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Borrowings Under Repurchase Agreements
9 Months Ended
Sep. 30, 2017
Debt Disclosure [Abstract]  
Borrowings Under Repurchase Agreements
Borrowings Under Repurchase Agreements
At September 30, 2017 and December 31, 2016, the Company’s borrowings had the following outstanding balances, maturities and weighted average interest rates:
 
 
September 30, 2017
 
 
December 31, 2016
Lender
Maximum Amount of Borrowings
 
Borrowings Outstanding
 
Maturity (1)
 
Weighted
Average
Rate
 (2)
 
 
Maximum Amount of Borrowings
 
Borrowings Outstanding
 
Maturity (1)
 
Weighted
Average
Rate
(2)
JPMorgan Facility (3)
$
1,118,000

 
$
840,360

 
March 2020
 
L+2.27%

 
 
$
943,000

 
$
657,452

 
January 2019
 
L+2.25%

DB Repurchase Facility (4)
565,491

 
265,658

 
March 2020
 
L+2.35%

 
 
300,000

 
137,355

 
September 2019
 
L+2.66%

Goldman Loan
34,180

 
34,180

 
April 2019
 
L+3.50%

 
 
N/A

 
40,657

 
April 2019
 
L+3.50%

Sub-total
1,717,671

 
1,140,198

 
 
 
L+2.32%

 
 


 
835,464

 
 
  
L+2.38%

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
UBS Facility
N/A

 
N/A

 
N/A
 
N/A

 
 
N/A

 
133,899

 
September 2018
 
2.79
%
DB Facility (5)
300,000

 
149,317

 
April 2018
 
3.48
%
 
 
N/A

 
177,203

 
April 2018
 
3.63
%
Sub-total
300,000

 
149,317

 
 
 
3.48
%
 
 


 
311,102

 
 
 
3.27
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Less: deferred financing costs
N/A

 
(10,884
)
 
 
 
N/A

 
 
N/A

 
(6,763
)
 
 
 
N/A

Total / Weighted Average
$
2,017,671

 
$
1,278,631

  
 
 
3.55
%
 
 


 
$
1,139,803

 
 
  
3.18
%

 ———————
(1) Maturity date assumes all extensions are exercised.
(2) Assumes one-month LIBOR was 1.23% and 0.77% as of September 30, 2017 and December 31, 2016, respectively.
(3) As of September 30, 2017, the Company's master repurchase agreement with JPMorgan Chase Bank, National Association
(the "JPMorgan Facility") provided for maximum total borrowings comprised of the $975,000 repurchase facility and a $143,000 asset specific financing.
(4) As of September 30, 2017, the Company's master repurchase agreement with Deutsche Bank AG, Cayman Islands Branch (the "DB Repurchase Facility") provided for maximum total borrowings comprised of the $450,000 and £45,000 repurchase facility and a $55,200 asset specific financing.
(5) Advances under the DB Facility accrue interest at a per annum pricing rate based on the rate implied by the fixed rate bid under a fixed for floating interest rate swap for the receipt of payments indexed to three-month U.S. dollar LIBOR, plus a financing spread ranging from 2.09% to 2.39% based on the rating of the collateral pledged.

At September 30, 2017, the Company’s borrowings had the following remaining maturities:
 
 
Less than
1 year (1)
 
1 to 3
years (1)
 
3 to 5
years
 
More than
5 years
 
Total
JPMorgan Facility
$
166,273

 
$
674,087

 
$

 
$

 
$
840,360

DB Repurchase Facility

 
265,658

 

 

 
265,658

Goldman Loan

 
34,180

 

 

 
34,180

DB Facility
149,317

 

 

 

 
149,317

Total
$
315,590

 
$
973,925

 
$

 
$

 
$
1,289,515

 ———————
(1) Assumes underlying assets are financed through the fully extended maturity date of the facility.
At September 30, 2017, the Company’s collateralized financings were comprised of borrowings outstanding under the JPMorgan Facility, the DB Repurchase Facility, the Company's repurchase agreement with Goldman Sachs Bank USA (the "Goldman Loan") and the DB Facility. The table below summarizes the outstanding balances at September 30, 2017, as well as the maximum and average month-end balances for the nine months ended September 30, 2017 for the Company's borrowings under repurchase agreements.
 
