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Secured Debt Arrangements, Net (Tables) | 6 Months Ended
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Jun. 30, 2024
Debt Disclosure [Abstract] |
Schedule of Weighted Average Maturities and Interest Rates of Borrowings | Our borrowings under secured debt arrangements as of June 30, 2024 and December 31, 2023 are detailed in the following table ($ in thousands):
|  | June 30, 2024 |  | December 31, 2023
|  | Maximum Amount of Borrowings(1) |  |  | Borrowings Outstanding(1) |  |  | Maturity (2) |  | Maximum Amount of Borrowings(1) |  |  | Borrowings Outstanding(1) |  |  | Maturity (2)
JPMorgan Facility - USD(3)(4) |  | $ | 1,482,701 |  |  | $ | 1,016,233 |  |  | September 2026 |  | $ | 1,482,584 |  |  | $ | 1,043,964 |  |  | September 2026
JPMorgan Facility - GBP(3)(4) |  |  | 17,299 |  |  |  | 17,299 |  |  | September 2026 |  |  | 17,416 |  |  |  | 17,416 |  |  | September 2026
Deutsche Bank Facility - USD(3) |  |  | 700,000 |  |  |  | 177,979 |  |  | March 2026 |  |  | 700,000 |  |  |  | 275,815 |  |  | March 2026
Atlas Facility - USD(5) |  |  | 800,000 |  |  |  | 756,416 |  |  | March 2027(6) |  |  | 686,527 |  |  |  | 669,302 |  |  | April 2027(7)(8)
HSBC Facility - GBP |  |  | 381,373 |  |  |  | 381,373 |  |  | May 2025 |  |  | 383,967 |  |  |  | 383,967 |  |  | May 2025
HSBC Facility - EUR |  |  | 273,089 |  |  |  | 273,089 |  |  | January 2026(8) |  |  | 281,401 |  |  |  | 281,401 |  |  | January 2026
Goldman Sachs Facility - USD |  |  | — |  |  |  | — |  |  | N/A(9) |  |  | 13,437 |  |  |  | 13,437 |  |  | November 2025(9)
Goldman Sachs Facility - GBP |  |  | 158,863 |  |  |  | 158,863 |  |  | January 2029 |  |  | — |  |  |  | — |  |  | N/A
Barclays Facility - USD |  |  | 500,000 |  |  |  | 353,153 |  |  | March 2027(7) |  |  | 200,000 |  |  |  | 107,929 |  |  | June 2027(7)
MUFG Securities Facility - GBP |  |  | 203,308 |  |  |  | 203,308 |  |  | August 2025(7) |  |  | 204,690 |  |  |  | 204,690 |  |  | June 2025(7)
Churchill Facility - USD |  |  | 130,000 |  |  |  | 123,902 |  |  | April 2026 |  |  | 130,000 |  |  |  | 126,515 |  |  | March 2026
Santander Facility - USD |  |  | 300,000 |  |  |  | 67,500 |  |  | February 2026(7) |  |  | 300,000 |  |  |  | 67,500 |  |  | February 2026(7)
Santander Facility - EUR(10) |  |  | — |  |  |  | — |  |  | N/A |  |  | 59,611 |  |  |  | 55,716 |  |  | August 2024
Total Secured Credit Facilities |  |  | 4,946,633 |  |  |  | 3,529,115 |  |  |  |  |  | 4,459,633 |  |  |  | 3,247,652 |  |  |
Barclays Private Securitization - GBP, EUR, SEK |  |  | 2,093,561 |  |  |  | 2,093,561 |  |  | July 2026(8) |  |  | 2,369,125 |  |  |  | 2,157,157 |  |  | June 2026(8)
Revolving Credit Facility - USD(11) |  |  | 170,000 |  |  |  | 17,000 |  |  | March 2026 |  |  | 170,000 |  |  |  | 147,000 |  |  | March 2026
Total Secured Debt Arrangements |  |  | 7,210,194 |  |  |  | 5,639,676 |  |  |  |  |  | 6,998,758 |  |  |  | 5,551,809 |  |  |
Less: deferred financing costs |  |  | N/A |  |  |  | (10,751 | ) |  |  |  |  | N/A |  |  |  | (13,333 | ) |  |
Total Secured Debt Arrangements, net(12)(13)(14) |  | $ | 7,210,194 |  |  | $ | 5,628,925 |  |  |  |  | $ | 6,998,758 |  |  | $ | 5,538,476 |  |  |
