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Other Debt
 9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
Other Debt

Note 11 — Other Debt

Secured financings and warehouse facilities are utilized to finance the origination and purchase of commercial real estate mortgage loans. Warehouse facilities are designated to fund mortgage loans that are purchased and originated within specified underwriting guidelines. Most of these lines of credit fund less than 100% of the principal balance of the mortgage loans originated and purchased, requiring the use of working capital to fund the remaining portion.

(a)
Secured Financing, Net (Corporate Debt)

On March 15, 2022, the Company entered into a five-year $215.0 million syndicated corporate debt agreement, the (“the 2022 Term Loan”). The 2022 Term Loan bears interest at a fixed rate of 7.125% and matures on March 15, 2027. Interest on the 2022 Term Loan is paid every six months. A portion of the net proceeds from the 2022 Term Loan was used to redeem all the amounts owed pursuant to a term loan previously entered into during 2021 (the "2021 Term Loan"). The remaining portion of the net proceeds from the 2022 Term Loan is used for loan originations and general corporate purposes. As of September 30, 2023, the balance of the 2022 Term Loan was $215.0 million. The balance in the consolidated balance sheets is net of debt issuance costs of $4.2 million as of September 30, 2023. The 2022 Term Loan is secured by substantially all assets of the Company not otherwise pledged under a securitized debt or warehouse facility and contains certain reporting and financial covenants. Should the Company fail to adhere to those covenants, the lenders have the right to demand immediate repayment that may require the Company to sell the collateral at less than the carrying amounts. As of September 30, 2023, the Company was in compliance with all covenants.

(b)
Warehouse Repurchase and Revolving Loan Facilities, Net

On January 4, 2011, Century entered into a Master Participation and Facility Agreement with a bank (“the September 2022 Term Repurchase Agreement”). The Facility Agreement has a current extended maturity date of July 31, 2024, and is a short-term borrowing facility, collateralized by performing loans, with a maximum capacity of $60.0 million, and bears interest at one-month Secured Overnight Financing Rate (“SOFR”) plus 1.60% with a 0.25% floor. There was no outstanding balance as of September 30, 2023 and December 31, 2022.

On August 8, 2016, Century entered a Promissory Note Revolving Credit Line with a bank (“Revolving Credit Line”). The Revolving Credit Line matured on July 31, 2023, and was a short-term unsecured borrowing line, with a maximum capacity of $3.0 million, and bears interest at SOFR plus 2.00% with a 0.25% floor. There were no outstanding balances as of September 30, 2023 and December 31, 2022.

On May 17, 2013, the Company entered into a Repurchase Agreement (“the 2013 Repurchase Agreement”) with a warehouse lender. The 2013 Repurchase Agreement is a modified mark-to-market agreement and has a current maturity date of September 26, 2024, and is a short-term borrowing facility, collateralized by a pool of performing loans, with a maximum capacity of $300.0 million, and bears interest at SOFR plus 3.25%. All borrower payments on loans financed under the warehouse repurchase facility are first used to pay interest on the facility. The effective interest rates were 10.9% and 5.7% as of September 30, 2023 and December 31, 2022, respectively.

On September 12, 2018, the Company entered into a three-year non-mark-to-market secured revolving loan facility agreement (“the Bank Credit Agreement”) with a bank. The Bank Credit Agreement has a current extended maturity date of November 10, 2025. During the borrowing period, the Company can take loan advances from time to time subject to availability. Each loan advance bears interest at SFOR plus 3.61%, with a floor of 4.25%. The maximum capacity under this facility is $50.0 million. The effective interest rates were 9.4% and 5.8% as of September 30, 2023 and December 31, 2022, respectively.

On January 29, 2021, the Company entered into a non-mark-to-market Repurchase Agreement (“the 2021 Repurchase Agreement”) with a warehouse lender. The 2021 Repurchase Agreement has a current extended maturity date of May 15, 2024, and is a short-term borrowing facility, collateralized by a pool of loans, with a maximum capacity of $200.0 million, and bears interest at SOFR plus a margin of 3.00% during the availability period and 4.00% during the amortization period. All borrower payments on loans financed under the warehouse repurchase facility are first used to pay interest on the facility. The effective interest rates were 10.1% and 6.4% as of September 30, 2023 and December 31, 2022, respectively.

On April 16, 2021, the Company entered into a non-mark-to-market Term Repurchase Agreement (“the 2021 Term Repurchase Agreement”) with a warehouse lender. The 2021 Term Repurchase Agreement has a maturity date of April 16, 2026, with a borrowing period through April 14, 2025. During the borrowing period, the Company can take loan advances from time to time subject to availability. Each loan advance bears interest at SOFR plus a margin of 3.10%. The maximum capacity under this facility is $100.0 million. The effective interest rates were 9.3% and 5.6% as of September 30, 2023 and December 31, 2022, respectively.

