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Debt Obligations
6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
Debt Obligations Debt Obligations
Credit and Repurchase Facilities
Borrowings under our credit and repurchase facilities are as follows ($ in thousands):
June 30, 2025December 31, 2024
Current
Maturity
Extended
Maturity
Debt
Carrying
Value (1)
Collateral
Carrying
Value
Wtd. Avg.
Note Rate (2)
Debt
Carrying
Value (1)
Collateral
Carrying
Value
Structured Business
$1.9B joint repurchase facility (3)
Jul. 2025 (11)Jul. 2026 (11)$810,567 $1,332,963 6.79%$657,690 $1,104,791 
$1.15B repurchase facility
(10)N/A1,076,935 1,368,645 6.26%— — 
$1B repurchase facility (3)
Aug. 2025Aug. 2026153,704 233,399 6.84%215,459 336,193 
$1B repurchase facility
(6)N/A751,531 1,023,366 7.21%781,812 1,055,321 
$750M repurchase facility (3)(7)
Dec. 2026Dec. 2027412,846 636,680 6.77%202,798 362,695 
$650M repurchase facility (3)(4)
Oct. 2025N/A445,556 601,201 6.92%499,017 678,017 
$400M credit facility
Mar. 2027N/A103,271 199,848 7.68%138,695 237,123 
$400M repurchase facility
Jan. 2027Jan. 2028106,016 154,525 6.87%74,896 109,920 
$350M repurchase facility
Mar. 2026N/A129,852 204,185 6.46%134,189 203,135 
$250M repurchase facility
Sept. 2027(8)34,245 65,007 7.52%— — 
$250M repurchase facility
Oct. 2025Oct. 2026134,223 169,615 5.94%— — 
$200M repurchase facility
Mar. 2027Mar. 20285,271 7,753 6.97%155,676 214,441 
$150M repurchase facility
Oct. 2025N/A78,526 100,265 7.15%108,696 145,148 
$110M loan specific credit facilities
Aug. 2025 to Jul. 2026Sept. 2026 to Aug. 202783,855 114,274 6.64%133,965 181,108 
$40M credit facility
Apr. 2026Apr. 202715,459 24,610 6.76%15,387 24,610 
$35M working capital facility
Apr. 2026N/A— — — — — 
Repurchase facility - securities (3)(5)N/AN/A50,281 — 5.74%18,549 — 
Structured Business total (9)$4,392,138 $6,236,336 6.73%$3,136,829 $4,652,502 
Agency Business
$750M ASAP agreement
N/AN/A$82,302 $82,918 5.47%$62,196 $62,372 
$500M repurchase facility (12)
Nov. 2025N/A15,131 15,134 5.80%40,872 41,165 
$200M credit facility
Mar. 2026N/A69,728 69,973 5.85%141,169 141,971 
$200M credit facility
Jun. 2026N/A104,507 105,816 5.80%137,762 138,793 
$100M joint repurchase facility (3)
Jul. 2025 (11)Jul. 2026 (11)57,816 77,853 6.17%28,611 38,962 
$50M credit facility
Sept. 2025N/A— — 5.80%11,723 11,723 
$1M repurchase facility (3)(4)
Oct. 2025N/A— — 6.85%328 469 
Agency Business total$329,484 $351,694 5.79%$422,661 $435,455 
Consolidated total$4,721,622 $6,588,030 6.66%$3,559,490 $5,087,957 
________________________
(1)At June 30, 2025 and December 31, 2024, debt carrying value for the Structured Business was net of unamortized deferred finance costs of $8.1 million and $8.6 million, respectively, and for the Agency Business was net of unamortized deferred finance costs of $0.4 million and $0.2 million, respectively.
(2)At June 30, 2025 and December 31, 2024, all credit and repurchase facilities are variable rate loans.
(3)These facilities are subject to margin call provisions associated with changes in interest spreads.
(4)A portion of this facility was used to finance a fixed-rate SFR permanent loan reported through our Agency Business.
