,741
Goldman Sachs Facility - USD	11,605		25,242		11,620		11,612
Goldman Sachs Facility - GBP	158,599		209,523		159,403		158,872
Atlas Facility	751,207		1,098,342		751,207		676,229
HSBC Facility	655,767		849,268		658,434		656,800
Barclays Facility	99,817		124,107		102,598		101,671
MUFG Securities Facility	202,970		275,579		203,999		203,318
Churchill Facility	125,209		166,563		126,080		125,644
Santander Facility - USD	67,500		99,736		67,500		67,500
Santander Facility - EUR	54,677		72,302		54,677		54,666
Barclays Private Securitization	2,056,364		2,786,288		2,146,965		2,085,304
Revolving Credit Facility	94,000		181,130		150,000		112,667
Total	$	5,610,491	$	8,179,086

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

The table below summarizes the outstanding balances at December 31, 2023, as well as the maximum and average month-end balances for the year ended December 31, 2023 for our borrowings under secured debt arrangements ($ in thousands).

	As of December 31, 2023				For the year ended December 31, 2023
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,061,380	$	1,871,854	$	1,324,226	$	1,190,651
Deutsche Bank Facility	275,815		419,170		385,818		322,676
Goldman Sachs Facility	13,437		28,533		70,249		30,482
Atlas Facility	669,302		933,085		688,126		667,794
HSBC Facility	665,368		860,134		667,430		651,758
Barclays Facility	107,929		129,439		111,909		110,729
MUFG Securities Facility	204,690		278,223		206,362		200,447
Churchill Facility	126,515		168,138		130,000		128,094
Santander Facility - USD	67,500		99,648		75,000		68,125
Santander Facility - EUR	55,716		74,288		55,716		54,347
Barclays Private Securitization	2,157,157		2,911,470		2,157,157		1,896,144
Revolving Credit Facility	147,000		319,048		147,000		93,500
Total	$	5,551,809	$	8,093,030

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

Debt Covenants

The guarantees related to our secured debt arrangements contain the following financial covenants: (i) tangible net worth must be greater than $1.25 billion plus 75% of the net cash proceeds of any equity issuance after March 31, 2017; (ii) our ratio of total indebtedness to tangible net worth cannot be greater than 3.75:1 (ratio is 4.00:1 for the Revolving Credit Facility); and (iii) our liquidity cannot be less than an amount equal to the greater of 5% of total recourse indebtedness or $30.0 million. Under these covenants, our General CECL Allowance is added back to our tangible net worth calculation. The Revolving Credit Facility contains an additional financial covenant to maintain a minimum interest coverage ratio of 1.4:1. During October

2023, we modified our interest coverage ratio covenant related to the Revolving Credit Facility to a minimum of 1.4:1 from a minimum of 1.5:1.

We were in compliance with the covenants under each of our secured debt arrangements at March 31, 2024 and December 31, 2023. The impact of macroeconomic conditions on the commercial real estate markets and global capital markets, including increased interest rates, foreign currency fluctuations, changes to fiscal and monetary policy, slower economic growth or recession, labor shortages, and recent distress in the banking sector, may make it more difficult to meet or satisfy these covenants in the future.

Senior Secured Term Loans, Net

In May 2019, we entered into a $500.0 million senior secured term loan (the "2026 Term Loan"), which matures in May 2026 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2026 Term Loan was issued at a price of 99.5%. During the second quarter of 2023, the 2026 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR plus 2.86%.

In March 2021, we entered into an additional $300.0 million senior secured term loan, with substantially the same terms as the 2026 Term Loan, (the "2028 Term Loan" and, together with the 2026 Term Loan, the "Term Loans") which matures in March 2028 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2028 Term Loan was issued at a price of 99.0%. During the second quarter of 2023, the 2028 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR (with a floor of 0.50%) plus 3.61%.

The Term Loans are amortizing with repayments of 0.25% per quarter of the total committed principal. During the three months ended March 31, 2024 and 2023, we repaid $1.3 million of principal, respectively, related to the 2026 Term Loan. During the three months ended March 31, 2024 and 2023, we repaid $0.8 million of principal respectively related to the 2028 Term Loan.

The following table summarizes the terms of the Term Loans as of March 31, 2024 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	476,250	$	(743)	$	(3,923)	$	471,584	2.86	%	5/15/2026
2028 Term Loan	291,000		(1,679)		(2,993)		286,328		3.61	%	3/11/2028
Total	$	767,250	$	(2,422)	$	(6,916)	$	757,912

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	477,500	$	(833)	$	(4,302)	$	472,365	2.86	%	5/15/2026
2028 Term Loan	291,750		(1,786)		(3,179)		286,785		3.61	%	3/11/2028
Total	$	769,250	$	(2,619)	$	(7,481)	$	759,150

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

Covenants

The financial covenants of the Term Loans include the requirements that we maintain: (i) a maximum ratio of total recourse debt to tangible net worth of 4:1; and (ii) a maximum ratio of total unencumbered assets to total pari-passu indebtedness of 2.50:1. We were in compliance with the covenants under the Term Loans at March 31, 2024 and December 31, 2023.

Interest Rate Cap

During the three months ended March 31, 2023, LIBOR exceeded the cap rate of 0.75%. As such, during the three months ended March 31, 2023, we realized a gain from the interest rate cap in the amount of $4.7 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations.

Subsequent to the interest rate cap maturity on June 15, 2023, the effective all-in coupon on our 2026 Term Loan increased to one month SOFR plus the spread of 2.86%.

Senior Secured Notes, Net

In June 2021, we issued $500.0 million of 4.625% Senior Secured Notes due 2029 (the "2029 Notes"), for which we received net proceeds of $495.0 million, after deducting initial purchasers' discounts and commissions. The 2029 Notes will mature on June 15, 2029, unless earlier repurchased or redeemed. The 2029 Notes are secured by a first-priority lien, and rank pari-passu in right of payment with all of our existing and future first lien obligations, including indebtedness under the Term Loans. The 2029 Notes were issued at par and contain covenants relating to liens, indebtedness, and investments in non-wholly owned entities. The 2029 Notes had a carrying value of $495.8 million and $495.6 million, net of deferred financing costs of $4.2 million and $4.4 million, as of March 31, 2024 and December 31, 2023, respectively.

Covenants

The 2029 Notes include certain covenants including a requirement that we maintain a ratio of total unencumbered assets to total pari-passu indebtedness of at least 1.20:1. As of March 31, 2024 and December 31, 2023, we were in compliance with all covenants.

Participations Sold

Participations sold represented the subordinate interests in loans we originated and subsequently partially sold. We account for participations sold as secured borrowings on our condensed consolidated balance sheet with both assets and non-recourse liabilities because the participations do not qualify as a sale under ASC 860. The income earned on the participations sold is recorded as interest income and an identical amount is recorded as interest expense in our condensed consolidated statements of operations.

In December 2020, we sold a £6.7 million ($8.9 million assuming conversion into USD at time of transfer) interest, at par, in a first mortgage loan collateralized by an office building located in London, United Kingdom that was originated by us in December 2017. In connection with this sale, we transferred our remaining unfunded commitment of £19.1 million ($25.3 million assuming conversion into USD at time of transfer). The participation interest sold was subordinate to our first mortgage loan and was accounted for as a secured borrowing on our consolidated balance sheet. In January 2023, the first mortgage loan, including participations sold, was fully satisfied, including all contractual and default interest accrued to date. We had no participations sold as of the three months ended March 31, 2024 and December 31, 2023.

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Convertible Senior Notes, Net

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Convertible Senior Notes, Net

Convertible Senior Notes, Net

During the fourth quarter of 2018, we issued $230.0 million of the 5.375% Convertible Senior Notes due 2023 (the "2023

Notes" or "Convertible Notes"), for which we received $223.7 million after deducting the underwriting discount and offering expenses.

During the three months ended March 31, 2023, we repurchased $7.1 million aggregate principal amount of the 2023 Notes at a price of 97%. As a result of this transaction, we recorded a gain of $0.2 million within gain on extinguishment of debt in our March 31, 2023 condensed consolidated statement of operations. The gain represents the difference between the repurchase price and the carrying amount of the 2023 Notes, net of the proportionate amount of unamortized debt issuance costs. During the second and third quarter of 2023, we repurchased an additional $36.8 million and $10.0 million of aggregate principal amount of the 2023 Notes at a weighted-average price of 99.3% and 99.7%, respectively. During the fourth quarter of 2023, we repaid the remaining $176.1 million outstanding principal of the 2023 Notes in cash at par. All repurchase transactions occurred in the open market as a result of reverse inquiries from investors with no solicitation from us.

The aggregate contractual interest expense was approximately $3.0 million for the three months ended March 31, 2023. With respect to the amortization of the discount on the liability component of the Convertible Notes as well as the amortization of deferred financing costs, we reported additional non-cash interest expense of approximately $0.4 million for the three months ended March 31, 2023.

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Derivatives

3 Months Ended

Mar. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

Derivatives

We use forward currency contracts to economically hedge interest and principal payments due under our loans denominated in currencies other than USD.

We have entered into a series of forward contracts to sell an amount of foreign currency (GBP, EUR and SEK) for an agreed upon amount of USD at various dates through February 2027. These forward contracts were executed to economically fix the USD amounts of foreign denominated cash flows expected to be received by us related to foreign denominated loan investments.

The agreements with our derivative counterparties require that we post collateral to secure net liability positions. As of both March 31, 2024 and December 31, 2023, we were in a net asset position with all of our derivative counterparties and did not have any collateral posted under these derivative contracts.

The following table summarizes our non-designated Fx forwards and interest rate cap as of March 31, 2024:

	March 31, 2024
Type of Derivatives	Number of Contracts	Aggregate Notional Amount (in thousands)	Notional Currency	Maturity	Weighted-Average Years to Maturity
Fx contracts - GBP	111	1,013,469	GBP	April 2024 - February 2027	1.01
Fx contracts - EUR	130	519,322	EUR	April 2024 - August 2026	0.90
Fx contracts - SEK	17	678,464	SEK	May 2024 - May 2026	1.96
Interest rate cap	1	164,835	USD	October 2024	0.50

    

The following table summarizes our non-designated Fx forwards and interest rate cap as of December 31, 2023:

	December 31, 2023
Type of Derivatives	Number of Contracts	Aggregate Notional Amount (in thousands)	Notional Currency	Maturity	Weighted-Average Years to Maturity
Fx contracts - GBP	97	938,903	GBP	January 2024 - February 2027	1.13
Fx contracts - EUR	135	561,441	EUR	January 2024 - August 2026	1.08
Fx contracts - SEK	17	690,740	SEK	February 2024 - May 2026	2.16
Interest rate cap	1	164,835	USD	October 2024	0.75

We have not designated any of our derivative instruments as hedges as defined in ASC 815, "Derivatives and Hedging" and, therefore, changes in the fair value of our derivative instruments are recorded directly in earnings. The following table summarizes the amounts recognized on our condensed consolidated statements of operations related to our forward currency contracts for the three months ended March 31, 2024 and 2023 ($ in thousands):

		Amount of gain (loss)  recognized in income
		Three months ended March 31,
	Location of Gain (Loss) Recognized in Income	2024		2023
Forward currency contracts	Unrealized gain (loss) on derivative instruments	$	18,053	$	(35,851)
Forward currency contracts	Realized gain (loss) on derivative instruments	5,345		21,716
Total		$	23,398	$	(14,135)

In June 2020, we entered into an interest rate cap for approximately $1.1 million, which matured on June 15, 2023. Our interest rate cap managed our exposure to variable cash flows on our borrowings under the senior secured term loan by effectively limiting LIBOR from exceeding 0.75%. This limited the maximum all-in coupon on our senior secured term loan to 3.50%. The unrealized gain or loss related to the interest rate cap was recorded net under unrealized gain on interest rate hedging instruments in our condensed consolidated statement of operations. During the three months ended March 31, 2023, LIBOR exceeded the cap rate of 0.75%. As such, during the three months ended March 31, 2023, we realized a gain from the interest rate cap in the amount of $4.7 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations. The realized gain was a result of the increase in the current interest rate forward curve, partially offset by the nearing maturity of the cap.

On September 26, 2023, we entered into an interest rate cap that matures on October 1, 2024 with a notional amount of $164.8 million. We use our interest rate cap to hedge our exposure to variable cash flows on our construction financing. The interest rate cap effectively limits SOFR from exceeding 4.00% which results in the maximum all-in coupon on our construction financing of 6.55%. The unrealized gain or loss related to the interest rate cap was recorded under gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations. During the three months ended March 31, 2024, SOFR exceeded the cap rate of 4.00%. As such, during the three months ended March 31, 2024, we realized a gain from the interest rate cap in the amount of $0.6 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations.

The following table summarizes the amounts recognized on our condensed consolidated statements of operations related to our interest rate caps for the three months ended March 31, 2024 and 2023 ($ in thousands):

		Amount of gain (loss)  recognized in income
		Three months ended March 31,
	Location of Gain (Loss) recognized in Income	2024		2023
Interest rate cap	Unrealized gain (loss) on interest rate hedging instruments	$	(194)	$	(4,813)
Interest rate cap	Realized gain on interest rate hedging instruments	550		4,706
Total		$	356	$	(107)

The following tables summarize the gross asset and liability amounts related to our derivatives at March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024						December 31, 2023
	Gross Amount of Recognized Assets		Gross Amounts Offset in our Condensed Consolidated Balance Sheet		Net Amounts of Assets Presented in our Condensed Consolidated Balance Sheet		Gross Amount of Recognized Assets		Gross Amounts Offset in our  Consolidated Balance Sheet		Net Amounts of Assets Presented in our Consolidated Balance Sheet
Forward currency contracts	$	67,402	$	(21,284)	$	46,118	$	55,102	$	(27,037)	$	28,065
Interest rate cap	—		1,166		1,166		1,360		—		1,360
Total derivative assets (liabilities)	$	67,402	$	(20,118)	$	47,284	$	56,462	$	(27,037)	$	29,425

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Participations Sold

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Secured Debt Arrangement, Net/Participations Sold

Secured Debt Arrangements, Net

We utilize secured debt arrangements to finance the origination activity in our loan portfolio. Our secured debt arrangements are comprised of secured credit facilities, a private securitization, and a revolving credit facility. During the three months ended March 31, 2024, we entered into a new secured credit facility with Goldman Sachs. The facility is secured by a first mortgage loan on a European portfolio of pubs and provides $158.6 million of additional borrowing capacity. Additionally, during the three months ended March 31, 2024, we upsized our secured credit facility with Atlas Securitized Products Holdings ("Atlas") by $113.5 million, as discussed further below.

Our borrowings under secured debt arrangements at March 31, 2024 and December 31, 2023 are detailed in the following table ($ in thousands):

	March 31, 2024					December 31, 2023
	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)
JPMorgan Facility - USD(3)(4)	$	1,482,730	$	1,036,803	September 2026	$	1,482,584	$	1,043,964	September 2026
JPMorgan Facility - GBP(3)(4)	17,270		17,270		September 2026	17,416		17,416		September 2026
Deutsche Bank Facility - USD(3)	700,000		278,703		March 2026	700,000		275,815		March 2026
Atlas Facility - USD(5)	800,000		751,207		March 2027(6)	686,527		669,302		April 2027(7)(8)
HSBC Facility - GBP	380,740		380,740		May 2025	383,967		383,967		May 2025
HSBC Facility - EUR	275,027		275,027		January 2026(8)	281,401		281,401		January 2026
Goldman Sachs Facility - USD	11,605		11,605		November 2025(9)	13,437		13,437		November 2025(9)
Goldman Sachs Facility - GBP	158,599		158,599		January 2029	—		—		N/A
Barclays Facility - USD	200,000		99,817		June 2027(7)	200,000		107,929		June 2027(7)
MUFG Securities Facility - GBP	202,970		202,970		June 2025(7)	204,690		204,690		June 2025(7)
Churchill Facility - USD	130,000		125,209		April 2026	130,000		126,515		March 2026
Santander Facility - USD	300,000		67,500		February 2026(7)	300,000		67,500		February 2026(7)
Santander Facility - EUR	58,261		54,677		August 2024	59,611		55,716		August 2024
Total Secured Credit Facilities	4,717,202		3,460,127			4,459,633		3,247,652
Barclays Private Securitization - GBP, EUR, SEK	2,056,364		2,056,364		July 2026(8)	2,369,125		2,157,157		June 2026(8)
Revolving Credit Facility - USD(10)	170,000		94,000		March 2026	170,000		147,000		March 2026
Total Secured Debt Arrangements	6,943,566		5,610,491			6,998,758		5,551,809
Less: deferred financing costs	N/A		(13,524)			N/A		(13,333)
Total Secured Debt Arrangements, net(11)(12)(13)	$	6,943,566	$	5,596,967		$	6,998,758	$	5,538,476

———————

(1)As of March 31, 2024, British Pound Sterling("GBP"), Euro ("EUR"), and Swedish Krona ("SEK") borrowings were converted to USD at a rate of 1.26, 1.08, and 0.09, respectively. As of December 31, 2023, GBP, EUR and SEK borrowings were converted to USD at a rate of 1.27, 1.10 and 0.10, respectively.

(2)Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable.

(3)The JPMorgan Facility and Deutsche Bank Facility enable us to elect to receive advances in USD, GBP, or EUR.

(4)The JPMorgan Facility allows for $1.5 billion of maximum borrowings in total as of March 31, 2024.

(5)The Atlas Facility (as defined below) was formerly the Credit Suisse Facility. See "Atlas Facility" below for additional discussion.

(6)The Atlas Facility was amended during March 2024 to convert the facility's maturity from a six month "evergreen" feature to a two-year initial term, with an additional one-year extension option.

(7)Assumes financings are extended in line with the underlying loans.

(8)Represents weighted-average maturity across various financings with the counterparty. See below for additional details.

(9)Facility entered the two-year amortization period. During the amortization period, the maturity date for current outstanding transactions are extended for a period of up to two years from the November 2023 maturity.

(10)The current stated maturity of the Revolving Credit Facility (as defined below) is March 2026. Borrowings under the Revolving Credit Facility bear interest at a per annum rate equal to the sum of (i) a floating rate index and (ii) a fixed margin. Borrowings under the Revolving Credit Facility are full recourse to certain guarantor wholly-owned subsidiaries of the Company. See "Revolving Credit Facility" below for additional discussion.

(11)Weighted-average borrowing costs as of March 31, 2024 and December 31, 2023 were applicable benchmark rates and credit spread adjustments, plus spreads of USD: +2.64% / GBP: +2.25% / EUR: +1.86% / SEK: +1.50% and USD: +2.49% / GBP: +2.21% / EUR: +1.86%/ SEK: +1.50%, respectively.

(12)Weighted-average advance rates based on cost as of March 31, 2024 and December 31, 2023 were 68.1% (62.4% (USD) / 72.2% (GBP) / 71.7% (EUR) / 80.4% (SEK)) and 68.4% (62.9% (USD) / 72.5% (GBP) / 72.1% (EUR) / 80.4% (SEK)), respectively.

(13)As of March 31, 2024 and December 31, 2023, approximately 52.2% and 58.3%, respectively, is the outstanding balance under these secured borrowings were recourse to us.

Terms of our secured credit facilities are designed to keep each lender's credit exposure generally constant as a percentage of the underlying value of the assets pledged as security to the facility. If the credit of the underlying collateral value decreases, the amount of leverage to us may be reduced. As of March 31, 2024 and December 31, 2023, the weighted-average haircut under our secured debt arrangements was approximately 31.9% and 31.6%, respectively. Our secured credit facilities do not contain capital markets-based mark-to-market provisions.

Atlas Facility

On February 8, 2023, in connection with the acquisition by certain subsidiaries of Atlas, which is a wholly-owned investment of a fund managed by an affiliate of the Manager, of certain warehouse assets and liabilities of the Credit Suisse AG Securitized Products Group ("Credit Suisse AG")(the "Transaction"), the Credit Suisse Facility was acquired by Atlas ("Atlas Facility"). In order to effect the assignment of the Credit Suisse Facility and related agreements, the Company and one of its subsidiaries, similar to the other sellers and guarantors party to the subject agreements in the Transaction, entered into an Omnibus Assignment, Assumption and Amendment Agreement as well as certain related agreements with Credit Suisse AG and Atlas. Refer to "Note 15 - Related Party Transactions" for further discussion regarding the transaction.

