BLACKSTONE MORTGAGE TRUST, INC. 10-Q

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS References herein to “Blackstone Mortgage Trust,” “Company,” “we,” “us,” or “our” refer to Blackstone Mortgage Trust, Inc. and its subsidiaries unless the context specifically requires otherwise. The following discussion should be read in conjunction with the unaudited consolidated financial statements and notes thereto appearing elsewhere in this Quarterly Report on Form 10-Q. In addition to historical data, this discussion and analysis contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, which reflect our current views with respect to, among other things, our business, operations and financial performance. You can identify these forward-looking statements by the use of words such as “intend,” “goal,” “estimate,” “expect,” “project,” “projections,” “plans,” “seeks,” “anticipates,” “should,” “could,” “may,” “designed to,” “foreseeable future,” “believe,” “scheduled,” and similar expressions. Such forward- looking statements are subject to various risks, uncertainties and assumptions. Our actual results or outcomes may differ materially from those in this discussion and analysis as a result of various factors, including but not limited to those discussed in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2023 and elsewhere in this Quarterly Report on Form 10-Q. Introduction Blackstone Mortgage Trust is a real estate finance company that originates senior loans collateralized by commercial real estate in North America, Europe, and Australia. Our portfolio is composed primarily of loans secured by high-quality, institutional assets in major markets, sponsored by experienced, well-capitalized real estate investment owners and operators. These senior loans are capitalized by accessing a variety of financing options, including borrowing under our credit facilities, issuing CLOs or single-asset securitizations, and corporate financing, depending on our view of the most prudent financing option available for each of our investments. We are not in the business of buying or trading securities, and the only securities we own are the retained interests from our securitization financing transactions, which we have not financed. We are externally managed by BXMT Advisors L.L.C., or our Manager, a subsidiary of Blackstone Inc., or Blackstone, and are a real estate investment trust, or REIT, traded on the New York Stock Exchange, or NYSE, under the symbol “BXMT.” We benefit from the deep knowledge, experience and information advantages of our Manager, which is a part of Blackstone’s real estate platform. Blackstone has built the world's preeminent global real estate business, with a proven track record of successfully navigating market cycles and emerging stronger through periods of volatility. The market-leading real estate expertise derived from the strength of the Blackstone platform deeply informs our credit and underwriting process, and we believe gives us the tools to expertly manage the assets in our portfolio and work with our borrowers throughout periods of economic stress and uncertainty. We conduct our operations as a REIT for U.S. federal income tax purposes. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent that we annually distribute all of our net taxable income to stockholders and maintain our qualification as a REIT. We also operate our business in a manner that permits us to maintain an exclusion from registration under the Investment Company Act of 1940, as amended. We are organized as a holding company and conduct our business primarily through our various subsidiaries. I. Key Financial Measures and Indicators As a real estate finance company, we believe the key financial measures and indicators for our business are earnings per share, dividends declared, Distributable Earnings, and book value per share. For the three months ended September 30, 2024, we recorded a basic net loss per share of $0.32, declared a dividend of $0.47 per share, and reported $0.39 per share of Distributable Earnings. In addition, our book value as of September 30, 2024 was $22.17 per share, which is net of cumulative CECL reserves of $5.89 per share. As further described below, Distributable Earnings is a measure that is not prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP. Distributable Earnings helps us to evaluate our performance excluding the effects of certain transactions and GAAP adjustments that we believe are not necessarily indicative of our current loan portfolio and operations. In addition, Distributable Earnings is a performance metric we consider when declaring our dividends. 53 Earnings Per Share and Dividends Declared The following table sets forth the calculation of basic net income (loss) per share and dividends declared per share ($ in thousands, except per share data): Three Months Ended September 30, 2024 June 30, 2024 Net loss (1) $ (56,384) $ (61,057) Weighted-average shares outstanding, basic 173,637,101 173,967,340 Net loss per share, basic $ (0.32) $ (0.35) Dividends declared per share $ 0.47 $ 0.62 (1) Represents net loss attributable to Blackstone Mortgage Trust. Refer to Note 14 to our consolidated financial statements for the calculation of diluted net income (loss) per share. Distributable Earnings Distributable Earnings is a non-GAAP measure, which we define as GAAP net income (loss), including realized gains and losses not otherwise recognized in current period GAAP net income (loss), and excluding (i) non-cash equity compensation expense, (ii) depreciation and amortization, (iii) unrealized gains (losses), and (iv) certain non-cash items. Distributable Earnings may also be adjusted from time to time to exclude one-time events pursuant to changes in GAAP and certain other non-cash charges as determined by our Manager, subject to approval by a majority of our independent directors. Distributable Earnings mirrors the terms of our management agreement between our Manager and us, or our Management Agreement, for purposes of calculating our incentive fee expense. Our CECL reserves have been excluded from Distributable Earnings consistent with other unrealized gains (losses) pursuant to our existing policy for reporting Distributable Earnings. We expect to only recognize such potential credit losses in Distributable Earnings if and when such amounts are realized and deemed non-recoverable upon a realization event. This is generally at the time a loan is repaid, or in the case of foreclosure, when the underlying asset is sold, but realization and non-recoverability may also be concluded if, in our determination, it is nearly certain that all amounts due will not be collected. The timing of any such credit loss realization in our Distributable Earnings may differ materially from the timing of CECL reserves or charge-offs in our consolidated financial statements prepared in accordance with GAAP. The realized loss amount reflected in Distributable Earnings will equal the difference between the cash received, or expected to be received, and the book value of the asset, and is reflective of our economic experience as it relates to the ultimate realization of the loan. We believe that Distributable Earnings provides meaningful information to consider in addition to our net income (loss) and cash flow from operating activities determined in accordance with GAAP. We believe Distributable Earnings is a useful financial metric for existing and potential future holders of our class A common stock as historically, over time, Distributable Earnings has been a strong indicator of our dividends per share. As a REIT, we generally must distribute annually at least 90% of our net taxable income, subject to certain adjustments, and therefore we believe our dividends are one of the principal reasons stockholders may invest in our class A common stock. Refer to Note 16 to our consolidated financial statements for further discussion of our distribution requirements as a REIT. Further, Distributable Earnings helps us to evaluate our performance excluding the effects of certain transactions and GAAP adjustments that we believe are not necessarily indicative of our current loan portfolio and operations, and is a performance metric we consider when declaring our dividends. Furthermore, we believe it is useful to present Distributable Earnings prior to charge-offs of CECL reserves to reflect our direct operating results and help existing and potential future holders of our class A common stock assess the performance of our business excluding such charge-offs. We utilize Distributable Earnings prior to charge-offs of CECL reserves as an additional performance metric to consider when declaring our dividends. Distributable Earnings mirrors the terms of our Management Agreement for purposes of calculating our incentive fee expense. Therefore, Distributable Earnings prior to charge-offs of CECL reserves is calculated net of the incentive fee expense that would have been recognized if such charge-offs had not occurred. Distributable Earnings and Distributable Earnings prior to charge-offs of CECL reserves do not represent net income (loss) or cash generated from operating activities and should not be considered as alternatives to GAAP net income (loss), or indicators of our GAAP cash flows from operations, measures of our liquidity, or indicators of funds available for our cash needs. In addition, our methodology for calculating Distributable Earnings and Distributable Earnings prior to charge-offs 54 of CECL reserves may differ from the methodologies employed by other companies to calculate the same or similar supplemental performance measures, and accordingly, our reported Distributable Earnings and Distributable Earnings prior to charge-offs of CECL reserves may not be comparable to similar metrics reported by other companies. The following table provides a reconciliation of Distributable Earnings and Distributable Earnings prior to charge-offs of CECL reserves to GAAP net income (loss) ($ in thousands, except per share data): Three Months Ended September 30, 2024 June 30, 2024 Net loss (1) $ (56,384) $ (61,057) Charge-offs of CECL reserves (2) (16,989) (12,537) Increase in CECL reserves 132,470 152,408 Non-cash compensation expense 7,984 7,962 Realized hedging and foreign currency (loss) gain, net (3) (180) (1,352) Adjustments attributable to non-controlling interests, net 251 134 Depreciation and