Note 6. Debt Obligations

As of December 31, 2025 and 2024, we financed certain of our loans receivable using repurchase agreements, a term participation facility, and/or notes payable. Further, we have debt related to real estate owned hotel portfolio and a secured term loan. Our financings bear interest at a rate equal to SOFR plus a credit spread.

The following table summarizes our financings as of December 31, 2025 and 2024 ($ in thousands):

 

 

December 31, 2025

 

December 31, 2024

 

 

Capacity

 

 

Borrowings Outstanding

 

 

Weighted
Average
Spread
(1)

 

Capacity

 

 

Borrowings Outstanding

 

 

Weighted
Average
Spread
(1)

Repurchase agreements and term
    participation facility
(2)

 

$

4,180,546

 

 

$

2,187,066

 

 

+ 2.92%

 

$

5,454,083

 

 

$

3,667,923

 

 

+ 2.75%

Notes payable

 

 

195,830

 

 

 

177,999

 

 

+ 3.22%

 

 

273,330

 

 

 

238,938

 

 

+ 3.57%

Secured term loan

 

 

556,188

 

 

 

556,188

 

 

+ 4.50%

 

 

717,825

 

 

 

717,825

 

 

+ 4.50%

Debt related to real estate owned hotel
  portfolio

 

 

235,000

 

 

 

235,000

 

 

+ 3.18%

 

 

275,000

 

 

 

275,000

 

 

+ 2.94%

Total/Weighted Average

 

$

5,167,564

 

 

$

3,156,253

 

 

+ 3.23%

 

$

6,720,238

 

 

$

4,899,686

 

 

+ 3.05%

(1)
Weighted average spread over the applicable benchmark rate is based on unpaid principal balance. SOFR as of December 31, 2025 and 2024 was 3.69% and 4.33%, respectively.
(2)
The repurchase agreements and term participation facility are partially recourse to us. As of December 31, 2025 and 2024, the weighted average recourse on our repurchase agreements and term participation facility was 30% and 29%, respectively.

Repurchase Agreements and Term Participation Facility

Repurchase Agreements

The following table summarizes our repurchase agreements by lender as of December 31, 2025 ($ in thousands):

 

Lender

 

Initial Maturity

 

Fully
Extended
Maturity
(1)

 

Maximum Capacity

 

 

Borrowings
Outstanding and Carrying Value

 

 

Undrawn
Capacity

 

 

Carrying
Value of
Collateral
(2)

 

JP Morgan Chase Bank, N.A. (3)

 

7/28/2026

 

7/28/2028

 

$

1,882,487

 

 

$

880,675

 

 

$

1,001,812

 

 

$

1,479,384

 

JP Morgan Chase Bank, N.A.(4)

 

3/31/2028

 

3/31/2030

 

 

948,253

 

 

 

926,939

 

 

 

21,314

 

 

 

1,193,842

 

Morgan Stanley Bank, N.A. (5)

 

1/26/2026

 

1/26/2028

 

 

750,000

 

 

 

50,000

 

 

 

700,000

 

 

 

113,809

 

Wells Fargo Bank, N.A.

 

4/30/2026

 

4/30/2028

 

 

250,000

 

 

 

-

 

 

 

250,000

 

 

 

-

 

Total

 

 

 

 

 

$

3,830,740

 

 

$

1,857,614

 

 

$

1,973,126

 

 

$

2,787,035

 

(1)
Facility maturity dates may be extended, subject to meeting prescribed conditions.
(2)
Net of specific CECL reserves, if any.
(3)
In January 2026, this facility was modified to extend the fully extended maturity to July 28, 2030.
(4)
Repurchase agreement specifically provides for the ability to finance (i) loans receivable, including those which may be delinquent or in default, and (ii) real estate owned assets subsequent to assuming legal title and/or physical possession of the collateral property. As of December 31, 2025, (i) $195.3 million of borrowings outstanding on this repurchase agreement relate to our multifamily real estate owned assets, and (ii) the carrying value of collateral for this repurchase agreement includes our multifamily real estate owned assets included in real estate owned, held-for-investment, related lease intangibles included in other assets, and below market lease values included in other liabilities on our consolidated balance sheet.
(5)
In January 2026, we exercised our option to extend the initial maturity of this facility to January 26, 2027 and reduced the maximum capacity to $250.0 million.

During the year ended December 31, 2025 and upon reaching maturity, the Barclays Bank PLC repurchase agreement and the Goldman Sachs Bank USA repurchase agreements were terminated in accordance with the terms of their respective agreements.

