
	June 30, 2024		Percent of Total		Loan Count	Wtd. Avg. Pay Rate (1)		Wtd. Avg. Remaining Months to Maturity (2)	Wtd. Avg. First Dollar LTV Ratio (3)		Wtd. Avg. Last Dollar LTV Ratio (4)
Bridge loans (5)	$	11,478,252	97	%	696	7.81	%	10.6	0	%	79	%
Mezzanine loans	272,550		2	%	59	7.87	%	52.8	51	%	83	%
Preferred equity investments	117,431		1	%	26	5.09	%	55.0	55	%	81	%
SFR permanent loans	4,975		<1%		2	10.02	%	10.9	0	%	47	%
Total UPB	11,873,208		100	%	783	7.79	%	12.0	2	%	79	%
Allowance for credit losses	(238,923)
Unearned revenue	(30,341)
Loans and investments, net	$	11,603,944

	December 31, 2023
Bridge loans (5)	$	12,273,244	97	%	679	8.45	%	12.0	0	%	78	%
Mezzanine loans	248,457		2	%	49	8.41	%	56.6	48	%	80	%
Preferred equity investments	85,741		1	%	17	3.95	%	60.3	53	%	82	%
SFR permanent loans	7,564		<1%		2	9.84	%	13.9	0	%	56	%
Total UPB	12,615,006		100	%	747	8.42	%	13.2	1	%	78	%
Allowance for credit losses	(195,664)
Unearned revenue	(41,536)
Loans and investments, net	$	12,377,806

We are subject to concentration risk in that, at June 30, 2024, the UPB related to 83 loans with five different borrowers represented 11% of total assets. At December 31, 2023, the UPB related to 31 loans with five different borrowers represented 11% of total assets. During both the three and six months ended June 30, 2024 and the year ended December 31, 2023, no single loan or investment represented more than 10% of our total assets and no single investor group generated over 10% of our revenue. See Note 17 for details on our concentration of related party loans and investments.

We assign a credit risk rating of pass, pass/watch, special mention, substandard or doubtful to each loan and investment, with a pass rating being the lowest risk and a doubtful rating being the highest risk. Each credit risk rating has benchmark guidelines that pertain to debt-service coverage ratios, LTV ratios, borrower strength, asset quality, and funded cash reserves. Other factors such as guarantees, market strength, and remaining loan term and borrower equity are also reviewed and factored into determining the credit risk rating assigned to each loan. This metric provides a helpful snapshot of portfolio quality and credit risk. All portfolio assets are subject to, at a minimum, a thorough quarterly financial evaluation in which historical operating performance and forward-looking projections are reviewed, however, we maintain a higher level of scrutiny and focus on loans that we consider “high risk” and that possess deteriorating credit quality.

Generally speaking, given our typical loan profile, risk ratings of pass, pass/watch and special mention suggest that we expect the loan to make both principal and interest payments according to the contractual terms of the loan agreement. A risk rating of substandard indicates we anticipate the loan may require a modification of some kind. A risk rating of doubtful indicates we expect the loan to underperform over its term, and there could be loss of interest and/or principal. Further, while the above are the primary guidelines used in determining a certain risk rating, subjective items such as borrower strength, market strength, asset quality, or a borrower's ability to perform under modified loan terms may result in a rating that is higher or lower than might be indicated by any risk rating matrix.