amortization of real estate owned 1,030 185 Other items 14 — Distributable Earnings $ 68,196 $ 85,743 Charge-offs of CECL reserves (2) 16,989 12,537 Distributable Earnings prior to charge-offs of CECL reserves $ 85,185 $ 98,280 Weighted-average shares outstanding, basic (4) 173,637,101 173,967,340 Distributable Earnings per share, basic $ 0.39 $ 0.49 Distributable Earnings per share, basic, prior to charge-offs of CECL reserves $ 0.49 $ 0.56 (1) Represents net loss attributable to Blackstone Mortgage Trust. (2) Represents realized losses related to loan principal amounts deemed non-recoverable during the three months ended September 30, 2024 and June 30, 2024, respectively. (3) Represents realized gains (losses) on the repatriation of unhedged foreign currency. These amounts were not included in GAAP net income (loss), but rather as a component of other comprehensive income in our consolidated financial statements. (4) The weighted-average shares outstanding, basic, exclude shares issuable from a potential conversion of our Convertible Notes then outstanding. Consistent with the treatment of other unrealized adjustments to Distributable Earnings, these potentially issuable shares are excluded until a conversion occurs. Refer to Note 14 to our consolidated financial statements for the calculation of diluted net income per share. Book Value Per Share The following table calculates our book value per share ($ in thousands, except per share data): September 30, 2024 June 30, 2024 Stockholders’ equity $ 3,844,592 $ 3,984,504 Shares Class A common stock 172,987,597 173,619,498 Deferred stock units 401,802 389,113 Total outstanding 173,389,399 174,008,611 Book value per share (1) $ 22.17 $ 22.90 (1) The book value per share excludes shares issuable from a potential conversion of our Convertible Notes then outstanding. Refer to Note 14 to our consolidated financial statements for the calculation of diluted net income per share. 55 II. Loan Portfolio During the three months September 30, 2024, we originated or acquired $131.5 million of loans. Loan fundings during the quarter totaled $403.7 million and loan repayments and sales totaled $1.8 billion. We generated interest income of $430.1 million and incurred interest expense of $321.7 million during the quarter, which resulted in $108.3 million of net interest income during the three months ended September 30, 2024. Portfolio Overview The following table details our loan origination activity ($ in thousands): Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024 Loan originations (1) $ 131,506 $ 234,690 Loan fundings (2) $ 403,714 $ 1,128,243 Loan repayments and sales (3) (1,829,060) (3,566,738) Total net repayments $ (1,425,346) $ (2,438,495) (1) Includes new loan originations and additional commitments made under existing loans. (2) Loan fundings during the three and nine months ended September 30, 2024, include $44.8 million and $134.1 million, respectively, of additional fundings under related non-consolidated senior interests. (3) Loan repayments and sales during the nine months ended September 30, 2024, include $512.1 million of additional repayments or reduction of loan exposure under related non-consolidated senior interests. There were no such related loan repayments during the three months ended September 30, 2024. 56 The following table details overall statistics for our loan portfolio as of September 30, 2024 ($ in thousands): Balance Sheet Portfolio Loan Exposure (1) Number of loans 149 149 Principal balance $ 21,761,684 $ 22,428,415 Net book value $ 20,591,458 $ 20,591,458 Unfunded loan commitments (2) $ 1,562,589 $ 1,562,589 Weighted-average cash coupon (3) + 3.40 % + 3.36 % Weighted-average all-in yield (3) + 3.74 % + 3.75 % Weighted-average maximum maturity (years) (4) 2.2 2.2 Origination loan to value (LTV) (5) 62.5 % 62.8 % (1) Total loan exposure reflects our aggregate exposure to each loan investment. As of September 30, 2024, total loan exposure, includes (i) loans with an outstanding principal balance of $21.8 billion that are included in our consolidated financial statements, (ii) $770.2 million of non-consolidated senior interests in loans we have sold, which are not included in our consolidated financial statements, and excludes (iii) $103.5 million of junior loan interests that we have sold, but that remain included in our consolidated financial statements. We have retained an aggregate $199.5 million of subordinate mezzanine loans, as of September 30, 2024, related to non-consolidated senior interests that are included in our balance sheet portfolio. (2) Unfunded commitments will primarily be funded to finance our borrowers’ construction or development of real estate-related assets, capital improvements of existing assets, or lease-related expenditures. These commitments will generally be funded over the term of each loan, subject in certain cases to an expiration date. Excludes $247.1 million of unfunded loan commitments related to our non-consolidated senior interests, as these commitments will not require cash outlays from us. (3) The weighted-average cash coupon and all-in yield are expressed as a spread over the relevant floating benchmark rates, which include SOFR, SONIA, EURIBOR, and other indices as applicable to each investment. As of September 30, 2024, all of our loans by total loan exposure earned a floating rate of interest, primarily indexed to SOFR. Floating rate exposure includes an interest rate swap we entered into with a notional amount of $229.9 million that effectively converts certain of our fixed rate loan exposure to floating rate exposure. In addition to cash coupon, all-in yield includes the amortization of deferred origination and extension fees, loan origination costs, and purchase discounts, as well as the accrual of exit fees. Excludes loans accounted for under the cost-recovery and nonaccrual methods, if any. (4) Maximum maturity assumes all extension options are exercised by the borrower, however our loans and other investments may be repaid prior to such date. Excludes loans accounted for under the cost-recovery and nonaccrual methods, if any. As of September 30, 2024, 14% of our loans by total loan exposure were subject to yield maintenance or other prepayment restrictions and 86% were open to repayment by the borrower without penalty. (5) Based on LTV as of the dates loans were originated or acquired by us, excluding any loans that are impaired and any junior participations sold. 57 The following table details the index rate floors for our loan portfolio based on total loan exposure as of September 30, 2024 ($ in thousands): Total Loan Exposure (1) Index Rate Floors USD Non-USD (2) Total 0.00% or no floor (3)(4) $ 5,511,809 $ 4,981,935 $ 10,493,744 0.01% to 1.00% floor 4,455,425 401,715 4,857,140 1.01% to 2.00% floor 2,261,379 960,463 3,221,842 2.01% to 3.00% floor 1,724,694 542,020 2,266,714 3.01% or more floor 1,388,231 200,744 1,588,975 Total (5) $ 15,341,538 $ 7,086,877 $ 22,428,415 (1) Total loan exposure reflects our aggregate exposure to each loan investment. As of September 30, 2024, total loan exposure, includes (i) loans with an outstanding principal balance of $21.8 billion that are included in our consolidated financial statements, (ii) $770.2 million of non-consolidated senior interests in loans we have sold, which are not included in our consolidated financial statements, and excludes (iii) $103.5 million of junior loan interests that we have sold, but that remain included in our consolidated financial statements. See Note 2 to our consolidated financial statements for further discussion of loan participations sold. (2) Includes Euro, British Pound Sterling, Swedish Krona, Australian Dollar, and Swiss Franc currencies. (3) Includes an interest rate swap we entered into with a notional amount of $229.9 million that effectively converts certain of our fixed rate loan exposure to floating rate exposure. (4) Includes all impaired loans. (5) As of September 30, 2024, the weighted-average index rate floor of our total loan exposure was 0.97%. Excluding 0.0% index rate floors and loans with no floor, the weighted-average index rate floor was 1.56%. As of December 31, 2023, the weighted-average index rate floor of our total loan exposure was 0.56%. Excluding 0.0% index rate floors and loans with no floor, the weighted-average index rate floor was 1.02%. The following table details the floating benchmark rates for our loan portfolio based on total loan exposure as of September 30, 2024 (total loan exposure amounts in thousands): Loan Count Currency Total Loan Exposure (1) Floating Rate Index (2) Cash Coupon (3) All-in Yield (3) 117 $ $ 15,341,538 SOFR (4) + 3.15% + 3.54% 17 £ £ 2,311,761 SONIA + 3.83% + 4.24% 11 € € 2,203,092 EURIBOR + 3.26% + 3.74% 4 Various $ 1,541,753 Other (5) + 4.19% + 4.47% 149 $ 22,428,415 + 3.36% + 3.75% (1) Total loan exposure reflects our aggregate exposure to each loan investment. As of September 30, 2024, total loan exposure, includes (i) loans with an outstanding principal balance of $21.8 billion that are included in our consolidated financial statements, (ii) $770.2 million of non-consolidated senior interests in loans we have sold, which are not included in our consolidated financial statements, and excludes (iii) $103.5 million of junior loan interests that we have sold, but that remain included in our consolidated financial statements. See Note 2 to our consolidated financial statements for further discussion of loan participations sold. (2) We use foreign currency forward contracts to protect the value or fix the amount of certain investments or cash flows in terms of the U.S. dollar. We earn forward points on our forward contracts that reflect the interest rate differentials between the applicable base rate for our foreign currency investments and prevailing U.S. interest rates. These forward contracts effectively convert the foreign currency rate exposure for such investments to USD-equivalent interest rates. (3) In addition to cash coupon, all-in yield includes the amortization of deferred origination and extension fees, loan origination costs, and purchase discounts, as well as the accrual of exit fees. Excludes loans accounted for under the cost-recovery and nonaccrual methods, if any. (4) Includes an interest rate swap we entered into with a notional amount of $229.9 million that effectively converts certain of our fixed rate loan exposure to floating rate exposure. (5) Includes floating rate loans indexed to STIBOR, BBSY, and SARON indices. 