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Secured Debt Arrangements, Net
 12 Months Ended
Dec. 31, 2020
Senior Secured Term Loan, Net And Secured Debt Arrangements Participations Sold
Participations sold represents the subordinate interests in loans we originated and subsequently partially sold. We account for participations sold as secured borrowings on our consolidated balance sheet with both assets and non-recourse liabilities because the participations do not qualify as a sale under ASC 860 - "Transfers and Servicing." The income earned on the participations sold is recorded as interest income and an identical amount is recorded as interest expense on our consolidated statements of operations.
In October 2020, we sold a $25.0 million interest, at par, in a mezzanine loan collateralized by a ground-up condominium development in New York City that we originated in December 2017. The participation interest sold is subordinate to our remaining $85.7 million mezzanine loan and is accounted for as a secured borrowing on our consolidated balance sheet. The participation sold accrues payment-in-kind interest.
In December 2020, we sold a £6.7 million ($8.9 million assuming conversion into USD) interest, at par, in a first mortgage loan collateralized by an office building located in London, UK that was originated by us in December 2017. In connection with this sale, we transferred our remaining unfunded commitment of £19.1 million ($25.3 million assuming conversion into USD). The participation interest sold is subordinate to our remaining £70.3 million ($96.1 million assuming conversion into USD) first mortgage loan and is accounted for as a secured borrowing on our consolidated balance sheet.
The table below details participations sold included in our consolidated balance sheet ($ in thousands):
December 31, 2020December 31, 2019
Participation sold on Commercial mortgage loans$9,217 $— 
Participation sold on Subordinate loans and other lending assets (1)
25,757 — 
Total Participations sold$34,974 $— 
———————
(1)Includes $0.8 million of PIK interest in 2020.
Senior Notes  
Senior Secured Term Loan, Net And Secured Debt Arrangements Secured Debt Arrangements, Net
At December 31, 2020 and 2019, our borrowings included the following secured debt arrangements, maturities and weighted-average interest rates ($ in thousands):
 
December 31, 2020December 31, 2019
 
Maximum Amount of Borrowings(1)
Borrowings Outstanding(1)
Maturity (2)
Maximum Amount of Borrowings(1)
Borrowings Outstanding(1)
Maturity (2)
JPMorgan (USD)$1,113,156 $984,125 June 2024$1,154,109 $1,090,160 June 2024
JPMorgan (GBP)113,548 113,548 June 202451,702 50,410 June 2024
JPMorgan (EUR)73,296 73,296 June 202494,189 94,189 June 2024
DB (USD)1,000,000 520,457 March 20231,250,000 513,876 March 2021
Goldman (USD)500,000 332,352 
November 2023(3)
500,000 322,170 November 2021
CS Facility - USD374,251 369,182 
March 2023(4)(6)

226,068 218,644 June 2020
CS Facility - GBP— — 
N/A(5)
93,915 93,915 June 2020
HSBC Facility - USD— — 
N/A(5)
50,625 50,625 October 2020
HSBC Facility - GBP— — 
N/A(5)
34,634 34,634 June 2020
HSBC Facility - EUR163,785 163,785 July 2021154,037 154,037 January 2021
Barclays (USD)200,000 35,192 March 2024N/AN/AN/A
Barclays (GBP)— — 
N/A(5)
538,916 290,347 
February 2024(5)
Barclays (EUR)— — 
N/A(5)
182,549 182,549 November 2020
Total Secured Credit Facilities3,538,036 2,591,937 4,330,744 3,095,556 
Barclays Private Securitization857,728 857,728 
September 2023(6)
N/AN/AN/A
Total Secured Debt Arrangements4,395,764 3,449,665 4,330,744 3,095,556 
less: deferred financing costsN/A(12,993)N/A(17,190)
Total Secured Debt Arrangements, net(7)(8)(9)
$4,395,764 $3,436,672 $4,330,744 $3,078,366  
———————
(1)As of December 31, 2020, GBP and EUR borrowings were converted to USD at a rate of 1.37 and 1.22, respectively. As of December 31, 2019, GBP and EUR borrowings were converted at a rate of 1.33 and 1.12, respectively.
(2)Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable.
(3)Assumes facility enters the amortization period described below.
(4)Assumes financings are extended in line with the underlying loans.