(5)At June 30, 2025 and December 31, 2024, this facility was collateralized by certificates retained by us from our Freddie Mac Q Series securitization (“Q Series securitization”) with a principal balance of $26.6 million. At June 30, 2025, this facility was also collateralized by investment grade notes we retained from our BTR CLO 1 securitization with a principal balance of $41.0 million.
(6)The commitment amount under this facility expires six months after the lender provides written notice. We then have an additional six months to repurchase the underlying loans.
(7)$500.0 million of this facility is available for financing performing loans and $250.0 million is available for financing non-performing loans.
(8)We have the ability to extend the maturity of this facility in one-year increments, subject to lender approval.
(9)These amounts exclude outstanding mortgage notes payable on our REO assets with a debt carrying value of $184.6 million and $74.9 million at June 30, 2025 and December 31, 2024, respectively.
(10)This facility matures at the latest maturity date of all purchased assets, which is currently February 2028.
(11)In July 2025, this facility was amended to reduce the facility size to $1.50 billion from $2.00 billion and extend the maturity date to July 2027, with a one-year extension option.
(12)In July 2025, this facility was amended to temporarily increase the facility size to $1.00 billion from $500.0 million, effective through August 2025.
Structured Business
At June 30, 2025 and December 31, 2024, the weighted average interest rate for the credit and repurchase facilities of our Structured Business, including certain fees and costs, such as structuring, commitment, non-use and warehousing fees, was 7.11% and 7.43%, respectively. The leverage on our loan and investment portfolio financed through our credit and repurchase facilities, excluding the securities repurchase facility and the working capital facility, was 70% and 67% at June 30, 2025 and December 31, 2024, respectively.
In May 2025, we amended the interest rate on a $150.0 million repurchase facility to SOFR plus 2.50%, with an all-in floor of 5.50%, from SOFR plus 3.00%, with an all-in floor of 5.50%, contingent upon certain designated loans remaining in the facility through August 2025.
In March 2025, we entered into a $1.15 billion repurchase facility to finance the loans primarily held in our CLOs. This facility has a 24-month reinvestment period through March 2027. The facility has an interest rate of SOFR plus 1.85% and matures at the latest maturity date of all purchased assets, which is currently February 2028. Additionally, this facility is approximately 88% non-recourse to us and has an 80% advance rate.
In January 2025, we amended a $200.0 million repurchase facility to increase the facility size to $400.0 million and extend the maturity to January 2027, with a one-year extension option.
Securitized Debt
We account for securitized debt transactions on our consolidated balance sheet as financing facilities. These transactions are considered VIEs for which we are the primary beneficiary and are consolidated in our financial statements. The investment grade notes and guaranteed certificates issued to third parties are treated as secured financings and are non-recourse to us.
Borrowings and the corresponding collateral under our securitized debt transactions are as follows ($ in thousands):
DebtCollateral (3)
LoansCash
June 30, 2025Face ValueCarrying
Value (1)
Wtd. Avg.
Rate (2)
UPBCarrying
Value
Restricted
Cash (4)
BTR CLO 1$491,416 $482,655 6.98 %$598,690 $596,343 $— 
CLO 18 (5)1,165,068 1,163,440 6.50 %1,555,321 1,553,807 — 
CLO 17 (5)1,271,526 1,270,345 6.21 %1,659,345 1,659,134 — 
CLO 16 (5)557,510 556,519 6.02 %819,854 819,367 — 
Total CLOs3,485,520 3,472,959 6.38 %4,633,210 4,628,651 — 
Q Series securitization37,950 37,906 6.45 %82,440 82,433 — 
Total securitized debt$3,523,470 $3,510,865 6.38 %$4,715,650 $4,711,084 $— 
December 31, 2024
CLO 19$753,987 $751,364 7.02 %$912,935 $912,392 $— 
CLO 181,335,647 1,332,950 6.47 %1,684,765 1,684,285 37,090 
CLO 171,482,657 1,480,495 6.15 %1,811,391 1,810,463 50,910 
CLO 16682,845 681,008 5.93 %944,660 943,542 — 
CLO 14326,238 326,238 6.11 %452,751 452,526 — 
Total CLOs (5)4,581,374 4,572,055 6.35 %5,806,502 5,803,208 88,000 
Q Series securitization50,641 50,434 6.49 %94,940 94,895 — 
Total securitized debt$4,632,015 $4,622,489 6.35 %$5,901,442 $5,898,103 $88,000 
________________________
(1)Debt carrying value is net of $12.6 million and $9.5 million of deferred financing fees at June 30, 2025 and December 31, 2024, respectively.