	UPB by Origination Year												Total			Wtd. Avg. First Dollar LTV Ratio		Wtd. Avg. Last Dollar LTV Ratio
Asset Class / Risk Rating	2024		2023		2022		2021		2020		Prior
Multifamily:
Pass	$	98,370	$	90,179	$	35,366	$	30,304	$	2,010	$	24,860	$	281,089
Pass/Watch	137,775		159,636		1,762,948		1,210,592		119,860		114,600		3,505,411
Special Mention	9,069		167,357		2,028,629		3,175,684		—		116,561		5,497,300
Substandard	—		21,758		515,008		69,300		8,006		—		614,072
Doubtful	9,460		—		—		111,060		14,800		9,764		145,084
Total Multifamily	$	254,674	$	438,930	$	4,341,951	$	4,596,940	$	144,676	$	265,785	$	10,042,956		2	%	82	%
Single-Family Rental:	Percentage of portfolio												85		%
Pass	$	25,507	$	19,109	$	810	$	—	$	—	$	—	$	45,426
Pass/Watch	227,241		338,968		461,269		146,738		116,364		—		1,290,580
Special Mention	5,704		47,065		65,561		163,286		9,622		—		291,238
Total Single-Family Rental	$	258,452	$	405,142	$	527,640	$	310,024	$	125,986	$	—	$	1,627,244		0	%	61	%
Land:	Percentage of portfolio												14		%
Pass	$	10,350	$	—	$	—	$	—	$	—	$	—	$	10,350
Pass/Watch	—		—		—		—		8,100		—		8,100

Substandard	—		—		—		—		—		127,928		127,928
Total Land	$	10,350	$	—	$	—	$	—	$	8,100	$	127,928	$	146,378		0	%	96	%
Office:	Percentage of portfolio												1		%
Special Mention	$	—	$	—	$	—	$	—	$	35,410	$	—	$	35,410

Total Office	$	—	$	—	$	—	$	—	$	35,410	$	—	$	35,410		0	%	80	%
Retail:	Percentage of portfolio												< 1%


Substandard	$	—	$	—	$	—	$	—	$	—	$	19,520	$	19,520
Total Retail	$	—	$	—	$	—	$	—	$	—	$	19,520	$	19,520		0	%	88	%
Commercial:	Percentage of portfolio												< 1%
Doubtful	$	—	$	—	$	—	$	—	$	—	$	1,700	$	1,700
Total Commercial	$	—	$	—	$	—	$	—	$	—	$	1,700	$	1,700		0	%	100	%
	Percentage of portfolio												< 1%
Grand Total	$	523,476	$	844,072	$	4,869,591	$	4,906,964	$	314,172	$	414,933	$	11,873,208		2	%	79	%

Charge-offs	$	—	$	—	$	—	$	1,988	$	—	$	—	$	1,988

A summary of the loan portfolio’s internal risk ratings and LTV ratios by asset class at December 31, 2023, and charge-offs recorded during 2023 is as follows ($ in thousands):


	UPB by Origination Year												Total			Wtd. Avg. First Dollar LTV Ratio		Wtd. Avg. Last Dollar LTV Ratio
Asset Class / Risk Rating	2023		2022		2021		2020		2019		Prior
Multifamily:
Pass	$	80,814	$	53,316	$	26,185	$	2,010	$	4,598	$	20,300	$	187,223
Pass/Watch	317,358		2,561,938		2,223,155		119,860		84,600		58,044		5,364,955
Special Mention	24,424		1,762,539		2,631,689		180,750		140,685		350		4,740,437
Substandard	—		435,878		322,987		8,006		—		—		766,871
Doubtful	—		—		13,930		14,800		9,765		—		38,495
Total Multifamily	$	422,596	$	4,813,671	$	5,217,946	$	325,426	$	239,648	$	78,694	$	11,097,981		1	%	80	%
Single-Family Rental:	Percentage of portfolio												88		%
Pass	$	9,709	$	608	$	—	$	—	$	—	$	—	$	10,317
Pass/Watch	289,482		465,057		144,846		119,692		—		—		1,019,077
Special Mention	31,131		45,145		218,697		—		—		—		294,973
Total Single-Family Rental	$	330,322	$	510,810	$	363,543	$	119,692	$	—	$	—	$	1,324,367		0	%	62	%
Land:	Percentage of portfolio												10		%
Pass/Watch	$	—	$	—	$	—	$	4,600	$	—	$	—	$	4,600
Special Mention	—		—		—		3,500		—		—		3,500
Substandard	—		—		—		—		—		127,928		127,928
Total Land	$	—	$	—	$	—	$	8,100	$	—	$	127,928	$	136,028		0	%	97	%
Office:	Percentage of portfolio												1		%
Special Mention	$	—	$	—	$	—	$	35,410	$	—	$	—	$	35,410