The following table summarizes our repurchase agreements by lender as of December 31, 2024 ($ in thousands):

 

Lender

 

Initial Maturity

 

Fully
Extended
Maturity
(1)

 

Maximum Capacity

 

 

Borrowings
Outstanding and Carrying Value

 

 

Undrawn
Capacity

 

 

Carrying
Value of
Collateral
(2)

 

JP Morgan Chase Bank, N.A.

 

7/28/2026

 

7/28/2028

 

$

2,398,421

 

 

$

1,966,560

 

 

$

431,861

 

 

$

3,015,354

 

Morgan Stanley Bank, N.A.

 

1/26/2025

 

1/26/2028

 

 

750,000

 

 

 

454,403

 

 

 

295,597

 

 

 

698,548

 

Goldman Sachs Bank USA

 

5/31/2025

 

5/31/2027

 

 

500,000

 

 

 

137,209

 

 

 

362,791

 

 

 

177,044

 

Barclays Bank PLC

 

12/20/2025

 

12/20/2025

 

 

500,000

 

 

 

-

 

 

 

500,000

 

 

 

-

 

Wells Fargo Bank, N.A.

 

1/13/2025

 

9/29/2026

 

 

750,000

 

 

 

632,167

 

 

 

117,833

 

 

 

863,518

 

Total

 

 

 

 

 

$

4,898,421

 

 

$

3,190,339

 

 

$

1,708,082

 

 

$

4,754,464

 

(1)
Facility maturity dates may be extended, subject to meeting prescribed conditions.
(2)
Net of specific CECL reserves, if any.

Term Participation Facility

On November 4, 2022, we entered into a master participation and administration agreement to finance certain of our loans receivable.

Our term participation facility as of December 31, 2025 is summarized as follows ($ in thousands):

Contractual
Maturity Date

 

Total
Commitments

 

 

Borrowings Outstanding and Carrying Value

 

 

Carrying Value
of Collateral

 

12/23/2029

 

$

349,806

 

 

$

329,452

 

 

$

590,237

 

 

Our term participation facility as of December 31, 2024 is summarized as follows ($ in thousands):

 

Contractual
Maturity Date

 

Total
Commitments

 

 

Borrowings Outstanding and Carrying Value

 

 

Carrying Value
of Collateral
 (1)

 

12/23/2029

 

$

555,662

 

 

$

477,584

 

 

$

941,778

 

 

(1)
Amount includes the carrying value of our mixed-use real estate owned asset, including related net lease intangible assets.

Notes Payable

Our notes payable as of December 31, 2025 are summarized as follows ($ in thousands):

 

Contractual
Maturity
Date

 

Maximum
Extension Date

 

Borrowing Outstanding

 

 

Carrying
Value

 

 

Carrying Value
of Collateral

 

9/2/2026 (1)

 

9/2/2027

 

$

121,834

 

 

$

121,454

 

 

$

173,239

 

2/2/2026 (2)

 

2/2/2027

 

 

56,166

 

 

 

56,068

 

 

 

53,487

 

Total

 

$

178,000

 

 

$

177,522

 

 

$

226,726

 

 

(1)
In January 2026, this note payable was repaid in full upon the repayment of the associated loan receivable.
(2)
In February 2026, we assigned our right, title, and interest in this loan receivable and collateral property to our financing counterparty in exchange for the full extinguishment of amounts due under the related note payable.

Our notes payable as of December 31, 2024 are summarized as follows ($ in thousands):

 

Contractual
Maturity
Date

 

Maximum
Extension Date

 

Borrowing Outstanding

 

 

Carrying
Value

 

 

Carrying Value
of Collateral

 

9/2/2026

 

9/2/2027

 

$

105,280

 

 

$

104,333

 

 

$

148,729

 

7/15/2027

 

7/15/2027

 

 

77,500

 

 

 

76,895

 

 

 

183,427

 

2/2/2026

 

2/2/2027

 

 

56,158

 

 

 

55,617

 

 

 

70,677

 

Total

 

$

238,938

 

 

$

236,845

 

 

$

402,833

 