During the three months ended March 31, 2024, we executed an amendment to upsize the Atlas Facility by $113.5 million. The amendment included conversion of the facility's term from a six month "evergreen" feature to two-years, with a one-year extension option, reduction to recourse percentages, and an additional pledge of a commercial mortgage loan, among other changes.

Revolving Credit Facility

On March 3, 2023, we entered into the revolving credit facility (the "Revolving Credit Facility") administered by Bank of America, N.A. The Revolving Credit Facility provides up to $170.0 million of borrowings secured by qualifying commercial mortgage loans and real property owned assets. The Revolving Credit Facility has a term of three years, maturing in March 2026. The Revolving Credit Facility enables us to borrow on qualifying commercial mortgage loans for up to two years and real property owned assets for up to six months. As of March 31, 2024 and December 31, 2023, we had $94.0 million and $147.0 million, respectively, outstanding on the Revolving Credit Facility. During the three months ended March 31, 2024, we recorded $33.6 thousand in unused fees and $1.9 million in contractual interest expense. During the three months ended March 31, 2023, we recorded $27.4 thousand in unused fees related to the Revolving Credit Facility.

Barclays Private Securitization

We are party to a private securitization with Barclays Bank plc ("Barclays") (such securitization, the "Barclays Private Securitization"). Commercial mortgage loans currently financed under the Barclays Securitization are denominated in GBP, EUR and SEK.

The Barclays Private Securitization does not include daily margining provisions and grants us significant discretion to modify certain terms of the underlying collateral including waiving certain loan-level covenant breaches and deferring or waiving of debt service payments for up to 18 months. The securitization includes loan-to-value based covenants with deleveraging requirements that are based on significant declines in the value of the collateral as determined by an annual third-party (engaged by us) appraisal process tied to the provisions of the underlying loan agreements. We believe this provides us with both cushion and predictability to avoid sudden unexpected outcomes and material repayment requirements.

The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,704,318	$	1,685,240
EUR	5	867,551		859,740
SEK	1	232,117		230,524
Total	13	$	2,803,986	$	2,775,504

	December 31, 2023
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,662,457	$	1,643,979
EUR	6	1,021,272		1,012,987
SEK	1	248,088		246,220
Total	14	$	2,931,817	$	2,903,186

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of March 31, 2024 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	$	1,261,051	July 2026
Total/Weighted-Average EUR	609,619		September 2026(3)
Total/Weighted-Average SEK	185,694		May 2026
Total/Weighted-Average Securitization	$	2,056,364	July 2026

———————

(1)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2023 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	1,234,740		June 2026
Total/Weighted-Average EUR	723,947		May 2026(3)
Total/Weighted-Average SEK	198,470		May 2026
Total/Weighted-Average Securitization	$	2,157,157	June 2026

———————

(1)As of December 31, 2023, we had £969.9 million, €655.8 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our condensed consolidated balance sheets ($ in thousands):

	March 31, 2024		December 31, 2023
Assets:
Cash	$	327	$	924
Commercial mortgage loans, net(1)	2,775,504		2,903,186
Other Assets	46,490		41,180
Total Assets	$	2,822,321	$	2,945,290
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $1.7 million and $2.0 million in 2024 and 2023, respectively)	$	2,054,681	$	2,155,197
Accounts payable, accrued expenses and other liabilities(2)	11,328		9,083
Total Liabilities	$	2,066,009	$	2,164,280

———————

(1)Net of the General CECL Allowance of $10.8 million and $8.3 million as of March 31, 2024 and December 31, 2023, respectively.

(2)Includes General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $2.6 million and $2.5 million as of March 31, 2024 and December 31, 2023, respectively.

The table below provides the net income (loss) of the Barclays Private Securitization VIE included in our condensed consolidated statement of operations ($ in thousands):

	Three months ended March 31,
	2024		2023
Net interest income:
Interest income from commercial mortgage loans	$	64,523	$	46,977
Interest expense	(36,083)		(23,133)
Net interest income	$	28,440	$	23,844
Decrease (increase) in current expected credit loss allowance, net	(2,565)		199
Foreign currency translation gain (loss)	(12,923)		10,002
Net income	$	12,952	$	34,045

At March 31, 2024, our borrowings had the following remaining maturities ($ in thousands):

	Less than 1 year		1 to 3 years		3 to 5 years		More than 5 years		Total
JPMorgan Facility	$	27,271	$	1,026,802	$	—	$	—	$	1,054,073
Deutsche Bank Facility	95,686		183,017		—		—		278,703
Atlas Facility	—		751,207				—		751,207
HSBC Facility	—		655,767		—		—		655,767
Goldman Sachs Facility - USD	—		11,605		—		—		11,605
Goldman Sachs Facility - GBP	—		—		158,599		—		158,599
Barclays Facility	—		—		99,817		—		99,817
MUFG Securities Facility	—		202,970		—		—		202,970
Churchill Facility	—		125,209		—		—		125,209
Santander Facility - USD	67,500				—		—		67,500
Santander Facility - EUR	54,677		—		—		—		54,677
Barclays Private Securitization	379,765		1,480,142		196,456		—		2,056,364
Revolving Credit Facility	76,385		17,615		—		—		94,000
Total	$	701,284	$	4,454,334	$	454,872	$	—	$	5,610,491

The table above reflects the fully extended maturity date of the facility and assumes facilities with an "evergreen" feature continue to extend through the fully-extended maturity of the underlying asset and assumes underlying loans are extended with consent of financing providers.

The table below summarizes the outstanding balances at March 31, 2024, as well as the maximum and average month-end balances for the three months ended March 31, 2024 for our borrowings under secured debt arrangements ($ in thousands).

	As of March 31, 2024				For the three months ended March 31, 2024
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,054,073	$	1,869,057	$	1,063,261	$	1,058,968
Deutsche Bank Facility	278,703		421,949		278,703		277,741
Goldman Sachs Facility - USD	11,605		25,242		11,620		11,612
Goldman Sachs Facility - GBP	158,599		209,523		159,403		158,872
Atlas Facility	751,207		1,098,342		751,207		676,229
HSBC Facility	655,767		849,268		658,434		656,800
Barclays Facility	99,817		124,107		102,598		101,671
MUFG Securities Facility	202,970		275,579		203,999		203,318
Churchill Facility	125,209		166,563		126,080		125,644
Santander Facility - USD	67,500		99,736		67,500		67,500
Santander Facility - EUR	54,677		72,302		54,677		54,666
Barclays Private Securitization	2,056,364		2,786,288		2,146,965		2,085,304
Revolving Credit Facility	94,000		181,130		150,000		112,667
Total	$	5,610,491	$	8,179,086

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

The table below summarizes the outstanding balances at December 31, 2023, as well as the maximum and average month-end balances for the year ended December 31, 2023 for our borrowings under secured debt arrangements ($ in thousands).

	As of December 31, 2023				For the year ended December 31, 2023
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,061,380	$	1,871,854	$	1,324,226	$	1,190,651
Deutsche Bank Facility	275,815		419,170		385,818		322,676
Goldman Sachs Facility	13,437		28,533		70,249		30,482
Atlas Facility	669,302		933,085		688,126		667,794
HSBC Facility	665,368		860,134		667,430		651,758
Barclays Facility	107,929		129,439		111,909		110,729
MUFG Securities Facility	204,690		278,223		206,362		200,447
Churchill Facility	126,515		168,138		130,000		128,094
Santander Facility - USD	67,500		99,648		75,000		68,125
Santander Facility - EUR	55,716		74,288		55,716		54,347
Barclays Private Securitization	2,157,157		2,911,470		2,157,157		1,896,144
Revolving Credit Facility	147,000		319,048		147,000		93,500
Total	$	5,551,809	$	8,093,030

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

Debt Covenants

The guarantees related to our secured debt arrangements contain the following financial covenants: (i) tangible net worth must be greater than $1.25 billion plus 75% of the net cash proceeds of any equity issuance after March 31, 2017; (ii) our ratio of total indebtedness to tangible net worth cannot be greater than 3.75:1 (ratio is 4.00:1 for the Revolving Credit Facility); and (iii) our liquidity cannot be less than an amount equal to the greater of 5% of total recourse indebtedness or $30.0 million. Under these covenants, our General CECL Allowance is added back to our tangible net worth calculation. The Revolving Credit Facility contains an additional financial covenant to maintain a minimum interest coverage ratio of 1.4:1. During October

2023, we modified our interest coverage ratio covenant related to the Revolving Credit Facility to a minimum of 1.4:1 from a minimum of 1.5:1.

We were in compliance with the covenants under each of our secured debt arrangements at March 31, 2024 and December 31, 2023. The impact of macroeconomic conditions on the commercial real estate markets and global capital markets, including increased interest rates, foreign currency fluctuations, changes to fiscal and monetary policy, slower economic growth or recession, labor shortages, and recent distress in the banking sector, may make it more difficult to meet or satisfy these covenants in the future.

Senior Secured Term Loans, Net

In May 2019, we entered into a $500.0 million senior secured term loan (the "2026 Term Loan"), which matures in May 2026 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2026 Term Loan was issued at a price of 99.5%. During the second quarter of 2023, the 2026 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR plus 2.86%.

In March 2021, we entered into an additional $300.0 million senior secured term loan, with substantially the same terms as the 2026 Term Loan, (the "2028 Term Loan" and, together with the 2026 Term Loan, the "Term Loans") which matures in March 2028 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities. The 2028 Term Loan was issued at a price of 99.0%. During the second quarter of 2023, the 2028 Term Loan transitioned from LIBOR to SOFR and currently bears interest at SOFR (with a floor of 0.50%) plus 3.61%.

The Term Loans are amortizing with repayments of 0.25% per quarter of the total committed principal. During the three months ended March 31, 2024 and 2023, we repaid $1.3 million of principal, respectively, related to the 2026 Term Loan. During the three months ended March 31, 2024 and 2023, we repaid $0.8 million of principal respectively related to the 2028 Term Loan.

The following table summarizes the terms of the Term Loans as of March 31, 2024 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	476,250	$	(743)	$	(3,923)	$	471,584	2.86	%	5/15/2026
2028 Term Loan	291,000		(1,679)		(2,993)		286,328		3.61	%	3/11/2028
Total	$	767,250	$	(2,422)	$	(6,916)	$	757,912

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	477,500	$	(833)	$	(4,302)	$	472,365	2.86	%	5/15/2026
2028 Term Loan	291,750		(1,786)		(3,179)		286,785		3.61	%	3/11/2028
Total	$	769,250	$	(2,619)	$	(7,481)	$	759,150

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

Covenants

The financial covenants of the Term Loans include the requirements that we maintain: (i) a maximum ratio of total recourse debt to tangible net worth of 4:1; and (ii) a maximum ratio of total unencumbered assets to total pari-passu indebtedness of 2.50:1. We were in compliance with the covenants under the Term Loans at March 31, 2024 and December 31, 2023.

Interest Rate Cap

During the three months ended March 31, 2023, LIBOR exceeded the cap rate of 0.75%. As such, during the three months ended March 31, 2023, we realized a gain from the interest rate cap in the amount of $4.7 million, which is included in gain (loss) on interest rate hedging instruments in our condensed consolidated statement of operations.

Subsequent to the interest rate cap maturity on June 15, 2023, the effective all-in coupon on our 2026 Term Loan increased to one month SOFR plus the spread of 2.86%.

Senior Secured Notes, Net

In June 2021, we issued $500.0 million of 4.625% Senior Secured Notes due 2029 (the "2029 Notes"), for which we received net proceeds of $495.0 million, after deducting initial purchasers' discounts and commissions. The 2029 Notes will mature on June 15, 2029, unless earlier repurchased or redeemed. The 2029 Notes are secured by a first-priority lien, and rank pari-passu in right of payment with all of our existing and future first lien obligations, including indebtedness under the Term Loans. The 2029 Notes were issued at par and contain covenants relating to liens, indebtedness, and investments in non-wholly owned entities. The 2029 Notes had a carrying value of $495.8 million and $495.6 million, net of deferred financing costs of $4.2 million and $4.4 million, as of March 31, 2024 and December 31, 2023, respectively.

Covenants

The 2029 Notes include certain covenants including a requirement that we maintain a ratio of total unencumbered assets to total pari-passu indebtedness of at least 1.20:1. As of March 31, 2024 and December 31, 2023, we were in compliance with all covenants.

Participations Sold

Participations sold represented the subordinate interests in loans we originated and subsequently partially sold. We account for participations sold as secured borrowings on our condensed consolidated balance sheet with both assets and non-recourse liabilities because the participations do not qualify as a sale under ASC 860. The income earned on the participations sold is recorded as interest income and an identical amount is recorded as interest expense in our condensed consolidated statements of operations.

In December 2020, we sold a £6.7 million ($8.9 million assuming conversion into USD at time of transfer) interest, at par, in a first mortgage loan collateralized by an office building located in London, United Kingdom that was originated by us in December 2017. In connection with this sale, we transferred our remaining unfunded commitment of £19.1 million ($25.3 million assuming conversion into USD at time of transfer). The participation interest sold was subordinate to our first mortgage loan and was accounted for as a secured borrowing on our consolidated balance sheet. In January 2023, the first mortgage loan, including participations sold, was fully satisfied, including all contractual and default interest accrued to date. We had no participations sold as of the three months ended March 31, 2024 and December 31, 2023.

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Accounts Payable, Accrued Expenses and Other Liabilities

3 Months Ended

Mar. 31, 2024

Payables and Accruals [Abstract]

Accounts Payable, Accrued Expenses and Other Liabilities

Accounts Payable, Accrued Expenses and Other Liabilities

The following table details the components of our accounts payable, accrued expense and other liabilities ($ in thousands):

	March 31, 2024		December 31, 2023
Collateral held under derivative agreements	$	45,840	$	25,820
Accrued dividends payable	53,180		53,407
Accrued interest payable	42,072		31,012
Accounts payable and other liabilities(1)	10,825		6,078
General CECL Allowance on unfunded commitments(2)	3,625		4,017
Total	$	155,542	$	120,334

  ———————

(1)Includes $10.2 million and $5.5 million of accounts payable and other liabilities on the balance sheet of the Real Estate Owned, Held for Investment at March 31, 2024 and December 31, 2023, respectively.

(2)Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional disclosure related to the General CECL Allowance on unfunded commitments as of March 31, 2024 and December 31, 2023, respectively.

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Income Taxes

3 Months Ended

Mar. 31, 2024

Income Tax Disclosure [Abstract]

Income Taxes

Income Taxes

We have elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, commencing with the taxable year ended December 31, 2009. As a REIT, U.S. federal income tax law generally requires us to distribute annually at least 90% of our REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that we pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our net taxable income. We are also subject to U.S. federal, state and local income taxes on our domestic taxable REIT subsidiaries ("TRS") based on the tax jurisdictions in which they operate.

During the three months ended March 31, 2024, we recorded a current income tax provision of $0.1 million related to activities of our taxable REIT subsidiaries. We did not record any income tax provision during the three months ended March 31, 2023.

There was a $0.5 million and $0.6 million income tax asset related to the operating activities of our TRS entities as of March 31, 2024 and December 31, 2023, respectively. As of March 31, 2024 and December 31, 2023, there were no material deferred tax assets or liabilities.     

As of March 31, 2024, we had net operating losses of $13.7 million and capital losses of $25.2 million that may be carried forward for use in subsequent periods.

As of March 31, 2024, tax years 2019 through 2023 remain subject to examination by taxing authorities.

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Related Party Transactions

3 Months Ended

Mar. 31, 2024

Related Party Transactions [Abstract]

Related Party Transactions

Related Party Transactions

Management Agreement

In connection with our initial public offering in September 2009, we entered into a management agreement (the "Management Agreement") with the Manager, which describes the services to be provided by the Manager and its compensation for those services. The Manager is responsible for managing our day-to-day operations, subject to the direction and oversight of our board of directors.

Pursuant to the terms of the Management Agreement, the Manager is paid a base management fee equal to 1.5% per annum of our stockholders' equity (as defined in the Management Agreement), calculated and payable (in cash) quarterly in arrears.

The term of the Management Agreement was automatically renewed for a successive one-year term on September 29, 2023 and will automatically renew on each anniversary thereafter. The Management Agreement may be terminated upon expiration of the one-year extension term only upon the affirmative vote of at least two-thirds of our independent directors, based upon (1) unsatisfactory performance by the Manager that is materially detrimental to ARI or (2) a determination that the management fee payable to the Manager is not fair, subject to the Manager's right to prevent such a termination based on unfair fees by accepting a mutually acceptable reduction of management fees agreed to by at least two-thirds of our independent directors. The Manager must be provided with written notice of any such termination at least 180 days prior to the expiration of the then existing term and will be paid a termination fee equal to three times the sum of the average annual base management fee during the 24-month period immediately preceding the date of termination, calculated as of the end of the most recently completed fiscal quarter prior to the date of termination. Following a meeting of our independent directors in March 2024, which included a discussion of the Manager's performance and the level of the management fees thereunder, we determined not to seek termination of the Management Agreement.

We incurred approximately $9.4 million and $9.5 million in base management fees under the Management Agreement for the three months ended March 31, 2024 and 2023, respectively.

In addition to the base management fee, we are also responsible for reimbursing the Manager for certain expenses paid by the Manager on our behalf or for certain services provided by the Manager to us. For the three months ended March 31, 2024 and 2023 we paid expenses totaling $1.8 million and $1.2 million, respectively, related to reimbursements for certain expenses paid by the Manager on our behalf under the Management Agreement. Expenses incurred by the Manager and reimbursed by us are reflected in the respective condensed consolidated statement of operations expense category or our condensed consolidated balance sheets based on the nature of the item.

Included in payable to related party on our condensed consolidated balance sheets at March 31, 2024 and December 31, 2023 is approximately $9.4 million and $9.6 million, respectively, for base management fees incurred but not yet paid under the Management Agreement.

Loans receivable

During the first quarter of 2023, we transferred interests in, (i) three commercial mortgage loans secured by various properties in Europe, with aggregate commitments of €205.7 million (of which €115.0 million was funded at the time of sale), and (ii) a partial interest of £15.0 million in a commercial mortgage loan secured by a mixed-use property located in London, United Kingdom. These transfers were made to entities managed by affiliates of the Manager. Refer to "Note 4 – Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional disclosure.

Term Loan

In March 2021, Apollo Global Funding, LLC, an affiliate of the Manager, served as one of the eight arrangers for the issuance of our 2028 Term Loan and received $0.2 million of arrangement fees. In addition, funds managed by an affiliate of the Manager invested in $30.0 million of the 2028 Term Loan.

Senior Secured Notes

In June 2021, Apollo Global Securities, LLC, an affiliate of the Manager, served as one of the eight initial purchasers in the issuance of our 2029 Notes and received $0.4 million of initial purchasers' discounts and commissions.

Italian Direct Lending Structure

In the fourth quarter of 2021, we formed an Italian closed-end alternative investment fund (the "AIF"), managed by

Apollo Investment Management Europe (Luxembourg) S.A R.L, a regulated alternative investment fund manager (the

"AIFM"), an affiliate of the Manager. The management fees incurred during the three months ended March 31, 2024 and 2023, respectively were de minimis. As of March 31, 2024 and December 31, 2023, the fees payable to the AIFM were de minimis.

Atlas Facility

On February 8, 2023, in connection with the acquisition by certain subsidiaries of Atlas, which is a wholly-owned investment of a fund managed by an affiliate of the Manager, the Credit Suisse Facility was acquired by Atlas. In order to effect the assignment of the Credit Suisse Facility and related agreements, the Company and one of its subsidiaries, similar to the other sellers and guarantors party to the subject agreements in the transaction, entered into an Omnibus Assignment, Assumption and Amendment Agreement as well as certain related agreements with Credit Suisse AG and Atlas. At the time of acquisition, we had $632.3 million of secured debt on the Credit Suisse Facility consisting of four commercial mortgage loans.