(2)At June 30, 2025 and December 31, 2024, the aggregate weighted average note rate for our collateralized loan obligations ("CLO"), including certain fees and costs, was 6.71% and 6.59%, respectively, and the Q Series securitization was 7.52% and 7.46%, respectively.
(3)At June 30, 2025 and December 31, 2024, 45 and 46 loans, respectively, with a total UPB of $1.88 billion and $1.60 billion, respectively, were deemed a "credit risk" as defined by the CLO indentures. A credit risk asset is generally defined as one that, in the CLO collateral manager's reasonable business judgment, has a significant risk of becoming a defaulted asset.
(4)Represents restricted cash held for principal repayments as well as for reinvestment in the CLOs. Does not include restricted cash related to interest payments, delayed fundings and expenses totaling $63.7 million and $43.4 million at June 30, 2025 and December 31, 2024, respectively.
(5)The replenishment period for the following CLOs has ended: CLO 14 - September 2023, CLO 16 – March 2024, CLO 19 – May 2024, CLO 17 – June 2024 and CLO 18 – August 2024.
BTR CLO 1. In May 2025, we completed BTR CLO 1, through a wholly owned subsidiary, issuing eleven tranches of CLO notes totaling $801.9 million. Of the total CLO notes issued, $682.6 million consisted of investment grade notes, $41.0 million of which were retained by us (including $31.8 million we financed), with the remainder issued to third party investors. The remaining $119.3 million were below investment grade notes and fully retained by us. As of the CLO closing date, the notes were secured by a portfolio of real estate related assets and cash with a face value of $583.6 million, with the real estate related assets primarily comprised of first-lien mortgage construction and bridge loans secured by build-to-rent properties contributed from our existing loan portfolio. The CLO has an approximate two-year replacement period, during which principal and sale proceeds from the underlying loans may be reinvested into qualifying replacement loan obligations, subject to conditions outlined in the indenture. The Securitization also includes a $200.0 million senior revolving note, which may be used to fund construction draws, acquire collateral at closing, or purchase replacement assets during the replacement period, of which $50.0 million had been drawn as of June 30, 2025. Thereafter, the outstanding debt balance will decrease as loans are repaid. Initially, the proceeds of the issuance also included $50.0 million for the purpose of acquiring additional loan obligations within 180 days from the CLO closing date, of which $36.2 million has been utilized to date, with the remaining amount expected to be fully utilized. Following the 180-day ramp up period and assuming the entire committed amount under the senior revolving note is utilized, the issuer will own loan obligations with a face value of $801.9 million, representing leverage of 80%, or 84% after
factoring in the financed portion of our retained investment grade notes. The notes sold to third parties had an initial weighted average interest rate of 2.48% plus term SOFR, with interest payable monthly.
CLO 14 and 19. In March 2025, we unwound CLO 14 and 19, redeeming the remaining outstanding notes totaling $1.08 billion, which were repaid from a new $1.15 billion repurchase facility. We expensed $2.3 million of deferred financing fees related to the unwind of these CLOs, into loss on extinguishment of debt on the consolidated statements of income.
Securitization Paydowns. During the six months ended June 30, 2025, outstanding notes totaling $507.0 million on our existing CLOs and $12.7 million on the Q Series securitization have been paid down.
Senior Unsecured Notes
A summary of our senior unsecured notes is as follows ($ in thousands):
June 30, 2025December 31, 2024
Senior
Unsecured Notes (3)
 Issuance
Date
MaturityUPBCarrying
Value (1)
Wtd. Avg.
Rate (2)
UPBCarrying
Value (1)
Wtd. Avg.