Secured Term Loan

On August 9, 2019, we entered into a $450.0 million secured term loan which, during 2020 and 2021, was modified to provide for an increase in the aggregate principal amount of $325.0 million and a reduction in the interest rate to the greater of (i) SOFR plus a 0.10% credit spread adjustment and (ii) 0.50%, plus a credit spread of 4.50%. In November 2025, we further modified our prior secured term loan to provide for, among other things, a $150.0 million repayment, requirements to prepay our prior secured term loan with a portion of net proceeds of certain asset dispositions, and modifications of certain of our financial covenants. In connection with this modification, we recognized a $0.8 million loss on extinguishment of debt and incurred (i) a $5.25 million fee to our lenders which is included as a deferred financing cost within other assets on our accompanying consolidated balance sheet as of December 31, 2025 and (ii) $2.7 million of legal and professional fees which are included in general and administrative expenses on our consolidated statement of operations for the year ended December 31, 2025. In January 2026, we refinanced our secured term loan with a new secured term loan which provides for an aggregate principal amount of $500.0 million, a maturity date of January 30, 2030, and interest to accrue at a rate of SOFR plus 6.75%, subject to a floor of 2.50%. Our new secured term loan is collateralized by a pledge of equity in certain subsidiaries and their related assets.

The prior secured term loan as of December 31, 2025 is summarized as follows ($ in thousands):

 

Contractual Maturity Date

 

Stated Rate (1)

 

Interest Rate

 

Borrowings
Outstanding

 

 

Carrying Value

 

8/9/2026

 

S + 4.50%

 

8.29%

 

$

556,188

 

 

$

549,447

 

(1)
SOFR at December 31, 2025 was 3.69%.

The prior secured term loan as of December 31, 2024 is summarized as follows ($ in thousands):

 

Contractual Maturity Date

 

Stated Rate (1)

 

Interest Rate

 

Borrowings
Outstanding

 

 

Carrying Value

 

8/9/2026

 

S + 4.50%

 

8.93%

 

$

717,825

 

 

$

709,777

 

(1)
SOFR at December 31, 2024 was 4.33%.

Debt Related to Real Estate Owned Hotel Portfolio

On February 8, 2021 we assumed a $300.0 million securitized senior mortgage in connection with a foreclosure on a hotel portfolio. Subsequently, we entered into modifications of our debt related to real estate owned hotel portfolio to provide for, among other things, total principal payments of $25.0 million, an extension of the contractual maturity date to February 9, 2025, and the designation of a portion of the loan becoming partial recourse to us. Concurrent with each modification, we acquired interest rate caps with notional amounts equal to the borrowing outstanding, strike rates ranging from 3.0% to 5.0%, and maturity dates matching the associated financing. Upon maturity in February 2025 and subsequent thereto, we entered into forbearance agreements with our lender through September 9, 2025 and concurrently repaid $5.0 million of the principal balance. During the forbearance period, interest accrued at additional rates ranging from 3.0% to 5.0% per annum. On June 9, 2025, we refinanced our debt related to real estate owned hotel portfolio with a non-recourse senior mortgage in the amount of $235.0 million. Such financing matures on June 9, 2027, and we may extend the maturity to June 9, 2030 pursuant to three one-year extension options, subject to meeting prescribed conditions.

Our debt related to real estate owned hotel portfolio as of December 31, 2025 is summarized as follows ($ in thousands):

 

Contractual Maturity Date

 

Stated Rate (1)

 

Net Interest Rate(1)

 

Borrowings Outstanding

 

 

Carrying Value

 

6/9/2027

 

S + 3.18%

 

6.87%

 

$

235,000

 

 

$

230,992

 

(1)
SOFR at December 31, 2025 was 3.69% which was below the 6.79% strike rate provided by our interest rate cap. See Note 7 - Derivatives for further detail.

Our debt related to real estate owned hotel portfolio as of December 31, 2024 is summarized as follows ($ in thousands):

 

Contractual Maturity Date

 

Stated Rate (1)

 

Net Interest Rate(1)

 

Borrowings Outstanding

 

 

Carrying Value

 

2/9/2025

 

S + 2.94%

 

7.27%

 

$

275,000

 

 

$

274,604

 

(1)
SOFR at December 31, 2024 was 4.33%, which was below the 5.00% strike rate provided by our interest rate cap. See Note 7 - Derivatives for further detail.