(1) As of June 30, 2024, British Pound Sterling("GBP"), Euro ("EUR"), and Swedish Krona ("SEK") borrowings were converted to USD at a rate of 1.26, 1.07, and 0.09, respectively. As of December 31, 2023, GBP, EUR and SEK borrowings were converted to USD at a rate of 1.27, 1.10 and 0.10, respectively. (2) Maturity date assumes extensions at our option are exercised with consent of financing providers, where applicable. (3) The JPMorgan Facility and Deutsche Bank Facility enable us to elect to receive advances in USD, GBP, or EUR. (4) The JPMorgan Facility allows for $1.5 billion of maximum borrowings in total as of June 30, 2024. (5) The Atlas Facility (as defined below) was formerly the Credit Suisse Facility. See "Atlas Facility" below for additional discussion. (6) The Atlas Facility was amended during March 2024 to convert the facility's maturity from a six month "evergreen" feature to a two-year initial term, with an additional one-year extension option. (7) Assumes financings are extended in line with the underlying loans. (8) Represents weighted-average maturity across various financings with the counterparty. See below for additional details. (9) Facility entered the two-year amortization period during Q4 2023. During the amortization period, the maturity date for current outstanding transactions are extended for a period of up to two years from the November 2023 maturity. The facility was terminated during the three months ended June 30, 2024, in conjunction with repayment of the underlying loan securing the facility. (10) The facility was terminated during the three months ended June 30, 2024 in conjunction with repayment of the underlying loan securing the facility. (11) The current stated maturity of the Revolving Credit Facility (as defined below) is March 2026. Borrowings under the Revolving Credit Facility bear interest at a per annum rate equal to the sum of (i) a floating rate index and (ii) a fixed margin. Borrowings under the Revolving Credit Facility are full recourse to certain guarantor wholly-owned subsidiaries of the Company. See "Revolving Credit Facility" below for additional discussion. (12) Weighted-average borrowing costs as of June 30, 2024 and December 31, 2023 were applicable benchmark rates and credit spread adjustments, plus spreads of USD: +2.51% / GBP: +2.23% / EUR: +1.89% / SEK: +1.50% and USD: +2.49% / GBP: +2.21% / EUR: +1.86%/ SEK: +1.50%, respectively. (13) Weighted-average advance rates based on cost as of June 30, 2024 and December 31, 2023 were 69.1% (63.9% (USD) / 73.4% (GBP) / 71.3% (EUR) / 80.3% (SEK)) and 68.4% (62.9% (USD) / 72.5% (GBP) / 72.1% (EUR) / 80.4% (SEK)), respectively. (14) As of June 30, 2024 and December 31, 2023, approximately 50% and 58%, respectively, is the outstanding balance under these secured borrowings were recourse to us.
Schedule of Assets Under the Private Barclays Securitization | The table below provides principal balances and the carrying value for commercial mortgage loans pledged to the Barclays Private Securitization as of June 30, 2024 and December 31, 2023 ($ in thousands):
|  | June 30, 2024 |
Local Currency |  | Count |  | Outstanding Principal |  |  | Carrying Value |
GBP |  | 7 |  | $ | 1,765,416 |  |  | $ | 1,746,563 |
EUR |  | 5 |  |  | 861,624 |  |  |  | 854,049 |
SEK |  | 1 |  |  | 234,334 |  |  |  | 232,965 |
Total |  | 13 |  | $ | 2,861,374 |  |  | $ | 2,833,577 |
|  | December 31, 2023 |
Local Currency |  | Count |  | Outstanding Principal |  |  | Carrying Value |
GBP |  | 7 |  | $ | 1,662,457 |  |  | $ | 1,643,979 |
EUR |  | 6 |  |  | 1,021,272 |  |  |  | 1,012,987 |
SEK |  | 1 |  |  | 248,088 |  |  |  | 246,220 |
Total |  | 14 |  | $ | 2,931,817 |  |  | $ | 2,903,186 |
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 June 30, 2024 ($ in thousands):
|  | Borrowings Outstanding(1) |  |  | Fully-Extended Maturity(2)
Total/Weighted-Average GBP |  | $ | 1,302,697 |  |  | July 2026
Total/Weighted-Average EUR |  |  | 603,397 |  |  | September 2026(3)
Total/Weighted-Average SEK |  |  | 187,467 |  |  | May 2026
Total/Weighted-Average Securitization |  | $ | 2,093,561 |  |  | July 2026