58 The charts below detail the geographic distribution and types of properties securing our loan portfolio, as of September 30, 2024: Geographic Diversification (Net Loan Exposure) (1) Collateral Diversification (Net Loan Exposure) (1)(2) ______________ (1) Net loan exposure reflects the amount of each loan that is subject to risk of credit loss to us as of September 30, 2024, which is our total loan exposure net of (i) $770.2 million of non-consolidated senior interests, (ii) $1.2 billion of asset-specific debt, (iii) $99.0 million of cost-recovery proceeds, and (iv) our total loans receivable CECL reserve of $1.0 billion. Our non-consolidated senior interests, asset-specific debt, and loan participations sold are structurally non-recourse and term-matched to the corresponding collateral loans. Geographic locations that represent less than 1% of net loan exposure are excluded from the chart above. (2) Assets with multiple components are proportioned into the relevant collateral types based on the allocated value of each collateral type. Refer to section VI of this Item 2 for details of our loan portfolio, on a loan-by-loan basis. Portfolio Management As of September 30, 2024, 88% of our loans were performing with risk ratings of “1” through “4,” and the remaining 12% were impaired with a risk rating of “5.” All of the performing loans were in compliance with the applicable contractual terms. We believe this demonstrates the overall strength of our loan portfolio and the commitment and financial wherewithal of our borrowers generally, which are primarily affiliated with large real estate private equity funds and other strong, well-capitalized, and experienced sponsors. We maintain a robust asset management relationship with our borrowers and utilize these relationships to maximize the performance of our portfolio, including during periods of volatility. We believe that we benefit from these relationships and from our long-standing core business model of originating senior loans collateralized by large assets in major markets with experienced, well-capitalized institutional sponsors. Our loan portfolio’s low weighted-average origination LTV is 62.8%, excluding any loans that are impaired and any junior participations sold, as of September 30, 2024. While we believe the principal amounts of our loans are generally adequately protected by underlying collateral value, there is a risk that we will 59 not realize the entire principal value of certain investments. As of September 30, 2024, we had an aggregate $883.6 million asset-specific CECL reserve related to 20 of our loans receivable, with an aggregate amortized cost basis of $3.2 billion, net of cost-recovery proceeds. This CECL reserve was recorded based on our estimation of the fair value of each of the loan's underlying collateral as of September 30, 2024. Our portfolio monitoring and asset management operations benefit from the deep knowledge, experience, and information advantages derived from our position as part of Blackstone’s real estate platform. Blackstone has built the world's preeminent global real estate business, with a proven track record of successfully navigating market cycles and emerging stronger through periods of volatility. The market-leading real estate expertise derived from the strength of the Blackstone platform deeply informs our credit and underwriting process, and gives us the tools to expertly asset manage our portfolio and work with our borrowers throughout periods of economic stress and uncertainty. As discussed in Note 2 to our consolidated financial statements, we perform a quarterly review of our loan portfolio, assesses the performance of each loan, and assigns it a risk rating between “1” and “5”, from less risk to greater risk. Our loan portfolio had a weighted-average risk rating of 3.1 and 3.0 as of September 30, 2024 and December 31, 2023, respectively. The following table allocates the net book value, total loan exposure, and net loan exposure balances based on our internal risk ratings ($ in thousands): September 30, 2024 Risk Rating Number of Loans Net Book Value Total Loan Exposure (1) Net Loan Exposure (2) 1 16 $ 2,058,795 $ 2,062,324 $ 1,139,470 2 26 3,938,950 3,947,816 3,944,699 3 67 9,595,696 9,783,847 9,192,975 4 20 2,843,464 3,365,798 2,783,690 5 20 3,165,612 3,268,630 2,286,075 Loans receivable 149 $ 21,602,517 $ 22,428,415 $ 19,346,909 CECL reserve (1,011,059) Loans receivable, net $ 20,591,458 (1) Total loan exposure reflects our aggregate exposure to each loan investment. As of September 30, 2024, total loan exposure, includes (i) loans with an outstanding principal balance of $21.8 billion that are included in our consolidated financial statements, (ii) $770.2 million of non-consolidated senior interests in loans we have sold, which are not included in our consolidated financial statements, and excludes (iii) $103.5 million of junior loan interests that we have sold, but that remain included in our consolidated financial statements. See Note 2 to our consolidated financial statements for further discussion of loan participations sold. (2) Net loan exposure reflects the amount of each loan that is subject to risk of credit loss to us as of September 30, 2024, which is our total loan exposure net of (i) $770.2 million of non-consolidated senior interests, (ii) $1.2 billion of asset-specific debt, (iii) $99.0 million of cost-recovery proceeds, and (iv) our total loans receivable CECL reserve of $1.0 billion. Our non-consolidated senior interests, asset-specific debt, and loan participations sold are structurally non-recourse and term-matched to the corresponding collateral loans. Current Expected Credit Loss Reserve The CECL reserves required by GAAP reflect our current estimate of potential credit losses related to our loans and notes receivable included in our consolidated balance sheets. Other than a few narrow exceptions, GAAP requires that all financial instruments subject to the CECL model have some amount of loss reserve to reflect the principle underlying the CECL model that all loans and similar assets have some inherent risk of loss, regardless of credit quality, subordinate capital, or other mitigating factors. During the three months ended September 30, 2024, we recorded a net increase of $117.1 million in the CECL reserves against our loans receivable portfolio, due to a $134.1 million increase in CECL reserves, offset by charge-offs of our CECL reserves of $17.0 million, bringing our total loans receivable CECL reserve to $1.0 billion as of September 30, 2024. This increase primarily relates to two loans impaired during the three months ended September 30, 2024, both of 60 which were secured by office buildings. The office sector is generally facing reduced tenant and capital markets demand in recent years. These impairments are each determined individually as a result of changes in the specific credit quality factors for such loans. These factors included, among others, (i) the underlying collateral performance, (ii) discussions with the borrower, (iii) borrower events of default, and (iv) other facts that impact the borrower’s ability to pay the contractual amounts due under the terms of the loan. As of September 30, 2024, the income accrual was suspended on the two additional loans that were impaired as the recovery of income and principal was doubtful. During the three months ended September 30, 2024, we recorded $4.9 million of interest income on these two loans. In addition, our general CECL reserves decreased primarily as a result of loan repayments reducing the size of our portfolio during the three months ended September 30, 2024. The charge-offs primarily related to one previously impaired loan that was resolved during the three months ended September 30, 2024. The resolution was the result of the consolidation of an office property located in Burlington, MA as a result of a loan modification that provided us an equity interest in the property. Refer to Note 19 to our consolidated financial statements for additional information. As of September 30, 2024, we had an aggregate $883.6 million asset-specific CECL reserve related to 20 of our loans receivable, with an aggregate amortized cost basis of $3.2 billion, net of cost-recovery proceeds. This CECL reserve was recorded based on our estimation of the fair value of each of the loan's underlying collateral as of September 30, 2024. No income was recorded on our impaired loans subsequent to determining that they were impaired. During the three and nine months ended September 30, 2024, we received an aggregate $24.5 million and $59.8 million, respectively, of cash proceeds from such loans that were applied as a reduction to the amortized cost basis of each respective loan. As of September 30, 2024, all borrowers under performing loans were in compliance with the applicable contractual terms, including any required payment of interest. Refer to Note 2 to our consolidated financial statements for further discussion of our policies on revenue recognition and our CECL reserves. Multifamily Joint Venture As of September 30, 2024, our multifamily joint venture held $294.7 million of loans, which are included in the loan disclosures above, respectively. As of September 30, 2024, our Multifamily Joint Venture also held a $32.2 million REO asset. Refer to Note 2 to our consolidated financial statements for additional discussion of our multifamily joint venture. Agency Multifamily Lending Partnership In the second quarter of 2024, we entered an agreement with M&T Realty Capital Corporation, or MTRCC, a subsidiary of M&T Bank, that will allow our borrowers to access multifamily agency financing through MTRCC’s Fannie Mae DUS and Freddie Mac Optigo lending platforms. We will receive a portion of origination, servicing, and other fees paid under the programs for loans that we refer to MTRCC for origination. Similarly, we will share in losses with MTRCC and Fannie Mae on loans that we refer to MTRCC for origination under the Fannie Mae program. There were no loans originated under the MTRCC agreement during the three months ended September 30, 2024. 