During the three months ended March 31, 2024, the terms of the Atlas Facility were amended to, among other things, convert the facility from a six month "evergreen" feature to a two-year initial term with an additional one-year extension option, reduce recourse percentages and add one commercial mortgage loan to the facility totaling $115.5 million in secured debt. As of March 31, 2024, we had $751.2 million of secured debt on the Atlas Facility consisting of five commercial mortgage loans. Refer to "Note 7 – Secured Debt Arrangements, Net" for additional discussion.

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Share-Based Payments

3 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

Share-Based Payments

Share-Based Payments

On September 23, 2009, our board of directors approved the Apollo Commercial Real Estate Finance, Inc. 2009 Equity Incentive Plan ("2009 LTIP") and on April 16, 2019, our board of directors approved the Amended and Restated Apollo Commercial Real Estate Finance, Inc. 2019 Equity Incentive Plan ("2019 LTIP," and together with the 2009 LTIP, the "LTIPs"), which amended and restated the 2009 LTIP. Following the approval of the 2019 LTIP by our stockholders at our 2019 annual meeting of stockholders on June 12, 2019, no additional awards have been or will be granted under the 2009 LTIP and all outstanding awards granted under the 2009 LTIP remain in effect in accordance with the terms in the 2009 LTIP.

The 2019 LTIP provides for grants of restricted common stock, restricted stock units ("RSUs") and other equity-based awards up to an aggregate of 7,000,000 shares of our common stock. The LTIPs are administered by the compensation committee of our board of directors (the "Compensation Committee") and all grants under the LTIPs must be approved by the Compensation Committee.

We recognized stock-based compensation expense of $4.2 million and $4.4 million during the three months ended March 31, 2024 and 2023, respectively, related to restricted stock and RSU vesting.

The following table summarizes the grants, vesting and forfeitures of restricted common stock and RSUs during the three months ended March 31, 2024:

	Type	Restricted Stock	RSUs	Grant Date Fair Value ($ in millions)
Outstanding at December 31, 2023		79,088	2,538,332
	Granted	—	—	N/A
	Vested	—	—	N/A
	Forfeiture	—	(18,995)	N/A
Outstanding at March 31, 2024		79,088	2,519,337

Below is a summary of restricted stock and RSU vesting dates as of March 31, 2024: 

Vesting Year	Restricted Stock	RSUs	Total Awards
2024	79,088	1,293,354	1,372,442
2025	—	865,113	865,113
2026	—	360,870	360,870
Total	79,088	2,519,337	2,598,425

At March 31, 2024, we had unrecognized compensation expense of approximately $12.8 thousand and $26.2 million related to the vesting of restricted stock awards and RSUs, respectively, noted in the table above. The unrecognized compensation expense related to the vesting of restricted awards and RSUs are expected to be recognized over a weighted-average period of 1.5 years.

RSU Deliveries

During the three months ended March 31, 2024 and 2023, we delivered 738,110 and 670,044 shares of common stock for 1,358,418 and 1,233,711 vested RSUs, respectively. We allow RSU participants to settle their tax liabilities with a reduction of their share delivery from the originally granted and vested RSUs. The amount, when agreed to by the participant, results in a cash payment to the Manager related to this tax liability and a corresponding adjustment to additional paid in capital on our condensed consolidated statement of changes in stockholders' equity. The adjustment was $7.3 million and $6.7 million for the three months ended March 31, 2024 and 2023, respectively. The adjustment is a reduction of capital related to our equity incentive plan and is presented net of increases of capital related to our equity incentive plan in our condensed consolidated statement of changes in stockholders' equity.

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Stockholders' Equity

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Stockholders' Equity

Stockholders' Equity

Our authorized capital stock consists of 450,000,000 shares of common stock, $0.01 par value per share and 50,000,000 shares of preferred stock, $0.01 par value per share. As of March 31, 2024, 142,096,715 shares of common stock were issued and outstanding and 6,770,393 shares of our 7.25% Series B-1 Cumulative Redeemable Perpetual Preferred Stock ("Series B-1 Preferred Stock") were issued and outstanding. The Series B-1 Preferred Stock, with a par value $0.01 per share, have a liquidation preference of $25.00 per share.

Dividends. The following table details our dividend activity:

	Three months ended March 31,
Dividends declared per share of:	2024	2023
Common Stock	$0.35	$0.35
Series B-1 Preferred Stock	$0.45	$0.45

Common Stock Repurchases. There was no common stock repurchase activity during the three months ended March 31, 2024 and 2023. As of March 31, 2024, there was $172.2 million remaining authorized under our stock repurchase program.

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Commitments and Contingencies

3 Months Ended

Mar. 31, 2024

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Commitments and Contingencies

Legal Proceedings. From time to time, we may be involved in various claims and legal actions arising in the ordinary

course of business. On June 28, 2018, AmBase Corporation, 111 West 57th Street Manager Funding LLC and 111 West 57th Investment LLC commenced a now-dismissed action captioned AmBase Corporation et al v. ACREFI Mortgage Lending, LLC et al (No 653251/2018) in New York Supreme Court (the "Apollo Action"). The complaint named as defendants (i) a wholly-owned subsidiary of the Company (the "Subsidiary"), (ii) the Company, and (iii) certain funds managed by Apollo, who were co-lenders on a mezzanine loan against the development of a residential condominium building in Manhattan, New York. The plaintiffs alleged that the defendants tortiously interfered with the plaintiffs' joint venture agreement with the developers of the project, and that the defendants aided and abetted breaches of fiduciary duty by the developers of the project. The plaintiffs alleged the loss of a $70.0 million investment plus punitive damages. The defendants' motion to dismiss was granted on October 23, 2019 and the Court entered judgment dismissing the complaint in its entirety on November 8, 2019. Plaintiffs appealed, the parties fully briefed the appeal, and then Plaintiffs dropped the appeal, and the case remains dismissed.

Plaintiffs amended the complaint in a separate action in 2021, 111 West 57th Investment LLC v. 111W57 Mezz Investor LLC (No. 655031/2017) also in New York Supreme Court (the "April 2021 Action") to name Apollo Global Management, Inc., the Subsidiary, the Company, and certain funds managed by Apollo as defendants. The April 2021 Action concerns overlapping claims and the same condominium development project that the Apollo Action concerned. The defendants filed a motion to dismiss, which was granted in part and denied in part on December 15, 2022. The Court dismissed the claim against Apollo Global Management, Inc. and the Company. Apollo appealed the decision with respect to the remaining claim. On October 5, 2023, the Appellate Division, First Department granted Apollo's appeal, thereby dismissing the remaining claim against the Apollo entities who were co-lenders on the mezzanine loan, including the Subsidiary. Plaintiffs filed a motion for leave with the Court of Appeals on November 3, 2023 which the Court denied on April 23, 2024.

Loan Commitments. As described in "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" at March 31, 2024, we had $555.6 million of unfunded commitments related to our commercial mortgage and subordinate loans. The timings and amounts of fundings are uncertain as these commitments relate to loans for construction costs, capital expenditures, leasing costs, interest and carry costs, among others. As such, the timings and amounts of future fundings depend on the progress and performance of the underlying assets of our loans. Certain of our lenders are contractually obligated to fund their ratable portion of these loan commitments over time, while other lenders have some degree of discretion over future loan funding obligations. The total unfunded commitment is expected to be funded over the remaining 2.8 years weighted-average tenor of these loans.

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Fair Value of Financial Instruments

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Fair Value of Financial Instruments

Fair Value of Financial Instruments

The following table presents the carrying value and estimated fair value of our financial instruments not carried at fair value on our condensed consolidated balance sheets at March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024				December 31, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Cash and cash equivalents	$	161,190	$	161,190	$	225,438	$	225,438
Commercial mortgage loans, net	7,846,460		7,722,188		7,925,359		7,813,304
Subordinate loans, net	303,965		303,909		432,734		432,458
Secured debt arrangements, net	(5,596,967)		(5,596,967)		(5,538,476)		(5,538,476)
Term loans, net	(757,912)		(761,099)		(759,150)		(754,197)
Senior secured notes, net	(495,835)		(418,125)		(495,637)		(418,750)
Debt related to real estate owned, held for investment, net	(161,878)		(161,878)		(161,586)		(161,586)

To determine estimated fair values of the financial instruments listed above, market rates of interest, which include credit assumptions, are used to discount contractual cash flows. The estimated fair values are not necessarily indicative of the amount we could realize on disposition of the financial instruments. The use of different market assumptions or estimation methodologies could have a material effect on the estimated fair value amounts. Estimates of fair value for cash and cash equivalents, convertible senior notes, net, and Term Loans, net are measured using observable Level I inputs as defined in "Note 3 - Fair Value Disclosure." Estimates of fair value for all other financial instruments in the table above are measured using significant estimates, or unobservable Level III inputs as defined in "Note 3 - Fair Value Disclosure."

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Net Income (Loss) per Share

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

Net Income (Loss) per Share

Net Income (Loss) per Share

ASC 260, "Earnings per share" requires the use of the two-class method of computing earnings (loss) per share for all periods presented for each class of common stock and participating securities. Under the two-class method, all earnings (distributed and undistributed) are allocated to common shares and participating securities according to their respective rights to

receive dividends. The unvested RSUs granted under our 2019 Equity Incentive Plan to certain employees of the Manager qualify as participating securities as RSUs have non-forfeitable rights to participate in dividends. Therefore, unvested RSUs are included in the calculation of basic earnings per share.

For the three months ended March 31, 2024, the dilutive effect to earnings per share was determined using the two-class method because it was more dilutive than the treasury stock method. Dilutive earnings per share is calculated under the more dilutive computation of the two-class method and the treasury stock method, or if-converted method in periods with convertible interest expense. Under the treasury stock method, the denominator includes the weighted-average outstanding common shares plus the incremental shares related to participating securities. The incremental shares are determined by subtracting the average unrecognized compensation cost for the period divided by the average stock price from the unvested RSUs.

For the three months ended March 31, 2023, the dilutive effect to earnings per share was determined using the "if-converted" method whereby interest expense on the outstanding Convertible Notes was added back to the diluted earnings per share numerator, and all of the potentially dilutive shares were included in the diluted earnings per share denominator. The denominator included all outstanding shares of common stock and all potential shares of common stock assumed issued if they are dilutive. The numerator was adjusted for any changes in income or loss that would result from the assumed conversion of these potential shares of common stock.

The table below presents the computation of basic and diluted net income (loss) per share of common stock for the three months ended March 31, 2024 and 2023 ($ in thousands except per share data): 

	Three months ended March 31,
Basic Earnings	2024		2023
Net income (loss)	$	(104,524)	$	48,916
Less: Preferred dividends	(3,068)		(3,068)
Less: Earnings attributable to participating securities	—		—
Less: Dividends on participating securities	(886)		(1,003)
Basic Earnings (Loss)	$	(108,478)	$	44,845
Dilutive Earnings
Basic Earnings (Loss)	$	(108,478)	$	44,845
Add: Dividends on participating securities	—		1,003
Add: Interest expense on Convertible Notes	—		3,445
Diluted Earnings (Loss)	$	(108,478)	$	49,293
Number of Shares:
Basic weighted-average shares of common stock outstanding	141,869,604		141,072,471
Diluted weighted-average shares of common stock outstanding	141,869,604		155,483,979
Earnings (Loss) Per Share Attributable to Common Stockholders
Basic	$	(0.76)	$	0.32
Diluted	$	(0.76)	$	0.32

For the three months ended March 31, 2024, 423,784 incremental shares were excluded in the calculation of diluted net income per share because the effect was anti-dilutive. For the three months ended March 31, 2023, 3,221,559 weighted-average unvested RSUs were included in the calculation of diluted net income per share because the effect was dilutive.

For the three months ended March 31, 2023, 11,189,949 weighted-average potentially issuable shares with respect to the Convertible Notes were included in the dilutive earnings per share denominator because the effect was dilutive. Refer to "Note 10 - Convertible Senior Notes, Net" for further discussion.

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Subsequent Events

3 Months Ended

Mar. 31, 2024

Subsequent Events [Abstract]

Subsequent Events

Subsequent Events

Subsequent to the quarter ended March 31, 2024, the following events took place:

Investment Activity: We funded approximately $41.3 million for previously closed loans and capitalized an additional $13.9 million of construction and financing costs related to our real estate owned, held for investment.

We originated a $157.5 million first mortgage loan secured by a luxury multifamily property in Emeryville, CA.

Loan Repayments and Sale: We received approximately $269.3 million of loan proceeds, including:

•$135.5 million from the sale of a first mortgage loan secured by a hotel in Honolulu, HI, which was classified as held for sale as of March 31, 2024. We recorded a realized loss of $0.7 million in connection with the sale.

•$108.3 million repayment in connection with the refinancing by a third-party lender of our Senior Loan secured by an ultra-luxury residential property in Manhattan, NY. All proceeds were utilized to repay the outstanding balance of the related secured financing. The remaining Senior Loan was modified into a subordinate loan ("Senior Mezzanine A Loan"), and our total amortized cost basis across the Senior Mezzanine A Loan, Senior Mezzanine Loan and Junior Mezzanine A Loan decreased from $456.7 million as of March 31, 2024 to $356.9 million, inclusive of protective advances subsequent to quarter end. Additionally, the contractual maturities for all three loans were extended to November 2025.

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Summary of Significant Accounting Policies (Policies)

3 Months Ended

Mar. 31, 2024

Accounting Policies [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying condensed consolidated financial statements include our accounts and those of our consolidated subsidiaries. All intercompany amounts have been eliminated. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America ("GAAP") requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Our most significant estimates include current expected credit loss ("CECL") allowances. Actual results may differ from estimates.

These unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission (the "SEC"). In the opinion of management, all adjustments (consisting only of normal recurring adjustments) necessary to present fairly our financial position, results of operations and cash flows have been included. Our results of operations for the three months ended March 31, 2024 are not necessarily indicative of the results to be expected for the full year or any other future period.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In November 2023, the Financial Accounting Standards Board ("FASB") issued ASU 2023-07 "Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures" ("ASU 2023-07"). ASU 2023-07 intends to improve reportable segment disclosure requirements, enhance interim disclosure requirements and provide new segment disclosure requirements for entities with a single reportable segment. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023, and for interim periods with fiscal years beginning after December 15, 2024. ASU 2023-07 is to be adopted retrospectively to all prior periods presented. We are currently assessing the impact this guidance will have on our consolidated financial statements.

In December 2023, the FASB issued ASU 2023-09 "Improvements to Income Tax Disclosures" ("ASU 2023-09"). ASU 2023-09 intends to improve the transparency of income tax disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024 and is to be adopted on a prospective basis with the option to apply retrospectively. We are currently assessing the impact of this guidance, however, we do not expect a material impact to our consolidated financial statements.

Reference Rate Reform

Reference Rate Reform

In response to concerns about structural risks of interbank offered rates, including the London Interbank Offered Rate ("LIBOR"), regulators and market participants in various jurisdictions have undertaken efforts, generally referred to as reference rate reform, to eliminate certain reference rates, and introduce new reference rates that are based on a larger and more liquid population of observable transactions. As of December 31, 2023, all our floating rate loans and related financings have transitioned to the applicable replacement benchmark rate or reference a benchmark rate.

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Fair Value Disclosure (Tables)

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Schedule of Levels in Fair Value Hierarchy of Financial Instruments

The following table summarizes the levels in the fair value hierarchy into which our assets and liabilities with recurring fair value measurements were categorized as of March 31, 2024 and December 31, 2023 ($ in thousands): 

	Fair Value as of March 31, 2024								Fair Value as of December 31, 2023
	Level I		Level II		Level III		Total		Level I		Level II		Level III		Total
Recurring fair value measurements:
Foreign currency forward, net	$	—	$	46,118	$	—	$	46,118	$	—	$	28,065	$	—	$	28,065
Interest rate cap asset	—		1,166		—		1,166		—		1,360		—		1,360
Total financial instruments	$	—	$	47,284	$	—	$	47,284	$	—	$	29,425	$	—	$	29,425

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net (Tables)

3 Months Ended

Mar. 31, 2024

Receivables [Abstract]

Schedule of Loan Portfolio

Our loan portfolio was comprised of the following at March 31, 2024 and December 31, 2023 ($ in thousands):

Loan Type	March 31, 2024		December 31, 2023
Commercial mortgage loans, net(1)	$	7,846,460	$	7,925,359
Commercial mortgage loan, held for sale	135,465		—
Subordinate loans, net	303,965		432,734
Carrying value, net	$	8,285,890	$	8,358,093

  ———————

(1)Includes $83.5 million and $95.5 million in 2024 and 2023, respectively, of contiguous financing structured as subordinate loans.

Schedule of Activity Related to Loan Investment Portfolio

Activity relating to our loan portfolio for the three months ended March 31, 2024 was as follows ($ in thousands):

	Principal Balance		Deferred Fees/Other Items		Specific CECL Allowance		Carrying Value, Net
December 31, 2023	$	8,610,110	$	(32,535)	$	(193,000)	$	8,384,575
Add-on loan fundings(1)	321,766		—		—		321,766

Loan repayments	(175,731)		—		—		(175,731)
Gain (loss) on foreign currency translation	(72,337)		289		—		(72,048)
Increase in Specific CECL Allowance, net	—		—		(142,000)		(142,000)
Valuation allowance, loan held for sale	(679)		—		—		(679)
Deferred fees and other items(2)	—		(4,936)		—		(4,936)
Amortization of fees	—		7,501		—		7,501
March 31, 2024	$	8,683,129	$	(29,681)	$	(335,000)	$	8,318,448
General CECL Allowance(3)							(32,558)
Carrying value, net							$	8,285,890

———————

(1)Represents fundings committed prior to 2024.

(2)Other items primarily consist of purchase discounts or premiums, cost recovery interest, exit fees, deferred origination expenses, and the activity of unconsolidated joint ventures.

(3)$3.6 million of the General CECL Allowance is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheet.

Schedule of Overall Statistics for the Loan Portfolio

The following table details overall statistics for our loan portfolio at the dates indicated ($ in thousands):

	March 31, 2024			December 31, 2023
Number of loans	49			50
Principal balance	$	8,683,129		$	8,610,110
Carrying value, net	$	8,285,890		$	8,358,093
Unfunded loan commitments(1)	$	555,596		$	868,582
Weighted-average cash coupon(2)	8.4		%	8.3		%
Weighted-average remaining fully-extended term(3)	2.3 years			2.3 years
Weighted-average expected term(4)	2.0 years			1.8 years

———————

(1)Unfunded loan commitments are funded to finance construction costs, tenant improvements, leasing commissions, or carrying costs. These future commitments are funded over the term of each loan, subject in certain cases to an expiration date.

(2)For floating rate loans, based on applicable benchmark rates as of the specified dates. For loans placed on non-accrual, the interest rate used in calculating weighted-average cash coupon is 0%.

(3)Assumes all extension options are exercised.

(4)Expected term represents our estimated timing of repayments as of the specified dates. Excludes risk-rated 5 loans.

Schedule of Mortgage Loans on Real Estate

The table below details the property type of the properties securing the loans in our portfolio at the dates indicated ($ in thousands):

	March 31, 2024				December 31, 2023
Property Type	Carrying Value		% of Portfolio(1)		Carrying Value		% of Portfolio(1)
Hotel	$	1,978,794	23.7	%	$	2,128,256	25.4	%
Office	1,635,450		19.7		1,593,320		19.0
Retail	1,394,228		16.8		1,407,764		16.8
Residential	1,099,134		13.2		1,247,238		14.9
Mixed Use	696,048		8.4		679,303		8.1
Healthcare	504,075		6.1		511,803		6.1
Industrial	276,350		3.3		293,133		3.5
Other(2)	734,369		8.8		523,758		6.2
Total	$	8,318,448	100.0	%	$	8,384,575	100.0	%
General CECL Allowance(3)	(32,558)				(26,482)
Carrying value, net	$	8,285,890			$	8,358,093

———————

(1)Percentage of portfolio calculations are made prior to consideration of General CECL Allowance.

(2)Other property types include pubs (2.5%), parking garages (2.3%), caravan parks (2.4%) and urban predevelopment (1.6%) in 2024, and parking garages (2.3%), caravan parks (2.4%) and urban predevelopment (1.5%) in 2023.