Total Office	$	—	$	—	$	—	$	35,410	$	—	$	—	$	35,410		0	%	80	%
Retail:	Percentage of portfolio												< 1%

Substandard	$	—	$	—	$	—	$	—	$	—	$	19,520	$	19,520
Total Retail	$	—	$	—	$	—	$	—	$	—	$	19,520	$	19,520		0	%	88	%
Commercial:	Percentage of portfolio												< 1%
Doubtful	$	—	$	—	$	—	$	—	$	—	$	1,700	$	1,700
Total Commercial	$	—	$	—	$	—	$	—	$	—	$	1,700	$	1,700		63	%	66	%
	Percentage of portfolio												< 1%
Grand Total	$	752,918	$	5,324,481	$	5,581,489	$	488,628	$	239,648	$	227,842	$	12,615,006		1	%	78	%

Charge-offs	$	—	$	—	$	—	$	—	$	—	$	5,700	$	5,700

At June 30, 2024, underlying properties in Texas and Florida represented 23% and 18%, respectively, of the outstanding balance of our loan and investment portfolio. At December 31, 2023, underlying properties in Texas and Florida represented 24% and 17%, respectively, of the outstanding balance of our loan and investment portfolio. No other states represented 10% or more of the total loan and investment portfolio.


	Three Months Ended June 30, 2024
	Multifamily		Land		Retail		Single-Family Rental		Commercial		Office		Other		Total
Allowance for credit losses:
Beginning balance	$	125,999	$	78,120	$	3,293	$	2,737	$	1,700	$	93	$	—	$	211,942
Provision for credit losses (net of recoveries)	25,849		330		—		1,176		—		114		—		27,469
Charge-offs	(488)		—		—		—		—		—		—		(488)
Ending balance	$	151,360	$	78,450	$	3,293	$	3,913	$	1,700	$	207	$	—	$	238,923

	Three Months Ended June 30, 2023
Allowance for credit losses:
Beginning balance	$	58,348	$	78,086	$	5,819	$	973	$	1,700	$	8,106	$	45	$	153,077
Provision for credit losses (net of recoveries)	15,947		(184)		—		104		—		140		(30)		15,977
Ending balance	$	74,295	$	77,902	$	5,819	$	1,077	$	1,700	$	8,246	$	15	$	169,054

	Six Months Ended June 30, 2024
Allowance for credit losses:
Beginning balance	$	110,847	$	78,058	$	3,293	$	1,624	$	1,700	$	142	$	—	$	195,664
Provision for credit losses (net of recoveries)	42,501		392		—		2,289		—		65		—		45,247
Charge-offs	(1,988)		—		—		—		—		—		—		(1,988)
Ending balance	$	151,360	$	78,450	$	3,293	$	3,913	$	1,700	$	207	$	—	$	238,923

	Six Months Ended June 30, 2023
Allowance for credit losses:
Beginning balance	$	37,961	$	78,068	$	5,819	$	781	$	1,700	$	8,162	$	68	$	132,559
Provision for credit losses (net of recoveries)	36,334		(166)		—		296		—		84		(53)		36,495
Ending balance	$	74,295	$	77,902	$	5,819	$	1,077	$	1,700	$	8,246	$	15	$	169,054

During the three and six months ended June 30, 2024, we recorded a $27.5 million and a $45.2 million provision for credit losses on our structured portfolio, respectively. The additional provision for credit losses during the three and six months ended June 30, 2024 was primarily attributable to specifically impaired multifamily loans and the impact from the macroeconomic outlook of the commercial real estate market. Our estimate of allowance for credit losses on our structured portfolio, including related unfunded loan commitments, was based on a reasonable and supportable forecast period that reflects recent observable data, including changes in interest rates, unemployment forecasts, inflationary pressures, real estate values and other market factors.

The expected credit losses over the contractual period of our loans also include the obligation to extend credit through our unfunded loan commitments. Our current expected credit loss (“CECL”) allowance for unfunded loan commitments is adjusted quarterly and corresponds with the associated outstanding loans. At June 30, 2024 and December 31, 2023, we had outstanding unfunded commitments of $1.73 billion and $1.31 billion, respectively, that we are obligated to fund as borrowers meet certain requirements.