(5)As of December 31, 2020, there are no loans pledged to this facility.
(6)Represents weighted average maturity across various financings with the counterparty. See below for additional details.
(7)Weighted-average borrowing costs as of December 31, 2020 and 2019 were USD L + 2.16% / GBP L + 1.83% / EUR L + 1.46% and USD L + 2.07% / GBP L + 1.75% / EUR L + 1.36%, respectively.
(8)Weighted average advance rates based on cost as of December 31, 2020 and 2019 were 63.7% (62.5% (USD) / 68.7% (GBP) / 60.8% (EUR)) and 63.8% (66.7% (USD) / 47.1% (GBP) / 76.1% (EUR)).
(9)As of December 31, 2020 and 2019, approximately 55% and 54% of the outstanding balance under these secured borrowings were recourse to us.
Each of our existing secured debt arrangements include "credit based and other mark-to-market" features. "Credit mark-to-market" provisions in repurchase facilities are designed to keep the lenders' credit exposure generally constant as a percentage of the underlying collateral value of the assets pledged as security to them. If the credit of the underlying collateral value decreases, the amount of leverage available to us will be reduced as our assets are marked-to-market, which would reduce our liquidity. Generally, the lender under the applicable secured debt arrangement calls for and/or sets the valuation and any revaluation of the collateral assets in its sole, good faith discretion. If it is determined (subject to certain conditions) that the market value of the underlying collateral has decreased by more than a defined minimum amount, the lender may require us to provide additional collateral or may make margin calls, which may require us to repay all or a portion of the funds advanced. We closely monitor our liquidity and intend to maintain sufficient liquidity on our consolidated balance sheet in order to meet any margin calls in the event of any significant decreases in asset values. As of December 31, 2020 and 2019, the weighted average haircut under our secured debt arrangements was approximately 36.3% and 36.2%, respectively. In addition, our existing secured debt arrangements are not entirely term-matched financings and may mature before our commercial real estate debt investments that represent underlying collateral to those financings. We are in frequent dialogue with the lenders under our secured debt arrangements regarding our management of their collateral assets and as we negotiate renewals and extensions of these liabilities, we may experience lower advance rates and higher pricing under the renewed or extended agreements.
JPMorgan Facility
In November 2019, through three indirect wholly-owned subsidiaries, we entered into a Sixth Amended and Restated Master Repurchase Agreement with JPMorgan Chase Bank, National Association (the "JPMorgan Facility"). The JPMorgan Facility allows for $1.3 billion of maximum borrowings (with amounts borrowed in GBP and EUR converted to USD for purposes of calculating availability based on the greater of the spot rate as of the initial financing under the corresponding mortgage loan and the then-current spot rate) and matures in June 2022 and has two one-year extensions available at our option, which are subject to certain conditions. The JPMorgan Facility enables us to elect to receive advances in USD, GBP, or EUR. Margin calls may occur any time at specified aggregate margin deficit thresholds.
As of December 31, 2020, we had $1.2 billion (including £83.1 million and €60.0 million assuming conversion into USD) of borrowings outstanding under the JPMorgan Facility secured by certain of our commercial mortgage loans.
DB Facility
In March 2020, through an indirect wholly-owned subsidiary, we entered into a Third Amended and Restated Master Repurchase Agreement with Deutsche Bank AG, Cayman Islands Branch, London Branch (the "DB Facility"), which 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 USD, GBP, or EUR. The DB Facility matures in March 2021, and has two one-year extensions available at our option, subject to certain conditions. Margin calls may occur any time at specified aggregate margin deficit thresholds.
As of December 31, 2020, we had $520.5 million of borrowings outstanding under the DB Facility secured by certain of our commercial mortgage loans.
Goldman Facility
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 provides advances up to $500.0 million and matures in November 2021. In addition, the Goldman Facility contains a two-year amortization period subsequent to the November 2021 maturity, which allows for the refinancing or pay down of assets under the facility. Margin calls may occur any time at specified margin deficit thresholds.
As of December 31, 2020, we had $332.4 million of borrowings outstanding under the Goldman Facility secured by certain of our commercial mortgage loans.
CS Facility - USD
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" has an "evergreen" feature such that the facility continues unless terminated at any time by Credit Suisse with six months' notice. Margin calls may occur any time at specified aggregate margin deficit thresholds.