(3)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Geography

The table below details the geographic distribution of the properties securing the loans in our portfolio at the dates indicated ($ in thousands):

	March 31, 2024				December 31, 2023
Geographic Location	Carrying Value		% of Portfolio(1)		Carrying Value		% of Portfolio(1)
United Kingdom	$	2,937,602	35.3	%	$	2,675,097	31.9	%
New York City	1,597,081		19.2		1,736,856		20.7
Other Europe(2)	1,509,453		18.2		1,686,425		20.1
Southeast	537,333		6.5		535,054		6.4
Midwest	519,395		6.2		522,137		6.2
West	484,581		5.8		484,842		5.8
Other(3)	733,003		8.8		744,164		8.9
Total	$	8,318,448	100.0	%	$	8,384,575	100.0	%
General CECL Allowance(4)	(32,558)				(26,482)
Carrying value, net	$	8,285,890			$	8,358,093

———————

(1)Percentage of portfolio calculations are made prior to consideration of General CECL Allowance.

(2)Other Europe includes Germany (7.3%), Italy (3.3%), Spain (4.1%), Sweden (2.8%), Ireland (0.5%) and the Netherlands (0.2%) in 2024 and Germany (7.4%), Italy (4.9%), Spain (4.2%), Sweden (2.9%), Ireland (0.5%) and the Netherlands (0.2%) in 2023.

(3)Other includes Northeast (4.9%), Southwest (1.7%), Mid-Atlantic (1.1%) and Other (1.1%) in 2024 and Northeast (5.0%), Southwest (1.7%), Mid-Atlantic (1.1%) and Other (1.1%) in 2023.

(4)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Schedule of Carrying Value of Loan Portfolio Based on Internal Risk Ratings

The following tables present the carrying value of our loan portfolio by year of origination and internal risk rating and gross write-offs by year of origination as of March 31, 2024 and December 31, 2023, respectively ($ in thousands):

March 31, 2024
	Amortized Cost by Year Originated

Risk Rating	Number of Loans	Total		% of Portfolio		2024		2023		2022		2021		2020		Prior
1	—	$	—	—	%	$	—	$	—	$	—	$	—	$	—	$	—
2	4	447,202		5.4	%	—		—		332,059		49,729		—		65,414
3	41	7,658,452		92.1	%	—		642,657		2,412,096		2,206,805		389,815		2,007,079
4	2	85,612		1.0	%	—		—		—		—		—		85,612
5	2	127,182		1.5	%	—		—		—		—		27,881		99,301
Total	49	$	8,318,448	100.0	%	$	—	$	642,657	$	2,744,155	$	2,256,534	$	417,696	$	2,257,406
General CECL Allowance(1)		(32,558)
Total carrying value, net		$	8,285,890
Weighted-Average Risk Rating		3.0
Gross write-offs		$	—			$	—	$	—	$	—	$	—	$	—	$	—

December 31, 2023
						Amortized Cost by Year Originated
Risk Rating	Number of Loans	Total		% of Portfolio		2023		2022		2021		2020		2019		Prior
1	—	$	—	—	%	$	—	$	—	$	—	$	—	$	—	$	—
2	4	478,440		5.7	%	—		280,572		—		—		132,309		65,560
3	42	7,548,252		90.0	%	440,720		2,426,511		2,285,902		387,323		1,465,618		542,177
4	2	88,112		1.1	%	—		—		—		—		—		88,112
5	2	269,771		3.2	%	—		—		—		169,881		—		99,890
Total	50	$	8,384,575	100.0	%	$	440,720	$	2,707,083	$	2,285,902	$	557,204	$	1,597,927	$	795,739
General CECL Allowance(1)		(26,482)
Total carrying value, net		$	8,358,093
Weighted-Average Risk Rating		3.0
Gross write-offs		$	81,890			$	—	$	—	$	—	$	—	$	—	$	81,890

———————

(1)$3.6 million and $4.0 million of the General CECL Allowance for 2024 and 2023, respectively, is excluded from this table because it relates to unfunded commitments and has been recorded as a liability under accounts payable, accrued expenses and other liabilities in our condensed consolidated balance sheets.

Schedule of CECL Reserves

The following schedule illustrates changes in CECL Allowances for the three months ended March 31, 2024 ($ in thousands):

		Specific CECL Allowance(1)		General CECL Allowance						Total CECL Allowance		CECL Allowance as % of Amortized Cost
				Funded		Unfunded		Total				General(1)		Total
December 31, 2023		$	193,000	$	26,482	$	4,017	$	30,499	$	223,499	0.38	%	2.61	%
Changes:
	Allowances (Reversals), net	142,000		6,076		(392)		5,684		147,684
March 31, 2024		$	335,000	$	32,558	$	3,625	$	36,183	$	371,183	0.44	%	4.29	%

(1)Loans evaluated for Specific CECL Allowance are excluded from General CECL Allowance pool.

The following schedule illustrates changes in CECL Allowances for the three months ended March 31, 2023 ($ in thousands):

		Specific CECL Allowance(1)		General CECL Allowance						Total CECL Allowance		CECL Allowance as % of Amortized Cost
				Funded		Unfunded		Total				General(1)		Total
December 31, 2022		$	133,500	$	26,224	$	4,347	$	30,571	$	164,071	0.36	%	1.86	%
Changes:
	Allowances	—		4,043		348		4,391		4,391
March 31, 2023		$	133,500	$	30,267	$	4,695	$	34,962	$	168,462	0.42	%	1.95	%

(1)Loans evaluated for Specific CECL Allowance are excluded from General CECL Allowance pool.

The following schedule sets forth our General CECL Allowance as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024		December 31, 2023
Commercial mortgage loans, net	$	31,397	$	25,723
Subordinate loans, net	1,161		759
Unfunded commitments(1)	3,625		4,017
Total General CECL Allowance	$	36,183	$	30,499

 ———————

(1)The General CECL Allowance on unfunded commitments is recorded as a liability on our condensed consolidated balance sheets within accounts payable, accrued expenses and other liabilities.

Financing Receivable Cost Recovery

The following table summarizes our risk rated 5 loans as of March 31, 2024, which were analyzed for Specific CECL Allowances ($ in thousands):

Type	Property type	Location	Amortized cost prior to Specific CECL Allowance	Specific CECL Allowance	Amortized cost	Interest recognition status/ as of date	Risk rating
Mortgage
	Retail(1)(2)	Cincinnati, OH	$166,301	$67,000	$99,301	Non-Accrual/ 10/1/2019	5
Mortgage total:			$166,301	$67,000	$99,301
Mezzanine
	Residential(3)	Manhattan, NY	$295,881	$268,000	$27,881	Non-Accrual/ 7/1/2021	5
Mezzanine total:			$295,881	$268,000	$27,881
Total:			$462,182	$335,000	$127,182

———————

(1)The fair value of retail collateral was determined by applying a capitalization rate of 9.0%.

(2)In September 2018, we entered a joint venture with Turner Consulting II, LLC ("Turner Consulting"), through an entity which owns the underlying property that secures our loan. Turner Consulting contributed 10% of the venture's equity and we contributed 90%. The entity was deemed to be a variable interest entity ("VIE"), and we determined that we are not the primary beneficiary of that VIE as we do not have the power to direct the entity's activities. During the three months ended March 31, 2024 and 2023, $0.6 million and $0.7 million, respectively, of interest paid was applied towards reducing the carrying value of the loan. During the second quarter of 2023, the loan's maturity was extended from September 2023 to September 2024.

(3)The fair value of the residential collateral was determined by making certain projections and assumptions with respect to future performance and a discount rate of 10%.

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Other Assets (Tables)

3 Months Ended

Mar. 31, 2024

Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]

Schedule of Components of Other Assets

The following table details the components of our other assets at the dates indicated ($ in thousands):

	March 31, 2024		December 31, 2023
Interest receivable	$	85,072	$	72,354
Loan proceeds held by servicer(1)	7,820		6,271
Other(2)	10,637		6,998
Total	$	103,529	$	85,623

  ———————

(1)Includes loan principal and interest held by our third-party servicers as of the balance sheet date and remitted during subsequent remittance cycle.

(2)Includes $8.4 million and $4.6 million of other assets from Real Estate Owned, Held for Investment as of March 31, 2024 and December 31, 2023, respectively. Refer to "Note 5 – Real Estate Owned" for additional information.

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Secured Debt Arrangements, Net (Tables)

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Schedule of Weighted Average Maturities and Interest Rates of Borrowings

Our borrowings under secured debt arrangements at March 31, 2024 and December 31, 2023 are detailed in the following table ($ in thousands):

	March 31, 2024					December 31, 2023
	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)	Maximum Amount of Borrowings(1)		Borrowings Outstanding(1)		Maturity (2)
JPMorgan Facility - USD(3)(4)	$	1,482,730	$	1,036,803	September 2026	$	1,482,584	$	1,043,964	September 2026
JPMorgan Facility - GBP(3)(4)	17,270		17,270		September 2026	17,416		17,416		September 2026
Deutsche Bank Facility - USD(3)	700,000		278,703		March 2026	700,000		275,815		March 2026
Atlas Facility - USD(5)	800,000		751,207		March 2027(6)	686,527		669,302		April 2027(7)(8)
HSBC Facility - GBP	380,740		380,740		May 2025	383,967		383,967		May 2025
HSBC Facility - EUR	275,027		275,027		January 2026(8)	281,401		281,401		January 2026
Goldman Sachs Facility - USD	11,605		11,605		November 2025(9)	13,437		13,437		November 2025(9)
Goldman Sachs Facility - GBP	158,599		158,599		January 2029	—		—		N/A
Barclays Facility - USD	200,000		99,817		June 2027(7)	200,000		107,929		June 2027(7)
MUFG Securities Facility - GBP	202,970		202,970		June 2025(7)	204,690		204,690		June 2025(7)
Churchill Facility - USD	130,000		125,209		April 2026	130,000		126,515		March 2026
Santander Facility - USD	300,000		67,500		February 2026(7)	300,000		67,500		February 2026(7)
Santander Facility - EUR	58,261		54,677		August 2024	59,611		55,716		August 2024
Total Secured Credit Facilities	4,717,202		3,460,127			4,459,633		3,247,652
Barclays Private Securitization - GBP, EUR, SEK	2,056,364		2,056,364		July 2026(8)	2,369,125		2,157,157		June 2026(8)
Revolving Credit Facility - USD(10)	170,000		94,000		March 2026	170,000		147,000		March 2026
Total Secured Debt Arrangements	6,943,566		5,610,491			6,998,758		5,551,809
Less: deferred financing costs	N/A		(13,524)			N/A		(13,333)
Total Secured Debt Arrangements, net(11)(12)(13)	$	6,943,566	$	5,596,967		$	6,998,758	$	5,538,476

———————

(1)As of March 31, 2024, British Pound Sterling("GBP"), Euro ("EUR"), and Swedish Krona ("SEK") borrowings were converted to USD at a rate of 1.26, 1.08, and 0.09, respectively. As of December 31, 2023, GBP, EUR and SEK borrowings were converted to USD at a rate of 1.27, 1.10 and 0.10, respectively.

(2)Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable.

(3)The JPMorgan Facility and Deutsche Bank Facility enable us to elect to receive advances in USD, GBP, or EUR.

(4)The JPMorgan Facility allows for $1.5 billion of maximum borrowings in total as of March 31, 2024.

(5)The Atlas Facility (as defined below) was formerly the Credit Suisse Facility. See "Atlas Facility" below for additional discussion.

(6)The Atlas Facility was amended during March 2024 to convert the facility's maturity from a six month "evergreen" feature to a two-year initial term, with an additional one-year extension option.

(7)Assumes financings are extended in line with the underlying loans.

(8)Represents weighted-average maturity across various financings with the counterparty. See below for additional details.

(9)Facility entered the two-year amortization period. During the amortization period, the maturity date for current outstanding transactions are extended for a period of up to two years from the November 2023 maturity.

(10)The current stated maturity of the Revolving Credit Facility (as defined below) is March 2026. Borrowings under the Revolving Credit Facility bear interest at a per annum rate equal to the sum of (i) a floating rate index and (ii) a fixed margin. Borrowings under the Revolving Credit Facility are full recourse to certain guarantor wholly-owned subsidiaries of the Company. See "Revolving Credit Facility" below for additional discussion.

(11)Weighted-average borrowing costs as of March 31, 2024 and December 31, 2023 were applicable benchmark rates and credit spread adjustments, plus spreads of USD: +2.64% / GBP: +2.25% / EUR: +1.86% / SEK: +1.50% and USD: +2.49% / GBP: +2.21% / EUR: +1.86%/ SEK: +1.50%, respectively.

(12)Weighted-average advance rates based on cost as of March 31, 2024 and December 31, 2023 were 68.1% (62.4% (USD) / 72.2% (GBP) / 71.7% (EUR) / 80.4% (SEK)) and 68.4% (62.9% (USD) / 72.5% (GBP) / 72.1% (EUR) / 80.4% (SEK)), respectively.

(13)As of March 31, 2024 and December 31, 2023, approximately 52.2% and 58.3%, respectively, is the outstanding balance under these secured borrowings were recourse to us.

Schedule of Assets Under the Private Barclays Securitization

The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,704,318	$	1,685,240
EUR	5	867,551		859,740
SEK	1	232,117		230,524
Total	13	$	2,803,986	$	2,775,504

	December 31, 2023
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,662,457	$	1,643,979
EUR	6	1,021,272		1,012,987
SEK	1	248,088		246,220
Total	14	$	2,931,817	$	2,903,186

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of March 31, 2024 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	$	1,261,051	July 2026
Total/Weighted-Average EUR	609,619		September 2026(3)
Total/Weighted-Average SEK	185,694		May 2026
Total/Weighted-Average Securitization	$	2,056,364	July 2026

———————

(1)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2023 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	1,234,740		June 2026
Total/Weighted-Average EUR	723,947		May 2026(3)
Total/Weighted-Average SEK	198,470		May 2026
Total/Weighted-Average Securitization	$	2,157,157	June 2026

———————

(1)As of December 31, 2023, we had £969.9 million, €655.8 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The following table summarizes the terms of the Term Loans as of March 31, 2024 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	476,250	$	(743)	$	(3,923)	$	471,584	2.86	%	5/15/2026
2028 Term Loan	291,000		(1,679)		(2,993)		286,328		3.61	%	3/11/2028
Total	$	767,250	$	(2,422)	$	(6,916)	$	757,912

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	477,500	$	(833)	$	(4,302)	$	472,365	2.86	%	5/15/2026
2028 Term Loan	291,750		(1,786)		(3,179)		286,785		3.61	%	3/11/2028
Total	$	769,250	$	(2,619)	$	(7,481)	$	759,150

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

Schedule of Assets and Liabilities

The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our condensed consolidated balance sheets ($ in thousands):

	March 31, 2024		December 31, 2023
Assets:
Cash	$	327	$	924
Commercial mortgage loans, net(1)	2,775,504		2,903,186
Other Assets	46,490		41,180
Total Assets	$	2,822,321	$	2,945,290
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $1.7 million and $2.0 million in 2024 and 2023, respectively)	$	2,054,681	$	2,155,197
Accounts payable, accrued expenses and other liabilities(2)	11,328		9,083
Total Liabilities	$	2,066,009	$	2,164,280

———————

(1)Net of the General CECL Allowance of $10.8 million and $8.3 million as of March 31, 2024 and December 31, 2023, respectively.

(2)Includes General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $2.6 million and $2.5 million as of March 31, 2024 and December 31, 2023, respectively.

Interest Income and Interest Expense Disclosure

The table below provides the net income (loss) of the Barclays Private Securitization VIE included in our condensed consolidated statement of operations ($ in thousands):

	Three months ended March 31,
	2024		2023
Net interest income:
Interest income from commercial mortgage loans	$	64,523	$	46,977
Interest expense	(36,083)		(23,133)
Net interest income	$	28,440	$	23,844
Decrease (increase) in current expected credit loss allowance, net	(2,565)		199
Foreign currency translation gain (loss)	(12,923)		10,002
Net income	$	12,952	$	34,045

Schedule of Remaining Maturities of Borrowings

At March 31, 2024, our borrowings had the following remaining maturities ($ in thousands):

	Less than 1 year		1 to 3 years		3 to 5 years		More than 5 years		Total
JPMorgan Facility	$	27,271	$	1,026,802	$	—	$	—	$	1,054,073
Deutsche Bank Facility	95,686		183,017		—		—		278,703
Atlas Facility	—		751,207				—		751,207
HSBC Facility	—		655,767		—		—		655,767
Goldman Sachs Facility - USD	—		11,605		—		—		11,605
Goldman Sachs Facility - GBP	—		—		158,599		—		158,599
Barclays Facility	—		—		99,817		—		99,817
MUFG Securities Facility	—		202,970		—		—		202,970
Churchill Facility	—		125,209		—		—		125,209
Santander Facility - USD	67,500				—		—		67,500
Santander Facility - EUR	54,677		—		—		—		54,677
Barclays Private Securitization	379,765		1,480,142		196,456		—		2,056,364
Revolving Credit Facility	76,385		17,615		—		—		94,000
Total	$	701,284	$	4,454,334	$	454,872	$	—	$	5,610,491

Schedule of Outstanding, Maximum and Average Balances of Debt

The table below summarizes the outstanding balances at March 31, 2024, as well as the maximum and average month-end balances for the three months ended March 31, 2024 for our borrowings under secured debt arrangements ($ in thousands).

	As of March 31, 2024				For the three months ended March 31, 2024
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,054,073	$	1,869,057	$	1,063,261	$	1,058,968
Deutsche Bank Facility	278,703		421,949		278,703		277,741
Goldman Sachs Facility - USD	11,605		25,242		11,620		11,612
Goldman Sachs Facility - GBP	158,599		209,523		159,403		158,872
Atlas Facility	751,207		1,098,342		751,207		676,229
HSBC Facility	655,767		849,268		658,434		656,800
Barclays Facility	99,817		124,107		102,598		101,671
MUFG Securities Facility	202,970		275,579		203,999		203,318
Churchill Facility	125,209		166,563		126,080		125,644
Santander Facility - USD	67,500		99,736		67,500		67,500
Santander Facility - EUR	54,677		72,302		54,677		54,666
Barclays Private Securitization	2,056,364		2,786,288		2,146,965		2,085,304
Revolving Credit Facility	94,000		181,130		150,000		112,667
Total	$	5,610,491	$	8,179,086

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

The table below summarizes the outstanding balances at December 31, 2023, as well as the maximum and average month-end balances for the year ended December 31, 2023 for our borrowings under secured debt arrangements ($ in thousands).

	As of December 31, 2023				For the year ended December 31, 2023
	Balance		Collateral(1)		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	1,061,380	$	1,871,854	$	1,324,226	$	1,190,651
Deutsche Bank Facility	275,815		419,170		385,818		322,676
Goldman Sachs Facility	13,437		28,533		70,249		30,482
Atlas Facility	669,302		933,085		688,126		667,794
HSBC Facility	665,368		860,134		667,430		651,758
Barclays Facility	107,929		129,439		111,909		110,729
MUFG Securities Facility	204,690		278,223		206,362		200,447
Churchill Facility	126,515		168,138		130,000		128,094
Santander Facility - USD	67,500		99,648		75,000		68,125
Santander Facility - EUR	55,716		74,288		55,716		54,347
Barclays Private Securitization	2,157,157		2,911,470		2,157,157		1,896,144
Revolving Credit Facility	147,000		319,048		147,000		93,500
Total	$	5,551,809	$	8,093,030

(1)Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

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Senior Secured Term Loan, Net (Tables)

3 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,704,318	$	1,685,240
EUR	5	867,551		859,740
SEK	1	232,117		230,524
Total	13	$	2,803,986	$	2,775,504

	December 31, 2023
Local Currency	Count	Outstanding Principal		Carrying Value
GBP	7	$	1,662,457	$	1,643,979
EUR	6	1,021,272		1,012,987
SEK	1	248,088		246,220
Total	14	$	2,931,817	$	2,903,186

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of March 31, 2024 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	$	1,261,051	July 2026
Total/Weighted-Average EUR	609,619		September 2026(3)
Total/Weighted-Average SEK	185,694		May 2026
Total/Weighted-Average Securitization	$	2,056,364	July 2026

———————

(1)As of March 31, 2024, we had £998.9 million, €565.0 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2023 ($ in thousands):

	Borrowings Outstanding(1)		Fully-Extended Maturity(2)
Total/Weighted-Average GBP	1,234,740		June 2026
Total/Weighted-Average EUR	723,947		May 2026(3)
Total/Weighted-Average SEK	198,470		May 2026
Total/Weighted-Average Securitization	$	2,157,157	June 2026

———————

(1)As of December 31, 2023, we had £969.9 million, €655.8 million, and kr2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.

