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Loans and Preferred Equity Held for Investment, net and Loans Held for Sale
6 Months Ended
Jun. 30, 2020
Receivables [Abstract]  
Loans and Preferred Equity Held for Investment, net and Loans Held for Sale Loans and Preferred Equity Held for Investment, net and Loans Held for Sale
The following table provides a summary of the Company’s loans and preferred equity held for investment, net (dollars in thousands):
June 30, 2020December 31, 2019
Unpaid Principal Balance
Carrying
Value
Weighted Average Coupon(1)
Weighted Average Maturity in YearsUnpaid Principal Balance
Carrying
Value
Weighted Average Coupon(1)
Weighted Average Maturity in Years
Fixed rate
Mezzanine loans$135,389  $134,654  12.8 %4.5$223,395  $222,503  12.8 %4.2
Preferred equity interests118,715  118,696  12.5 %6.4115,384  115,313  12.5 %6.9
Other loans(2)
13,898  13,800  15.0 %3.912,572  12,448  15.0 %4.4
268,002  267,150  351,351  350,264  
Variable rate
Senior loans1,011,334  1,008,062  5.4 %3.61,462,467  1,457,738  6.0 %3.8
Securitized loans(3)
1,007,152  1,004,301  5.1 %3.81,006,495  1,002,696  5.2 %4.2
Mezzanine loans15,462  15,582  10.1 %2.238,110  38,258  11.4 %2.0
2,033,948  2,027,945  2,507,072  2,498,692  
2,301,950  2,295,095  2,858,423  2,848,956  
Allowance for loan lossesNA(52,521) NA(272,624) 
Loans and preferred equity held for investment, net$2,301,950  $2,242,574  $2,858,423  $2,576,332  
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(1)Calculated based on contractual interest rate.
(2)Includes one corporate term loan secured by the borrower’s limited partnership interests in a fund at June 30, 2020 and December 31, 2019.
(3)Represents loans transferred into securitization trusts that are consolidated by the Company.
As of June 30, 2020, the weighted average maturity, including extensions, of loans and preferred equity investments was 3.9 years.
The Company had $8.3 million and $9.8 million of interest receivable related to its loans and preferred equity held for investment, net as of June 30, 2020 and December 31, 2019, respectively. This is included in receivables, net on the Company’s consolidated balance sheets.
Activity relating to the Company’s loans and preferred equity held for investment, net was as follows (dollars in thousands):
Carrying Value
Balance at January 1, 2020$2,576,332  
Acquisitions/originations/additional funding66,722  
Loan maturities/principal repayments(176,021) 
Transfer to loans held for sale(154,370) 
Discount accretion/premium amortization4,289  
Capitalized interest6,382  
Provision for loan losses(1)
(75,200) 
Effect of CECL adoption(2)
(21,093) 
Charge-off15,533  
Balance at June 30, 2020$2,242,574  
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(1)Provision for loan losses includes $5.2 million for a loan that was subsequently transferred to held for sale during the second quarter. Provision for loan losses excludes a reversal of $0.1 million determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets.
(2)Calculated by the Company’s PD/LGD model upon CECL adoption on January 1, 2020. See Note 2, “Summary of Significant Accounting Polices” for further details.
Nonaccrual and Past Due Loans and Preferred Equity
Loans and preferred equity that are 90 days or more past due as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status. At June 30, 2020, other than the Midwest Hospitality loan discussed below, all other loans and preferred equity held for investment remained current on interest payments.
In March 2018, the borrower on the Company’s four NY hospitality loans in its Legacy, Non-Strategic Portfolio failed to make all required interest payments and the loans were placed on nonaccrual status. These four loans are secured by the same collateral. During 2018, the Company recorded $53.8 million of provision for loan losses to reflect the estimated value to be recovered from the borrower following a sale. During 2019, the Company recorded an additional provision for loan loss of $154.3 million based on significant deterioration in the NY hospitality market, feedback from the sales process and the estimated value to be recovered from the borrower following a potential sale. During the three months ended March 31, 2020, the significant detrimental impact of COVID-19 on the U.S. hospitality industry further contributed to the deterioration of the Company’s four NY hospitality loans and as such the Company recorded an additional provision for loan losses of $36.8 million. During the three months ending June 30, 2020, the Company completed a discounted payoff of the NY hospitality loans and related investment interests.
