Collateralized Debt Obligations

3 Months Ended

Mar. 31, 2021

The Company's collateralized debt obligations, or CDOs, are accounted for as financings and are non-recourse debt to the Company. See Note 7 for further discussion regarding the collateral pledged for the Company's CDOs as well as the Company's net investments in the related securitizations.

The following tables present a summary of the Company's CDOs as of March 31, 2021 and December 31, 2020, respectively (dollar amounts in thousands):


	March 31, 2021
	Outstanding Face Amount		Carrying Value		Weighted Average Interest Rate (1)		Weighted Average Rate of Notes Issued (2)		Stated Maturity (3)
Consolidated SLST (4)	$	947,719	$	992,288	2.75	%	3.53	%	2059
Residential loan securitizations	537,112		533,822		3.36	%	4.84	%	2025 - 2060
Total collateralized debt obligations	$	1,484,831	$	1,526,110

(1)Weighted average interest rate is calculated using the outstanding face amount and stated interest rate of notes issued by the securitization and not owned by the Company.

(2)Weighted average rate of notes issued is calculated using the outstanding face amount and stated interest rate of all notes issued by the securitizations, including those owned by the Company.

(3)The actual maturity of the Company's CDOs are primarily determined by the rate of principal prepayments on the assets of the issuing entity. The CDOs are also subject to redemption prior to the stated maturity according to the terms of the respective governing documents. As a result, the actual maturity of the CDOs may occur earlier than the stated maturity.

(4)The Company has elected the fair value option for CDOs issued by Consolidated SLST (see Note 14).


	December 31, 2020
	Outstanding Face Amount		Carrying Value		Weighted Average Interest Rate (1)			Weighted Average Rate of Notes Issued (2)			Stated Maturity (3)
Consolidated SLST (4)	$	975,017	$	1,054,335	2.75	%		3.53	%		2059
Residential loan securitizations	557,497		554,067		3.36	%		4.83	%		2025 - 2060
Non-Agency RMBS Re-Securitization	15,449		15,256		One-month LIBOR plus 5.25%		(5)	One-month LIBOR plus 5.25%		(5)	2025
Total collateralized debt obligations	$	1,547,963	$	1,623,658

(1)Weighted average interest rate is calculated using the outstanding face amount and stated interest rate of notes issued by the securitization and not owned by the Company.

(2)Weighted average rate of notes issued is calculated using the outstanding face amount and stated interest rate of all notes issued by the securitizations, including those owned by the Company.

(4)The Company has elected the fair value option for CDOs issued by Consolidated SLST (see Note 14).

(5)Represents the pass-through rate through the payment date in December 2021. Pass-through rate increases to one-month LIBOR plus 7.75% for payment dates in or after January 2022.

The Company's collateralized debt obligations as of March 31, 2021 had stated maturities as follows:


Year ending December 31,	March 31, 2021
2021	$	—
2022	—
2023	—
2024	—
2025	220,648
2026	—
Thereafter	1,264,183
Total	$	1,484,831

Debt

Convertible Notes

As of March 31, 2021, the Company had $138.0 million aggregate principal amount of its 6.25% Senior Convertible Notes due 2022 (the "Convertible Notes") outstanding. Costs related to the issuance of the Convertible Notes which include underwriting, legal, accounting and other fees, are reflected as deferred charges. The underwriter's discount and deferred charges, net of amortization, are presented as a deduction from the corresponding debt liability on the Company's accompanying condensed consolidated balance sheets in the amount of $2.0 million and $2.7 million as of March 31, 2021 and December 31, 2020, respectively. The underwriter's discount and deferred charges are amortized as an adjustment to interest expense using the effective interest method, resulting in a total cost to the Company of approximately 8.24%.

The Convertible Notes were issued at 96% of the principal amount, bear interest at a rate equal to 6.25% per year, payable semi-annually in arrears on January 15 and July 15 of each year, and are expected to mature on January 15, 2022, unless earlier converted or repurchased. The Company does not have the right to redeem the Convertible Notes prior to maturity and no sinking fund is provided for the Convertible Notes. Holders of the Convertible Notes are permitted to convert their Convertible Notes into shares of the Company's common stock at any time prior to the close of business on the business day immediately preceding January 15, 2022. The conversion rate for the Convertible Notes, which is subject to adjustment upon the occurrence of certain specified events, initially equals 142.7144 shares of the Company’s common stock per $1,000 principal amount of Convertible Notes, which is equivalent to a conversion price of approximately $7.01 per share of the Company’s common stock, based on a $1,000 principal amount of the Convertible Notes. The Convertible Notes are senior unsecured obligations of the Company that rank senior in right of payment to the Company's subordinated debentures and any of its other indebtedness that is expressly subordinated in right of payment to the Convertible Notes.

During the three months ended March 31, 2021, none of the Convertible Notes were converted. As of May 7, 2021, the Company has not been notified, and is not aware, of any event of default under the indenture for the Convertible Notes.

Subordinated Debentures

Subordinated debentures are trust preferred securities that are fully guaranteed by the Company with respect to distributions and amounts payable upon liquidation, redemption or repayment. The following table summarizes the key details of the Company’s subordinated debentures as of March 31, 2021 and December 31, 2020 (dollar amounts in thousands):


	NYM Preferred Trust I		NYM Preferred Trust II
Principal value of trust preferred securities	$	25,000	$	20,000
Interest rate	Three month LIBOR plus 3.75%, resetting quarterly		Three month LIBOR plus 3.95%, resetting quarterly
Scheduled maturity	March 30, 2035		October 30, 2035

As of May 7, 2021, the Company has not been notified, and is not aware, of any event of default under the indenture for the subordinated debentures.

Mortgages Payable in Consolidated VIEs

During the three months ended March 31, 2021, the Company invested in a joint venture investment that owns a multi-family apartment community, which the Company determined to be a VIE and for which the Company is the primary beneficiary. Accordingly, the Company consolidated joint venture entity into its condensed consolidated financial statements (see Note 7).

On November 12, 2020, the Company determined that it became the primary beneficiary of a VIE that owns a multi-family apartment community and in which the Company holds a preferred equity investment. Accordingly, on this date, the Company consolidated the VIE into its condensed consolidated financial statements (see Note 7).

The real estate held by the Consolidated VIEs are subject to mortgages payable which are included in other liabilities on the accompanying condensed consolidated balance sheets and for which the Company has no obligation as of March 31, 2021. The following table presents detailed information for these mortgages payable in Consolidated VIEs as of March 31, 2021 (dollar amounts in thousands):


	Mortgage Note Amount		Net Deferred Finance Cost		Mortgage Payable, Net		Origination Date	Maturity Date	Interest Rate
Joint venture investment	$	26,040	$	(262)	$	25,778	January 27, 2021	February 1, 2031	SOFR plus 2.62%
Preferred equity investment	37,030		(271)		36,759		February 14, 2018	March 1, 2028	One-month LIBOR plus 2.40%
Total	$	63,070	$	(533)	$	62,537

Debt Maturities

As of March 31, 2021, maturities for debt on the Company's condensed consolidated balance sheet are as follows (dollar amounts in thousands):


Year Ending December 31,	Total
2021	$	—
2022	138,000
2023	—
2024	—
2025	—
2026	—
Thereafter	108,070
	$	246,070