(2)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.

(3)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.

The following table summarizes the terms of the Term Loans as of March 31, 2024 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	476,250	$	(743)	$	(3,923)	$	471,584	2.86	%	5/15/2026
2028 Term Loan	291,000		(1,679)		(2,993)		286,328		3.61	%	3/11/2028
Total	$	767,250	$	(2,422)	$	(6,916)	$	757,912

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):

	Principal Amount		Unamortized Issuance Discount(1)		Deferred Financing Costs(1)		Carrying Value		Rate		Maturity Date
2026 Term Loan	$	477,500	$	(833)	$	(4,302)	$	472,365	2.86	%	5/15/2026
2028 Term Loan	291,750		(1,786)		(3,179)		286,785		3.61	%	3/11/2028
Total	$	769,250	$	(2,619)	$	(7,481)	$	759,150

———————

(1)     Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.

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Derivatives (Tables)

3 Months Ended

Mar. 31, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Non-Designated Foreign Exchange Forwards

The following table summarizes our non-designated Fx forwards and interest rate cap as of March 31, 2024:

	March 31, 2024
Type of Derivatives	Number of Contracts	Aggregate Notional Amount (in thousands)	Notional Currency	Maturity	Weighted-Average Years to Maturity
Fx contracts - GBP	111	1,013,469	GBP	April 2024 - February 2027	1.01
Fx contracts - EUR	130	519,322	EUR	April 2024 - August 2026	0.90
Fx contracts - SEK	17	678,464	SEK	May 2024 - May 2026	1.96
Interest rate cap	1	164,835	USD	October 2024	0.50

    

The following table summarizes our non-designated Fx forwards and interest rate cap as of December 31, 2023:

	December 31, 2023
Type of Derivatives	Number of Contracts	Aggregate Notional Amount (in thousands)	Notional Currency	Maturity	Weighted-Average Years to Maturity
Fx contracts - GBP	97	938,903	GBP	January 2024 - February 2027	1.13
Fx contracts - EUR	135	561,441	EUR	January 2024 - August 2026	1.08
Fx contracts - SEK	17	690,740	SEK	February 2024 - May 2026	2.16
Interest rate cap	1	164,835	USD	October 2024	0.75

Schedule of Amounts Recognized on Consolidated Statements of Operations Related to Company's Derivatives

The following table summarizes the amounts recognized on our condensed consolidated statements of operations related to our forward currency contracts for the three months ended March 31, 2024 and 2023 ($ in thousands):

		Amount of gain (loss)  recognized in income
		Three months ended March 31,
	Location of Gain (Loss) Recognized in Income	2024		2023
Forward currency contracts	Unrealized gain (loss) on derivative instruments	$	18,053	$	(35,851)
Forward currency contracts	Realized gain (loss) on derivative instruments	5,345		21,716
Total		$	23,398	$	(14,135)

The following table summarizes the amounts recognized on our condensed consolidated statements of operations related to our interest rate caps for the three months ended March 31, 2024 and 2023 ($ in thousands):

		Amount of gain (loss)  recognized in income
		Three months ended March 31,
	Location of Gain (Loss) recognized in Income	2024		2023
Interest rate cap	Unrealized gain (loss) on interest rate hedging instruments	$	(194)	$	(4,813)
Interest rate cap	Realized gain on interest rate hedging instruments	550		4,706
Total		$	356	$	(107)

Schedule of Gross Asset and Liability Amounts Related to Derivatives

The following tables summarize the gross asset and liability amounts related to our derivatives at March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024						December 31, 2023
	Gross Amount of Recognized Assets		Gross Amounts Offset in our Condensed Consolidated Balance Sheet		Net Amounts of Assets Presented in our Condensed Consolidated Balance Sheet		Gross Amount of Recognized Assets		Gross Amounts Offset in our  Consolidated Balance Sheet		Net Amounts of Assets Presented in our Consolidated Balance Sheet
Forward currency contracts	$	67,402	$	(21,284)	$	46,118	$	55,102	$	(27,037)	$	28,065
Interest rate cap	—		1,166		1,166		1,360		—		1,360
Total derivative assets (liabilities)	$	67,402	$	(20,118)	$	47,284	$	56,462	$	(27,037)	$	29,425

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Accounts Payable, Accrued Expenses and Other Liabilities (Tables)

3 Months Ended

Mar. 31, 2024

Payables and Accruals [Abstract]

Schedule of Accounts Payable, Accrued Expense and Other Liabilities

The following table details the components of our accounts payable, accrued expense and other liabilities ($ in thousands):

	March 31, 2024		December 31, 2023
Collateral held under derivative agreements	$	45,840	$	25,820
Accrued dividends payable	53,180		53,407
Accrued interest payable	42,072		31,012
Accounts payable and other liabilities(1)	10,825		6,078
General CECL Allowance on unfunded commitments(2)	3,625		4,017
Total	$	155,542	$	120,334

  ———————

(1)Includes $10.2 million and $5.5 million of accounts payable and other liabilities on the balance sheet of the Real Estate Owned, Held for Investment at March 31, 2024 and December 31, 2023, respectively.

(2)Refer to "Note 4 - Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net" for additional disclosure related to the General CECL Allowance on unfunded commitments as of March 31, 2024 and December 31, 2023, respectively.

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Share-Based Payments (Tables)

3 Months Ended

Mar. 31, 2024

Share-Based Payment Arrangement [Abstract]

Summary of Grants, Exchanges and Forfeitures of Restricted Stock and RSUs

The following table summarizes the grants, vesting and forfeitures of restricted common stock and RSUs during the three months ended March 31, 2024:

	Type	Restricted Stock	RSUs	Grant Date Fair Value ($ in millions)
Outstanding at December 31, 2023		79,088	2,538,332
	Granted	—	—	N/A
	Vested	—	—	N/A
	Forfeiture	—	(18,995)	N/A
Outstanding at March 31, 2024		79,088	2,519,337

Below is a summary of restricted stock and RSU vesting dates as of March 31, 2024: 

Vesting Year	Restricted Stock	RSUs	Total Awards
2024	79,088	1,293,354	1,372,442
2025	—	865,113	865,113
2026	—	360,870	360,870
Total	79,088	2,519,337	2,598,425

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Stockholders' Equity (Tables)

3 Months Ended

Mar. 31, 2024

Equity [Abstract]

Schedule of Dividends Activity

The following table details our dividend activity:

	Three months ended March 31,
Dividends declared per share of:	2024	2023
Common Stock	$0.35	$0.35
Series B-1 Preferred Stock	$0.45	$0.45

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Fair Value of Financial Instruments (Tables)

3 Months Ended

Mar. 31, 2024

Fair Value Disclosures [Abstract]

Carrying Value and Estimated Fair Value of Company's Financial Instruments

The following table presents the carrying value and estimated fair value of our financial instruments not carried at fair value on our condensed consolidated balance sheets at March 31, 2024 and December 31, 2023 ($ in thousands):

	March 31, 2024				December 31, 2023
	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Cash and cash equivalents	$	161,190	$	161,190	$	225,438	$	225,438
Commercial mortgage loans, net	7,846,460		7,722,188		7,925,359		7,813,304
Subordinate loans, net	303,965		303,909		432,734		432,458
Secured debt arrangements, net	(5,596,967)		(5,596,967)		(5,538,476)		(5,538,476)
Term loans, net	(757,912)		(761,099)		(759,150)		(754,197)
Senior secured notes, net	(495,835)		(418,125)		(495,637)		(418,750)
Debt related to real estate owned, held for investment, net	(161,878)		(161,878)		(161,586)		(161,586)

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Net Income (Loss) per Share (Tables)

3 Months Ended

Mar. 31, 2024

Earnings Per Share [Abstract]

Basic and Diluted Net Income per Share of Common Stock Using Two-Class Method

The table below presents the computation of basic and diluted net income (loss) per share of common stock for the three months ended March 31, 2024 and 2023 ($ in thousands except per share data): 

	Three months ended March 31,
Basic Earnings	2024		2023
Net income (loss)	$	(104,524)	$	48,916
Less: Preferred dividends	(3,068)		(3,068)
Less: Earnings attributable to participating securities	—		—
Less: Dividends on participating securities	(886)		(1,003)
Basic Earnings (Loss)	$	(108,478)	$	44,845
Dilutive Earnings
Basic Earnings (Loss)	$	(108,478)	$	44,845
Add: Dividends on participating securities	—		1,003
Add: Interest expense on Convertible Notes	—		3,445
Diluted Earnings (Loss)	$	(108,478)	$	49,293
Number of Shares:
Basic weighted-average shares of common stock outstanding	141,869,604		141,072,471
Diluted weighted-average shares of common stock outstanding	141,869,604		155,483,979
Earnings (Loss) Per Share Attributable to Common Stockholders
Basic	$	(0.76)	$	0.32
Diluted	$	(0.76)	$	0.32

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Summary of Significant Accounting Policies - Additional Information (Details)	3 Months Ended
	Mar. 31, 2024 segment
Accounting Policies [Abstract]
Number of business segments	1

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Fair Value Disclosure - Summarizes Levels in Fair Value Hierarchy of Financial Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	$ 47,284	$ 29,425
Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	47,284	29,425
Level I | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	0	0
Level II | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	47,284	29,425
Level III | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	0	0
Foreign currency forward, net | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	46,118	28,065
Foreign currency forward, net | Level I | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	0	0
Foreign currency forward, net | Level II | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	46,118	28,065
Foreign currency forward, net | Level III | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	0	0
Interest rate cap | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	1,166	1,360
Interest rate cap | Level I | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	0	0
Interest rate cap | Level II | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	1,166	1,360
Interest rate cap | Level III | Estimate of Fair Value | Fair Value, Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative assets	$ 0	$ 0

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Fair Value Disclosure - Narrative (Details)		1 Months Ended	3 Months Ended
	May 24, 2021 USD ($)	Apr. 29, 2024 USD ($)	Mar. 31, 2024 USD ($) instrument	Mar. 31, 2023 USD ($) ft²	Dec. 31, 2023 USD ($) instrument	Aug. 03, 2022 USD ($)
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Impairment of real estate			$ 0	$ 0
Debt related to real estate owned, held for investment, net			161,878,000		$ 161,562,000
Assumption of real estate	$ 154,300,000		0	75,000,000
Hotel Property Through a deed-in-Lieu of Foreclosure
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Real estate investment property, net				$ 75,000,000
Impairment of real estate			0
Hotel Property Through a deed-in-Lieu of Foreclosure | Discount Rate
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Real estate investment, measurement input | ft²				0.105
Hotel Property Through a deed-in-Lieu of Foreclosure | Measurement Input, Cap Rate
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Real estate investment, measurement input | ft²				0.095
Deed-In-Lieu Of Foreclosure
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Real estate investment property, net						$ 270,100,000
Impairment of real estate			$ 0	$ 0
Hotel - Washington D.C. | Subordinate Mortgage Portfolio Segment
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Debt related to real estate owned, held for investment, net	$ 110,000,000
Hotel - Honolulu, Hi
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Loan, mortgage, held-for-sale, price percentage			99.50%
Hotel - Honolulu, Hi | Mortgage, Amortized cost
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Commercial mortgage loan, held for sale			$ 135,500,000
Hotel - Honolulu, Hi | Mortgage, Amortized cost | Subsequent Event
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Valuation allowance, loan held for sale		$ 700,000
Interest rate cap | Construction Financing
Fair Value, Off-balance Sheet Risks, Disclosure Information [Line Items]
Number of Contracts | instrument			1		1

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Loan Portfolio (Details) - USD ($) $ in Thousands		Mar. 31, 2024	Dec. 31, 2023
Financing Receivable, Allowance for Credit Loss [Line Items]
Commercial mortgage loan, held for sale	[1]	$ 135,465	$ 0
Carrying value, net		8,285,890	8,358,093
Commercial Mortgage and Subordinated Portfolio Segment
Financing Receivable, Allowance for Credit Loss [Line Items]
Mortgage loans on real estate, commercial and consumer, net		83,500	95,500
Commercial Mortgage Portfolio Segment
Financing Receivable, Allowance for Credit Loss [Line Items]
Commercial mortgage loan, held for sale		135,465	0
Mortgage loans on real estate, commercial and consumer, net	[2],[3]	7,846,460	7,925,359
Subordinate Mortgage Portfolio Segment
Financing Receivable, Allowance for Credit Loss [Line Items]
Mortgage loans on real estate, commercial and consumer, net	[3],[4]	$ 303,965	$ 432,734

[1] Includes $135,465 pledged as collateral under secured debt arrangements in 2024.

[2] Includes $7,642,848 and $7,705,491 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

[3] Net of $367,558 and $219,482 CECL Allowances comprised of $335,000 and $193,000 Specific CECL Allowance and $32,558    and $26,482 General CECL Allowance in 2024 and 2023, respectively.

[4] Includes $246,725 and $232,991 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Additional Information (Details) $ in Thousands, € in Millions, £ in Millions	1 Months Ended	3 Months Ended						12 Months Ended
	Apr. 29, 2024 USD ($)	Mar. 31, 2024 USD ($)	Jun. 30, 2023 USD ($)	Mar. 31, 2023 USD ($) loan	Mar. 31, 2023 GBP (£) loan	Jun. 30, 2022 USD ($)	Jun. 30, 2021 USD ($)	Dec. 31, 2023 USD ($)	Dec. 31, 2022 USD ($)	Mar. 31, 2023 GBP (£)	Mar. 31, 2023 EUR (€)
Accounts, Notes, Loans and Financing Receivable [Line Items]
Mortgage loans on real estate, commercial and consumer, percentage of portfolio		100.00%						100.00%
Amortized cost of loans in cost recovery		$ 556,000						$ 693,700
Interest received for loans in cost recovery		$ 600		$ 700
Debt instrument, extension term		2 years
Increase in Specific CECL Allowance, net						$ (10,000)	$ 20,000
Write-offs, specific CECL allowance, funded		$ 0						81,890
Interest income from subordinate loans and other lending assets		849		9,707
Proceeds from pre-payment penalties or accelerated fees		100		0
Proceeds received from the repayment and sale of commercial mortgage loans		168,526		435,442
Valuation allowance, commercial mortgage loan held for sale		679		0
Gain on extinguishment of debt		$ 0		(213)
Debt instrument, extension option		6 months
2023 Notes
Accounts, Notes, Loans and Financing Receivable [Line Items]
Gain on extinguishment of debt				(200)
Office - London, United Kingdom
Accounts, Notes, Loans and Financing Receivable [Line Items]
Proceeds from collection of loans receivable				88,400	£ 72.2
Proceeds from interest received				700
Hotel - Honolulu, Hi
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loan, mortgage, held-for-sale, price percentage		99.50%
Past Due 90
Accounts, Notes, Loans and Financing Receivable [Line Items]
Amortized cost of loans in cost recovery		$ 556,000						693,700
Commercial Mortgage and Subordinated Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for loan and lease losses, real estate and off-balance sheet, credit loss, expense (reversal)		5,684		4,391
Increase in current expected credit loss allowance, net		142,000		$ 0
Mortgage loans on real estate, commercial and consumer, net		83,500						95,500
Increase in Specific CECL Allowance, net		$ 142,000
Write-offs, specific CECL allowance, funded			$ 82,000
Number of commercial mortgage loans | loan				3	3
Loans and leases receivable, gain (loss) on sales, net				$ 200
Commercial Mortgage and Subordinated Portfolio Segment | Various Properties In Europe
Accounts, Notes, Loans and Financing Receivable [Line Items]
Mortgage loans on real estate, commercial and consumer, net				219,000							€ 205.7
Mortgage loans on real estate, commercial and consumer, funded, net				122,400							€ 115.0
Commercial Mortgage and Subordinated Portfolio Segment | Mixed Use Property - London
Accounts, Notes, Loans and Financing Receivable [Line Items]
Mortgage loans on real estate, commercial and consumer, net | £										£ 15.0
Proceeds received from the repayment and sale of commercial mortgage loans				18,200	£ 15.0
Floating Rate Loan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Mortgage loans on real estate, commercial and consumer, percentage of portfolio		99.00%
Mezzanine Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Amortized cost of loans in cost recovery		$ 27,881
Mortgage loans on real estate, commercial and consumer, net		$ 534,800						$ 674,500
Senior and Junior Mezzanine Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Mortgage loans on real estate, commercial and consumer, percentage of portfolio		6.40%						8.00%
Junior Mezzanine B Loan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Increase in Specific CECL Allowance, net									$ 66,500
Junior Mezzanine A Loan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Increase in Specific CECL Allowance, net			$ 126,000
Mortgage, Amortized cost
Accounts, Notes, Loans and Financing Receivable [Line Items]
Amortized cost of loans in cost recovery		$ 99,301
Mortgage, Amortized cost | Hotel - Honolulu, Hi
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial mortgage loan, held for sale		$ 135,500
Mortgage, Amortized cost | Hotel - Honolulu, Hi | Subsequent Event
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases receivable, gain (loss) on sales, net	$ (700)
Securitization Vehicle
Accounts, Notes, Loans and Financing Receivable [Line Items]
Interest income from subordinate loans and other lending assets				$ 1,200
Senior Loans | Subsequent Event
Accounts, Notes, Loans and Financing Receivable [Line Items]
Proceeds from (repayments of) secured debt	$ 108,300

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Activity Relating to Loan Investment Portfolio (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2023
Principal Balance
Principal value, beginning balance	$ 8,384,575
Principal value, ending balance	8,318,448
Specific CECL Allowance
Specific provision for loan loss, beginning	(193,000)
Specific provision for loan loss, ending	(335,000)
Carry Value, Net
Increase in Specific CECL Allowance, net			$ 10,000	$ (20,000)
Valuation allowance, loan held for sale	0	$ (4,624)
General CECL allowance	(32,558)				$ (26,482)
Carrying value, net	8,285,890				$ 8,358,093
Off-balance-sheet, credit loss, liability, amount excluded	3,600
Commercial Mortgage and Subordinated Portfolio Segment
Principal Balance
Principal value, beginning balance	8,610,110
Add-on loan fundings	321,766
Loan repayments	(175,731)
Gain (loss) on foreign currency translation	(72,337)
Valuation allowance, loan held for sale	(679)
Amortization of fees	0
Principal value, ending balance	8,683,129
Deferred Fees/Other Items
Deferred fees/other items, beginning	(32,535)
Gain (loss) on foreign currency translation	289
Valuation allowance, loan held for sale	0
Deferred fees and other items	(4,936)
Amortization of fees	7,501
Deferred fees/other items, ending	(29,681)
Specific CECL Allowance
Specific provision for loan loss, beginning	(193,000)	(133,500)
Specific provision for loan loss, ending	(335,000)	$ (133,500)
Carry Value, Net
Carrying value, beginning balance	8,384,575
Add-on loan fundings	321,766
Loan repayments	(175,731)
Gain (loss) on foreign currency translation	(72,048)
Increase in Specific CECL Allowance, net	(142,000)
Valuation allowance, loan held for sale	(679)
Deferred fees and other items	(4,936)
Amortization of fees	7,501
Carrying value, ending balance	$ 8,318,448

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Statistics for Loan Portfolio (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024 USD ($) loan	Dec. 31, 2023 USD ($) loan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Number of loans | loan	49	50
Principal balance	$ 8,318,448	$ 8,384,575
Carrying value, net	8,285,890	8,358,093
Unfunded loan commitments	$ 555,596	$ 868,582
Weighted-average cash coupon	8.40%	8.30%
Weighted-average remaining fully-extended term	2 years 3 months 18 days	2 years 3 months 18 days
Weighted-average expected term	2 years	1 year 9 months 18 days
Interest rate used in calculating weighted-average cash coupon for non-accrual or cost recovery loans	0.00%	0.00%
Principal balance
Accounts, Notes, Loans and Financing Receivable [Line Items]
Principal balance	$ 8,683,129	$ 8,610,110