Rate (2)
9.00% Notes
Oct. 2024Oct. 2027$100,000 $98,643 9.00 %$100,000 $98,352 9.00 %
7.75% Notes
Mar. 2023Mar. 202695,000 94,564 7.75 %95,000 94,275 7.75 %
8.50% Notes
Oct. 2022Oct. 2027150,000 148,790 8.50 %150,000 148,531 8.50 %
5.00% Notes
 Dec. 2021Dec. 2028180,000 178,513 5.00 %180,000 178,300 5.00 %
4.50% Notes
 Aug. 2021Sept. 2026270,000 269,020 4.50 %270,000 268,601 4.50 %
5.00% Notes
 Apr. 2021Apr. 2026175,000 174,475 5.00 %175,000 174,161 5.00 %
4.50% Notes
 Mar. 2020 Mar. 2027275,000 274,169 4.50 %275,000 273,927 4.50 %
$1,245,000 $1,238,174 5.73 %$1,245,000 $1,236,147 5.73 %
________________________
(1)At June 30, 2025 and December 31, 2024, the carrying value is net of deferred financing fees of $6.8 million and $8.9 million, respectively.
(2)At both June 30, 2025 and December 31, 2024, the aggregate weighted average note rate, including certain fees and costs, was 6.02%.
(3)These notes can be redeemed by us prior to three months before the maturity date, at a redemption price equal to 100% of the aggregate principal amount, plus a “make-whole” premium and accrued and unpaid interest. We have the right to redeem the notes within three months prior to the maturity date at a redemption price equal to 100% of the aggregate principal amount, plus accrued and unpaid interest.
Subsequent Event. In July 2025, we issued $500.0 million aggregate principal amount of 7.875% senior unsecured notes due July 2030 in a private offering. We are using a portion of the net proceeds from this offering to repay our remaining outstanding $287.5 million 7.50% convertible notes due August 2025 and to add approximately $200.0 million of liquidity.
Convertible Senior Unsecured Notes
Our 7.50% convertible senior unsecured notes are not redeemable by us prior to maturity (August 2025) and are convertible by the holder into, at our election, cash, shares of our common stock, or a combination of both, subject to the satisfaction of certain conditions and during specified periods. The conversion rates are subject to adjustment upon the occurrence of certain specified events and the holders may require us to repurchase all, or any portion, of their notes for cash equal to 100% of the principal amount, plus accrued and unpaid interest, if we undergo a fundamental change specified in the agreements.
The UPB and net carrying value of our convertible notes are as follows (in thousands):
PeriodUPBUnamortized Deferred
Financing Fees
Net Carrying
Value
June 30, 2025$287,500 $242 $287,258 
December 31, 2024$287,500 $1,647 $285,853 
During the three months ended June 30, 2025, we incurred interest expense on the notes totaling $6.1 million, of which $5.4 million and $0.7 million related to the cash coupon and deferred financing fees, respectively. During the six months ended June 30, 2025, we incurred interest expense on the notes totaling $12.2 million, of which $10.8 million and $1.4 million related to the cash coupon and deferred financing fees, respectively. During the three months ended June 30, 2024, we incurred interest expense on the notes totaling $6.1 million, of which $5.4 million and $0.7 million related to the cash coupon and deferred financing fees, respectively. During the six months ended June 30, 2024, we incurred interest expense on the notes totaling $12.2 million, of which $10.8 million and $1.4 million related to the cash coupon and deferred financing fees, respectively. Including the amortization of the deferred financing fees, our weighted average total cost of the notes was 8.43% at both June 30, 2025 and December 31, 2024. At June 30, 2025, the notes had a conversion rate of 60.7706 shares of common stock per $1,000 of principal, which represented a conversion price of $16.46 per share of common stock.