Within its Legacy, Non-Strategic Portfolio, the Company previously held other loans secured by regional malls that were sold during the six months ended June 30, 2020:
The Company placed one loan secured by a regional mall (“Midwest Regional Mall”) on nonaccrual status during 2019 as collectability of the principal was uncertain; as such, interest collected is recognized using the cost recovery method by applying interest collected as a reduction to loan carrying value. The Company recorded $10.6 million of impairment related to Midwest Regional Mall and transferred the loan to held for sale during 2019. During the three months ending June 30, 2020 the Midwest Regional Mall was sold. The Company received $8.3 million in gross proceeds and recognized a gain of $3.7 million.
During 2018, the Company recorded $8.8 million of provision for loan losses on one loan secured by a regional mall (“Northeast Regional Mall B”) to reflect the estimated fair value of the collateral. During 2019, the Company recognized additional provision for loan losses of $10.5 million on Northeast Regional Mall B. The additional provisions were based on then-current and prospective leasing activity to reflect the estimated fair value of the collateral. During the three months ended March 31, 2020, the Northeast Regional Mall was sold. The Company received $9.2 million in gross proceeds and recognized a gain of $1.8 million.
Also, during 2019, the Company separately recognized provision for loan losses of $18.5 million on two loans secured by one regional mall (“West Regional Mall”) to reflect the estimated fair value of the collateral. During the three months ended June 30, 2020 the West Regional Mall loan was sold. The Company received $23.5 million in gross proceeds and recognized a gain of $6.5 million.
Furthermore, during 2019, the Company recognized a $26.7 million provision for loan losses on three loans to two separate borrowers (“South Regional Mall A” and “South Regional Mall B”) to reflect the estimated fair value of the collateral. During the three months ended March 31, 2020, the Company accepted a discounted payoff of South Regional Mall A. The Company received $22.0 million in gross proceeds and recognized a loss of $1.6 million. Additionally, during the three months ended March 31, 2020, South Regional Mall B was sold. The Company received $13.5 million in gross proceeds and recognized a gain of $8.7 million.
Within its Core Portfolio:
The Company placed one loan secured by a hotel in Bloomington, Minnesota (“Midwest Hospitality”) on nonaccrual status due to a borrower default during the fourth quarter of 2019. During the three months ended March 31, 2020 the Company recognized a $2.3 million provision for loan loss on the Midwest Hospitality loan to reflect the estimated fair value of the collateral, which was based on feedback from the sales process and the estimated value to be recovered from the borrower following a potential sale. The Company had been sweeping cash from the hotel to amortize the unpaid principal balance of the loan. Subsequent to June 30, 2020 the hotel property securing this loan was sold and the Company received $24.5 million in gross proceeds and concurrently provided a bridge loan in the amount of$19.5 million to a new borrower, secured by Midwest Hospitality.
Additionally, the Company had a total $20.9 million allowance for loan losses recorded as of March 31, 2020, which included an $8.8 million allowance for loan losses resulting from CECL adoption and an additional $12.1 million
provision for loan losses recognition during the three months ended March 31, 2020, on one loan secured by six suburban office buildings (“Northeast Office Portfolio”). Subsequent to June 30, 2020 the Company received gross proceeds of $80.7 million in a discounted payoff of the Northeast Office Portfolio which was equal to the carrying value of the loan, net of current provision for loan losses. As such, no additional provision for loan losses were required at June 30, 2020.
Also, during the three months ended June 30, 2020 the Company classified one loan secured by a hospitality asset in San Diego, California (“West Hospitality”) as held for sale and recognized a net loss of $32.8 million to reflect the expected proceeds to be collected in a sale of the loan. The Company had recorded a $5.2 million allowance for loan losses as of March 31, 2020, which included a $2.6 million allowance for loan losses resulting from CECL adoption and an additional $2.6 million provision for loan losses recognized for West Hospitality during the three months ended March 31, 2020. In connection with transferring the loan to held for sale during the current quarter, the Company reversed out the $5.2 million from provision for loan losses line item and recorded a $38.0 million in other loss, net. Subsequent to June 30, 2020 the West Hospitality loan was sold. The Company received $105.2 million in gross proceeds and will recognize an additional loss of $0.3 million.