	June 30, 2024
Asset Class	UPB		Carrying Value (1)		Allowance for Credit Losses		Wtd. Avg. First Dollar LTV Ratio		Wtd. Avg. Last Dollar LTV Ratio
Multifamily	$	437,108	$	413,500	$	57,513	0	%	97	%
Land	134,215		127,868		77,869		0	%	99	%

Retail	19,520		15,057		3,292		0	%	88	%
Commercial	1,700		1,700		1,700		0	%	100	%
Total	$	592,543	$	558,125	$	140,374	0	%	97	%

	December 31, 2023
Multifamily	$	272,494	$	260,291	$	37,750	0	%	100	%
Land	134,215		127,868		77,869		0	%	99	%
Retail	19,520		15,037		3,292		0	%	88	%
Commercial	1,700		1,700		1,700		0	%	100	%
Total	$	427,929	$	404,896	$	120,611	0	%	99	%

________________________

Loans are classified as non-performing once the contractual payments exceed 60 days past due. Income from non-performing loans is generally recognized on a cash basis when it is received. Full income recognition will resume when the loan becomes contractually current, and performance has recommenced. At June 30, 2024, twenty-four loans with an aggregate net carrying value of $615.3 million, net of loan loss reserves of $28.1 million, were classified as non-performing and, at December 31, 2023, sixteen loans with an aggregate net carrying value of $235.6 million, net of related loan loss reserves of $27.1 million, were classified as non-performing.

In this challenging economic environment, we began experiencing late and partial payments on certain loans in our structured portfolio. For loans that are 60 days past due or less, if we have determined there is reasonable doubt about collectability of all principal and interest, we may classify those loans as non-accrual and recognize interest income only when cash is received. The table below is a summary of those loans that are 60 days past due or less that we have classified as non-accrual, and changes to those loans for the period presented (in thousands).


	Three Months Ended June 30, 2024		Three Months Ended March 31, 2024
Beginning balance (twelve and twenty-four multifamily bridge loans, respectively)	$	489,438	$	956,917
Loans that progressed to greater than 60 days past due	(263,990)		(174,860)
Loans modified or paid off (1)	(138,548)		(712,922)
Additional loans that are now less than 60 days past due experiencing late and partial payments	281,038		420,303
Ending balance (fourteen and twelve multifamily bridge loans, respectively)	$	367,938	$	489,438

In addition, we have six loans with a carrying value totaling $121.4 million at June 30, 2024, that are collateralized by a land development project. The loans do not carry a current pay rate of interest, however, five of the loans with a carrying value totaling $112.1 million entitle us to a weighted average accrual rate of interest of 10.42%. In 2008, we suspended the recording of the accrual rate of interest on these loans, as they were impaired and we deemed the collection of this interest to be doubtful. At both June 30, 2024 and December 31, 2023, we had a cumulative allowance for credit losses of $71.4 million related to these loans. The loans are subject to certain risks associated with a development project including, but not limited to, availability of construction financing, increases in projected construction costs, demand for the development’s outputs upon completion of the project, and litigation risk. Additionally, these loans were not classified as non-performing as the borrower is compliant with all of the terms and conditions of the loans.

During the second quarter of 2024, we modified fourteen multifamily bridge loans with a total UPB of $361.8 million. These loans contained interest rates with pricing over SOFR ranging from 3.25% to 5.25% and maturities between May 2024 to June 2025. As part of the modifications of each of these loans, borrowers invested additional capital to recapitalize their projects in exchange for temporary rate relief, which we provided through a pay and accrual feature. The capital invested by the borrowers was in the form of either, or a combination of: (1) additional deposits into interest and/or renovation reserves; (2) the purchase of a new rate cap; (3) a principal paydown of the loan and (4) bringing any delinquent loans current by paying past due interest owed. In each case, we reduced the pay rate and deferred the remaining portion of the interest payable until payoff. The pay rates were amended to either SOFR, a spread over SOFR or a fixed rate, with the balance of the interest due under the original loan terms being deferred. At June 30, 2024, these modified loans had a weighted average pay rate of 7.30% and a weighted average accrual rate of 2.04%. These modified loans included: (1) loans with a total UPB of $92.7 million and $12.2 million that were less than 60 days past due and greater than 60 days past due at March 31, 2024, respectively; and (2) twelve loans with a total UPB of $291.9 million that were extended between four and twenty-three months.