(1) As of June 30, 2024, we had £1.0 billion, €563.2 million, and kr 2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans. (2) Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised. (3) 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 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, 2023 ($ in thousands):
|  | Borrowings Outstanding(1) |  |  | Fully-Extended Maturity(2)
Total/Weighted-Average GBP |  |  | 1,234,740 |  |  | June 2026
Total/Weighted-Average EUR |  |  | 723,947 |  |  | May 2026(3)
Total/Weighted-Average SEK |  |  | 198,470 |  |  | May 2026
Total/Weighted-Average Securitization |  | $ | 2,157,157 |  |  | June 2026
(1) As of December 31, 2023, we had £969.9 million, €655.8 million, and kr$2.0 billion of borrowings outstanding under the Barclays Private Securitization secured by certain of our commercial mortgage loans. (2) Assumes underlying loans extend to fully extended maturity and extensions at our option are exercised. (3) The EUR portion of the Barclays Private Securitization has an "evergreen" feature such that the facility continues for one year and can be terminated by either party on certain dates with, depending on the date of notice, a minimum of nine to twelve months' notice. The following table summarizes the terms of the Term Loans as of June 30, 2024 ($ in thousands):
|  | Principal Amount |  |  | Unamortized Issuance Discount(1) |  |  | Deferred Financing Costs(1) |  |  | Carrying Value |  |  | Rate |  |  | Maturity Date
2026 Term Loan |  | $ | 475,000 |  |  | $ | (655 | ) |  | $ | (3,545 | ) |  | $ | 470,800 |  |  |  | 2.86 | % |  | 5/15/2026
2028 Term Loan |  |  | 290,250 |  |  |  | (1,571 | ) |  |  | (2,806 | ) |  |  | 285,873 |  |  |  | 3.61 | % |  | 3/11/2028
Total |  | $ | 765,250 |  |  | $ | (2,226 | ) |  | $ | (6,351 | ) |  | $ | 756,673 |  |  |  |  |  |
(1) Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans. The following table summarizes the terms of the Term Loans as of December 31, 2023 ($ in thousands):
|  | Principal Amount |  |  | Unamortized Issuance Discount(1) |  |  | Deferred Financing Costs(1) |  |  | Carrying Value |  |  | Rate |  |  | Maturity Date
2026 Term Loan |  | $ | 477,500 |  |  | $ | (833 | ) |  | $ | (4,302 | ) |  | $ | 472,365 |  |  |  | 2.86 | % |  | 5/15/2026
2028 Term Loan |  |  | 291,750 |  |  |  | (1,786 | ) |  |  | (3,179 | ) |  |  | 286,785 |  |  |  | 3.61 | % |  | 3/11/2028
Total |  | $ | 769,250 |  |  | $ | (2,619 | ) |  | $ | (7,481 | ) |  | $ | 759,150 |  |  |  |  |  |
(1) Unamortized issuance discount and deferred financing costs will be amortized to interest expense over remaining life of respective term loans.
Schedule of Assets and Liabilities | The table below provides the assets and liabilities of the Barclays Private Securitization VIE included in our condensed consolidated balance sheets ($ in thousands):
|  | June 30, 2024 |  |  | December 31, 2023 |
Assets: |  |  |  |  |  |
Cash |  | $ | 251 |  |  | $ | 924 |
Commercial mortgage loans, net(1) |  |  | 2,833,577 |  |  |  | 2,903,186 |
Other Assets |  |  | 41,074 |  |  |  | 41,180 |
Total Assets |  | $ | 2,874,902 |  |  | $ | 2,945,290 |
Liabilities: |  |  |  |  |  |
Secured debt arrangements, net (net of deferred financing costs of $1.6 million and $2.0 million in 2024 and 2023, respectively) |  | $ | 2,091,979 |  |  | $ | 2,155,197 |
Accounts payable, accrued expenses and other liabilities(2) |  |  | 9,174 |  |  |  | 9,083 |
Total Liabilities |  | $ | 2,101,153 |  |  | $ | 2,164,280 |
(1) Net of the General CECL Allowance of $12.3 million and $8.3 million as of June 30, 2024 and December 31, 2023, respectively. (2) Includes General CECL Allowance related to unfunded commitments on commercial mortgage loans, net of $2.6 million and $2.5 million as of June 30, 2024 and December 31, 2023, respectively.
