

	June 30, 2019 ⁽²⁾						December 31, 2018 ⁽²⁾
	Maximum Amount of Borrowings		Borrowings Outstanding			Maturity ⁽¹⁾	Maximum Amount of Borrowings		Borrowings Outstanding			Maturity ⁽¹⁾
JPMorgan Facility (USD)	$	951,723	$	712,335		June 2024	$	1,333,503	$	680,141		June 2021
JPMorgan Facility (GBP)	48,277		48,277			June 2024	48,497		48,497			June 2021
DB Repurchase Facility (USD)	862,588		434,090			March 2021	904,181		419,823			March 2021
DB Repurchase Facility (GBP)	137,412		137,412			March 2021	150,819		150,819			March 2021
Goldman Facility	500,000		112,713			November 2021	300,000		210,072			November 2020
CS Facility (USD)	174,278		174,278			December 2019	187,117		187,117			June 2019
CS Facility (GBP)	144,364		144,364			December 2019	151,773		151,773			June 2019
HSBC Facility (GBP)	37,834		37,834			December 2019	48,835		48,835			December 2019
Sub-total	2,856,476		1,801,303				3,124,725		1,897,077
less: deferred financing costs	N/A		(18,246		)		N/A		(17,555		)
Total / Weighted-Average	$	2,856,476	$	1,783,057			$	3,124,725	$	1,879,522
Total / Weighted-Average	$	2,856,476	$	1,783,057			$	3,124,725	$	1,879,522

In May 2017, through two indirect wholly-owned subsidiaries, we entered into a Fifth Amended and Restated Master Repurchase Agreement with JPMorgan Chase Bank, National Association (as amended, the "JPMorgan Facility"). During the second quarter of 2019, we amended the JPMorgan Facility to allow for $1.0 billion of maximum borrowings and maturity in June 2022, plus two one-year extensions available at our option, subject to certain conditions. The JPMorgan Facility enables us to elect to receive advances in U.S. dollars, British pounds ("GBP"), or Euros ("EUR"). Margin calls may occur any time at specified aggregate margin deficit thresholds. We have agreed to provide a limited guarantee of the obligations of our indirect wholly-owned subsidiaries under the JPMorgan Facility.

As of June 30, 2019, we had $760.6 million (including £38.0 million assuming conversion into U.S. dollars) of borrowings outstanding under the JPMorgan Facility secured by certain of our commercial mortgage loans.

In April 2018, through an indirect wholly-owned subsidiary, we entered into a Second Amended and Restated Master Repurchase Agreement with Deutsche Bank AG, Cayman Islands Branch and Deutsche Bank AG, London Branch (as amended, the "DB Repurchase Facility"), which was upsized in September 2018, and provides for advances of up to $1.0 billion 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 us to elect to receive advances in U.S. dollars, British pounds, or Euros. The repurchase facility matures in March 2020, plus a one-year extension available at our option, subject to certain conditions. Margin calls may occur any time at specified aggregate margin deficit thresholds. We have agreed to provide a limited guarantee of the obligations of our indirect wholly-owned subsidiaries under this facility.

As of June 30, 2019, we had $571.5 million (including £108.2 million assuming conversion into U.S. dollars) of borrowings outstanding under the DB Repurchase Facility secured by certain of our commercial mortgage loans.

In November 2017, through an indirect wholly-owned subsidiary, we entered into a master repurchase and securities contract agreement with Goldman Sachs Bank USA (the "Goldman Facility"), which was upsized in March 2019 from $300.0 million to $500.0 million and matures in November 2019, plus two one-year extensions available at our option, subject to certain conditions. Margin calls may occur any time at specified margin deficit thresholds. We have agreed to provide a limited guarantee of the obligations of the seller under the Goldman Facility.

In July 2018, through an indirect wholly-owned subsidiary, we entered into a Master Repurchase Agreement with Credit Suisse AG, acting through its Cayman Islands Branch and Alpine Securitization Ltd (the "CS Facility - USD"), which provides for advances for the sale and repurchase of eligible commercial mortgage loans secured by real estate. The CS Facility - USD 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. We have agreed to provide a guarantee of the obligations of our indirect wholly-owned subsidiaries under this facility.

In June 2018, through an indirect wholly-owned subsidiary, we entered into a Master Repurchase Agreement with Credit Suisse AG, acting through its Cayman Islands Branch and Alpine Securitization Ltd (the "CS Facility - GBP"), which provides for advances for the sale and repurchase of eligible commercial mortgage loans secured by real estate. The CS Facility - GBP 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. We have agreed to provide a guarantee of the obligations of our indirect wholly-owned subsidiaries under this facility.

In September 2018, through an indirect wholly-owned subsidiary, we entered into a secured debt arrangement with HSBC Bank plc (the "HSBC Facility"), which provides for a single asset financing. The facility matures in December 2019. Margin calls may occur any time at specified aggregate margin deficit thresholds. We have agreed to provide a guarantee of the obligations of our indirect wholly-owned subsidiaries under this facility.



	Less than 1 year⁽¹⁾		1 to 3 years⁽¹⁾		3 to 5 years ⁽¹⁾		More than 5 years		Total
JPMorgan Facility	$	144,554	$	294,839	$	321,219	$	—	$	760,612
DB Repurchase Facility	106,304		465,198		—		—		571,502
Goldman Facility	—		112,713		—		—		112,713
CS Facility - USD	174,278		—		—		—		174,278
CS Facility - GBP	144,364		—		—		—		144,364
HSBC Facility	37,834		—		—		—		37,834
Total	$	607,334	$	872,750	$	321,219	$	—	$	1,801,303

The table below summarizes the outstanding balances at June 30, 2019, as well as the maximum and average month-end balances for the six months ended June 30, 2019 for our borrowings under secured debt arrangements ($ in thousands).



	As of June 30, 2019				For the six months ended June 30, 2019
	Balance		Amortized Cost of Collateral		Maximum Month-End Balance		Average Month-End Balance
JPMorgan Facility	$	760,612	$	1,612,150	$	929,496	$	836,744
DB Repurchase Facility	571,502		1,012,396		672,477		583,879
Goldman Facility	112,713		515,064		312,507		207,934
CS Facility - USD	174,278		238,441		188,037		184,049
CS Facility - GBP	144,364		206,422		150,811		145,599
HSBC Facility	37,834		53,946		50,784		47,830
Total	$	1,801,303	$	3,638,419

In May 2019, we entered into a $500.0 million senior secured term loan (“Term Loan B”). The Term Loan B bears interest at LIBOR plus 2.75% and was issued at a price of 99.5%. The Term Loan B matures in May 2026 and contains restrictions relating to liens, asset sales, indebtedness, and investments in non-wholly owned entities.

The Term Loan B includes, the following financial covenants: (i) our ratio of total non-recourse debt to tangible net worth cannot be greater than 3:1; and (ii) our ratio of total unencumbered assets to total pari-passu indebtedness must be at least 1.25:1.