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Affiliates
3 Months Ended
Mar. 31, 2022
Investments in and Advances to Affiliates, Schedule of Investments [Abstract]  
Affiliates Affiliates
Unconsolidated Affiliates

On November 22, 2019, Gaea completed a private capital raise transaction in which it raised $66.3 million from the issuance of 4,419,641 shares of its common stock to third parties to allow it to continue to advance its investment strategy. Upon completion of the capital raise, the Company retained ownership of approximately 23.2% of Gaea with third party investors owning the remaining 76.8%. The Company recognized no gain or loss on the transaction as Gaea's fair value at the date of the deconsolidation did not represent a material change from the fair values of its recently acquired assets and liabilities due to the limited lapse of time since their acquisitions. In January 2022, Gaea completed a second private capital raise in which it raised $30.0 million from the issuance of 1,828,153 shares of common stock and warrants. The Company invested an additional $6.1 million in Gaea to increase its total investment to $25.5 million. In addition to common stock, the Company received 371,103 warrants to purchase additional shares at $16.41 per share for a two year period following the date that the common stock commences trading on a trading market. Upon completion of the second capital raise and at March 31, 2022 the Company owned approximately 22.2% of Gaea with third party investors owning the remaining 77.8%. The Company accounts for its ownership interest in Gaea using the equity method.

During the year ended December 31, 2019, the Company acquired a cumulative 40.4% average ownership interest in three loan pool LLCs managed by the Servicer for $1.0 million, which hold investments in RPLs and NPLs. The Company accounts for its ownership interest using the equity method.

During 2018, the Company acquired an 8.0% ownership interest in GAFS. The acquisition was completed in two transactions. On January 26, 2018, the Company in an initial closing acquired a 4.9% interest in GAFS and three warrants, each exercisable for a 2.45% interest in GAFS upon payment of additional consideration, in exchange for consideration of $1.1 million of cash and 45,938 shares of the Company’s common stock with a value of approximately $0.6 million. On May 29, 2018 the additional closing was completed wherein the Company acquired an additional 3.1% interest in GAFS and three warrants, each exercisable for a 1.55% interest in GAFS, in exchange for consideration of $0.7 million of cash and 29,063 shares of the Company's common stock with a value of approximately $0.4 million. The Company accounts for its investment in GAFS using the equity method.

On March 14, 2016, the Company formed AS Ajax E LLC to hold an equity interest in a Delaware trust formed to own residential mortgage loans and residential real estate assets. AS Ajax E LLC owns a 5.0% equity interest in Ajax E Master Trust which holds a portfolio of RPLs. At the time of the original investment, the Company held a 24.2% interest in AS Ajax E LLC. In October 2016, additional capital contributions were made by third parties, and the Company’s ownership interest in AS Ajax E LLC was reduced to a lower percentage of the total. As of March 31, 2022 and December 31, 2021, the Company’s ownership interest in AS Ajax E LLC was approximately 16.5%. The Company accounts for its ownership interest using the equity method.
Upon the closing of the Company’s original private placement in July 2014, the Company received a 19.8% equity interest in the Manager, a privately held company for which there is no public market for its securities. The Company accounts for its ownership interest in the Manager using the equity method.

The table below shows the net income, assets and liabilities for the Company’s unconsolidated affiliates at 100%, and at the Company’s share ($ in thousands):

Net income/(loss), assets and liabilities of unconsolidated affiliates at 100%

Three months ended March 31,
Net income/(loss) at 100%20222021
Gaea Real Estate Corp.$191 $78 
AS Ajax E LLC$19 $54 
Loan pool LLCs$(20)$(16)
Thetis Asset Management LLC$(206)$851 
Great Ajax FS LLC$(1,157)$(777)

March 31, 2022December 31, 2021
Assets and Liabilities at 100% AssetsLiabilitiesAssetsLiabilities
Gaea Real Estate Corp.$140,774 $31,822 $105,667 $24,305 
AS Ajax E LLC$3,252 $$3,545 $
Loan pool LLCs$2,234 $4,073 $2,242 $4,060 
Thetis Asset Management LLC$8,499 $1,664 $9,498 $1,904 
Great Ajax FS LLC$74,809 $56,906 $66,355 $47,293 

Net income/(loss), assets and liabilities of unconsolidated affiliates at the Company's share

Three months ended March 31,
Net income/(loss) at the Company's share20222021
Gaea Real Estate Corp.$42 $18 
AS Ajax E LLC$$
Loan pool LLCs$(8)$(7)
Thetis Asset Management LLC$(41)$168 
Great Ajax FS LLC$(93)$(62)

March 31, 2022December 31, 2021
Assets and Liabilities at the Company's share AssetsLiabilitiesAssetsLiabilities
Gaea Real Estate Corp.$31,252 $7,064 $24,092 $5,542 
AS Ajax E LLC$535 $— $583 $— 
Loan pool LLCs$897 $1,641 $900 $1,635 
Thetis Asset Management LLC$1,683 $329 $1,881 $377 
Great Ajax FS LLC$5,985 $4,552 $5,308 $3,783 

Consolidated Affiliates

The Company consolidates the results and balances of certain securitization trusts which are established to provide debt financing to the Company by securitizing pools of mortgage loans. These trusts are considered to be VIEs, and the Company has determined that it is the primary beneficiary of certain of these VIEs. See Note 9 — Debt.

The Company also consolidates the activities and balances of its controlled affiliates, which include AS Ajax E II, which was established to hold an equity interest in a Delaware trust formed to own residential mortgage loans and residential
real estate assets. At both March 31, 2022 and December 31, 2021, AS Ajax E II was 53.1% owned by the Company, with the remainder held by third parties. 2017-D is a securitization trust formed to hold mortgage loans, REO property and secured borrowings. During the second quarter of 2021, the majority of loans held by 2017-D were sold into 2021-C, a related party joint venture with third party institutional investors. At both March 31, 2022 and December 31, 2021, the Company held a 50.0% ownership in the remaining loans held by 2017-D. Great Ajax II REIT wholly owns Great Ajax II Depositor LLC which acts as the depositor of mortgage loans into securitization trusts and holds subordinated securities issued by such trusts. Great Ajax II REIT was 99.9% owned by the Company at both March 31, 2022 and December 31, 2021.During the first quarter of 2021, the Company acquired the outstanding non-controlling ownership interest in 2018-C, a subsidiary that had been 63.0% owned by the Company at December 31, 2020. As a result, at both March 31, 2022 and December 31, 2021 2018-C was 100.0% owned by the Company and the previous non-controlling interest had been reduced to zero.