As of December 31, 2020, we had $369.2 million of borrowings outstanding under the CS Facility — USD secured by certain of our commercial mortgage loans.
CS Facility - GBP
In June 2018, through an indirect wholly-owned subsidiary, we entered into a Global Master Repurchase Agreement with Credit Suisse Securities (Europe) Limited. During the third quarter of 2020, the facility was repaid in full in connection with the sale of the underlying loan.
HSBC Facility - USD    
In October 2019, through an indirect wholly-owned subsidiary, we entered into a secured debt arrangement with HSBC Bank plc (the "HSBC Facility — USD"), which provides for a single asset financing. During the fourth quarter of 2020, the HSBC Facility — USD was repaid in full and the asset was moved to another facility.
HSBC Facility - GBP
In September 2018, through an indirect wholly-owned subsidiary, we entered into a secured debt arrangement with HSBC Bank plc, which provided for a single asset financing (the "HSBC Facility — GBP"). The HSBC Facility — GBP matured and was repaid in full in June 2020 in connection with the repayment of the underlying loan.
HSBC Facility - EUR
In July 2019, through an indirect wholly-owned subsidiary, we entered into a secured debt arrangement with HSBC Bank plc, which provides for a single asset financing (the "HSBC Facility — EUR"). The HSBC Facility — EUR matures in July 2021. Margin calls may occur any time at specified aggregate margin deficit thresholds.
As of December 31, 2020, we had $163.8 million (€134.1 million assuming conversion into USD) of borrowings outstanding under the HSBC Facility - EUR secured by one commercial mortgage loan.
Barclays Facility - USD
In March 2020, through an indirect wholly-owned subsidiary, we entered into a secured debt arrangement pursuant to a Master Repurchase Agreement with Barclays Bank plc (the "Barclays Facility – USD"). The Barclays Facility — USD allows for $200.0 million of maximum borrowings and initially matures in March 2023 with extensions available at our option, subject to certain conditions. Margin calls may occur any time at specified aggregate margin deficit thresholds.
As of December 31, 2020, we had $35.2 million of borrowings outstanding under the Barclays Facility - USD secured by one commercial mortgage loan.
Barclays Facility - GBP/EUR
Beginning in October 2019, through an indirect wholly-owned subsidiary, we entered into five secured debt arrangements pursuant to a Global Master Repurchase Agreement with Barclays Bank plc (the "Barclays Facility – GBP/EUR"). In June 2020, all assets previously financed pursuant to the Barclays Facility – GBP/EUR were refinanced under the Barclays Private Securitization.
Barclays Private Securitization
In June 2020, through a newly formed entity, we entered into a private securitization with Barclays Bank plc, of which Barclays Bank plc retained $782.0 million of senior notes (the "Barclays Private Securitization"). The Barclays Private Securitization finances the loans that were previously financed under the Barclays Facility - GBP/EUR. In addition, we pledged an additional commercial mortgage loan with an outstanding principal balance of £26.0 million and pledged additional collateral of a financed loan of €5.3 million as of June 30, 2020.
The Barclays Private Securitization eliminates daily margining provisions and grants us significant discretion to modify certain terms of the underlying collateral including waiving certain loan-level covenant breaches and deferring or waiving of debt service payments for up to 18 months. The securitization includes LTV based covenants with significant headroom to existing levels that are also subject to a six-month holiday through December 2020. These deleveraging requirements are based on significant declines in the value of the collateral as determined by an annual third-party (engaged by us) appraisal process tied to the provisions of the underlying loan agreements. We believe this provides us with both cushion and predictability to avoid sudden unexpected outcomes and material repayment requirements. In addition to the pledge of the additional collateral noted above, we paid down the previous financing by €16.5 million (totaling $18.5 million in USD) and agreed to increase the financing spreads by 0.25%.
The table below provides the borrowings outstanding (on an as converted basis) and weighted-average fully-extended maturities by currency for the assets financed under the Barclays Private Securitization as of December 31, 2020 ($ in thousands):
Borrowings outstanding
Fully-Extended Maturity(1)
Total/Weighted-Average GBP$708,130
February 2024
Total/Weighted-Average EUR149,598
November 2021(2)
Total/Weighted-Average Securitization$857,728September 2023
———————
(1)Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised.
