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Investment Portfolio Financing (Tables)
6 Months Ended
Jun. 30, 2022
Debt Disclosure [Abstract]  
Schedule of Debt
The following tables detail the loan collateral and borrowings under the Company's CRE CLOs (dollars in thousands):
June 30, 2022
CRE CLOsCountBenchmark interest rateOutstanding principal balance
Carrying value(1)
Wtd. avg. spread(2)
Wtd. avg. maturity(3)
TRTX 2019-FL3
Collateral loan investment assets15LIBOR$898,090$861,5963.15 %1.7
Financing provided1
Term SOFR(4)
707,389705,8841.57 %12.3
TRTX 2021-FL4
Collateral loan investment assets21
LIBOR(5)
1,250,0001,021,0793.06 %2.9
Financing provided1LIBOR1,037,5001,032,1091.60 %15.7
TRTX 2022-FL5
Collateral loan investment assets17
LIBOR(6)
1,075,000923,8423.28 %3.3
Financing provided1Compounded SOFR907,031901,3212.02 %16.6
Total
Collateral loan investment assets(7)
53LIBOR$3,223,090$2,806,5173.16 %2.7 years
Financing provided(8)
3Term SOFR/LIBOR/Compounded SOFR$2,651,920$2,639,3141.74 %15.1 years
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(1)Includes loan amounts held in the Company's CRE CLO investment structures and does not include other loans held for investment, net of $1.6 million held within the Sub-REIT structure.
(2)Weighted average spread excludes the amortization of loan fees and deferred financing costs.
(3)Loan term represents weighted-average final maturity, assuming extension options are exercised by the borrower. Repayments of CRE CLO notes are dependent on timing of related loan repayments post-reinvestment period. The term of the CRE CLO notes represents the rated final distribution date.
(4)On October 1, 2021, the benchmark index interest rate for borrowings under TRTX 2019-FL3 was converted from Compounded SOFR to Term SOFR by the designated transaction representative under the FL3 indenture. The Company has the right to convert the mortgage assets benchmark interest rate from LIBOR to Term SOFR to eliminate the difference between benchmark rates used for the assets and liabilities of the CRE CLO.
(5)As of June 30, 2022, the TRTX 2022-FL4 mortgage assets are indexed to LIBOR, with the exception of one $27.7 million participation interest which is indexed to Term SOFR.
(6)As of June 30, 2022, the TRTX 2022-FL5 mortgage assets are indexed to LIBOR, with the exception of one $16.8 million participation interest which is indexed to Term SOFR. The Company has the right to convert the mortgage assets benchmark interest rate from LIBOR to Compounded SOFR to eliminate the difference between benchmark rates used for the assets and liabilities of the CRE CLO.
(7)Collateral loan investment assets of FL3, FL4 and FL5 represent 19.1%, 26.5% and 22.8% of the aggregate unpaid principal balance of the Company's loans held for investment portfolio as of June 30, 2022.
(8)During the three months ended June 30, 2022, the Company recognized interest expense of $18.2 million, which includes $1.9 million of deferred financing cost amortization and is reflected within the Company's consolidated statements of income and comprehensive income. During the six months ended June 30, 2022, the Company recognized interest expense of $32.5 million, which includes $4.1 million of deferred financing cost amortization and is reflected within the Company's consolidated statements of income and comprehensive income.
December 31, 2021
CRE CLOsCountBenchmark interest rateOutstanding principal balanceCarrying value
Wtd. avg. spread(1)
Wtd. avg. maturity(2)
TRTX 2018-FL2
Collateral loan investment assets17LIBOR$805,685$795,8153.39 %2.0
Financing provided1LIBOR600,001599,3941.56 %15.9
TRTX 2019-FL3
Collateral loan investment assets19LIBOR1,109,2291,100,4973.19 %2.2
Financing provided1
Term SOFR(3)
918,487915,4511.48 %12.8
TRTX 2021-FL4
Collateral loan investment assets24LIBOR1,249,7961,242,2913.19 %3.1
Financing provided1LIBOR1,037,5001,030,8461.60 %16.2
Total
Collateral loan investment assets(4)
60LIBOR$3,164,710$3,138,6033.24 %2.7 years
Financing provided(5)
3Term SOFR/LIBOR$2,555,988$2,545,6911.55 %15.2 years
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(1)Weighted average spread excludes the amortization of loan fees and deferred financing costs.
(2)Loan term represents weighted-average final maturity, assuming extension options are exercised by the borrower. Repayments of CRE CLO notes are dependent on timing of related loan repayments post-reinvestment period. The term of the CRE CLO notes represents the rated final distribution date.
(3)On October 1, 2021, the benchmark index interest rate for borrowings under TRTX 2019-FL3 was converted from Compounded SOFR to Term SOFR by the designated transaction representative under the FL3 indenture. The Company has the right to convert the mortgage assets benchmark interest rate from LIBOR to Term SOFR to eliminate the difference between benchmark rates used for the assets and liabilities of the CRE CLO.