On July 29, 2021, the Company entered into a non-mark-to-market Term Repurchase Agreement (“the July 2021 Term Repurchase Agreement”) with a warehouse lender. The July 2021 Term Repurchase Agreement has a maturity date of July 29, 2024, with an option to extend the term to July 29, 2025. During the borrowing period, the Company can take loan advances from time to time subject to availability. Each loan advance bears interest at one-month American Interbank Offered Rate ("AMERIBOR") with a 0.5% floor plus 4.50% per annum. The maximum capacity under this facility is $100.0 million. The effective interest rates were 12.5% and 10.0% as of September 30, 2023 and December 31, 2022, respectively.

On October 7, 2022, the Company entered into a $10.2 million short-term repurchase agreement ("the October 2022 Repurchase Agreement) and bore interest at SOFR plus 1.58%. The repurchase agreement was paid off in April 2023. The effective interest rate was 6.1% as of December 31, 2022.

Certain loans are pledged as security under the warehouse repurchase facilities and the revolving loan facility, which contain covenants. Should the Company fail to adhere to those covenants or otherwise default under the facilities, the lenders have the right to terminate the facilities and demand immediate repayment that may require the Company to sell the collateral at less than the carrying amounts. As of September 30, 2023 and December 31, 2022, the Company was in compliance with all covenants.

The following table summarizes the maximum borrowing capacity and current gross balances outstanding of the Company’s warehouse facilities and loan agreements as of September 30, 2023 and December 31, 2022 (in thousands):

 

 

September 30, 2023

 

 

December 31, 2022

 

 

 

Period end
balance (1)

 

 

Maximum
borrowing
capacity

 

 

Period end
balance (1)

 

 

Maximum
borrowing
capacity

 

The 2021 term repurchase agreement

 

$

21,962

 

 

$

100,000

 

 

$

74,334

 

 

$

100,000

 

The 2021 repurchase agreement

 

 

70,465

 

 

 

200,000

 

 

 

79,504

 

 

 

200,000

 

The July 2021 term repurchase agreement

 

 

10,770

 

 

 

100,000

 

 

 

2,185

 

 

 

100,000

 

The 2013 repurchase agreement

 

 

87,014

 

 

 

300,000

 

 

 

136,165

 

 

 

300,000

 

The bank credit agreement

 

 

26,141

 

 

 

50,000

 

 

 

29,495

 

 

 

50,000

 

The October 2022 repurchase agreement

 

 

—

 

 

 

—

 

 

 

10,057

 

 

 

18,818

 

The September 2022 term repurchase agreement

 

 

—

 

 

 

60,000

 

 

 

—

 

 

 

60,000

 

Revolving credit line

 

 

—

 

 

 

—

 

 

 

—

 

 

 

3,000

 

Total

 

$

216,352

 

 

$

810,000

 

 

$

331,740

 

 

$

831,818

 
(1)
Warehouse repurchase facilities amounts in the consolidated balance sheets are net of debt issuance costs amounting to $1.2 million and $0.9 million as of September 30, 2023 and December 31, 2022, respectively.

The following table provides an overview of the activity and effective interest rate for the three and nine months ended September 30, 2023 and 2022 ($ in thousands):

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

Warehouse and repurchase facilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

Average outstanding balance

 

$

192,855

 

 

$

226,660

 

 

$

218,793

 

 

$

294,622

 

 

Highest outstanding balance at any month-end

 

 

302,630

 

 

 

341,412

 

 

 

320,544

 

 

 

426,959

 

 

Effective interest rate (1)

 

 

10.25

%

 

 

6.70

%

 

 

9.56

%

 

 

5.28

%

 
(1)
Effective interest rate represents annualized interest expense divided by average gross outstanding balance. The rate includes average rate of 9.01% and 5.90%, and debt issuance cost amortization of 1.24% and 0.80%, for the three months ended September 30, 2023 and 2022, respectively, and includes average rate of 8.73% and 4.66%, and debt issuance cost amortization of 0.83% and 0.62%, for the nine months ended September 30, 2023 and 2022, respectively.

The following table provides a summary of interest expense that includes interest, amortization of discount, and deal cost amortization for the three and nine months ended September 30, 2023 and 2022 (in thousands):

 

 

Three Months Ended September 30,

 

 

Nine Months Ended September 30,

 

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

Warehouse and repurchase facilities

 

$

4,943

 

 

$

3,798

 

 

$

15,685

 

 

$

11,678

 

 

Securitized debt

 

 

42,640

 

 

 

30,763

 

 

 

119,377

 

 

 

75,191

 

 

Interest expense — portfolio related

 

 

47,583

 

 

 

34,561

 

 

 

135,062

 

 

 

86,869

 

 

Interest expense — corporate debt

 

 

4,138

 

 

 

4,011

 

 

 

12,417

 

 

 

25,333

 

 

Total interest expense

 

$

51,721

 

 

$

38,572

 

 

$

147,479

 

 

$

112,202