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Schedule of Mortgage Loans by Property Type and Geographic Distribution (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 8,318,448		$ 8,384,575
General CECL allowance	(32,558)		(26,482)
Carrying value, net	$ 8,285,890		$ 8,358,093
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	100.00%		100.00%
Off-balance-sheet, credit loss, liability, amount excluded	$ 3,600
United Kingdom
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 2,937,602		$ 2,675,097
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	35.30%		31.90%
New York City
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 1,597,081		$ 1,736,856
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	19.20%		20.70%
Other Europe
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 1,509,453		$ 1,686,425
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	18.20%		20.10%
Germany
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	7.30%	7.40%
Italy
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	3.30%	4.90%
Spain
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	4.10%	4.20%
Sweden
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	2.80%	2.90%
Ireland
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	0.50%	0.50%
Netherlands
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	0.20%	0.20%
Midwest
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 519,395		$ 522,137
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	6.20%		6.20%
Southeast
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 537,333		$ 535,054
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	6.50%		6.40%
Percentage of Portfolio	1.70%
West
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 484,581		$ 484,842
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	5.80%		5.80%
Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 733,003		$ 744,164
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	8.80%		8.90%
Percentage of Portfolio	1.10%	1.10%
Northeast
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	4.90%	5.00%
Southwest
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio		1.70%
Mid-Atlantic
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	1.10%	1.10%
Hotel
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 1,978,794		$ 2,128,256
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	23.70%		25.40%
Office
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 1,635,450		$ 1,593,320
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	19.70%		19.00%
Retail Site
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 1,394,228		$ 1,407,764
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	16.80%		16.80%
Residential
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 1,099,134		$ 1,247,238
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	13.20%		14.90%
Mixed Use
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 696,048		$ 679,303
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	8.40%		8.10%
Health Care
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 504,075		$ 511,803
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	6.10%		6.10%
Industrial Property
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 276,350		$ 293,133
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	3.30%		3.50%
Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Carrying Value	$ 734,369		$ 523,758
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	8.80%		6.20%
Pubs
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	2.50%
Parking Garage
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	2.30%		2.30%
Caravan Park
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	2.40%		2.40%
Urban Predevelopment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Percentage of Portfolio	1.60%		1.50%

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Allocation of Carrying Value of Loan Portfolio Based on Internal Risk Ratings (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024 USD ($) loan	Dec. 31, 2023 USD ($) loan
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Loans | loan	49	50
Total	$ 8,318,448	$ 8,384,575
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	100.00%	100.00%
Year 1	$ 0	$ 440,720
Year 2	642,657	2,707,083
Year 3	2,744,155	2,285,902
Year 4	2,256,534	557,204
Year 5	417,696	1,597,927
Prior	2,257,406	795,739
General CECL Allowance	(32,558)	(26,482)
Carrying value, net	$ 8,285,890	$ 8,358,093
Weighted-Average Risk Rating	3.0	3.0
Gross write-offs	$ 0	$ 81,890
Off-balance-sheet, credit loss, liability, amount excluded	$ 3,600
1
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Loans | loan	0	0
Total	$ 0	$ 0
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	0.00%	0.00%
Year 1	$ 0	$ 0
Year 2	0	0
Year 3	0	0
Year 4	0	0
Year 5	0	0
Prior	$ 0	$ 0
2
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Loans | loan	4	4
Total	$ 447,202	$ 478,440
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	5.40%	5.70%
Year 1	$ 0	$ 0
Year 2	0	280,572
Year 3	332,059	0
Year 4	49,729	0
Year 5	0	132,309
Prior	$ 65,414	$ 65,560
3
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Loans | loan	41	42
Total	$ 7,658,452	$ 7,548,252
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	92.10%	90.00%
Year 1	$ 0	$ 440,720
Year 2	642,657	2,426,511
Year 3	2,412,096	2,285,902
Year 4	2,206,805	387,323
Year 5	389,815	1,465,618
Prior	$ 2,007,079	$ 542,177
4
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Loans | loan	2	2
Total	$ 85,612	$ 88,112
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	1.00%	1.10%
Year 1	$ 0	$ 0
Year 2	0	0
Year 3	0	0
Year 4	0	0
Year 5	0	0
Prior	$ 85,612	$ 88,112
5
Financing Receivable, Credit Quality Indicator [Line Items]
Number of Loans | loan	2	2
Total	$ 127,182	$ 269,771
Mortgage loans on real estate, commercial and consumer, percentage of portfolio	1.50%	3.20%
Year 1	$ 0	$ 0
Year 2	0	0
Year 3	0	0
Year 4	0	169,881
Year 5	27,881	0
Prior	$ 99,301	$ 99,890

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - CECL Allowance as Percentage of Amortized Cost and Total Commitment (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2022
Allowance and Provision for Loan Credit Loss [Abstract]
Beginning balance, specific CECL allowance, funded	$ 193,000
Ending balance, specific CECL allowance, funded	335,000
Financing Receivable, Funded, Allowance for Credit Loss [Roll Forward]
Beginning balance, General CECL allowance, funded	26,482	$ 26,224
Allowances (Reversals), net	6,076	4,043
Ending balance, General CECL allowance, funded	32,558	30,267
Financing Receivable, Unfunded, Allowance for Credit Loss [Roll Forward]
Beginning balance, General CECL allowance, unfunded	4,017	4,347
Allowances (Reversals), net	(392)	348
Ending balance, General CECL allowance, unfunded	3,625	4,695
Financing Receivable, General Allowance, Allowance for Credit Loss [Roll Forward]
General CECL Allowance	30,499	30,571
General CECL Allowance	36,183	34,962
Financing Receivable, Total Allowance for Credit Loss [Roll Forward]
Total CECL Allowance	223,499	164,071
Allowances (Reversals), net	147,684	4,391
Total CECL Allowance	$ 371,183	$ 168,462
General CECL allowance, % of amortized cost	0.44%	0.42%	0.38%	0.36%
Total CECL allowance, % of amortized cost	4.29%	1.95%	2.61%	1.86%
Commercial Mortgage and Subordinated Portfolio Segment
Allowance and Provision for Loan Credit Loss [Abstract]
Beginning balance, specific CECL allowance, funded	$ 193,000	$ 133,500
Allowances (Reversals), net	142,000	0
Ending balance, specific CECL allowance, funded	335,000	133,500
Financing Receivable, General Allowance, Allowance for Credit Loss [Roll Forward]
Allowances (Reversals), net	$ 5,684	$ 4,391

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Current Expected Credit Losses (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Financing Receivable, Allowance for Credit Loss [Line Items]
Allowance reserve	$ 32,558	$ 26,482
Unfunded commitments	3,625	4,017	$ 4,695	$ 4,347
Total General CECL Allowance	36,183	30,499	$ 34,962	$ 30,571
Commercial Mortgage Portfolio Segment
Financing Receivable, Allowance for Credit Loss [Line Items]
Allowance reserve	31,397	25,723
Subordinate Mortgage Portfolio Segment
Financing Receivable, Allowance for Credit Loss [Line Items]
Allowance reserve	$ 1,161	$ 759

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Commercial Mortgage Loans, Subordinate Loans and Other Lending Assets, Net - Cost Recovery Loans (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($)
Financing Receivable, Credit Quality Indicator [Line Items]
Specific CECL allowance	$ 335,000		$ 193,000
Amortized cost	$ 556,000		$ 693,700
Equity contribution rate	90.00%
Turner Consulting
Financing Receivable, Credit Quality Indicator [Line Items]
Equity contribution rate	10.00%
Retail Center - Cincinnati, OH
Financing Receivable, Credit Quality Indicator [Line Items]
Payment in kind interest	$ 600	$ 700
Retail Center - Cincinnati, OH | Capitalization Rate
Financing Receivable, Credit Quality Indicator [Line Items]
Loan collateral, measurement input	0.090
Residential-for-Sale - Manhattan, NY | Discount Rate
Financing Receivable, Credit Quality Indicator [Line Items]
Loan collateral, measurement input	0.10
Mortgage, Amortized cost
Financing Receivable, Credit Quality Indicator [Line Items]
Amortized cost prior to Specific CECL Allowance	$ 166,301
Specific CECL allowance	67,000
Amortized cost	99,301
Mortgage, Amortized cost | Retail Center - Cincinnati, OH
Financing Receivable, Credit Quality Indicator [Line Items]
Amortized cost prior to Specific CECL Allowance	166,301
Specific CECL allowance	67,000
Amortized cost	99,301
Mezzanine Loans
Financing Receivable, Credit Quality Indicator [Line Items]
Amortized cost prior to Specific CECL Allowance	295,881
Specific CECL allowance	268,000
Amortized cost	27,881
Mezzanine Loans | Residential-for-Sale - Manhattan, NY
Financing Receivable, Credit Quality Indicator [Line Items]
Amortized cost prior to Specific CECL Allowance	295,881
Specific CECL allowance	268,000
Amortized cost	27,881
Real Estate and Mezzanine
Financing Receivable, Credit Quality Indicator [Line Items]
Amortized cost prior to Specific CECL Allowance	462,182
Specific CECL allowance	335,000
Amortized cost	$ 127,182

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Real Estate Owned - Narrative (Details)	Mar. 31, 2024 property
Real Estate [Abstract]
Number of real estate properties	3

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Real Estate Owned - D.C. Hotel (Details) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2024	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2023	May 24, 2021
Real Estate [Line Items]
Debt related to real estate owned, held for investment, net		$ 161,878				$ 161,562
Increase in Specific CECL Allowance, net				$ (10,000)	$ 20,000
Depreciation and amortization on real estate owned		4,656	$ 3,986
Real estate owned, held for investment, net	[1]	627,099				519,498
Real estate owned, accumulated depreciation		16,254				10,404
Total net revenue		1,100	$ (1,900)
Discontinued Operations, Held-for-Sale
Real Estate [Line Items]
Depreciation and amortization on real estate owned		4,000
Subordinate Mortgage Portfolio Segment
Real Estate [Line Items]
Mortgage loans on real estate, commercial and consumer, net	[2],[3]	303,965				432,734
Commercial Mortgage and Subordinated Portfolio Segment
Real Estate [Line Items]
Mortgage loans on real estate, commercial and consumer, net		83,500				95,500
Increase in Specific CECL Allowance, net		142,000
Mezzanine Loans
Real Estate [Line Items]
Mortgage loans on real estate, commercial and consumer, net		534,800				674,500
Hotel - Washington D.C.
Real Estate [Line Items]
Net assets acquired		153,500				152,400
Hotel - Washington D.C. | Building
Real Estate [Line Items]
Real estate owned, held for investment, net		80,100				80,500
Real estate owned, accumulated depreciation		7,200				6,600
Hotel - Washington D.C. | Furniture Fixtures and Equipment
Real Estate [Line Items]
Real estate owned, held for investment, net		5,900				6,100
Real estate owned, accumulated depreciation		$ 4,200				$ 3,800
Hotel - Washington D.C. | Subordinate Mortgage Portfolio Segment
Real Estate [Line Items]
Debt related to real estate owned, held for investment, net							$ 110,000

[1] Includes $154,048 pledged as collateral under secured debt arrangements in 2024 and 2023.

[2] Includes $246,725 and $232,991 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

[3] Net of $367,558 and $219,482 CECL Allowances comprised of $335,000 and $193,000 Specific CECL Allowance and $32,558    and $26,482 General CECL Allowance in 2024 and 2023, respectively.

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Real Estate Owned - Brooklyn Development (Details) - USD ($) $ in Thousands			3 Months Ended				12 Months Ended
		Aug. 03, 2022	Mar. 31, 2024	Mar. 31, 2023	Jun. 30, 2022	Jun. 30, 2021	Dec. 31, 2023	Dec. 31, 2020	Jun. 30, 2020	Dec. 31, 2015
Real Estate [Line Items]
Debt related to real estate owned, held for investment, net			$ 161,878				$ 161,562
Increase in Specific CECL Allowance, net					$ 10,000	$ (20,000)
Valuation allowance, loan held for sale			0	$ (4,624)
Debt instrument, covenant, unencumbered liquidity, threshold			100,000
Debt instrument, covenant, net worth threshold			600,000
Interest rate cap
Real Estate [Line Items]
Aggregate Notional Amount (in thousands)									$ 1,100
Interest rate cap | Not Designated as Hedging Instrument
Real Estate [Line Items]
Aggregate Notional Amount (in thousands)			164,835				164,835
Derivative Financial Instruments, Assets | Interest rate cap | Not Designated as Hedging Instrument
Real Estate [Line Items]
Aggregate Notional Amount (in thousands)			$ 1,200
Secured Overnight Financing Rate
Real Estate [Line Items]
Interest rate for repurchase facility			2.55%
Letter of Credit
Real Estate [Line Items]
Maximum amount of borrowings			$ 388,400
Line of credit facility, option to extend, period			1 year
Mortgages
Real Estate [Line Items]
Debt related to real estate owned, held for investment, net			$ 161,900				161,600
Less: deferred financing costs			3,000				3,200
JV Partner
Real Estate [Line Items]
Financing receivable, loan in process		$ 164,800
JV Partner | Joint venture
Real Estate [Line Items]
Equity method investment, ownership percentage		100.00%
Subordinate Mortgage Portfolio Segment
Real Estate [Line Items]
Mortgage loans on real estate, commercial and consumer, net	[1],[2]		303,965				432,734
Multifamily Development - Brooklyn, NY | Subordinate Mortgage Portfolio Segment
Real Estate [Line Items]
Debt related to real estate owned, held for investment, net										$ 122,200
Increase in Specific CECL Allowance, net								$ (30,000)
Deed-In-Lieu Of Foreclosure
Real Estate [Line Items]
Mortgage loans on real estate, commercial and consumer, net		$ 226,500	411,700				374,200
Real estate investment property, net		270,100
Valuation allowance, loan held for sale		$ 43,600
Financing receivable, construction and finance costs capitalized			37,500				13,900
Construction costs			$ 190,400				$ 152,900

[1] Includes $246,725 and $232,991 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

[2] Net of $367,558 and $219,482 CECL Allowances comprised of $335,000 and $193,000 Specific CECL Allowance and $32,558    and $26,482 General CECL Allowance in 2024 and 2023, respectively.

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Real Estate Owned - Atlanta Hotel (Details) - USD ($) $ in Thousands		3 Months Ended				12 Months Ended
		Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2022	Jun. 30, 2022	Dec. 31, 2023
Real Estate [Line Items]
Write-offs, specific CECL allowance, funded		$ 0				$ 81,890
Real estate owned, held for investment, net	[1]	627,099				519,498
Real estate owned, accumulated depreciation		16,254				10,404
Total net revenue		1,100	$ (1,900)
Hotel Through a Died-in-Lieu Foreclosure
Real Estate [Line Items]
Financing receivable, loan specific, realized gain (loss) on writeoff			4,800
Residential-for-Sale - Manhattan, NY
Real Estate [Line Items]
Write-offs, specific CECL allowance, funded				$ 7,000	$ 7,000
Hotel - Atlanta, GA
Real Estate [Line Items]
Real estate investment property, net		72,100	$ 75,000			75,400
Total net revenue		(1,800)
Depreciation		3,600
Hotel - Atlanta, GA | Building
Real Estate [Line Items]
Real estate owned, held for investment, net		47,000				49,400
Real estate owned, accumulated depreciation		3,100				800
Hotel - Atlanta, GA | Furniture Fixtures and Equipment
Real Estate [Line Items]
Real estate owned, held for investment, net		7,000				8,000
Real estate owned, accumulated depreciation		$ 1,700				$ 400

[1] Includes $154,048 pledged as collateral under secured debt arrangements in 2024 and 2023.

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Other Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Debt Securities, Available-for-sale [Line Items]
Interest receivable	$ 85,072	$ 72,354
Loan proceeds held by servicer	7,820	6,271
Other	10,637	6,998
Total	103,529	85,623
Real Estate Owned, Held for Investment
Debt Securities, Available-for-sale [Line Items]
Other Real Estate	$ 8,400	$ 4,600

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Secured Debt Arrangements, Net - Additional Information (Details)		3 Months Ended		12 Months Ended
	Mar. 03, 2023 USD ($)	Mar. 31, 2024 USD ($) loan	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($)	Feb. 08, 2023 loan
Line of Credit Facility [Line Items]
Weighted average haircut under repurchase agreements		31.90%		31.60%
Debt instrument, covenant, interest coverage ratio, minimum		1.4		1.5
Maximum interest coverage ratio		3.75
Debt instrument, extension term		2 years
Barclays Securitization | Line of Credit | VIE
Line of Credit Facility [Line Items]
Deferring or waiving debt service payments, term		18 months
Two Existing Credit Facilities | Atlas Facility | Line of Credit
Line of Credit Facility [Line Items]
Line of credit facility, increase (decrease), net		$ 113,500,000
Atlas Facility
Line of Credit Facility [Line Items]
Number of loans | loan		5			1
Debt interest rate cap		2 years
Revolving Credit Facility
Line of Credit Facility [Line Items]
Maximum interest coverage ratio		4.00
Revolving Credit Facility | Line of Credit
Line of Credit Facility [Line Items]
Long-term line of credit		$ 94,000,000		$ 147,000,000
Revolving Credit Facility | 2023 Revolving Credit Facility | Line of Credit
Line of Credit Facility [Line Items]
Recourse, percentage		5.00%
Minimum unrestricted cash		$ 30,000,000
Net cash proceeds of additional equity issuances, amount		$ 1,250,000,000
Tangible net worth, percentage		75.00%
Revolving Credit Facility | 2023 Revolving Credit Facility | Bank of America, N.A. | Line of Credit
Line of Credit Facility [Line Items]
Maximum amount of borrowings	$ 170,000,000
Maturity term	3 years
Line of credit facility, qualifying commercial loan borrowings, term	2 years
Line of credit facility, real property owned asset borrowings, term	6 months
Line of credit facility, commitment fee amount		$ 33,600,000	$ 27,400
Line of credit facility, periodic payment, interest		1,900,000
Line of Credit
Line of Credit Facility [Line Items]
Maximum amount of borrowings		6,943,566,000		6,998,758,000
Line of Credit | Barclays Securitization | VIE
Line of Credit Facility [Line Items]
Maximum amount of borrowings		2,056,364,000		$ 2,369,125,000
Line of Credit | Goldman Sachs Repurchase Facility
Line of Credit Facility [Line Items]
Maximum amount of borrowings		$ 158,600,000
Line of Credit | Credit Suisse Facility
Line of Credit Facility [Line Items]
Debt interest rate cap		2 years		6 months
Debt instrument, extension term		1 year
Secured Debt | Atlas Facility | Line of Credit
Line of Credit Facility [Line Items]
Line of credit facility, increase (decrease), other, net		$ 115,500,000