61 Portfolio Financing Our portfolio financing consists of secured debt, securitizations, and asset-specific debt. The following table details our portfolio financing ($ in thousands): Portfolio Financing Outstanding Principal Balance September 30, 2024 December 31, 2023 Secured debt $ 11,012,558 $ 12,697,058 Securitizations 2,248,432 2,507,514 Asset-specific debt 1,201,237 1,004,097 Total portfolio financing $ 14,462,227 $ 16,208,669 Secured Debt The following table details our outstanding secured debt ($ in thousands): Secured Debt Borrowings Outstanding September 30, 2024 December 31, 2023 Secured credit facilities $ 11,012,558 $ 12,697,058 Total secured debt $ 11,012,558 $ 12,697,058 Secured Credit Facilities The following table details our secured credit facilities by spread over the applicable base rates as of September 30, 2024 ($ in thousands): Nine Months Ended September 30, 2024 September 30, 2024 Spread (1) New Financings (2) Total Borrowings Wtd. Avg. All-in Cost (1)(3)(4) Collateral (5) Wtd. Avg. All-in Yield (1)(3) Net Interest Margin (6) + 1.50% or less $ 23,000 $ 4,437,843 +1.53 % $ 6,695,441 +3.20 % +1.67 % + 1.51% to + 1.75% 74,118 2,861,825 +1.79 % 3,969,387 +3.54 % +1.75 % + 1.76% to + 2.00% — 1,328,211 +2.10 % 2,255,736 +3.75 % +1.65 % + 2.01% or more 434,412 2,384,679 +2.65 % 3,531,019 +4.49 % +1.84 % Total $ 531,530 $ 11,012,558 +1.91 % $ 16,451,583 +3.62 % +1.71 % (1) The spread, all-in cost, and all-in yield are expressed over the relevant floating benchmark rates, which include SOFR, SONIA, EURIBOR, and other indices as applicable. (2) Represents the amount of new borrowings we obtained approval for during the nine months ended September 30, 2024. (3) In addition to spread, the cost includes the associated deferred fees and expenses related to the respective borrowings. In addition to cash coupon, all-in yield includes the amortization of deferred origination and extension fees, loan origination costs, and purchase discounts, as well as the accrual of exit fees. All-in yield excludes loans accounted for under the cost-recovery and nonaccrual methods, if any, and REO assets. (4) Represents the weighted-average all-in cost as of September 30, 2024 and is not necessarily indicative of the spread applicable to recent or future borrowings. (5) Represents the principal balance of the collateral loan assets and the book value of the collateral REO assets. (6) Represents the difference between the weighted-average all-in yield and weighted-average all-in cost. 62 Securitizations Securitized Debt Obligations We have financed certain pools of our loans through collateralized loan obligations, or CLOs. The following table details our securitized debt obligations and the underlying collateral assets that are financed by our CLOs ($ in thousands): September 30, 2024 Securitized Debt Obligations Count Principal Balance Book Value (1) Wtd. Avg. Yield/Cost (2)(3) Term (4) 2021 FL4 Collateralized Loan Obligation Senior CLO Securities Outstanding 1 $ 785,453 $ 785,371 + 1.40 % May 2038 Underlying Collateral Assets 25 981,703 981,703 + 3.26 % January 2026 2020 FL3 Collateralized Loan Obligation Senior CLO Securities Outstanding 1 659,495 659,494 + 1.86 % November 2037 Underlying Collateral Assets 14 850,745 850,745 + 3.06 % February 2026 2020 FL2 Collateralized Loan Obligation Senior CLO Securities Outstanding 1 803,484 803,442 + 1.38 % February 2038 Underlying Collateral Assets 14 1,060,359 1,060,359 + 2.82 % April 2026 Total Senior CLO Securities Outstanding (5) 3 $ 2,248,432 $ 2,248,307 + 1.53 % Underlying Collateral Assets 53 $ 2,892,807 $ 2,892,807 + 3.03 % (1) The book value of underlying collateral assets excludes any applicable CECL reserves. (2) In addition to cash coupon, all-in yield includes the amortization of deferred origination and extension fees, loan origination costs, purchase discounts, and accrual of exit fees. (3) The weighted-average all-in yield and cost are expressed as a spread over SOFR. All-in yield excludes loans accounted for under the cost-recovery and nonaccrual methods, if any. (4) Underlying Collateral Assets term represents the weighted-average final maturity of such loans, assuming all extension options are exercised by the borrower. Repayments of securitized debt obligations are tied to timing of the related collateral loan asset repayments. The term of these obligations represents the rated final distribution date of the securitizations. (5) During the three and nine months ended September 30, 2024, we recorded $40.6 million and $123.9 million, respectively, of interest expense related to our securitized debt obligations. Refer to Note 7 and Note 19 to our consolidated financial statements for additional details of our securitized debt obligations. 63 Asset-Specific Debt The following table details our asset-specific debt ($ in thousands): September 30, 2024 Asset-Specific Debt Count Principal Balance Book Value (1) Wtd. Avg. Yield/Cost (2) Wtd. Avg. Term (3) Financing provided 2 $ 1,201,237 $ 1,197,056 + 3.19 % June 2026 Collateral assets 2 $ 1,433,807 $ 1,425,388 + 4.06 % June 2026 (1) The book value of underlying collateral assets excludes any applicable CECL reserves. (2) The weighted-average all-in yield and cost are expressed as a spread over SOFR. These floating rate loans and related liabilities are currency and index-matched to the applicable benchmark rate relevant in each arrangement. In addition to cash coupon, yield/cost includes the amortization of deferred origination fees and financing costs. (3) The weighted-average term is determined based on the maximum maturity of the corresponding loans, assuming all extension options are exercised by the borrower. Our non-recourse, asset-specific debt is term-matched in each case to the corresponding collateral loans. Corporate Financing The following table details our outstanding corporate financing ($ in thousands): Corporate Financing Outstanding Principal Balance September 30, 2024 December 31, 2023 Term loans $ 2,116,425 $ 2,135,221 Senior secured notes 335,316 366,090 Convertible notes 266,157 300,000 Total corporate financing $ 2,717,898 $ 2,801,311 64 The following table details our outstanding senior term loan facilities, or Term Loans, Senior Secured Notes, and convertible senior notes, or Convertible Notes, as of September 30, 2024 ($ in thousands): Corporate Financing Face Value Interest Rate (1) All-in Cost (1)(2) Maturity Term Loans B-1 Term Loan $ 901,418 + 2.36 % + 2.65 % April 23, 2026 B-3 Term Loan 407,773 + 2.86 % + 3.54 % April 23, 2026 B-4 Term Loan 807,234 + 3.50 % + 4.11 % May 9, 2029 Total term loans $ 2,116,425 Senior Secured Notes Senior Secured Notes $ 335,316 3.75 % 4.02 % January 15, 2027 Convertible Notes Issuance Convertible Notes (3) $ 266,157 5.50 % 5.94 % March 15, 2027 Total corporate financings $ 2,717,898 (1) The B-3 Term Loan and the B-4 Term Loan borrowings are subject to a floor of 0.50%. The Term Loans are indexed to one-month SOFR. (2) Includes issue discounts, transaction expenses, and/or issuance costs, as applicable, that are amortized through interest expense over the life of each respective financing. (3) The conversion price of the Convertible Notes is $36.27, which represents the price of class A common stock per share based on a conversion rate of 27.5702. The conversion rate represents the number of shares of class A common stock issuable per $1,000 principal amount of Convertible Notes. The cumulative dividend threshold has not been exceeded as of September 30, 2024. During the nine months ended September 30, 2024, we repurchased an aggregate principal amount of $2.3 million of the B-1 Term Loan at a weighted-average price of 99%, an aggregate principal amount of $30.8 million of the Senior Secured Notes at a weighted-average price of 88%, and an aggregate principal amount of $33.8 million of the Convertible Notes at a weighted-average price of 93%. This resulted in a gain on extinguishment of debt of $25,000, $3.3 million, and $2.0 million, respectively, during the nine months ended September 30, 2024. Refer to Note 2, Note 10, Note 11, and Note 12 to our consolidated financial statements for additional discussion of our Term Loans, Senior Secured Notes, and Convertible Notes. Floating Rate Portfolio Generally, our business model is such that rising interest rates will increase our net income, while declining interest rates will decrease net income. As of September 30, 2024, all of our loans by total loan exposure earned a floating rate of interest and were financed with liabilities that pay interest at floating rates, which resulted in an amount of net equity that is positively correlated to rising interest rates, subject to the impact of interest rate floors on certain of our floating rate loans. Our liabilities are generally currency and index-matched to each collateral asset, resulting in a net exposure to movements in benchmark rates that varies by currency silo based on the relative proportion of floating rate assets and liabilities. 65 The following table details our investment portfolio’s exposure to interest rates by currency as of September 30, 2024 (amounts in thousands): USD GBP EUR All Other (1) Floating rate loans (2)(3)(4)(5)(6) $ 11,302,677 £ 2,311,761 € 2,203,092 $ 1,541,753 Floating rate portfolio financings (2)(5)(7) (9,150,672) (1,712,223) (1,626,294) (1,210,639) Floating rate corporate financings (8) (2,116,424) — — — Net floating rate exposure $ 35,581 £ 599,538 € 576,798 $ 331,114 Net floating rate exposure in USD (9) $ 35,581 $ 801,883 $ 642,265 $ 331,114 (1) Includes Australian Dollar, Swedish Krona, and Swiss Franc currencies. (2) Our floating rate loans and related liabilities are currency and index-matched to the applicable benchmark rate relevant in each arrangement. (3) Includes an interest rate swap we entered into with a notional amount of $229.9 million that effectively converts certain of our fixed rate loan exposure to floating rate exposure. (4) Excludes $3.3 billion of floating rate impaired loans. (5) Excludes $770.2 million of non-consolidated senior interests and $103.5 million of loan participations sold, as of September 30, 2024. Our non-consolidated senior interests and loan participations sold are structurally non-recourse and term-matched to the corresponding loans, and have no impact on our net floating rate exposure. (6) Our loan agreements generally require our borrowers to purchase interest rate caps, which mitigates our borrowers’ exposure to an increase in interest rates. (7) Includes amounts outstanding under secured debt, securitizations, and asset-specific debt. (8) Includes amounts outstanding under Term Loans. (9) Represents the U.S. dollar equivalent as of September 30, 2024. In addition to the risks related to fluctuations in cash flows and asset values associated with movements in interest rates, there is also the risk of non-performance on floating rate assets. In the case of a significant increase in interest rates, the cash flows of the collateral real estate assets may not be sufficient to pay debt service due under our loans, which may contribute to non-performance or, in severe cases, default. This risk is partially mitigated by our consideration of rising rate stress-testing during our underwriting process, which generally includes a requirement for our borrower to purchase an interest rate cap contract with an unaffiliated third party, provide an interest reserve deposit, and/or provide interest guarantees or other structural protections. As of September 30, 2024, 96% of our performing loans have interest rate caps, with a weighted-average strike price of 3.5%, or interest guarantees. During the nine months ended September 30, 2024, interest rate caps on $10.8 billion of performing loans, with a 3.4% weighted-average strike price, expired and 95% were replaced with new interest rate caps, with a weighted-average strike price of 3.4%, or interest guarantees. 