Junior Subordinated Notes
The carrying values of borrowings under our junior subordinated notes were $145.1 million and $144.7 million at June 30, 2025 and December 31, 2024, respectively, which is net of a deferred amount of $8.0 million and $8.3 million, respectively, (which is amortized into interest expense over the life of the notes) and deferred financing fees of $1.3 million and $1.4 million, respectively. These notes have maturities ranging from March 2034 through April 2037 and pay interest quarterly at a floating rate. The weighted average note rate was 7.17% and 7.18% at June 30, 2025 and December 31, 2024, respectively. Including certain fees and costs, the weighted average note rate was 7.25% and 7.26% at June 30, 2025 and December 31, 2024, respectively.
Debt Covenants
Credit and Repurchase Facilities and Unsecured Debt. The credit and repurchase facilities and unsecured debt (senior and convertible notes) contain various financial covenants, including, but not limited to, minimum liquidity requirements, minimum net worth requirements, minimum unencumbered asset requirements, as well as certain other debt service coverage ratios, debt to equity ratios and minimum servicing portfolio tests. We were in compliance with all financial covenants and restrictions at June 30, 2025.
CLOs. Our CLO vehicles contain interest coverage and asset overcollateralization covenants that must be met as of the waterfall distribution date in order for us to receive such payments. If we fail these covenants in any of our CLOs, all cash flows from the applicable CLO would be diverted to repay principal and interest on the outstanding CLO bonds and we would not receive any residual payments until that CLO regained compliance with such tests. Our CLOs were in compliance with all such covenants at June 30, 2025, as well as on the most recent determination dates in July 2025. In the event of a breach of the CLO covenants that could not be cured in the near-term, we would be required to fund our non-CLO expenses, including employee costs, distributions required to maintain our REIT status, debt costs, and other expenses with (1) cash on hand, (2) income from any CLO not in breach of a covenant test, (3) income from real property and loan assets, (4) sale of assets, or (5) accessing the equity or debt capital markets, if available. We have the right to cure covenant breaches which would resume normal residual payments to us by purchasing non-performing loans out of the CLOs. However, we may not have sufficient liquidity available to do so at such time.
Our CLO compliance tests as of the most recent determination dates in July 2025 are as follows:
Cash Flow TriggersCLO 16 CLO 17 CLO 18 BTR CLO 1
Overcollateralization (1)
Current140.90 %124.46 %130.03 %117.47 %
Limit120.21 %121.51 %123.03 %115.47 %
Pass / FailPassPassPass Pass
Interest Coverage (2)
Current170.20 %151.24 %144.01 %139.43 %
Limit120.00 %120.00 %120.00 %120.00 %
Pass / FailPass PassPass Pass
________________________
(1)The overcollateralization ratio divides the total principal balance of all collateral in the CLO by the total principal balance of the bonds associated with the applicable ratio. To the extent an asset is considered a defaulted security, the asset’s principal balance for purposes of the overcollateralization test is the lesser of the asset’s market value or the principal balance of the defaulted asset multiplied by the asset’s recovery rate which is determined by the rating agencies. Rating downgrades of CLO collateral will generally not have a direct impact on the principal balance of a CLO asset for purposes of calculating the CLO overcollateralization test unless the rating downgrade is below a significantly low threshold (e.g., CCC-) as defined in each CLO vehicle.
(2)The interest coverage ratio divides interest income by interest expense for the classes senior to those retained by us.
Our CLO overcollateralization ratios as of the determination dates subsequent to each quarter are as follows:
Determination (1)CLO 16 CLO 17 CLO 18 BTR CLO 1
July 2025140.90 %124.46 %130.03 %117.47 %
April 2025142.15 %122.65 %127.91 %N/A
January 2025136.19 %122.10 %123.89 %N/A
October 2024129.98 %123.14 %124.20 %N/A
July 2024127.64 %121.78 %123.67 %N/A
________________________
(1)This table represents the quarterly trend of our overcollateralization ratio, however, the CLO determination dates are monthly and we were in compliance with this test for all periods presented.
The ratio will fluctuate based on the performance of the underlying assets, transfers of assets into the CLOs prior to the expiration of their respective replenishment dates, purchase or disposal of other investments, and loan payoffs. No payment due under the junior subordinated indentures may be paid if there is a default under any senior debt and the senior lender has sent notice to the trustee. The junior subordinated indentures are also cross-defaulted with each other.