During the second quarter of 2024, we also modified twelve multifamily bridge loans with a total UPB of $321.7 million. The modification terms required each borrower to invest additional capital in the form of either, or a combination of: (1) additional deposits into interest and/or renovation reserves; (2) the purchase of a new rate cap; (3) a principal paydown of the loan; and (4) bringing any delinquent loans current by paying past due interest owed. The modifications on eight of these loans with a total UPB of $201.9 million included extensions between six and fifteen months.

During the second quarter of 2024, we modified a $36.4 million loan that was 60 days past due at March 31, 2024. In the fourth quarter of 2023, we recorded a specific reserve of $5.0 million reducing the carry value of this loan to $31.4 million. The second quarter modification bifurcated the loan into a $32.0 million senior position with a pay rate of SOFR plus 0.50%, a floor of 6.00% and an accrual rate of SOFR plus 3.25%, and a subordinated loan of $4.4 million with a zero pay rate and an accrual rate of SOFR plus 3.75%. Both of these loans were extended to a maturity date of April 2027. In accordance with the modified loan terms, the borrower agreed to invest $4.9 million of equity to fund interest, renovation and operating reserves. The $4.4 million loan and the accrual rates on both loans, are subordinate to the new borrower equity plus a return on that capital, and, as such, we decided not to accrue interest on these loans.

In the first quarter of 2024, a borrower of a $13.5 million multifamily bridge loan, with an interest rate of SOFR plus 4.15% and a maturity date in December 2024, defaulted on its interest payments and, as a result, this loan was classified as a non-performing loan. We recorded a specific reserve of $1.5 million on this loan in the first quarter of 2024. In June 2024, the borrower sold the underlying property to a third party who assumed our loan. At the time of the property sale, we entered into a loan modification agreement with the new borrower to reduce the loan amount to $12.5 million, extend the maturity to June 2027 and modify the interest rate to a fixed rate of 8.25% for the first twenty four months and 8.50% for the last twelve months. The new borrower contributed $2.0 million of capital towards a renovation reserve and interest reserve as part of this modification.

During the first quarter of 2024, we modified twenty-three multifamily bridge loans with a total UPB of $1.07 billion. These loans contained interest rates with pricing over SOFR ranging from 3.25% to 4.25% and maturities between April 2024 to August 2025. As part of the modifications of each of these loans, borrowers invested additional capital to recapitalize their projects in exchange for temporary rate relief, which we provided through a pay and accrual feature. The capital invested by the borrowers was in the form of either, or a combination of: (1) additional deposits into interest and/or renovation reserves; (2) the purchase of a new rate cap; (3) a principal paydown of the loan and (4) bringing any delinquent loans current by paying past due interest owed. In each case, we reduced the pay rate and deferred the remaining portion of the interest payable until payoff. The pay rates were amended to either SOFR, a spread over SOFR or a fixed rate, with the balance of the interest due under the original loan terms being deferred. At March 31, 2024, these modified loans had a weighted average pay rate of 6.95% and a weighted average accrual rate of 1.86%. These modified loans included: (1) loans totaling $712.9 million that were less than 60 days past due at December 31, 2023; (2) two specifically impaired loans with a total loan loss reserve of $7.0 million and a total UPB of $49.6 million; and (3) fifteen loans with a total UPB of $671.0 million that were extended between twelve and thirty months.

During the first quarter of 2024, we also modified sixteen multifamily bridge loans with a total UPB of $692.8 million. The modification terms required each borrower to invest additional capital in the form of either, or a combination of: (1) additional deposits into interest and/or renovation reserves; (2) the purchase of a new rate cap; (3) a principal paydown of the loan; and (4) bringing any delinquent loans current by paying past due interest owed. The modifications on eleven of these loans with a total UPB of $456.5 million included extensions between two and nineteen months.