66 III. Our Results of Operations Operating Results The following table sets forth information regarding our consolidated results of operations for the three months ended September 30, 2024 and June 30, 2024 ($ in thousands, except per share data): Three Months Ended Change September 30, 2024 June 30, 2024 $ Income from loans and other investments Interest and related income $ 430,092 $ 466,152 $ (36,060) Less: Interest and related expenses 321,744 339,380 (17,636) Income from loans and other investments, net 108,348 126,772 (18,424) Revenue from real estate owned 1,214 — 1,214 Gain on extinguishment of debt 2,389 — 2,389 Total net revenues 111,951 126,772 (14,821) Other expenses Management and incentive fees 18,605 18,726 (121) General and administrative expenses 13,423 13,660 (237) Expenses from real estate owned 2,684 963 1,721 Total other expenses 34,712 33,349 1,363 Increase in current expected credit loss reserve (132,470) (152,408) 19,938 Loss before income taxes (55,231) (58,985) 3,754 Income tax provision 613 1,217 (604) Net loss (55,844) (60,202) 4,358 Net income attributable to non-controlling interests (540) (855) 315 Net loss attributable to Blackstone Mortgage Trust, Inc. $ (56,384) $ (61,057) $ 4,673 Net loss per share of common stock, basic and diluted $ (0.32) $ (0.35) $ 0.03 Weighted-average shares of common stock outstanding, basic and diluted 173,637,101 173,967,340 (330,239) Dividends declared per share $ 0.47 $ 0.62 $ (0.15) Income from loans and other investments, net Income from loans and other investments, net decreased $18.4 million during the three months ended September 30, 2024 compared to the three months ended June 30, 2024. The decrease was primarily due to a decrease in the weighted-average principal balance of our loan portfolio by $1.2 billion during the three months ended September 30, 2024, as well as a decline in interest income related to additional loans accounted for under the cost-recovery method during the three months ended September 30, 2024. This was offset by a decrease in the weighted-average principal balance of our outstanding financing arrangements by $1.1 billion for the three months ended September 30, 2024 compared to the three months ended June 30, 2024. Revenue from real estate owned Revenue from real estate owned increased by $1.2 million during the three months ended September 30, 2024 due to additional REO assets acquired during the quarter. There was no revenue from real estate owned during the three months ended June 30, 2024. Gain on extinguishment of debt Gain on extinguishment of debt increased by $2.4 million during the three months ended September 30, 2024. During the three months ended September 30, 2024, we recognized an aggregate gain on extinguishment of debt of $2.4 million 67 related to the repurchase of an aggregate principal amount of $33.8 million, $4.6 million, and $2.3 million of our Convertible Notes, Senior Secured Notes, and B-1 Term Loan, respectively. There was no repurchase activity during the three months ended June 30, 2024. Other expenses Other expenses include management and incentive fees payable to our Manager, general and administrative expenses, and expenses from real estate owned. Other expenses increased by $1.4 million during the three months ended September 30, 2024 compared to the three months ended June 30, 2024 primarily due to an increase in expenses of real estate owned due to additional REO assets acquired during the quarter. Changes in current expected credit loss reserve During the three months ended September 30, 2024, we recorded a $132.5 million increase in our CECL reserves, as compared to a $152.4 million increase during the three months ended June 30, 2024. These incremental CECL reserves primarily reflect a $124.2 million increase in the specific reserves, primarily related to two loans impaired during the three months ended September 30, 2024, both of which were secured by office buildings. The office sector is generally facing reduced tenant and capital markets demand in recent years. These impairments are each determined individually as a result of changes in the specific credit quality factors for such loans. These factors included, among others, (i) the underlying collateral performance, (ii) discussions with the borrower, (iii) borrower events of default, and (iv) other facts that impact the borrower’s ability to pay the contractual amounts due under the terms of the loan. In addition, our general CECL reserves decreased primarily as a result of loan repayments reducing the size of our portfolio during the three months ended September 30, 2024. We may be required to record further increases to our CECL reserves in the future, depending on the performance of our portfolio and broader market conditions, and there may be volatility in the level of our CECL reserves. In particular, our loans secured by office buildings have experienced higher levels of CECL reserves and may continue to do so if market conditions relevant to office buildings do not improve. Any such reserve increases are difficult to predict, but are expected to be primarily the result of incremental loan impairments resulting from changes in the specific credit quality factors of such loans and to be concentrated in our loans receivable with a risk rating of “4” as of September 30, 2024. Income tax provision The income tax provision decreased by $604,000 during the three months ended September 30, 2024 compared to the three months ended June 30, 2024 primarily due to a decrease in the income tax provisions related to our taxable REIT subsidiaries. Dividends per share During the three months ended September 30, 2024, we declared dividends of $0.47 per share, or $81.3 million in aggregate. During the three months ended June 30, 2024, we declared dividends of $0.62 per share, or $107.6 million in aggregate. 68 The following table sets forth information regarding our consolidated results of operations for the nine months ended September 30, 2024 and 2023 ($ in thousands, except per share data): Nine Months Ended September 30, Change 2024 2023 $ Income from loans and other investments Interest and related income $ 1,382,367 $ 1,532,618 $ (150,251) Less: Interest and related expenses 1,004,854 1,015,718 (10,864) Income from loans and other investments, net 377,513 516,900 (139,387) Revenue from real estate owned 1,214 — 1,214 Gain on extinguishment of debt 5,352 4,541 811 Total net revenues 384,079 521,441 (137,362) Other expenses Management and incentive fees 56,258 92,747 (36,489) General and administrative expenses 40,811 37,888 2,923 Expenses from real estate owned 3,647 — 3,647 Total other expenses 100,716 130,635 (29,919) Increase in current expected credit loss reserve (519,747) (134,530) (385,217) (Loss) income before income taxes (236,384) 256,276 (492,660) Income tax provision 2,832 4,663 (1,831) Net (loss) income (239,216) 251,613 (490,829) Net income attributable to non-controlling interests (2,063) (2,681) 618 Net (loss) income attributable to Blackstone Mortgage Trust, Inc. $ (241,279) $ 248,932 $ (490,211) Net (loss) income per share of common stock Basic $ (1.39) $ 1.44 $ (2.83) Diluted $ (1.39) $ 1.44 $ (2.83) Weighted-average shares of common stock outstanding Basic 173,881,116 172,620,799 1,260,317 Diluted 173,881,116 180,891,859 (7,010,743) Dividends declared per share $ 1.71 $ 1.86 $ (0.15) Income from loans and other investments, net Income from loans and other investments, net decreased $139.4 million during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. The decrease was primarily due to a decrease in the weighted-average principal balance of our loan portfolio by $1.8 billion during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023, as well as a decline in interest income related to additional loans accounted for under the cost-recovery method during the nine months ended September 30, 2024. This was offset by a decrease in the weighted-average principal balance of our outstanding financing arrangements by $1.8 billion for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023. Revenue from real estate owned Revenue from real estate owned increased by $1.2 million during the nine months ended September 30, 2024 due to REO assets being acquired. There was no revenue from real estate owned during the nine months ended June 30, 2024. Gain on extinguishment of debt Gain on extinguishment of debt increased by $811,000 during the nine months ended September 30, 2024. During the nine months ended September 30, 2024, we recognized an aggregate gain on extinguishment of debt of $5.4 million related to 69 the repurchase of an aggregate principal amount of $33.8 million, $30.8 million, and $2.3 million, of our Convertible Notes, Senior Secured Notes, and B-1 Term Loan, respectively. During the nine months ended September 30, 2023, we recognized a gain on extinguishment of debt of $4.5 million related to the repurchase of an aggregate principal amount of $33.4 million of our Senior Secured Notes. Other expenses Other expenses include management and incentive fees payable to