The following table provides an aging summary of loans and preferred equity held for investment at carrying values before allowance for loan losses, if any (dollars in thousands):
Current or Less Than 30 Days Past Due
30-59 Days Past Due(1)
60-89 Days Past Due
90 Days or More Past Due(1)(2)
Total Loans
June 30, 2020$2,265,249  $—  $—  $29,846  $2,295,095  
December 31, 20192,558,505  32,322  —  258,129  2,848,956  
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(1)At December 31, 2019, 30-59 days past due includes one loan (Midwest Hospitality) that was placed on nonaccrual status during the fourth quarter of 2019 following a borrower default. At June 30, 2020, the Midwest Hospitality loan was 90 days or more past due. Subsequent to June 30, 2020, Midwest Hospitality was repaid in a discounted payoff at which time the Company provided a bridge loan totaling $19.5 million to a new borrower.
(2)At December 31, 2019, 90 days or more past due loans includes four NY hospitality loans to the same borrower and secured by the same collateral with combined carrying value before allowance for loan losses of $258.1 million on nonaccrual status. All other loans in this table remain current on interest payments. The Company completed a discounted payoff of the four NY hospitality loans in April 2020.
Impaired Loans - 2019
Loans are identified as impaired when it is no longer probable that interest or principal will be collected according to the contractual terms of the original loan agreement. Impaired loans include predominantly loans under nonaccrual, performing and nonperforming TDRs, as well as loans in maturity default. The following table presents impaired loans at December 31, 2019 (dollars in thousands):
Unpaid Principal Balance(1)
Gross Carrying Value
With Allowance for Loan Losses(2)
Without Allowance for Loan Losses
Total(2)
Allowance for Loan Losses
December 31, 2019$408,058  $377,421  $32,322  $409,743  $272,624  
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(1)Includes four NY hospitality loans to the same borrower and secured by the same collateral with combined unpaid principal balance of $257.2 million and gross carrying value of $258.1 million on nonaccrual status. All other loans included in this table remain current on interest payments. The Company completed a discounted payoff of the four NY hospitality loans in April 2020.
(2)Includes unpaid principal balance plus any applicable exit fees less net deferred loan fees.
Upon adoption of ASU 2016-13 the incurred loss model has been replaced with a lifetime current expected credit loss model for the Company’s loans carried at amortized cost, and as such all loans in the Company’s portfolio maintain an allowance for loan losses at June 30, 2020. See Note 2 “Summary of Significant Accounting Policies—Accounting Standards Adopted in 2020—Credit Losses” for further details.
The average carrying value and interest income recognized on impaired loans for the three and six months ended June 30, 2019 were as follows (dollars in thousands):
Three Months Ended June 30,Six Months Ended June 30,
20192019
Average carrying value before allowance for loan losses$320,934  $389,500  
Interest income1,305  2,651  
Allowance for Loan Losses
As of December 31, 2019, the allowance for loan losses was $272.6 million related to $409.7 million in carrying value of loans.
Changes in allowance for loan losses on loans are presented below (dollars in thousands):
Six Months Ended June 30,
20202019
Allowance for loan losses at beginning of period$272,624  $109,328  
Effect of CECL adoption(1)
21,093  —  
Provision for loan losses(2)
75,200  110,258  
Charge-off(15,533) (46,692) 
Transfer to loans held for sale(300,863) —  
Allowance for loan losses at end of period(3)
$52,521  $172,894  
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(1)Calculated by the Company’s PD/LGD model upon CECL adoption on January 1, 2020. See Note 2, “Summary of Significant Accounting Policies” for further details.
(2)Provision for loan losses includes $5.2 million for a loan that was subsequently transferred to held for sale during the second quarter of 2020. Provision for loan losses excludes a reversal of $0.1 million determined by the Company’s PD/LGD model for unfunded commitments reported on the consolidated statement of operations, with a corresponding offset to other liabilities recorded on the Company’s consolidated balance sheets.
(3)At June 30, 2020, includes $29.3 million related to the Company’s PD/LGD model, $20.9 million relating to the Northeast Office Portfolio and $2.3 million related to the Midwest Hospitality loan, both of which were evaluated individually. See further discussion in “Nonaccrual and Past Due Loans and Preferred Equity.”