Schedule of Net Income from VIE | The table below provides the net income of the Barclays Private Securitization VIE included in our condensed consolidated statement of operations ($ in thousands):
|  | Three months ended June 30, |  |  | Six months ended June 30, |
|  | 2024 |  |  | 2023 |  |  | 2024 |  |  | 2023 |
Net interest income: |  |  |  |  |  |  |  |  |  |  |  |
Interest income from commercial mortgage loans |  | $ | 63,596 |  |  | $ | 52,781 |  |  | $ | 128,119 |  |  | $ | 99,758 |
Interest expense |  |  | (36,019 | ) |  |  | (27,241 | ) |  |  | (72,102 | ) |  |  | (50,374 | )
Net interest income |  | $ | 27,577 |  |  | $ | 25,540 |  |  | $ | 56,017 |  |  | $ | 49,384 |
General and administrative expense |  | $ | (2 | ) |  | $ | (7 | ) |  | $ | (2 | ) |  | $ | (7 | )
Decrease (increase) in current expected credit loss allowance, net |  |  | (1,574 | ) |  |  | (774 | ) |  |  | (4,139 | ) |  |  | (575 | )
Foreign currency translation gain (loss) |  |  | (487 | ) |  |  | 10,709 |  |  |  | (13,410 | ) |  |  | 20,711 |
Net income |  | $ | 25,514 |  |  | $ | 35,468 |  |  | $ | 38,466 |  |  | $ | 69,513 |
Schedule of Remaining Maturities of Borrowings | At June 30, 2024, 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 |  | $ | 27,299 |  |  | $ | 1,006,233 |  |  | $ | — |  |  | $ | — |  |  | $ | 1,033,532 |
Deutsche Bank Facility |  |  | — |  |  |  | 177,979 |  |  |  | — |  |  |  | — |  |  |  | 177,979 |
Atlas Facility |  |  | — |  |  |  | 756,416 |  |  |  | — |  |  |  | — |  |  |  | 756,416 |
HSBC Facility |  |  | 500,938 |  |  |  | 153,524 |  |  |  | — |  |  |  | — |  |  |  | 654,462 |
Goldman Sachs Facility - GBP |  |  | — |  |  |  | — |  |  |  | 158,863 |  |  |  | — |  |  |  | 158,863 |
Barclays Facility |  |  | — |  |  |  | 353,153 |  |  |  | — |  |  |  | — |  |  |  | 353,153 |
MUFG Securities Facility |  |  | 203,308 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 203,308 |
Churchill Facility |  |  | — |  |  |  | 123,902 |  |  |  | — |  |  |  | — |  |  |  | 123,902 |
Santander Facility - USD |  |  | 67,500 |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 67,500 |
Barclays Private Securitization |  |  | 446,764 |  |  |  | 1,451,855 |  |  |  | 194,942 |  |  |  | — |  |  |  | 2,093,561 |
Revolving Credit Facility |  |  | — |  |  |  | 17,000 |  |  |  | — |  |  |  | — |  |  |  | 17,000 |
Total |  | $ | 1,245,809 |  |  | $ | 4,040,062 |  |  | $ | 353,805 |  |  | $ | — |  |  | $ | 5,639,676 |
Schedule of Outstanding, Maximum and Average Balances of Debt | The table below summarizes the outstanding balances at June 30, 2024, as well as the maximum and average month-end balances for the six months ended June 30, 2024 for our borrowings under secured debt arrangements ($ in thousands).