In the fourth quarter of 2023, we modified three multifamily bridge loans with a total UPB of $241.0 million, interest rates over SOFR ranging from 4.00% to 4.30% and maturities between October 2024 to January 2025 to: (1) defer a portion of the foregoing interest ranging from 2.00% to 2.15% to payoff; and (2) extend the maturity of each loan by one year. We also agreed to waive 25% of the deferred interest if the loans are paid off by the extended maturity dates.

In the fourth quarter of 2023, we converted a first mortgage loan and a preferred equity investment in an office building to a common equity investment, which is classified as real estate owned and included in other assets in our consolidated balance sheets. On the date of the conversion, the investment had a net carrying value of $37.1 million, net of an $8.0 million reserve. Upon conversion, we recognized a $2.3 million loan loss recovery as a result of the fair value of the property exceeding the carrying value of our loan and preferred equity investment. We intend to convert the building to residential condominiums.

In the second quarter of 2023, a borrower of a $70.5 million multifamily bridge loan, with an interest rate of SOFR plus 3.40% and a maturity date in September 2024, defaulted on its interest payments and, as a result, this loan was classified as a non-performing loan. In September 2023, the borrower sold the underlying property to a third party who assumed our loan. At the time of the property sale, we entered into a loan modification agreement with the new borrower to extend the maturity to September 2025 and reduce the interest rate to a fixed pay rate of 3.00% and an accrual rate of 3.00% for a total fixed rate of 6.00% for a period of eighteen months, after which the interest rate resumes to the original rate for the duration of the loan. The new borrower was also required to fund $10.5 million over time: $2.5 million in interest reserves, which was funded at the closing of the loan assumption, and $8.0 million in capital improvements within fifteen months. If the new borrower fails to timely complete the required capital improvements, it will be required to fund a renovation

All of the above modified loans were performing pursuant to their contractual terms at June 30, 2024, except for four loans, with an aggregate UPB of $122.3 million, that were modified in the first quarter of 2024. These loans were modified to provide temporary rate relief through a pay and accrual feature. In the second quarter of 2024, these loans did not make all of their required interest payments and were classified as non-accrual loans. Two of these loans with a UPB of $55.5 million have a specific loan loss reserve of $14.0 million that was recorded in 2023. The remaining two loans with an aggregate UPB of $66.8 million do not have specific reserves as the estimated fair value of the properties exceeded our carrying value as of June 30, 2024.

In April 2024, we exercised our right to foreclose on a group of properties in Houston, Texas that were the underlying collateral for a bridge loan with a UPB of $100.3 million. We simultaneously sold the properties for $101.3 million to a newly formed entity, which was capitalized with $15.0 million of equity and a new $95.3 million bridge loan that we provided at SOFR plus 300 basis points. The $15.0 million of equity is made up of $6.3 million from AWC Real Estate Opportunity Partners I LP ("AWC”), a fund in which we have a 49% non-controlling limited partnership interest (see Note 8 for details) and $8.8 million from two independent ownership groups. AWC and one of the other equity members are the co-managing members of the entity that owns the real estate. We did not record a loss on the original bridge loan and received all past due interest owed.

In April 2023, we exercised our right to foreclose on a group of properties in Houston, Texas that are the underlying collateral for four bridge loans with a total UPB of $217.4 million. We simultaneously sold these properties to a significant equity investor in the original bridge loans and provided new bridge loan financing as part of the sale. We did not record a loss on the original bridge loans and recovered all the outstanding interest owed to us as part of this restructuring.

Given the transitional nature of some of our real estate loans, we may require funds to be placed into an interest reserve, based on contractual requirements, to cover debt service costs. At June 30, 2024 and December 31, 2023, we had total interest reserves of $185.4 million and $156.1 million, respectively, on 586 loans and 537 loans, respectively, with a total UPB of $8.69 billion and $8.44 billion, respectively.