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Secured Debt Arrangements, Net - Weighted Average Maturities and Interest Rates of Borrowings (Details) kr in Thousands, € in Millions, £ in Millions	3 Months Ended	12 Months Ended
	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)	Mar. 31, 2024 SEK (kr)	Mar. 31, 2024 GBP (£)	Mar. 31, 2024 EUR (€)	Dec. 31, 2023 SEK (kr)	Dec. 31, 2023 GBP (£)	Dec. 31, 2023 EUR (€)	Nov. 30, 2019 USD ($)
Debt Instrument [Line Items]
Debt instrument, extension term	2 years
Debt instrument, amortization period	2 years
Debt instrument, extended maturity period	2 years
Percentage of secured debt that is recourse debt	52.20%	58.30%	52.20%	52.20%	52.20%	58.30%	58.30%	58.30%
Line of Credit
Debt Instrument [Line Items]
Maximum amount of borrowings	$ 6,943,566,000	$ 6,998,758,000
Borrowings outstanding	5,596,967,000	5,538,476,000
Less: deferred financing costs	$ (13,524,000)	$ (13,333,000)
Line of Credit | Weighted Average
Debt Instrument [Line Items]
Weighted average advance rate	68.10%	68.40%
Line of Credit | Secured Overnight Financing Rate (SOFR) | Weighted Average
Debt Instrument [Line Items]
Weighted average rate	2.64%	2.49%
Line of Credit | GBP London Interbank Offered Rate (LIBOR) | Weighted Average
Debt Instrument [Line Items]
Weighted average rate	2.25%	2.21%
Line of Credit | EUR London Interbank Offered Rate (LIBOR) | Weighted Average
Debt Instrument [Line Items]
Weighted average rate	1.86%	1.86%
Line of Credit | SEK London Interbank Offered Rate (LIBOR) | Weighted Average
Debt Instrument [Line Items]
Weighted average rate	1.50%	1.50%
Line of Credit | JP Morgan Chase, DB Repurchase Facility, Goldman Sachs, Credit Suisse and HSBC Facilities
Debt Instrument [Line Items]
Maximum amount of borrowings	$ 4,717,202,000	$ 4,459,633,000
Borrowings outstanding	$ 3,460,127,000	$ 3,247,652,000
Line of Credit | JP Morgan Facility | Amended and Restated JPMorgan Facility
Debt Instrument [Line Items]
Maximum amount of borrowings									$ 1,500,000,000
Line of Credit | Credit Suisse Facility
Debt Instrument [Line Items]
Debt interest rate cap	2 years	6 months
Debt instrument, extension term	1 year
Line of Credit | Goldman Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	$ 158,600,000
Line of Credit | Barclays Securitization
Debt Instrument [Line Items]
Borrowings outstanding			kr 2,000,000	£ 998.9	€ 565.0	kr 2,000,000	£ 969.9	€ 655.8
Line of Credit | JP Morgan Chase, DB Repurchase Facility, Goldman Sachs, Credit Suisse, Barclays Facility, HSBC Facilities And Barclays Securitization
Debt Instrument [Line Items]
Maximum amount of borrowings	6,943,566,000	$ 6,998,758,000
Borrowings outstanding	5,610,491,000	5,551,809,000
USD | Line of Credit
Debt Instrument [Line Items]
Maximum amount of borrowings	170,000,000	170,000,000
Borrowings outstanding	$ 94,000,000	$ 147,000,000
USD | Line of Credit | Weighted Average
Debt Instrument [Line Items]
Weighted average advance rate	62.40%	62.90%
USD | Line of Credit | JP Morgan Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	$ 1,482,730,000	$ 1,482,584,000
Borrowings outstanding	1,036,803,000	1,043,964,000
USD | Line of Credit | Deutsche Bank Repurchase Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	700,000,000	700,000,000
Borrowings outstanding	278,703,000	275,815,000
USD | Line of Credit | Credit Suisse Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	800,000,000	686,527,000
Borrowings outstanding	751,207,000	669,302,000
USD | Line of Credit | Goldman Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	11,605,000	13,437,000
Borrowings outstanding	11,605,000	13,437,000
USD | Line of Credit | Barclays Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	200,000,000	200,000,000
Borrowings outstanding	99,817,000	107,929,000
USD | Line of Credit | Santander Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	300,000,000	300,000,000
Borrowings outstanding	67,500,000	67,500,000
USD | Line of Credit | Churchill
Debt Instrument [Line Items]
Maximum amount of borrowings	130,000,000	130,000,000
Borrowings outstanding	$ 125,209,000	$ 126,515,000
Fx contracts - GBP | Line of Credit
Debt Instrument [Line Items]
Currency conversion rate	1.26	1.27	1.26	1.26	1.26	1.27	1.27	1.27
Fx contracts - GBP | Line of Credit | Weighted Average
Debt Instrument [Line Items]
Weighted average advance rate	71.70%	72.50%
Fx contracts - GBP | Line of Credit | JP Morgan Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	$ 17,270,000	$ 17,416,000
Borrowings outstanding	17,270,000	17,416,000
Fx contracts - GBP | Line of Credit | HSBC Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	380,740,000	383,967,000
Borrowings outstanding	380,740,000	383,967,000
Fx contracts - GBP | Line of Credit | Goldman Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	158,599,000	0
Borrowings outstanding	158,599,000	0
Fx contracts - GBP | Line of Credit | MUFG Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	202,970,000	204,690,000
Borrowings outstanding	$ 202,970,000	$ 204,690,000
Fx contracts - EUR | Line of Credit
Debt Instrument [Line Items]
Currency conversion rate	1.08	1.10	1.08	1.08	1.08	1.10	1.10	1.10
Fx contracts - EUR | Line of Credit | Weighted Average
Debt Instrument [Line Items]
Weighted average advance rate	72.20%	72.10%
Fx contracts - EUR | Line of Credit | HSBC Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	$ 275,027,000	$ 281,401,000
Borrowings outstanding	275,027,000	281,401,000
Fx contracts - EUR | Line of Credit | Santander Facility
Debt Instrument [Line Items]
Maximum amount of borrowings	58,261,000	59,611,000
Borrowings outstanding	$ 54,677,000	$ 55,716,000
SEK | Line of Credit
Debt Instrument [Line Items]
Currency conversion rate	0.09	0.10	0.09	0.09	0.09	0.10	0.10	0.10
SEK | Line of Credit | Weighted Average
Debt Instrument [Line Items]
Weighted average advance rate	80.40%	80.40%
VIE | Line of Credit | Barclays Securitization
Debt Instrument [Line Items]
Maximum amount of borrowings	$ 2,056,364,000	$ 2,369,125,000
Borrowings outstanding	2,056,364,000	2,157,157,000
VIE | Line of Credit | Barclays Securitization | Weighted Average
Debt Instrument [Line Items]
Borrowings outstanding	2,056,364,000	2,157,157,000
VIE | Fx contracts - GBP | Line of Credit | Barclays Securitization | Weighted Average
Debt Instrument [Line Items]
Borrowings outstanding	1,261,051,000	1,234,740,000
VIE | Fx contracts - EUR | Line of Credit | Barclays Securitization | Weighted Average
Debt Instrument [Line Items]
Borrowings outstanding	$ 609,619,000	$ 723,947,000
VIE | SEK | Line of Credit | Barclays Securitization | Weighted Average
Debt Instrument [Line Items]
Borrowings outstanding | kr			kr 185,694			kr 198,470

XML

Secured Debt Arrangements, Net - Commercial Mortgage Loans Pledged to the Barclays Private Securitization (Details) $ in Thousands	Mar. 31, 2024 USD ($) contract	Dec. 31, 2023 USD ($) contract
Line of Credit
Line of Credit Facility [Line Items]
Balance	$ 5,610,491	$ 5,551,809
Line of Credit | Barclays Securitization
Line of Credit Facility [Line Items]
Balance	2,056,364	2,157,157
VIE
Line of Credit Facility [Line Items]
Mortgage loans on real estate, commercial and consumer, net	$ 2,775,504	$ 2,903,186
VIE | Line of Credit | Barclays Securitization
Line of Credit Facility [Line Items]
Count | contract	13	14
Balance	$ 2,803,986,000	$ 2,931,817,000
Mortgage loans on real estate, commercial and consumer, net	$ 2,775,504,000	$ 2,903,186,000
VIE | Fx contracts - GBP | Line of Credit | Barclays Securitization
Line of Credit Facility [Line Items]
Count | contract	7	7
Balance	$ 1,704,318,000	$ 1,662,457,000
Mortgage loans on real estate, commercial and consumer, net	$ 1,685,240,000	$ 1,643,979,000
VIE | Fx contracts - EUR | Line of Credit | Barclays Securitization
Line of Credit Facility [Line Items]
Count | contract	5	6
Balance	$ 867,551,000	$ 1,021,272,000
Mortgage loans on real estate, commercial and consumer, net	$ 859,740,000	$ 1,012,987,000
VIE | SEK | Line of Credit | Barclays Securitization
Line of Credit Facility [Line Items]
Count | contract	1	1
Balance	$ 232,117,000	$ 248,088,000
Mortgage loans on real estate, commercial and consumer, net	$ 230,524,000	$ 246,220,000

XML

Secured Debt Arrangements, Net - Assets Under Barclays Private Securitization (Details) kr in Thousands, $ in Thousands, € in Millions, £ in Millions	3 Months Ended
	Mar. 31, 2024 USD ($)	Mar. 31, 2024 SEK (kr)	Mar. 31, 2024 GBP (£)	Mar. 31, 2024 EUR (€)	Dec. 31, 2023 USD ($)	Dec. 31, 2023 SEK (kr)	Dec. 31, 2023 GBP (£)	Dec. 31, 2023 EUR (€)
Debt Instrument [Line Items]
Debt instrument, facility feature, period	1 year
Line of Credit
Debt Instrument [Line Items]
Borrowings outstanding	$ 5,596,967				$ 5,538,476
Barclays Securitization | Line of Credit
Debt Instrument [Line Items]
Borrowings outstanding		kr 2,000,000	£ 998.9	€ 565.0		kr 2,000,000	£ 969.9	€ 655.8
VIE | Barclays Securitization | Line of Credit
Debt Instrument [Line Items]
Borrowings outstanding	2,056,364				2,157,157
Weighted Average | VIE | Barclays Securitization | Line of Credit
Debt Instrument [Line Items]
Borrowings outstanding	2,056,364				2,157,157
Weighted Average | VIE | Fx contracts - GBP | Barclays Securitization | Line of Credit
Debt Instrument [Line Items]
Borrowings outstanding	1,261,051				1,234,740
Weighted Average | VIE | Fx contracts - EUR | Barclays Securitization | Line of Credit
Debt Instrument [Line Items]
Borrowings outstanding	$ 609,619				$ 723,947
Weighted Average | VIE | SEK | Barclays Securitization | Line of Credit
Debt Instrument [Line Items]
Borrowings outstanding | kr		kr 185,694				kr 198,470

XML

Secured Debt Arrangements, Net - Schedule of Assets and Liabilities (Details) - USD ($) $ in Thousands		Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Assets:
Cash and cash equivalents		$ 161,190	$ 225,438
Other assets		103,529	85,623
Total Assets		9,224,992	9,296,730
Liabilities:
Total Liabilities		7,177,557	7,087,997
Allowance reserve		32,558	26,482
Off-balance sheet, credit loss, liability		3,625	4,017	$ 4,695	$ 4,347
Commercial Mortgage Portfolio Segment
Assets:
Carrying value, net	[1],[2]	7,846,460	7,925,359
Liabilities:
Allowance reserve		31,397	25,723
VIE
Assets:
Cash and cash equivalents		327	924
Carrying value, net		2,775,504	2,903,186
Other assets		46,490	41,180
Total Assets		2,822,321	2,945,290
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $1.7 million and $2.0 million in 2024 and 2023, respectively)		2,054,681	2,155,197
Accounts payable, accrued expenses and other liabilities		11,328	9,083
Total Liabilities		2,066,009	2,164,280
Deferred financing costs		1,700	2,000
VIE | Commercial Mortgage Portfolio Segment
Liabilities:
Allowance reserve		10,800	8,300
Off-balance sheet, credit loss, liability		$ 2,600	$ 2,500

[1] Includes $7,642,848 and $7,705,491 pledged as collateral under secured debt arrangements in 2024 and 2023, respectively.

[2] Net of $367,558 and $219,482 CECL Allowances comprised of $335,000 and $193,000 Specific CECL Allowance and $32,558    and $26,482 General CECL Allowance in 2024 and 2023, respectively.

XML

Secured Debt Arrangements, Net - Schedule of Net Income (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Securitization or Asset-backed Financing Arrangement, Financial Asset for which Transfer is Accounted as Sale [Line Items]
Interest income from commercial mortgage loans	$ 183,716	$ 166,147
Interest expense	(127,887)	(104,868)
Net interest income	56,678	70,986
Decrease (increase) in current expected credit loss allowance, net	(147,684)	(4,390)
Foreign currency translation gain (loss)	(19,563)	18,634
Net income (loss)	(104,524)	48,916
VIE
Securitization or Asset-backed Financing Arrangement, Financial Asset for which Transfer is Accounted as Sale [Line Items]
Interest income from commercial mortgage loans	64,523	46,977
Interest expense	(36,083)	(23,133)
Net interest income	28,440	23,844
Decrease (increase) in current expected credit loss allowance, net	(2,565)	199
Foreign currency translation gain (loss)	(12,923)	10,002
Net income (loss)	$ 12,952	$ 34,045

XML

Secured Debt Arrangements, Net - Remaining Maturities of Borrowings (Details) - Line of Credit $ in Thousands	Mar. 31, 2024 USD ($)
Line of Credit Facility [Line Items]
Less than 1 year	$ 701,284
1 to 3 years	4,454,334
3 to 5 years	454,872
More than 5 years	0
Total	5,610,491
JPMorgan
Line of Credit Facility [Line Items]
Less than 1 year	27,271
1 to 3 years	1,026,802
3 to 5 years	0
More than 5 years	0
Total	1,054,073
DB
Line of Credit Facility [Line Items]
Less than 1 year	95,686
1 to 3 years	183,017
3 to 5 years	0
More than 5 years	0
Total	278,703
Goldman | USD
Line of Credit Facility [Line Items]
Less than 1 year	0
1 to 3 years	11,605
3 to 5 years	0
More than 5 years	0
Total	11,605
Goldman | Fx contracts - GBP
Line of Credit Facility [Line Items]
Less than 1 year	0
1 to 3 years	0
3 to 5 years	158,599
More than 5 years	0
Total	158,599
CS Facility
Line of Credit Facility [Line Items]
Less than 1 year	0
1 to 3 years	751,207
3 to 5 years
More than 5 years	0
Total	751,207
HSBC Facility
Line of Credit Facility [Line Items]
Less than 1 year	0
1 to 3 years	655,767
3 to 5 years	0
More than 5 years	0
Total	655,767
Barclays Facility
Line of Credit Facility [Line Items]
Less than 1 year	0
1 to 3 years	0
3 to 5 years	99,817
More than 5 years	0
Total	99,817
MUFG Facility
Line of Credit Facility [Line Items]
Less than 1 year	0
1 to 3 years	202,970
3 to 5 years	0
More than 5 years	0
Total	202,970
Churchill
Line of Credit Facility [Line Items]
Less than 1 year	0
1 to 3 years	125,209
3 to 5 years	0
More than 5 years	0
Total	125,209
Santander Facility | USD
Line of Credit Facility [Line Items]
Less than 1 year	67,500
1 to 3 years
3 to 5 years	0
More than 5 years	0
Total	67,500
Santander Facility | Fx contracts - EUR
Line of Credit Facility [Line Items]
Less than 1 year	54,677
1 to 3 years	0
3 to 5 years	0
More than 5 years	0
Total	54,677
Barclays Securitization
Line of Credit Facility [Line Items]
Less than 1 year	379,765
1 to 3 years	1,480,142
3 to 5 years	196,456
More than 5 years	0
Total	2,056,364
Revolving Credit Facility
Line of Credit Facility [Line Items]
Less than 1 year	76,385
1 to 3 years	17,615
3 to 5 years	0
More than 5 years	0
Total	$ 94,000

XML

Secured Debt Arrangements, Net - Summary of Outstanding Balances, Maximum and Average Balances of Borrowings (Details) - Line of Credit - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Line of Credit Facility [Line Items]
Balance	$ 5,610,491	$ 5,551,809
Collateral	8,179,086	8,093,030
JPMorgan
Line of Credit Facility [Line Items]
Balance	1,054,073	1,061,380
Collateral	1,869,057	1,871,854
Maximum Month-End Balance	1,063,261	1,324,226
Average Month-End Balance	1,058,968	1,190,651
DB
Line of Credit Facility [Line Items]
Balance	278,703	275,815
Collateral	421,949	419,170
Maximum Month-End Balance	278,703	385,818
Average Month-End Balance	277,741	322,676
Goldman
Line of Credit Facility [Line Items]
Balance		13,437
Collateral		28,533
Maximum Month-End Balance		70,249
Average Month-End Balance		30,482
Goldman | USD
Line of Credit Facility [Line Items]
Balance	11,605
Collateral	25,242
Maximum Month-End Balance	11,620
Average Month-End Balance	11,612
Goldman | Fx contracts - GBP
Line of Credit Facility [Line Items]
Balance	158,599
Collateral	209,523
Maximum Month-End Balance	159,403
Average Month-End Balance	158,872
CS Facility
Line of Credit Facility [Line Items]
Balance	751,207	669,302
Collateral	1,098,342	933,085
Maximum Month-End Balance	751,207	688,126
Average Month-End Balance	676,229	667,794
HSBC Facility
Line of Credit Facility [Line Items]
Balance	655,767	665,368
Collateral	849,268	860,134
Maximum Month-End Balance	658,434	667,430
Average Month-End Balance	656,800	651,758
Barclays Facility
Line of Credit Facility [Line Items]
Balance	99,817	107,929
Collateral	124,107	129,439
Maximum Month-End Balance	102,598	111,909
Average Month-End Balance	101,671	110,729
MUFG Facility
Line of Credit Facility [Line Items]
Balance	202,970	204,690
Collateral	275,579	278,223
Maximum Month-End Balance	203,999	206,362
Average Month-End Balance	203,318	200,447
Churchill
Line of Credit Facility [Line Items]
Balance	125,209
Collateral	166,563
Maximum Month-End Balance	126,080
Average Month-End Balance	125,644
Santander Facility | USD
Line of Credit Facility [Line Items]
Balance	67,500	67,500
Collateral	99,736	99,648
Maximum Month-End Balance	67,500	75,000
Average Month-End Balance	67,500	68,125
Santander Facility | Fx contracts - EUR
Line of Credit Facility [Line Items]
Balance	54,677	55,716
Collateral	72,302	74,288
Maximum Month-End Balance	54,677	55,716
Average Month-End Balance	54,666	54,347
Barclays Securitization
Line of Credit Facility [Line Items]
Balance	2,056,364	2,157,157
Collateral	2,786,288	2,911,470
Maximum Month-End Balance	2,146,965	2,157,157
Average Month-End Balance	2,085,304	1,896,144
Revolving Credit Facility
Line of Credit Facility [Line Items]
Balance	94,000	147,000
Collateral	181,130	319,048
Maximum Month-End Balance	150,000	147,000
Average Month-End Balance	$ 112,667	93,500
Churchill Facility | USD
Line of Credit Facility [Line Items]
Balance		126,515
Collateral		168,138
Maximum Month-End Balance		130,000
Average Month-End Balance		$ 128,094

XML

Senior Secured Term Loan, Net - Narrative (Details) - USD ($)	1 Months Ended	3 Months Ended		12 Months Ended
	May 31, 2019	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Mar. 31, 2021	Jun. 30, 2020
Debt Instrument [Line Items]
Repayments of senior secured term loan principal		$ 2,000,000	$ 2,000,000
Interest rate cap
Debt Instrument [Line Items]
Realized (gain) loss on derivative instruments - interest rate swap realized			4,700,000
2026 Term Loan
Debt Instrument [Line Items]
Weighted average rate		2.86%		2.86%
Repayments of secured debt, amortizing percent		0.25%
Repayments of senior secured term loan principal		$ 1,300,000	1,300,000
2028 Term Loan
Debt Instrument [Line Items]
Weighted average rate		3.61%		3.61%
Repayments of secured debt, amortizing percent		0.25%
Repayments of senior secured term loan principal		$ 800,000	$ 800,000
Secured Debt
Debt Instrument [Line Items]
Debt instrument, face amount	$ 500,000,000				$ 300,000,000
Debt instrument, covenant, non-recourse debt to tangible net worth ratio, maximum		400.00%
Debt instrument, covenant, unencumbered assets to pari-passu indebtedness ratio, maximum		250.00%
Effective Rate						3.50%
Secured Debt | Secured Overnight Financing Rate (SOFR)
Debt Instrument [Line Items]
Weighted average rate	2.86%
Secured Debt | Secured Overnight Financing Rate (SOFR) | Minimum
Debt Instrument [Line Items]
Weighted average rate		0.50%
Secured Debt | Secured Overnight Financing Rate (SOFR) | Maximum
Debt Instrument [Line Items]
Weighted average rate		3.61%
Secured Debt | 2026 Term Loan
Debt Instrument [Line Items]
Debt instrument, issuance price as a percentage	99.50%
Secured Debt | 2028 Term Loan
Debt Instrument [Line Items]
Debt instrument, issuance price as a percentage					99.00%