our Manager, general and administrative expenses, and expenses from real estate owned. Other expenses decreased by $29.9 million during the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023 primarily due to a decrease of $36.8 million of incentive fees payable to our Manager, driven primarily by charge-offs of CECL reserves. Expenses of real estate owned, which relates to real estate owned operations, increased by $3.6 million. We did not incur any expenses from REO during the nine months ended September 30, 2023. Additionally, general and administrative expenses increased by $2.9 million primarily due to (i) an increase in non-cash restricted stock amortization of $982,000 related to shares awarded under our long-term incentive plans, (ii) a $774,000 increase in legal expenses, and (iii) an increase of $279,000 of management fees payable to our Manager, primarily as a result of an increase in our Equity, as defined in our Management Agreement. Changes in current expected credit loss reserve During the nine months ended September 30, 2024, we recorded a $519.7 million increase in our CECL reserves, as compared to a $134.5 million increase during the nine months ended September 30, 2023. These incremental CECL reserves primarily reflect a $465.9 million increase in the specific reserves related to certain impaired loans in our portfolio, most of which were secured by office buildings. The office sector is generally facing reduced tenant and capital markets demand in recent years. These impairments are each determined individually as a result of changes in the specific credit quality factors for such loans. These factors included, among others, (i) the underlying collateral performance, (ii) discussions with the borrower, (iii) borrower events of default, and (iv) other facts that impact the borrower’s ability to pay the contractual amounts due under the terms of the loan. In addition, our general CECL reserves decreased primarily as a result of loan repayments reducing the size of our portfolio during the nine months ended September 30, 2024. We may be required to record further increases to our CECL reserves in the future, depending on the performance of our portfolio and broader market conditions, and there may be volatility in the level of our CECL reserves. In particular, our loans secured by office buildings have experienced higher levels of CECL reserves and may continue to do so if market conditions relevant to office buildings do not improve. Any such reserve increases are difficult to predict, but are expected to be primarily the result of incremental loan impairments resulting from changes in the specific credit quality factors of such loans and to be concentrated in our loans receivable with a risk rating of “4” as of September 30, 2024. Income tax provision The income tax provision decreased by $1.8 million during the nine months ended September 30, 2024 as compared to the nine months ended September 30, 2023, due to a decrease in the income tax provisions related to our taxable REIT subsidiaries. Dividends per share During the nine months ended September 30, 2024, we declared dividends of $1.71 per share, or $296.6 million in aggregate. During nine months ended September 30, 2023, we declared dividends of $1.86 per share, or $320.5 million in aggregate. IV. Liquidity and Capital Resources Capitalization We have capitalized our business to date primarily through the issuance and sale of shares of our class A common stock, corporate debt, and asset-level financings. As of September 30, 2024, our capitalization structure included $3.8 billion of common equity, $2.7 billion of corporate debt, and $14.5 billion of asset-level financings. Our $2.7 billion of corporate debt includes $2.1 billion of Term Loan borrowings, $335.3 million of Senior Secured Notes, and $266.2 million of Convertible Notes. Our $14.5 billion of asset-level financings includes $11.0 billion of secured debt, $2.2 billion of securitizations, and $1.2 billion of asset-specific debt, all of which are structured to produce term, currency, and index matched funding with no margin call provisions based upon capital markets events. 70 As of September 30, 2024, we have $1.5 billion of liquidity that can be used to satisfy our short-term cash requirements and as working capital for our business. See Notes 6, 7, 8, 9, 10, 11, and 12 to our co nsolidated financial statements for additional details regarding our secured debt, securitized debt obligations, asset-specific debt, loan participations sold, Term Loans, Senior Secured Notes, and Convertible Notes, respectively. Debt-to-Equity Ratio and Total Leverage Ratio The following table presents our debt-to-equity ratio and total leverage ratio: September 30, 2024 December 31, 2023 Debt-to-equity ratios (1) Debt-to-equity ratio (2) 3.8x 3.7x Adjusted debt-to-equity ratio (3) 3.0x 3.2x Total leverage ratios (1) Total leverage ratio (4) 4.4x 4.3x Adjusted total leverage ratio (5) 3.5x 3.7x (1) The debt and leverage amounts included in the calculations above use gross outstanding principal balances, excluding any unamortized deferred financing costs and discounts. (2) Represents, in each case at period end, (i) total outstanding secured debt, asset-specific debt, Term Loans, Senior Secured Notes, and convertible notes, less cash, to (ii) total equity. (3) Represents, in each case at period end, (i) total outstanding secured debt, asset-specific debt, Term Loans, Senior Secured Notes, and convertible notes, less cash, to (ii) Adjusted Equity. Adjusted Equity is a non-GAAP financial measure. Refer to “Adjusted Debt-to-Equity Ratio and Adjusted Total Leverage Ratio” below for the definition of Adjusted Equity and a reconciliation to total equity. (4) Represents, in each case at period end, (i) total outstanding secured debt, securitizations, asset-specific debt, Term Loans, Senior Secured Notes, and convertible notes, less cash, to (ii) total equity. (5) Represents, in each case at period end, (i) total outstanding secured debt, securitizations, asset-specific debt, Term Loans, Senior Secured Notes, and convertible notes, less cash, to (ii) Adjusted Equity. Adjusted Equity is a non-GAAP financial measure. Refer to “Adjusted Debt-to-Equity Ratio and Adjusted Total Leverage Ratio” below for the definition of Adjusted Equity and a reconciliation to total equity. Adjusted Debt-to-Equity Ratio and Adjusted Total Leverage Ratio Our adjusted debt-to-equity and total leverage ratios are measures that are not prepared in accordance with GAAP, as they are calculated using Adjusted Equity, which we define as our total equity, excluding the aggregate CECL reserves on our loans receivable and unfunded loan commitments. We believe that Adjusted Equity provides meaningful information to consider in addition to our total equity determined in accordance with GAAP in the context of assessing our debt-to-equity and total leverage ratios. The adjusted debt-to-equity and total leverage ratios are metrics we use, in addition to our unadjusted debt-to-equity and total leverage ratios, when evaluating our capitalization structure, as Adjusted Equity excludes the unrealized impact of our CECL reserves, which may vary from quarter-to-quarter as our loan portfolio changes and market and economic conditions evolve. We believe these ratios, and therefore our Adjusted Equity, are useful financial metrics for existing and potential future holders of our class A common stock to consider when evaluating how our business is capitalized and the relative amount of leverage in our business. Adjusted Equity does not represent our total equity and should not be considered as an alternate to GAAP total equity. In addition, our methodology for calculating Adjusted Equity may differ from methodologies employed by other companies to calculate the same or similar supplemental measures, and accordingly, our reported Adjusted Equity may not be comparable to the Adjusted Equity reported by other companies. 71 The following table provides a reconciliation of Adjusted Equity to our GAAP total equity ($ in thousands): September 30, 2024 December 31, 2023 Total equity $ 3,860,397 $ 4,387,504 Add back: aggregate CECL reserves 1,021,514 592,307 Adjusted Equity $ 4,881,911 $ 4,979,811 Sources of Liquidity Our primary sources of liquidity include cash and cash equivalents, available borrowings under our secured debt facilities, and net receivables from servicers related to loan repayments, which are set forth in the following table ($ in thousands): September 30, 2024 December 31, 2023 Cash and cash equivalents $ 322,104 $ 350,014 Available borrowings under secured debt 1,106,948 1,269,111 Loan principal payments held by servicer, net (1) 26,269 48,287 $ 1,455,321 $ 1,667,412 (1) Represents loan principal payments held by our third-party servicer as of the balance sheet date which were remitted to us during the subsequent remittance cycle, net of the related secured debt balance. During the nine months ended September 30, 2024, we generated cash flow from operating activities of $281.9 million and received $3.1 billion from loan principal collections, sales proceeds, and cost-recovery proceeds. Furthermore, we are able to generate incremental liquidity through the replenishment provisions of certain of our CLOs, which allow us to replace a repaid loan in the CLO by increasing the principal amount of existing CLO collateral assets to maintain the aggregate amount of collateral assets in the CLO, and the related financing outstanding. We have access to further liquidity through public and private offerings of equity and debt securities, syndicated term loans, and similar transactions. To facilitate public offerings, in July 2022, we filed a shelf registration statement with the SEC that is effective for a term of three years and expires in July 2025. The amount of securities to be issued pursuant to this shelf registration statement was not specified when it was filed and there is no specific dollar limit on the amount of securities we may issue. The securities covered by this registration statement include: (i) class A common stock; (ii) preferred stock; (iii) depositary shares representing preferred stock; (iv) debt securities; (v) warrants; (vi) subscription rights; (vii) purchase contracts; and (viii) units consisting of one or more of such securities or any combination of these securities. The specifics of any future offerings, along with the use of proceeds of any securities offered, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering. We may also access liquidity through our dividend reinvestment plan and direct stock purchase plan, under which 9,970,314 shares of class A common stock were available for issuance as of September 30, 2024, and our at the market stock offering program, pursuant to which we may sell, from time to time, up to $480.9 million of additional shares of our class A common stock as of September 30, 2024. Refer to Note 14 to our consolidated financial statements for additional details. Uses of Liquidity In addition to our loan origination and funding activity and general operating expenses, our primary uses of liquidity include interest and principal payments under our $11.0 billion of outstanding borrowings under secured debt, our asset-specific debt, our Term Loans, our Senior Secured Notes, and our Convertible Notes. From time to time we may also repurchase our outstanding debt or shares of our class A common stock. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions, and other factors. The amounts involved in any such purchase transactions, individually or in the aggregate, may be material. During the nine months ended September 30, 2024, we repurchased an aggregate principal amount of $2.3 million of the B-1 Term Loan at a weighted-average price of 99%, an aggregate principal amount of $30.8 million of our Senior Secured Notes at a weighted-average price of 88%, and an aggregate principal amount of $33.8 million of the Convertible Notes at a weighted-average price of 93%. This resulted in gains on extinguishment of debt of $25,000, $3.3 million, and $2.0 million, respectively, during the nine months ended September 30, 2024. 72 In July 2024, our board of directors authorized the repurchase of up to $150.0 million of our class A common stock. Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the actual amounts repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions. The repurchase program may be changed, suspended or discontinued at any time and does not have a specified expiration date. During the three and nine months ended September 30, 2024, we repurchased 628,884 shares of class A common stock at a weighted-average price per share of $17.49, for a total cost of $11.0 million. As of September 30, 2024, the amount remaining available for repurchases under the program was $139.0 million. As of September 30, 2024, we had unfunded commitments of $1.6 billion related to 76 loans receivable and $717.9 million of committed or identified financing for those commitments resulting in net unfunded commitments of $844.7 million. The unfunded loan commitments comprise funding for capital expenditures and construction, leasing costs, and interest and carry costs. Loan funding commitments are generally subject to certain conditions, including, without limitation, the progress of capital projects, leasing, and cash flows at the properties securing our loans. Therefore, the exact timing and amounts of such future loan fundings are uncertain and will depend on the current and future performance of the underlying collateral assets. We expect to fund our loan commitments over the remaining term of the related loans, which have a weighted-average future funding period of 2.3 years. Contractual Obligations and Commitments Our contractual obligations and commitments as of September 30, 2024 were as follows ($ in thousands): Payment Timing Total Obligation Less Than 1 Year (1) 1 to 3 Years 3 to 5 Years More Than 5 Years Unfunded loan commitments (2) $ 1,562,589 $ 454,277 $ 655,409 $ 452,903 $ — Principal repayments under secured debt (3) 11,012,558 1,440,255 8,080,944 1,391,046 100,313 Principal repayments under asset-specific debt (3) 1,201,237 921,253 — 279,984 — Principal repayments of term loans (4) 2,116,425 21,997 1,311,969 782,459 — Principal repayments of senior secured notes 335,316 — 335,316 — — Principal repayments of convertible notes (5) 266,157 — 266,157 — — Interest payments (3)(6) 2,330,183 985,399 1,065,055 278,733 996 Total (7) $ 18,824,465 $ 3,823,181 $ 11,714,850 $ 3,185,125 $ 101,309 (1) Represents known and estimated short-term cash requirements related to our contractual obligations and commitments. Refer to the sources of liquidity section above for our sources of funds to satisfy our short-term cash requirements. (2) The allocation of our unfunded loan commitments is based on the earlier of the commitment expiration date or the final loan maturity date, however we may be obligated to fund these commitments earlier than such date. (3) Our secured debt and asset-specific debt agreements are generally term-matched to their underlying collateral. Therefore, the allocation of both principal and interest payments under such agreements is generally allocated based on the maximum maturity date of the collateral loans, assuming all extension options are exercised by the borrower. In limited instances, the maturity date of the respective debt agreement is used. (4) The Term Loans are partially amortizing, with an amount equal to 1.0% per annum of the initial principal balance due in quarterly installments. Refer to Note 10 to our consolidated financial statements for further details on our Term Loans. (5) Reflects the outstanding principal balance of convertible notes, excluding any potential conversion premium. Refer to Note 12 to our consolidated financial statements for further details on our convertible notes. (6) Represents interest payments on our secured debt, asset-specific debt, Term Loans, Senior Secured Notes, and convertible notes. Future interest payment obligations are estimated assuming the interest rates in effect as of September 30, 2024 will remain constant into the future. This is only an estimate as actual amounts borrowed and interest rates will vary over time. (7) Total does not include $2.2 billion of consolidated securitized debt obligations, $770.2 million of non-consolidated senior interests, and $103.5 million of loan participations sold, as the satisfaction of these liabilities will not require cash outlays from us. 73 We are also required to settle our foreign exchange and interest rate derivatives with our derivative counterparties upon maturity which, depending on foreign currency exchange and interest rate movements, may result in cash received from or due to such counterparties. The table above does not include these amounts as they are not fixed and determinable. Refer to Note 13 to our consolidated financial statements for details regarding our derivative contracts. We are required to pay our Manager a base management fee, an incentive fee, and reimbursements for certain expenses pursuant to our Management Agreement. The table above does not include the amounts payable to our Manager under our Management Agreement as they are not fixed and determinable. Refer to Note 15 to our consolidated financial statements for additional terms and details of the fees payable under our Management Agreement. As a REIT, we generally must distribute substantially all of our net taxable income to stockholders in the form of dividends to comply with the REIT provisions of the Internal Revenue Code. Our taxable income does not necessarily equal our net income as calculated in accordance with GAAP, or our Distributable Earnings as described above. Cash Flows The following table provides a breakdown of the net change in our cash and cash equivalents ($ in thousands): Nine Months Ended September 30, 2024 2023 Cash flows provided by operating activities $ 281,908 $ 347,681 Cash flows provided by investing activities 2,150,500 1,188,464 Cash flows used in financing activities (2,458,947) (1,407,463) Net (decrease) increase in cash and cash equivalents $ (26,539) $ 128,682 We experienced a net decrease in cash and cash equivalents of $26.5 million for the nine months ended September 30, 2024, compared to a net increase of $128.7 million for the nine months ended September 30, 2023. During the nine months ended September 30, 2024, we received $3.6 billion from loan principal collections and sales proceeds, of which $3.1 billion is reflected in our consolidated statement of cash flows prepared in accordance with GAAP, excluding $512.1 million of additional repayments or reduction of loan exposure under related non-consolidated senior interests. Also, during the nine months ended September 30, 2024, we (i) repaid a net $1.7 billion of secured debt borrowings, (ii) funded $982.2 million of loans, (iii) paid $322.7 million of dividends on our class A common stock, and (iv) repaid $259.1 million of securitized debt obligations. Refer to Note 3 to our consolidated financial statements for further discussion of our loan activity. Refer to Notes 6, 7, and 14 to our consolidated financial statements for additional discussion of our secured debt, securitized debt obligations, and equity, respectively. V. Other Items Income Taxes We have elected to be taxed as a REIT under the Internal Revenue Code for U.S. federal income tax purposes. We generally must distribute annually at least 90% of our net taxable income, subject to certain adjustments and excluding any net capital gain, in order for U.S. federal income tax not to apply to our earnings. To the extent that we satisfy this distribution requirement, but distribute less than 100% of our net taxable income, we will be subject to U.S. federal income tax on our undistributed taxable income. In addition, we will be subject to a 4% nondeductible excise tax if the actual amount that we pay out to our stockholders in a calendar year is less than a minimum amount specified under U.S. federal tax laws. Our qualification as a REIT also depends on our ability to meet various other requirements imposed by the Internal Revenue Code, which relate to organizational structure, diversity of stock ownership, and certain restrictions with regard to the nature of our assets and the sources of our income. Even if we qualify as a REIT, we may be subject to certain U.S. federal income and excise taxes and state and local taxes on our income and assets. If we fail to maintain our qualification as a REIT for any taxable year, we may be subject to material penalties as well as federal, state, and local income tax on our taxable income at regular corporate rates and we would not be able to qualify as a REIT for the subsequent four full taxable years. As of September 30, 2024 and December 31, 2023, we were in compliance with all REIT requirements. 