Interest Expense and Amortization

The following table summarizes our interest and amortization expense on our secured financings, debt related to real estate owned hotel portfolio, and secured term loan for the years ended December 31, 2025, 2024, and 2023 ($ in thousands):

 

 

Year Ended

 

 

December 31,
2025

 

 

December 31,
2024

 

 

December 31,
2023

 

Interest expense on secured financings

 

$

219,166

 

 

$

348,283

 

 

$

376,007

 

Interest expense on secured term loan

 

 

62,250

 

 

 

71,836

 

 

 

72,055

 

Amortization of deferred financing costs

 

 

23,574

 

 

 

20,225

 

 

 

22,450

 

Interest and related expense

 

 

304,990

 

 

 

440,344

 

 

 

470,512

 

Interest expense on debt related to real estate owned hotel portfolio (1)

 

 

24,389

 

 

 

26,612

 

 

 

23,630

 

Interest expense on multifamily real estate owned properties (2)

 

 

8,771

 

 

 

-

 

 

 

-

 

Total interest and related expense

 

$

338,150

 

 

$

466,956

 

 

$

494,142

 

(1)
For the years ended December 31, 2025, 2024, and 2023, interest expense on debt related to real estate owned hotel portfolio includes $2.3 million, $3.7 million, and $0.5 million, respectively, of amortization of deferred financing costs.
(2)
Our multifamily real estate owned assets are pledged to certain of our repurchase agreements. Thus, amount excludes any allocation of amortization of deferred financing costs related to such repurchase agreement.

Financial Covenants

Our financing agreements generally contain certain financial covenants. As of December 31, 2025, we are in compliance with all financial covenants under our financing agreements.

Future compliance with our financial covenants is dependent upon the results of our operating activities, our financial condition, and the overall market conditions in which we and our borrowers operate. The impact of macroeconomic conditions on the commercial real estate and capital markets, including elevated benchmark interest rates compared to recent historical standards and the effects thereof on our and our borrowers’ operating performance, may make it more difficult for us to satisfy these financial covenants in the future. Non-compliance with financial covenants may result in our lenders exercising their rights and remedies as provided for in the respective

agreements. As the results of our operating activities, our financial condition, and the overall market conditions in which we and our borrowers operate evolve, we may continue to work with our counterparties on modifying financial covenants as needed; however, there is no assurance that our counterparties will agree to such modifications.

Prior Secured Term Loan

As calculated in accordance with our prior secured term loan agreement and as of December 31, 2025, (i) our tangible net worth, which may reflect certain adjustments for our current expected credit loss reserve, shall not be less than $1.4 billion and (ii) our indebtedness shall not exceed 77.8% of our total assets. For the quarter ended December 31, 2025, there was no measurement of our Interest Coverage Ratio. In January 2026, our prior secured term loan was repaid in full.

Repurchase Agreements and Term Participation Facility

As calculated in accordance with our repurchase agreements and our term participation facility and as of December 31, 2025, (i) our tangible net worth shall not be less than $1.0 billion plus 75% of the aggregate cash proceeds received by us after January 30, 2026 from any equity issuances, capital contributions, and/or subscriptions (net of any related costs), (ii) our indebtedness shall not exceed 77.8% of our total assets, and (iii) our cash liquidity shall not be less than the greater of (x) $20.0 million or (y) 5% of total recourse indebtedness (which includes our secured term loan). For the quarter ended December 31, 2025 and for the quarters ending March 31, 2026 to June 30, 2027, there is no measurement of our Interest Coverage Ratio. Commencing with the quarters ending September 30, 2027 and December 31, 2027, our Interest Coverage Ratio shall not be less than 1.10 to 1.00. Subsequent thereto, our Interest Coverage Ratio shall not be less than (i) 1.20 to 1.00 for the quarters ending March 31, 2028 and June 30, 2028 and (ii) 1.30 to 1.00 for the quarters ending September 30, 2028 and thereafter.

New Secured Term Loan

As calculated in accordance with our new secured term loan agreement and effective upon its closing, (i) our tangible net worth shall not be less than $1.0 billion plus 75% of the aggregate cash proceeds received by us after January 30, 2026 from any equity issuances, capital contributions, and/or subscriptions (net of any related costs) and (ii) our indebtedness shall not exceed 77.8% of our total assets. For the quarters ending March 31, 2026 to June 30, 2027, there is no measurement of our Interest Coverage Ratio. Commencing with the quarters ending September 30, 2027 and December 31, 2027, our Interest Coverage Ratio shall not be less than 1.10 to 1.00. Subsequent thereto, our Interest Coverage Ratio shall not be less than (i) 1.20 to 1.00 for the quarters ending March 31, 2028 and June 30, 2028 and (ii) 1.30 to 1.00 for the quarters ending September 30, 2028 and thereafter.

About Debt Disclosures

Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.

Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.