Loans and Preferred Equity Held for Sale
The following table summarizes the Company’s assets held for sale related to loans and preferred equity (dollars in thousands):
June 30, 2020December 31, 2019
Assets
Loans and preferred equity held for investment, net$104,900  $5,016  
Total assets held for sale$104,900  $5,016  

At June 30, 2020, the Company classified one loan, West Hospitality, in its Core Portfolio as held for sale. Subsequent to June 30, 2020 the West Hospitality loan was sold. The Company received $105.2 million in gross proceeds and will recognize a loss of $0.3 million.
There were no assets held for sale that constituted discontinued operations as of June 30, 2020 and December 31, 2019.
Credit Quality Monitoring
Loan and preferred equity investments are typically loans secured by direct senior priority liens on real estate properties or by interests in entities that directly own real estate properties, which serve as the primary source of cash for the payment of principal and interest. The Company evaluates its loan and preferred equity investments at least quarterly and differentiates the relative credit quality principally based on: (i) whether the borrower is currently paying contractual debt service in accordance with its contractual terms; and (ii) whether the Company believes the borrower will be able to perform under its contractual terms in the future, as well as the Company’s expectations as to the ultimate recovery of principal at maturity.
As of June 30, 2020, there was one loan to one borrower with contractual payments past due, which was the Midwest Hospitality loan in the Core Portfolio, as previously discussed. The remaining loans and preferred equity investments were
performing in accordance with the contractual terms of their governing documents and were categorized as performing loans. There were five loans held for investment with contractual payments past due as of December 31, 2019. For the six months ended June 30, 2020, no debt investment contributed more than 10.0% of interest income.
The following table provides a summary by carrying values before any allowance for loan losses of the Company’s loans and preferred equity held for investment by year of origination and credit quality risk ranking (dollars in thousands). Refer to Note 2, “Summary of Significant Accounting Policies—Accounting Standards Adopted in 2020—Credit Losses” for loans risk ranking definitions.
20202019201820172016PriorTotal
Senior loans
  Risk Rankings:
3$—  $265,249  $296,631  $33,581  $—  $—  $595,461  
4—  924,265  462,795  —  —  —  1,387,060  
5—  —  —  —  —  29,846  29,846  
Total Senior loans—  1,189,514  759,426  33,581  —  29,846  2,012,367  
Mezzanine loans
Risk Rankings:
3—  —  —  —  —  —  —  
4—  79,053  54,534  12,120  —  4,529  150,236  
Total Mezzanine loans—  79,053  54,534  12,120  —  4,529  150,236  
Preferred equity interests and other
Risk Rankings:
4—  13,800  18,007  —  —  —  31,807  
5—  —  100,685  —  —  —  100,685  
Total Preferred equity interests and other—  13,800  118,692  —  —  —  132,492  
Total Loans and preferred equity held for investment$—  $1,282,367  $932,652  $45,701  $—  $34,375  $2,295,095  

The Company considers several risk factors when assigning risk ratings each quarter. Beginning with the quarter ended March 31, 2020, average risk ranking was impacted by the current and potential future effects of the COVID-19 pandemic, resulting in a number of assets moving from average risk (3) to high risk (4) during the quarter and an average rating of 3.8.
For the three months ended June 30, 2020, the Company believes the extended impact of the COVID-19 pandemic remains uncertain, and therefore continues to represent a significant risk to our portfolio. As such, the current period average rating is 3.9, which is consistent with the first quarter 2020.
Lending Commitments
The Company has lending commitments to borrowers pursuant to certain loan agreements in which the borrower may submit a request for funding contingent on achieving certain criteria, which must be approved by the Company as lender, such as leasing, performance of capital expenditures and construction in progress with an approved budget. At June 30, 2020, assuming the terms to qualify for future fundings, if any, have been met, total gross unfunded lending commitments was $205.0 million, excluding $1.4 million for loans held for sale. Refer to Note 16, “Commitments and Contingencies” for further details. At June 30, 2020, the Company recorded a $1.9 million allowance for lending commitments in accrued and other liabilities on its consolidated balance sheets in accordance with the credit losses accounting standard No. 2016-13. See Note 2, “Summary of Significant Accounting Policies” for further details.