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Secured Debt Arrangements, Net
6 Months Ended
Jun. 30, 2018
Debt Disclosure [Abstract]  
Secured Debt Arrangements, Net
Secured Debt Arrangements, Net
At June 30, 2018 and December 31, 2017, the Company’s borrowings had the following secured debt arrangements, maturities and weighted average interest rates ($ in thousands):
 
 
June 30, 2018 (2)
 
December 31, 2017
 
Maximum Amount of Borrowings
 
Borrowings Outstanding
 
Maturity (1)
 
Maximum Amount of Borrowings
 
Borrowings Outstanding
 
Maturity (1)
 
Weighted
Average
Rate
(2)
JPMorgan Facility (USD) (3)
$
1,331,780

 
$
950,634

 
June 2021
 
$
1,393,000

 
$
944,529

 
March 2020
 
USD L + 2.30%
JPMorgan Facility (GBP) (3)
50,220

 
50,220

 
June 2021
 
N/A

 
N/A

 
N/A
 
N/A
DB Repurchase Facility (USD) (4)
698,824

 
469,200

 
March 2021
 
472,090

 
225,367

 
March 2020
 
USD L + 2.56%
DB Repurchase Facility (GBP) (4)
156,176

 
156,176

 
March 2021
 
93,919

 
93,919

 
March 2020
 
GBP L + 2.60%
Goldman Facility
300,000

 
209,014

 
November 2020
 
331,130

 
81,380

 
November 2020
 
USD L + 2.73%
CS Facility
145,937

 
145,937

 
December 2018
 
N/A

 
N/A

 
N/A
 
N/A
Sub-total
2,682,937

 
1,981,181

 
 
 
2,290,139

 
1,345,195

 
 
 

less: deferred financing costs
N/A

 
(20,307
)
 
 
 
N/A

 
(14,348
)
 
 
 
N/A
Total / Weighted Average
$
2,682,937

 
$
1,960,874

 
$
2,290,139

 
$
1,330,847

 
USD L + 2.37% /
 
GBP L + 2.60%
———————
(1) Maturity date assumes extensions at the Company's option are exercised.
(2) Weighted average rate as of June 30, 2018 was USD L + 2.27% / GBP L + 2.30%.
(3) As of June 30, 2018, the Company's secured debt arrangements with JPMorgan Chase Bank, National Association (the "JPMorgan Facility") provided
for maximum total borrowings comprised of a $1.3 billion repurchase facility and $132.0 million of an asset specific financing.
(4) As of June 30, 2018, the Company's secured debt arrangements with Deutsche Bank AG, Cayman Islands Branch and Deutsche Bank AG, London Branch (the "DB Repurchase Facility") provided for maximum total borrowings comprised of a $800.0 million repurchase facility and a $55.0 million asset specific financing.
At June 30, 2018, the Company’s borrowings had the following remaining maturities ($ in thousands):
 
 
Less than
1 year
 (1)
 
1 to 3
years
 (1)
 
3 to 5
years
 
More than
5 years
 
Total
JPMorgan Facility
$
115,615

 
$
885,239

 
$


$

 
$
1,000,854

DB Repurchase Facility
123,816

 
501,560

 



 
625,376

Goldman Facility

 
209,014

 

 

 
209,014

CS Facility
145,937

 

 

 

 
145,937

Total
$
385,368

 
$
1,595,813

 
$

 
$

 
$
1,981,181

———————
(1) Assumes underlying assets are financed through the fully extended maturity date of the facility.
The table below summarizes the outstanding balances at June 30, 2018, as well as the maximum and average month-end balances for the six months ended June 30, 2018 for the Company's borrowings under secured debt arrangements ($ in thousands).
 