(4)Collateral loan investment assets of FL2, FL3, and FL4 represent 16.4%, 22.5%, and 25.4% of the aggregate unpaid principal balance of the Company's loans held for investment portfolio as of December 31, 2021.
(5)During the three months ended June 30, 2021, the Company recognized interest expense of $13.5 million, which includes $1.7 million of deferred financing cost amortization and is reflected within the Company's consolidated statements of income and comprehensive income. During the six months ended June 30, 2021, the Company recognized interest expense of $22.0 million, which includes $2.9 million of deferred financing cost amortization and is reflected within the Company's consolidated statements of income and comprehensive income.
The following table summarizes the Company's investment portfolio financing (dollars in thousands):
Outstanding principal balance
June 30, 2022December 31, 2021
Collateralized loan obligations(1)
$2,651,920 $2,555,988 
Secured credit agreements1,089,655 1,166,211 
Secured revolving credit facility52,065  
Asset-specific financing arrangements124,202  
Total$3,917,842 $3,722,199 
________________________________
(1)See Note 5 for additional information regarding the Company's collateralized loan obligations.
The following table details the Company's asset-specific financing arrangements (dollars in thousands):
June 30, 2022
FinancingCollateral
Asset-specific financingCommitment amountOutstanding principal balance
Carrying
value(1)
Wtd. avg.
spread(2)
Wtd. avg.
term(3)
Outstanding principal balanceAmortized CostWtd. avg.
term
Axos Bank$89,802 $89,802 $89,351 4.4 %1.8$208,603 $204,519 0.2
BMO Facility200,000 34,400 34,228 1.5 %4.743,000 42,588 4.7
Total / weighted average$289,802 $124,202 $123,579 3.6 %2.6 years$251,603 $247,107 1.4 years
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(1)Net of $0.6 million unamortized deferred financing costs.
(2)Collateral loan assets and the financing provided are indexed to Term SOFR.
(3)Term under Axos Bank is based on the extended maturity date for the specific arrangement. Borrowings under the BMO Facility are term-matched to the corresponding collateral loan asset. The weighted-average term assumes all extension options of the collateral loan asset are exercised by the borrower.
Schedule of Information Related to Secured Credit Agreements Except as otherwise noted, all agreements are on a partial (25%) recourse basis (dollars in thousands):
June 30, 2022
Secured credit agreements(1)
Initial
maturity date
Extended
maturity date
Index
rate
Weighted average
credit spread
Interest
rate
Commitment
amount
Maximum
current availability
Balance
outstanding
Principal balance
of collateral
Amortized cost
of collateral
Goldman Sachs08/19/2208/19/241 Month BR1.8 %3.5 %$500,000 $94,044 $405,956 $540,261 $539,727 
Wells Fargo(2)
04/18/2504/18/251 Month BR1.6 %3.3 %500,000 118,001 381,999 515,891 511,618 
Barclays(3)
08/13/2508/13/261 Month BR1.6 %3.3 %500,000 399,499 100,501 134,408 133,661 
Morgan Stanley(4)
05/04/2305/04/231 Month BR2.3 %4.0 %500,000 446,975 53,025 75,661 75,599 
JP Morgan10/30/2310/30/251 Month BR1.7 %3.4 %400,000 275,372 124,628 178,701 178,326 
Bank of America09/29/2209/29/221 Month BR— %— %200,000 200,000 — — — 
Institutional financing10/30/2310/30/251 Month BR4.5 %6.3 %249,546 226,000 23,546 43,092 43,092 
Totals$2,849,546 $1,759,891 $1,089,655 $1,488,014 $1,482,023 
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(1)Borrowings under secured credit agreements with a guarantee for 25% recourse from Holdco. Each secured credit agreement contains defined mark-to-market provisions that permit the lenders to issue margin calls based on credit marks. Under the JP Morgan secured credit agreement, the Company is also subject to spread marks. Index rate is the underlying benchmark interest rate ("BR"), currently LIBOR or Term SOFR, for the Company's borrowings on each secured credit agreement.
(2)On February 9, 2022 the secured credit agreement’s initial maturity was extended to April 18, 2025.
(3)On April 11, 2022 the secured credit agreement's initial maturity was extended to August 13, 2025 and the Company reduced the total commitment to $500.0 million from $750.0 million. The secured credit agreement includes a $250.0 million accordion feature subject to the lender's approval.
(4)On April 29, 2022 the secured credit agreement's initial maturity was extended to May 4, 2023.