XML

Senior Secured Term Loan, Net - Term Loans (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Total Term Loans
Debt Instrument [Line Items]
Principal Amount	$ 767,250	$ 769,250
Unamortized issuance discount	(2,422)	(2,619)
Less: deferred financing costs	(6,916)	(7,481)
Carrying Value	757,912	759,150
2026 Term Loan
Debt Instrument [Line Items]
Principal Amount	476,250	477,500
Unamortized issuance discount	(743)	(833)
Less: deferred financing costs	(3,923)	(4,302)
Carrying Value	$ 471,584	$ 472,365
Weighted average rate	2.86%	2.86%
2028 Term Loan
Debt Instrument [Line Items]
Principal Amount	$ 291,000	$ 291,750
Unamortized issuance discount	(1,679)	(1,786)
Less: deferred financing costs	(2,993)	(3,179)
Carrying Value	$ 286,328	$ 286,785
Weighted average rate	3.61%	3.61%

XML

Senior Secured Notes, Net (Details)	1 Months Ended
	Jun. 30, 2021 USD ($)	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Derivative [Line Items]
Debt instrument, pariu-passu, ratio		1.20
Senior Notes
Derivative [Line Items]
Senior notes		$ 495,835,000	$ 495,637,000
2029 Notes | Senior Notes
Derivative [Line Items]
Debt instrument, face amount	$ 500,000,000
Debt instrument, interest rate, stated percentage	4.625%
Proceeds from issuance of senior secured notes	$ 495,000,000
Senior notes		495,800,000	495,600,000
Less: deferred financing costs		$ 4,200,000	$ 4,400,000

XML

Convertible Senior Notes, Net - Narrative (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Sep. 30, 2023	Jun. 30, 2023	Mar. 31, 2023	Dec. 31, 2018	Dec. 31, 2023
Debt Instrument [Line Items]
Gain on extinguishment of debt	$ 0			$ 213,000
Convertible Debt
Debt Instrument [Line Items]
Interest expense				3,000,000
Non-cash interest expense				400,000
2023 Notes
Debt Instrument [Line Items]
Debt instrument, repurchase amount		$ 10,000,000	$ 36,800,000	$ 7,100,000
Debt instrument, redemption price, percentage		99.70%	99.30%	97.00%
Gain on extinguishment of debt				$ 200,000
2023 Notes | Convertible Debt
Debt Instrument [Line Items]
Debt instrument, face amount					$ 230,000,000	$ 176,100,000
Debt instrument, interest rate, stated percentage					5.375%
Proceeds from issuance of senior secured notes					$ 223,700,000

XML

Derivatives - Summary of Non-Designated Foreign Exchange Forwards (Details) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2024 USD ($) contract	Dec. 31, 2023 USD ($) contract	Jun. 30, 2020 USD ($)
Interest rate cap
Derivative [Line Items]
Aggregate Notional Amount (in thousands)			$ 1,100
Not Designated as Hedging Instrument | Interest rate cap
Derivative [Line Items]
Number of Contracts | contract	1	1
Aggregate Notional Amount (in thousands)	$ 164,835	$ 164,835
Weighted-Average Years to Maturity	6 months	9 months
Fx contracts - GBP | Not Designated as Hedging Instrument | Foreign currency forward, net
Derivative [Line Items]
Number of Contracts | contract	111	97
Aggregate Notional Amount (in thousands)	$ 1,013,469	$ 938,903
Weighted-Average Years to Maturity	1 year 3 days	1 year 1 month 17 days
Fx contracts - EUR | Not Designated as Hedging Instrument | Foreign currency forward, net
Derivative [Line Items]
Number of Contracts | contract	130	135
Aggregate Notional Amount (in thousands)	$ 519,322	$ 561,441
Weighted-Average Years to Maturity	10 months 24 days	1 year 29 days
SEK | Not Designated as Hedging Instrument | Foreign currency forward, net
Derivative [Line Items]
Number of Contracts | contract	17	17
Aggregate Notional Amount (in thousands)	$ 678,464	$ 690,740
Weighted-Average Years to Maturity	1 year 11 months 15 days	2 years 1 month 28 days

XML

Derivatives - Summary of Amounts Recognized on Consolidated Statements of Operations Related to Company's Derivatives (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Sep. 26, 2023
Derivative Instruments, Gain (Loss) [Line Items]
Derivative, gain (loss), statement of income or comprehensive income	Gain (loss) on sale of derivatives	Gain (loss) on sale of derivatives
Foreign Exchange Forward
Derivative Instruments, Gain (Loss) [Line Items]
Unrealized loss (gain) on foreign currency contracts	$ 18,053	$ (35,851)
Realized (gain) loss on derivative instruments - interest rate swap realized	5,345	21,716
Gain (loss) on sale of derivatives	23,398	(14,135)
Interest rate cap and swaps
Derivative Instruments, Gain (Loss) [Line Items]
Unrealized loss (gain) on foreign currency contracts	(194)	(4,813)
Realized (gain) loss on derivative instruments - interest rate swap realized	550	4,706
Gain (loss) on sale of derivatives	356	$ (107)
Interest rate cap and swaps | Not Designated as Hedging Instrument
Derivative Instruments, Gain (Loss) [Line Items]
Realized (gain) loss on derivative instruments - interest rate swap realized	$ 600
Aggregate Notional Amount (in thousands)			$ 164,800

XML

Derivatives - Additional Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Sep. 26, 2023	Jun. 30, 2020
Derivative [Line Items]
Derivative, cap interest rate			6.55%
Secured Debt
Derivative [Line Items]
Effective interest rate					3.50%
Interest rate cap
Derivative [Line Items]
Derivative notional amount					$ 1,100
Realized (gain) loss on derivative instruments - interest rate swap realized		$ 4,700
Interest rate cap | Not Designated as Hedging Instrument
Derivative [Line Items]
Derivative notional amount	$ 164,835		$ 164,835
Interest rate cap and swaps
Derivative [Line Items]
Realized (gain) loss on derivative instruments - interest rate swap realized	550	$ 4,706
Interest rate cap and swaps | Not Designated as Hedging Instrument
Derivative [Line Items]
Derivative notional amount				$ 164,800
Realized (gain) loss on derivative instruments - interest rate swap realized	$ 600
London Interbank Offered Rate (LIBOR) | Interest rate cap
Derivative [Line Items]
Cap interest rate		0.75%			0.75%
Secured Overnight Financing Rate (SOFR)
Derivative [Line Items]
Derivative, cap interest rate			4.00%

XML

Derivatives - Summarizes Gross Asset and Liability Amounts Related to Derivatives (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Derivative [Line Items]
Gross Amount of Recognized Assets	$ 67,402	$ 56,462
Gross Amounts Offset in our Condensed Consolidated Balance Sheet	(20,118)	(27,037)
Net Amounts of Assets Presented in our Condensed Consolidated Balance Sheet	47,284	29,425
Foreign currency forward, net
Derivative [Line Items]
Gross Amount of Recognized Assets	67,402	55,102
Gross Amounts Offset in our Condensed Consolidated Balance Sheet	(21,284)	(27,037)
Net Amounts of Assets Presented in our Condensed Consolidated Balance Sheet	46,118	28,065
Interest rate cap
Derivative [Line Items]
Gross Amount of Recognized Assets	0	1,360
Gross Amounts Offset in our Condensed Consolidated Balance Sheet	1,166	0
Net Amounts of Assets Presented in our Condensed Consolidated Balance Sheet	$ 1,166	$ 1,360

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Participations Sold (Details) - Dec. 31, 2020 - Mezzanine Loans - Office Building - London £ in Millions, $ in Millions	USD ($)	GBP (£)
Participating Mortgage Loans [Line Items]
Debt instrument, face amount	$ 8.9	£ 6.7
Remaining unfunded commitment	$ 25.3	£ 19.1

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Accounts Payable, Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands		Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Dec. 31, 2022
Payables and Accruals [Abstract]
Collateral held under derivative agreements		$ 45,840	$ 25,820
Accrued dividends payable		53,180	53,407
Accrued interest payable		42,072	31,012
Accounts payable and other liabilities		10,825	6,078
General CECL allowance on unfunded commitments		3,625	4,017	$ 4,695	$ 4,347
Total	[1]	155,542	120,334
Accounts payable, accrued expenses and other liabilities		$ 10,200	$ 5,500

[1] Includes $3,625 and $4,017 of General CECL Allowance related to unfunded commitments on commercial mortgage loans and subordinate loans, net in 2024 and 2023, respectively.

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Income Taxes (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Income Tax Examination [Line Items]
Income tax provision	$ 114,000	$ 0
General Business Tax Credit Carryforward
Income Tax Examination [Line Items]
Operating loss carryforwards	13,700,000
Capital Loss Carryforward
Income Tax Examination [Line Items]
Operating loss carryforwards	25,200,000
TRS Entities
Income Tax Examination [Line Items]
Deferred tax assets, net of valuation allowance	$ 500,000		$ 600,000

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Related Party Transactions (Details) € in Millions, £ in Millions, $ in Millions	3 Months Ended		12 Months Ended
	Mar. 31, 2024 USD ($) loan Rate	Mar. 31, 2023 USD ($) loan	Dec. 31, 2023 USD ($)	Mar. 31, 2023 EUR (€)	Mar. 31, 2023 GBP (£)	Feb. 08, 2023 USD ($) loan	Jun. 30, 2021 USD ($)	Mar. 31, 2021 USD ($)
Related Party Transaction [Line Items]
Termination fee, percent fee of base management fee	3
Number of independent directors required | Rate	66.60%
Atlas Facility
Related Party Transaction [Line Items]
Number of loans | loan	5					1
Debt interest rate cap	2 years
Secured Debt | Credit Suisse Facility | Line of Credit
Related Party Transaction [Line Items]
Line of credit facility, current borrowing capacity						$ 632.3
Secured Debt | Atlas Facility | Line of Credit
Related Party Transaction [Line Items]
Line of credit facility, increase (decrease), other, net	$ 115.5
Line of Credit | Credit Suisse Facility
Related Party Transaction [Line Items]
Debt interest rate cap	2 years		6 months
Commercial Mortgage and Subordinated Portfolio Segment
Related Party Transaction [Line Items]
Number of commercial mortgage loans | loan		3
Mortgage loans on real estate, commercial and consumer, net	$ 83.5		$ 95.5
Debt interest rate cap	2 years 9 months 18 days
Mixed Use Property - London | Commercial Mortgage and Subordinated Portfolio Segment
Related Party Transaction [Line Items]
Mortgage loans on real estate, commercial and consumer, net | £					£ 15.0
Various Properties In Europe | Commercial Mortgage and Subordinated Portfolio Segment
Related Party Transaction [Line Items]
Mortgage loans on real estate, commercial and consumer, net		$ 219.0		€ 205.7
Mortgage loans on real estate, commercial and consumer, funded, net		122.4		€ 115.0
Arrangement fees
Related Party Transaction [Line Items]
Incentive Fee Payable							$ 0.4	$ 0.2
Limited Liability Company
Related Party Transaction [Line Items]
Rate of management fees	1.50%
Extension period	1 year
Period of termination	180 days
Termination fee calculation period	24 months
Limited Liability Company | Atlas Facility
Related Party Transaction [Line Items]
Extension period	1 year
Limited Liability Company | Management Agreement
Related Party Transaction [Line Items]
Payable to related party	$ 9.4		$ 9.6
Affiliated Entity
Related Party Transaction [Line Items]
Debt instrument, face amount								$ 30.0
Affiliated Entity | Management Agreement
Related Party Transaction [Line Items]
Management fees to related party	9.4	9.5
Professional and Contract Services Expense	$ 1.8	$ 1.2

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Share-Based Payments - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Apr. 16, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Recognized stock-based compensation expense	$ 4,188,000	$ 4,358,000
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense	$ 12,800
Share-based payment arrangement, nonvested award, cost not yet recognized, period for recognition	1 year 6 months
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized stock-based compensation expense	$ 26,200,000
LTIP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)			7,000,000
Common stock, shares delivered (in shares)	738,110	670,044
LTIP | RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock units vested (in shares)	1,358,418	1,233,711
Adjustments to additional paid in capital, income tax deficiency from share-based compensation	$ 7,300,000	$ 6,700,000

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Share-Based Payments - Summary of Grants, Exchanges and Forfeitures of Restricted Stock and RSUs (Details) - LTIP	3 Months Ended
	Mar. 31, 2024 shares
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Outstanding, beginning balance (in shares)	79,088
Granted (in shares)	0
Vested (in shares)	0
Forfeitures (in shares)	0
Outstanding, ending balance (in shares)	79,088
RSUs
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Outstanding, beginning balance (in shares)	2,538,332
Granted (in shares)	0
Vested (in shares)	0
Forfeitures (in shares)	(18,995)
Outstanding, ending balance (in shares)	2,519,337

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Share-Based Payments - Summary of Restricted Stock and RSU Vesting Dates (Details) - LTIP	Mar. 31, 2024 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	2,598,425
2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	1,372,442
2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	865,113
2026
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	360,870
Restricted Stock
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	79,088
Restricted Stock | 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	79,088
Restricted Stock | 2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	0
Restricted Stock | 2026
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	0
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	2,519,337
RSUs | 2024
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	1,293,354
RSUs | 2025
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	865,113
RSUs | 2026
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares vesting	360,870

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Stockholders' Equity - Additional Information (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Jul. 15, 2021
Class of Stock [Line Items]
Common stock, shares authorized	450,000,000		450,000,000
Common stock, par value (in dollars per share)	$ 0.01		$ 0.01
Preferred stock, shares authorized	50,000,000		50,000,000
Preferred stock, par value (in dollars per share)	$ 0.01		$ 0.01
Common stock, shares outstanding	142,096,715		140,595,995
Common stock, shares issued	142,096,715		140,595,995
Treasury stock, value, acquired, cost method	$ 0	$ 0
Remaining authorized repurchase amount	$ 172,200,000
Series B Preferred Stock
Class of Stock [Line Items]
Preferred stock, shares outstanding	6,770,393
Series B-1 Preferred Stock
Class of Stock [Line Items]
Preferred stock, par value (in dollars per share)				$ 0.01
Preferred stock, shares outstanding	6,770,393		6,770,393
Preferred stock dividend percentage	7.25%
Preferred stock, liquidation preference per share (in dollars per share)				$ 25.00

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Stockholders' Equity - Dividends Declared (Details) - $ / shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Class of Stock [Line Items]
Dividends declared on common stock (in dollars per share)	$ 0.35	$ 0.35
Dividends declared (in dollars per share)	0.45	0.45
Common Stock
Class of Stock [Line Items]
Dividends declared on common stock (in dollars per share)	0.35	0.35
Series B-1 Preferred Stock
Class of Stock [Line Items]
Dividends declared (in dollars per share)	$ 0.45	$ 0.45

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Commitments and Contingencies (Details) - USD ($) $ in Thousands		3 Months Ended
	Jun. 28, 2018	Mar. 31, 2024	Dec. 31, 2023
Schedule of Equity Method Investments [Line Items]
Total damages including punitive	$ 70,000
Unfunded loan commitments		$ 555,596	$ 868,582
Commercial Mortgage and Subordinated Portfolio Segment
Schedule of Equity Method Investments [Line Items]
Unfunded loan commitments		$ 555,600
Term of unfunded loan commitment		2 years 9 months 18 days

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Fair Value of Financial Instruments - Carrying Value and Estimated Fair Value of Company's Financial Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Carrying Value
Accounts, Notes, Loans and Financing Receivable [Line Items]
Cash and cash equivalents	$ 161,190	$ 225,438
Carrying Value | Level III
Accounts, Notes, Loans and Financing Receivable [Line Items]
Secured debt arrangements, net	(5,596,967)	(5,538,476)
Debt related to real estate owned, held for investment, net	(161,878)	(161,586)
Carrying Value | Level III | Secured Debt
Accounts, Notes, Loans and Financing Receivable [Line Items]
Term loans, net	(757,912)	(759,150)
Carrying Value | Level III | Senior Notes
Accounts, Notes, Loans and Financing Receivable [Line Items]
Term loans, net	(495,835)	(495,637)
Carrying Value | Level III | Commercial Mortgage Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial mortgage loans, net	7,846,460	7,925,359
Carrying Value | Level III | Subordinate Mortgage Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial mortgage loan, held for sale	303,965	432,734
Estimate of Fair Value Measurement
Accounts, Notes, Loans and Financing Receivable [Line Items]
Cash and cash equivalents	161,190	225,438
Estimate of Fair Value Measurement | Level III
Accounts, Notes, Loans and Financing Receivable [Line Items]
Secured debt arrangements, net	(5,596,967)	(5,538,476)
Debt related to real estate owned, held for investment, net	(161,878)	(161,586)
Estimate of Fair Value Measurement | Level III | Secured Debt
Accounts, Notes, Loans and Financing Receivable [Line Items]
Term loans, net	(761,099)	(754,197)
Estimate of Fair Value Measurement | Level III | Senior Notes
Accounts, Notes, Loans and Financing Receivable [Line Items]
Term loans, net	(418,125)	(418,750)
Estimate of Fair Value Measurement | Level III | Commercial Mortgage Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial mortgage loans, net	7,722,188	7,813,304
Estimate of Fair Value Measurement | Level III | Subordinate Mortgage Portfolio Segment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial mortgage loan, held for sale	$ 303,909	$ 432,458

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Net Income (Loss) per Share - Basic and Diluted Net Income per Share of Common Stock Using Two-Class Method (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Basic Earnings
Net income (loss)	$ (104,524)	$ 48,916
Less: Preferred dividends	(3,068)	(3,068)
Less: Earnings attributable to participating securities	0	0
Less: Dividends on participating securities	(886)	(1,003)
Basic Earnings (Loss)	(108,478)	44,845
Dilutive Earnings
Basic Earnings (Loss)	(108,478)	44,845
Add: Dividends on participating securities	0	1,003
Add: Interest expense on Convertible Notes	0	3,445
Diluted Earnings (Loss)	$ (108,478)	$ 49,293
Number of Shares:
Basic weighted-average shares of common stock outstanding	141,869,604	141,072,471
Diluted weighted-average shares of common stock outstanding	141,869,604	155,483,979
Earnings (Loss) Per Share Attributable to Common Stockholders
Basic (in dollars per share)	$ (0.76)	$ 0.32
Diluted (in dollars per share)	$ (0.76)	$ 0.32

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Net Income (Loss) per Share - Additional Information (Details) - shares	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Shares excluded from calculation of diluted net income per share (in shares)	423,784
Effect of dilutive securities - potentially issuable shares (in shares)		11,189,949
RSUs
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Effect of dilutive securities - convertible notes (in shares)		3,221,559

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Subsequent Events (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		12 Months Ended
	Apr. 29, 2024	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Subsequent Event [Line Items]
Loans funded		$ 0	$ 181,017
Realized loss from sale of mortgage loan receivable		0		$ (81,890)
Mortgage, Amortized cost | Hotel - Honolulu, Hi
Subsequent Event [Line Items]
Commercial mortgage loan, held for sale		135,500
Senior Mezzanine A Loans and Junior Mezzanine A Loans
Subsequent Event [Line Items]
Specific CECL Allowance		$ 456,700
Subsequent Event
Subsequent Event [Line Items]
Loans funded	$ 41,300
Commercial real estate loans held for sale construction and financing costs capitalized	13,900
Loan proceeds	269,300
Subsequent Event | Mortgage, Amortized cost | Luxury Multifamily - Emeryville CA
Subsequent Event [Line Items]
Mortgage loans on real estate, commercial and consumer, net	157,500
Subsequent Event | Mortgage, Amortized cost | Hotel - Honolulu, Hi
Subsequent Event [Line Items]
Realized loss from sale of mortgage loan receivable	700
Subsequent Event | Senior Loans
Subsequent Event [Line Items]
Proceeds from (repayments of) secured debt	108,300
Subsequent Event | Senior Mezzanine A Loans and Junior Mezzanine A Loans
Subsequent Event [Line Items]
Specific CECL Allowance	$ 356,900