 
 
 
 
For the six months ended June 30, 2018
 
Balance at
June 30, 2018
 
Amortized Cost of Collateral at June 30, 2018
 
Maximum Month-End
Balance
 
Average Month-End
Balance
JPMorgan Facility
$
1,000,854

 
$
1,601,812

 
$
1,000,854

 
$
865,101

DB Repurchase Facility
625,376

 
1,010,503

 
632,990

 
446,571

Goldman Facility
209,014

 
280,699

 
236,764

 
135,123

CS Facility
145,937

 
222,902

 
145,937


24,323

Total
$
1,981,181

 
$
3,115,916

 
 
 
 

JPMorgan Facility
In June 2018, the Company, through two indirect wholly owned subsidiaries, entered into an amendment to the Fifth Amended and Restated Master Repurchase Agreement for the JPMorgan Facility, which extended the term to June 2020, plus a one-year extension option available at the Company's option, subject to certain conditions. The JPMorgan Facility provides for maximum total borrowing capacity of $1.4 billion, comprised of a $1.25 billion repurchase facility and a $132.0 million asset specific financing and enables the Company to elect to receive advances in either U.S. dollars, British pounds ("GBP"), or Euros ("EUR"). The asset specific financing matures in February 2019. Margin calls may occur any time at specified aggregate margin deficit thresholds. The Company has agreed to provide a limited guarantee of the obligations of its indirect wholly-owned subsidiaries under the JPMorgan Facility.
As of June 30, 2018, the Company had $1.0 billion (including £38.0 million assuming conversion into U.S. dollars) of borrowings outstanding under the JPMorgan Facility secured by certain of the Company's commercial mortgage loans.
DB Repurchase Facility
In April 2018, the Company, through an indirect wholly-owned subsidiary, entered into a Second Amended and Restated Master Repurchase Agreement (the "Second Amendment and Restatement") with Deutsche Bank AG, Cayman Islands Branch and Deutsche Bank AG, London Branch. The Second Amendment and Restatement provides for advances of up to $800.0 million for the sale and repurchase of eligible first mortgage loans secured by commercial or multifamily properties located in the United States, United Kingdom and the European Union, and enables the Company to elect to receive advances in either U.S. dollars, British pounds, or Euros. Additionally, the Company has $55.0 million of asset specific financings with Deutsche Bank in connection with financing first mortgage loans secured by real estate. The Second Amendment and Restatement has a maturity date of March 31, 2020 plus one one-year extension available at the Company's option, subject to certain conditions. The asset specific financings mature in September 2018. Margin calls may occur any time at specified aggregate margin deficit thresholds. The Company has agreed to provide a limited guarantee of the obligations of its indirect wholly-owned subsidiaries under this facility.
As of June 30, 2018, the Company had $625.4 million (including £118.3 million assuming conversion into U.S. dollars) of borrowings outstanding under the DB Repurchase Facility secured by certain of the Company's commercial mortgage loans.
Goldman Facility
In November 2017, the Company, through an indirect wholly-owned subsidiary, entered into a master repurchase and securities contract agreement with Goldman Sachs Bank USA (the "Goldman Facility), which provides for advances of up to $300.0 million and matures in November 2020. Margin calls may occur any time at specified margin deficit thresholds. The Company has agreed to provide a limited guarantee of the obligations of the seller under the Goldman Facility.
As of June 30, 2018, the Company had total borrowings of $209.0 million of borrowings outstanding under the Goldman Facility.
CS Facility
In June 2018, the Company, through an indirect wholly-owned subsidiary, entered into a master repurchase agreement with Credit Suisse AG, acting through its Cayman Islands Branch and Alpine Securitization Ltd (the "CS Facility"), which provides for advances for the sale and repurchase of eligible commercial mortgage loans secured by real estate. The CS Facility matures six months after either party notifies the other party of intention to terminate. 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 June 30, 2018, the Company had total borrowings of $145.9 million (£110.5 million assuming conversion into U.S. dollars) of borrowings outstanding under the CS Facility secured by one of the Company's commercial mortgage loans.
The Company was in compliance with the financial covenants under each of its secured debt arrangements at June 30, 2018 and December 31, 2017.