December 31, 2021
Secured credit agreements(1)
Initial
maturity date
Extended
maturity date
Index
rate
Weighted average
credit spread
Interest
rate
Commitment
amount
Maximum
current availability
Balance
outstanding
Principal balance
of collateral
Amortized cost
of collateral
Goldman Sachs08/19/2208/19/241 Month
LIBOR
2.0 %2.1 %$250,000 $153,680 $96,320 $158,177 $157,550 
Wells Fargo(2)
04/18/2204/18/241 Month
LIBOR
1.6 %1.7 %750,000 179,784 570,216 779,791 773,868 
Barclays08/13/2208/13/231 Month
LIBOR
1.5 %1.7 %750,000 726,686 23,314 41,294 41,058 
Morgan Stanley05/04/2205/04/231 Month
LIBOR
2.0 %2.1 %500,000 319,269 180,731 255,125 254,559 
JP Morgan10/30/2310/30/251 Month
LIBOR
1.7 %1.8 %400,000 290,523 109,477 200,148 199,246 
US Bank07/09/2207/09/241 Month
LIBOR
1.4 %1.7 %44,730 10,748 33,982 59,060 59,060 
Bank of America(3)
09/29/2209/29/221 Month
LIBOR
1.8 %1.9 %128,625 — 128,625 183,750 183,750 
Institutional financing10/30/2310/30/251 Month
LIBOR
4.5 %4.8 %249,546 226,000 23,546 42,390 42,366 
Totals$3,072,901 $1,906,690 $1,166,211 $1,719,735 $1,711,457 
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(1)Borrowings under secured credit agreements with a guarantee for 25% recourse from Holdco. Each secured credit agreement contains defined mark-to-market provisions that permit the lenders to issue margin calls based on credit marks. Under the JP Morgan secured credit agreement, the Company is also subject to spread marks.
(2)On February 9, 2022 the secured credit agreement’s initial maturity was extended to April 18, 2025.
(3)Effective February 1, 2022 for the sole loan pledged to the secured credit agreement, the Company amended its financing arrangement to reduce its borrowing by $9.4 million and extend its term on a non-mark-to-market basis through March 31, 2022, with an option to further extend its maturity through April 15, 2022 in exchange for a further reduction in borrowings of $9.4 million.
Summary of Secured Credit Agreements Secured by Mortgage Loan Investments, CRE Debt Securities and Counterparty Concentration Risks
The following table summarizes certain characteristics of the Company’s secured credit agreements secured by mortgage loan investments, including counterparty concentration risks (dollars in thousands):
June 30, 2022
Secured credit agreementsCommitment
amount
UPB of
collateral
Amortized cost
of collateral(1)
Amount
payable(2)
Net counterparty exposure(3)
Percent of
stockholders' equity
Days to
extended maturity
Goldman Sachs Bank$500,000 $540,261 $542,450 $406,732 $135,718 9.4 %781
Wells Fargo500,000 515,891 514,144 382,320 131,824 9.1 %1023
Barclays500,000 134,408 133,922 100,648 33,274 2.3 %1505
Morgan Stanley Bank500,000 75,661 75,736 53,404 22,332 1.5 %308
JP Morgan Chase Bank649,546 221,793 222,590 149,001 73,589 5.1 %1218
Bank of America200,000 — — — — — %91
Total / weighted average$2,849,546 $1,488,014 $1,488,842 $1,092,105 $396,737 969
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(1)Loan amounts include interest receivable of $6.8 million and are net of premium, discount and origination fees of $6.0 million.
(2)Loan amounts include interest payable of $2.5 million and do not reflect unamortized deferred financing fees of $2.2 million.
(3)Loan amounts represent the net carrying value of the commercial real estate assets sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.
The following table summarizes certain characteristics of the Company’s secured credit agreements secured by mortgage loan investments, including counterparty concentration risks (dollars in thousands):
 December 31, 2021
Secured credit agreementsCommitment
amount
UPB of
collateral
Amortized cost
of collateral(1)
Amount
payable(2)
Net counterparty exposure(3)
Percent of
stockholders' equity
Days to
extended maturity
Goldman Sachs Bank$250,000 $158,177 $159,269 $96,389 $62,880 4.3 %962
Wells Fargo750,000 779,791 776,196 570,839 205,357 14.0 %839
Barclays750,000 41,294 41,019 23,330 17,689 1.2 %590
Morgan Stanley Bank500,000 255,125 255,858 180,891 74,967 5.1 %489
JP Morgan Chase Bank649,546 242,538 243,181 133,191 109,990 7.5 %1399
US Bank44,730 59,060 59,435 34,035 25,400 1.7 %921
Bank of America128,625 183,750 184,531 128,648 55,883 3.8 %272
Total / weighted average$3,072,901 $1,719,735 $1,719,489 $1,167,323 $552,165  794
_______________________
(1)Loan amounts include interest receivable of $8.0 million and are net of premium, discount and origination fees of $8.8 million.
(2)Loan amounts include interest payable of $1.1 million and do not reflect unamortized deferred financing fees of $4.0 million.
(3)Loan amounts represent the net carrying value of the commercial real estate assets sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.