(2)The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice.
The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our consolidated balance sheet ($ in thousands):
December 31, 2020
Assets:
Cash$2,020 
Commercial mortgage loans, net(1)
1,290,393 
Other Assets15,831 
Total Assets$1,308,244 
Liabilities:
Secured debt arrangements, net (net of deferred financing costs of $0.7 million)
$857,043 
Accounts payable, accrued expenses and other liabilities(2)
1,307 
Total Liabilities$858,350 
———————
(1)Net of the General CECL Allowance of $4.4 million.
(2)Represents General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $0.3 million.
Year Ended
December 31, 2020
Net Interest Income:
Interest income from commercial mortgage loans$29,511 
Interest expense(8,312)
Net interest income$21,199 
General and administrative expense(178)
Provision for loan losses and impairments(916)
Foreign currency gain 39,731
Net Income$59,836 
As of December 31, 2020, we had $857.7 million (£518.0 million and €122.5 million assuming conversion into USD) of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans.
At December 31, 2020, our borrowings had the following remaining maturities ($ in thousands):
Less than
1 year		1 to 3
years		3 to 5
years		More than
5 years		Total
JPMorgan Facility$84,497 $543,292 $543,180 $— $1,170,969 
DB Facility11,375 509,082 — — 520,457 
Goldman Facility— 332,352 — — 332,352 
CS Facility - USD44,200 187,494 137,488 — 369,182 
HSBC Facility - EUR163,785 — — — 163,785 
Barclays Facility - USD— — 35,192 — 35,192 
Barclays Private Securitization 149,598 544,905 163,225 — 857,728 
Total$453,455 $2,117,125 $879,085 $— $3,449,665 
The table above reflects the fully extended maturity date of the facility and assumes facilities with an "evergreen" feature continue to extend through the fully-extended maturity of the underlying asset and assumes underlying loans are extended with consent of financing providers.
The table below summarizes the outstanding balances at December 31, 2020, as well as the maximum and average month-end balances for the year ended December 31, 2020 for our borrowings under secured debt arrangements ($ in thousands).
As of December 31, 2020For the year ended December 31, 2020
 BalanceAmortized Cost of Collateral Maximum Month-End
Balance		Average Month-End
Balance
JPMorgan Facility$1,170,969 $2,009,249 $1,192,288 $1,119,997 
DB Facility520,457 814,715 526,743 506,831 
Goldman Facility332,352 510,371 362,139 343,621 
CS Facility - USD369,182 524,139 378,781 348,464 
CS Facility - GBP— — 90,111 43,094 
HSBC Facility - USD— — 50,625 44,000 
HSBC Facility - GBP— — 34,500 20,563 
HSBC Facility - EUR163,785 215,509 163,788 154,725 
Barclays Facility - USD35,192 49,993 35,193 29,327 
Barclays Facility - GBP— — 666,810 260,692 
Barclays Facility - EUR— — 180,595 70,521 
Barclays Private Securitization857,728 1,295,023 857,728 823,915 
Total$3,449,665 $5,418,999 
The table below summarizes the outstanding balances at December 31, 2019, as well as the maximum and average month-end balances for the year ended December 31, 2019 for our borrowings under secured debt arrangements ($ in thousands).
As of December 31, 2019For the year ended December 31, 2019
 BalanceAmortized Cost of CollateralMaximum Month-End
Balance		Average Month-End
Balance
JPMorgan Facility$1,234,759 $1,845,400 $1,234,759 $947,400 
DB Facility513,876 766,676 757,117 604,067 
Goldman Facility322,170 513,559 324,821 246,318 
CS Facility - USD218,644 308,884 218,644 182,646 
CS Facility - GBP93,915 129,723 150,811 134,694 
HSBC Facility - USD50,625 66,960 50,625 50,625 
HSBC Facility - GBP34,634 49,976 50,784 42,296 
HSBC Facility - EUR154,037 190,780 154,037 151,889 
Barclays Facility - GBP290,347 738,455 290,347 139,004 
Barclays Facility - EUR182,549 241,674 182,549 181,159 
Total$3,095,556 $4,852,087 
We were in compliance with the covenants under each of our secured debt arrangements at December 31, 2020 and 2019.