|  | As of June 30, 2024 |  |  | For the six months ended June 30, 2024 |
|  | Balance |  |  | Collateral(1) |  |  | Maximum Month-End Balance |  |  | Average Month-End Balance |
JPMorgan Facility |  | $ | 1,033,532 |  |  |  | 1,832,152 |  |  |  | 1,063,261 |  |  | $ | 1,050,021 |
Deutsche Bank Facility |  |  | 177,979 |  |  |  | 283,753 |  |  |  | 278,703 |  |  |  | 229,539 |
Goldman Sachs Facility - USD |  |  | — |  |  |  | — |  |  |  | 11,620 |  |  |  | 5,806 |
Goldman Sachs Facility - GBP |  |  | 158,863 |  |  |  | 210,043 |  |  |  | 160,082 |  |  |  | 158,750 |
Atlas Facility |  |  | 756,416 |  |  |  | 1,106,774 |  |  |  | 758,201 |  |  |  | 716,764 |
HSBC Facility |  |  | 654,462 |  |  |  | 852,491 |  |  |  | 660,827 |  |  |  | 655,723 |
Barclays Facility |  |  | 353,153 |  |  |  | 458,646 |  |  |  | 353,153 |  |  |  | 142,967 |
MUFG Securities Facility |  |  | 203,308 |  |  |  | 276,781 |  |  |  | 204,867 |  |  |  | 203,163 |
Churchill Facility |  |  | 123,902 |  |  |  | 164,987 |  |  |  | 126,080 |  |  |  | 124,991 |
Santander Facility - USD |  |  | 67,500 |  |  |  | 99,824 |  |  |  | 67,500 |  |  |  | 67,500 |
Santander Facility - EUR |  |  | — |  |  |  | — |  |  |  | 54,677 |  |  |  | 45,368 |
Barclays Private Securitization |  |  | 2,093,561 |  |  |  | 2,845,877 |  |  |  | 2,146,965 |  |  |  | 2,082,679 |
Revolving Credit Facility |  |  | 17,000 |  |  |  | 27,089 |  |  |  | 150,000 |  |  |  | 66,167 |
Total |  | $ | 5,639,676 |  |  | $ | 8,158,417 |  |  |  |  |  |  |
(1) Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets. The table below summarizes the outstanding balances at December 31, 2023, as well as the maximum and average month-end balances for the year ended December 31, 2023 for our borrowings under secured debt arrangements ($ in thousands).
|  | As of December 31, 2023 |  |  | For the year ended December 31, 2023 |
|  | Balance |  |  | Collateral(1) |  |  | Maximum Month-End Balance |  |  | Average Month-End Balance |
JPMorgan Facility |  | $ | 1,061,380 |  |  | $ | 1,871,854 |  |  | $ | 1,324,226 |  |  | $ | 1,190,651 |
Deutsche Bank Facility |  |  | 275,815 |  |  |  | 419,170 |  |  |  | 385,818 |  |  |  | 322,676 |
Goldman Sachs Facility |  |  | 13,437 |  |  |  | 28,533 |  |  |  | 70,249 |  |  |  | 30,482 |
Atlas Facility |  |  | 669,302 |  |  |  | 933,085 |  |  |  | 688,126 |  |  |  | 667,794 |
HSBC Facility |  |  | 665,368 |  |  |  | 860,134 |  |  |  | 667,430 |  |  |  | 651,758 |
Barclays Facility |  |  | 107,929 |  |  |  | 129,439 |  |  |  | 111,909 |  |  |  | 110,729 |
MUFG Securities Facility |  |  | 204,690 |  |  |  | 278,223 |  |  |  | 206,362 |  |  |  | 200,447 |
Churchill Facility |  |  | 126,515 |  |  |  | 168,138 |  |  |  | 130,000 |  |  |  | 128,094 |
Santander Facility - USD |  |  | 67,500 |  |  |  | 99,648 |  |  |  | 75,000 |  |  |  | 68,125 |
Santander Facility - EUR |  |  | 55,716 |  |  |  | 74,288 |  |  |  | 55,716 |  |  |  | 54,347 |
Barclays Private Securitization |  |  | 2,157,157 |  |  |  | 2,911,470 |  |  |  | 2,157,157 |  |  |  | 1,896,144 |
Revolving Credit Facility |  |  | 147,000 |  |  |  | 319,048 |  |  |  | 147,000 |  |  |  | 93,500 |
Total |  | $ | 5,551,809 |  |  | $ | 8,093,030 |  |  |  |  |  |  |
(1) Represents the amortized cost balance of commercial loan collateral assets and the value of net real estate assets of real property owned collateral assets.

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