 
 
 
For the nine months ended September 30, 2017
 
Balance at September 30, 2017
 
Maximum Month-End
Balance
 
Average Month-End
Balance
JPMorgan Facility borrowings
$
840,360

 
$
986,611

 
$
849,355

DB Repurchase Facility borrowings
265,658

 
367,010

 
286,326

Goldman Loan borrowings
34,180

 
39,590

 
37,554

DB Facility borrowings
149,317

 
177,203

 
136,930

Total
$
1,289,515

 
 
 
 



JPMorgan Facility
On March 31, 2017, the Company, through two indirect wholly owned subsidiaries, amended and restated the JPMorgan Facility, which currently provides for maximum total borrowings of $1,118,000, comprised of the $975,000 repurchase facility and a $143,000 asset specific financing, and a term expiring in March 2019 plus a one-year extension option available at the Company's option, subject to certain conditions. Amounts borrowed under the JPMorgan Facility bear interest at spreads ranging from 2.25% to 3.50% over one-month LIBOR. Margin calls may occur any time the aggregate repurchase price exceeds the agreed upon advance rate multiplied by the market value of the assets by more than $250. The Company has agreed to provide a limited guarantee of the obligations of its indirect wholly-owned subsidiaries under the JPMorgan Facility.
As of September 30, 2017, the Company had $840,360 of borrowings outstanding under the JPMorgan Facility secured by certain of the Company's commercial mortgage and subordinate loans.
DB Repurchase Facility
On September 29, 2016, the Company, through indirect wholly-owned subsidiaries, entered into the DB Repurchase Facility which provides for maximum total borrowings of $565,491 comprised of the $450,000 and £45,000 repurchase facility as well as a $55,200 asset specific financing in connection with financing first mortgage loans secured by real estate. The DB Repurchase Facility matures in March 2018 with two one-year extension options available at the Company's option, subject to certain conditions. Amounts borrowed under the DB Repurchase Facility bear interest at spreads ranging from 2.10% to 3.00% over one-month LIBOR. Margin calls may occur any time at specified aggregate margin deficit thresholds. The Company has agreed to provide a guarantee of the obligations of its indirect wholly-owned subsidiaries under this facility.
As of September 30, 2017, the Company had $265,658 (inclusive of £45,000) borrowings outstanding under the DB Repurchase Facility secured by certain of the Company's commercial mortgage loans.
Goldman Loan
On January 26, 2015, the Company, through an indirect wholly-owned subsidiary, entered into the Goldman Loan. The Goldman Loan provides for a purchase price of $34,180 (as of September 30, 2017) and a repurchase date of the earliest of: (1) April 30, 2019, (2) an early repurchase date as a result of repayment or sale of the purchased loan, or (3) an accelerated repurchase date as a result of certain events of default. Subject to the terms and conditions thereof, the Goldman Loan provides for the purchase and sale of certain participation interests in a mortgage loan secured by single-family and condominium properties. Amounts borrowed under the Goldman Loan bear interest at a spread of 3.5% plus one-month LIBOR. In addition, the Goldman Loan provides that margin calls may occur during the continuance of certain credit events if the market value of the mortgaged properties drop below an agreed upon percentage. The Goldman Loan contains affirmative and negative covenants and provisions regarding events of default that are normal and customary for similar repurchase agreements.
As of September 30, 2017, the Company had $34,180 of borrowings outstanding under the Goldman Loan secured by one commercial mortgage loan held by the Company.
UBS Facility
In September 2013, the Company, through an indirect wholly-owned subsidiary, entered into the UBS Facility, which provided that the Company may borrow up to $133,899 in order to finance the acquisition of CMBS. The UBS Facility matured in September 2017 and the Company repaid the outstanding borrowings in full.
DB Facility
In April 2014, the Company, through an indirect wholly-owned subsidiary, entered into the DB Facility, which currently provides that the Company may borrow up to $300,000 in order to finance the acquisition of CMBS. The DB Facility matures in April 2018. Advances under the DB Facility accrue interest at a per annum pricing rate based on the rate implied by the fixed rate bid under a fixed for floating interest rate swap for the receipt of payments indexed to three-month U.S. dollar LIBOR, plus a financing spread ranging from 2.09% to 2.39% based on the rating of the collateral pledged.

The Company posts margin in cash based on the fair value of the underlying collateral. The margin posted is classified as restricted cash on the Company's condensed consolidated balance sheets.
Additionally, the undrawn amount is subject to a 1.8% non-use fee. The DB Facility contains customary terms and conditions for facilities of this type and financial covenants to be met by the Company, including minimum shareholder's equity of 50% of the gross capital proceeds of its initial public offering and any subsequent public or private offerings.
As of September 30, 2017, the Company had $149,317 of borrowings outstanding under the DB Facility secured by CMBS held by the Company.
The Company was in compliance with the financial covenants under each of its borrowing agreements at September 30, 2017 and December 31, 2016.