74 Furthermore, our taxable REIT subsidiaries are subject to federal, state, and local income tax on their net taxable income. Refer to Note 16 to our consolidated financial statements for additional discussion of our income taxes. Critical Accounting Policies Our discussion and analysis of our financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with GAAP. There have been no material changes to our Critical Accounting Policies described in our Annual Report on Form 10-K filed with the SEC on February 14, 2024, other than a supplement to the accounting policy for our real estate owned. Refer to Note 2 to our consolidated financial statements for additional discussion of the accounting policy for our real estate owned. Current Expected Credit Losses The current expected credit loss, or CECL, reserve required under the FASB Accounting Standards Codification, or ASC, Topic 326 “Financial Instruments – Credit Losses,” or ASC 326, reflects our current estimate of potential credit losses related to our portfolio. We estimate our CECL reserves primarily using the Weighted-Average Remaining Maturity, or WARM method, which has been identified as an acceptable loss-rate method for estimating CECL reserves in the Financial Accounting Standards Board Staff Q&A Topic 326, No. 1. Estimating the CECL reserve requires judgment, including the following assumptions: • Historical loan loss reference data : To estimate the historic loan losses relevant to our portfolio, we have augmented our historical loan performance with market loan loss data licensed from Trepp LLC. This database includes commercial mortgage-backed securities, or CMBS, issued since January 1, 1999 through August 31, 2024. Within this database, we focused our historical loss reference calculations on the most relevant subset of available CMBS data, which we determined based on loan metrics that are most comparable to our loan portfolio including asset type, geography, and origination loan-to-value, or LTV. We believe this CMBS data, which includes month-over-month loan and property performance, is the most relevant, available, and comparable dataset to our portfolio. • Expected timing and amount of future loan fundings and repayments : Expected credit losses are estimated over the contractual term of each loan, adjusted for expected repayments. As part of our quarterly review of our loan portfolio, we assess the expected repayment date of each loan, which is used to determine the contractual term for purposes of computing our CECL reserves. Additionally, the expected credit losses over the contractual period of our loans are subject to the obligation to extend credit through our unfunded loan commitments. The CECL reserve for unfunded loan commitments is adjusted quarterly, as we consider the expected timing of future funding obligations over the estimated life of the loan. The considerations in estimating our CECL reserve for unfunded loan commitments are similar to those used for the related outstanding loans receivable. • Current credit quality of our portfolio : Our risk rating is our primary credit quality indicator in assessing our CECL reserves. We perform a quarterly risk review of our portfolio of loans and assign each loan a risk rating based on a variety of factors, including, without limitation, origination LTV, debt yield, property type, geographic and local market dynamics, physical condition, cash flow volatility, leasing and tenant profile, loan structure and exit plan, and project sponsorship. • Expectations of performance and market conditions : Our CECL reserves are adjusted to reflect our estimation of the current and future economic conditions that impact the performance of the commercial real estate assets securing our loans. These estimations include unemployment rates, interest rates, expectations of inflation and/or recession, and other macroeconomic factors impacting the likelihood and magnitude of potential credit losses for our loans during their anticipated term. In addition to the CMBS data we have licensed from Trepp LLC, we have also licensed certain macroeconomic financial forecasts to inform our view of the potential future impact that broader economic conditions may have on our loan portfolio’s performance. We generally also incorporate information from other sources, including information and opinions available to our Manager, to further inform these estimations. This process requires significant judgments about future events that, while based on the information available to us as of the balance sheet date, are ultimately indeterminate and the actual economic condition impacting our portfolio could vary significantly from the estimates we made as of September 30, 2024. • Impairment : impairment is indicated when it is deemed probable that we will not be able to collect all amounts due to us pursuant to the contractual terms of the loan. Determining that a loan is impaired requires significant judgment from management and is based on several factors including (i) the underlying collateral performance, (ii) discussions with the borrower, (iii) borrower events of default, and (iv) other facts that impact the borrower’s ability to pay the contractual amounts due under the terms of the loan. If a loan is determined to be impaired, we 75 record the impairment as a component of our CECL reserves by applying the practical expedient for collateral dependent loans. The CECL reserves are assessed on an individual basis for these loans by comparing the estimated fair value of the underlying collateral, less costs to sell, to the book value of the respective loan. These valuations require significant judgments, which include assumptions regarding capitalization rates, discount rates, leasing, creditworthiness of major tenants, occupancy rates, availability and cost of financing, exit plan, loan sponsorship, actions of other lenders, and other factors deemed relevant by us. Actual losses, if any, could ultimately differ materially from these estimates. We only expect to charge-off the impairment losses in our consolidated financial statements prepared in accordance with GAAP if and when such amounts are deemed non-recoverable. This is generally at the time a loan is repaid or foreclosed. However, non-recoverability may also be concluded if, in our determination, it is nearly certain that all amounts due will not be collected. These assumptions vary from quarter-to-quarter as our loan portfolio changes and market and economic conditions evolve. The sensitivity of each assumption and its impact on the CECL reserves may change over time and from period to period. During the nine months ended September 30, 2024, our CECL reserves increased by $434.1 million, bringing our total reserves to $1.0 billion as of September 30, 2024. See Notes 2 and 3 to our consolidated financial statements for further discussion of our CECL reserves. Revenue Recognition Interest income from our loans receivable portfolio is recognized over the life of each investment using the effective interest method and is recorded on the accrual basis. Recognition of fees, premiums, and discounts associated with these investments is deferred and recorded over the term of the loan as an adjustment to yield. Income accrual is generally suspended for loans at the earlier of the date at which payments become 90 days past due or when, in our opinion, recovery of income and principal becomes doubtful. Interest received is then recorded as income or as a reduction in the amortized cost basis, based on the specific facts and circumstances, until accrual is resumed when the loan becomes contractually current and performance is demonstrated to be resumed. In addition, for loans we originate, the related origination expenses are deferred and recognized as a reduction to interest income, however expenses related to loans we acquire are included in general and administrative expenses as incurred. Real Estate Owned We may assume legal title or physical possession of the collateral underlying a loan through a foreclosure or the execution of a deed-in-lieu of foreclosure. These real estate acquisitions are classified as real estate owned, or REO, on our consolidated balance sheet and are initially recognized at fair value on the acquisition date in accordance with the ASC Topic 805, “Business Combinations.” Upon acquisition of REO, we assess the fair value of acquired tangible and intangible assets, which may include land, buildings, tenant improvements, “above-market” and “below-market” leases, acquired in-place leases, other identified intangible assets and assumed liabilities, as applicable, and allocate the fair value to the acquired assets and assumed liabilities. We assess and consider fair value based on estimated cash flow projections that utilize discount and/or capitalization rates that we deem appropriate, as well as other available market information. Estimates of future cash flows are based on a number of factors including the historical operating results, known and anticipated trends, and market and economic conditions. We capitalize acquisition-related costs associated with asset acquisitions. Real estate assets held for investment, except for land, are depreciated using the straight-line method over the assets’ estimated useful lives of up to 40 years for buildings and 10 years for tenant improvements. Renovations and/or replacements that improve or extend the life of the asset are capitalized and depreciated over their estimated useful lives. Lease intangibles are amortized over the remaining term of applicable leases on a straight-line basis. The cost of ordinary repairs and maintenance are expensed as incurred. Real estate assets held for investment are assessed for impairment on a quarterly basis. If the depreciated cost basis of the asset exceeds the undiscounted cash flows over the remaining holding period, the asset is considered for impairment. The impairment loss is recognized when the carrying value of the real estate assets exceed their fair value. The evaluation of anticipated future cash flows is highly subjective and is based in part on assumptions regarding future occupancy, rental rates, capital requirements and anticipated holding periods that could differ materially from actual results. Real estate assets are classified as held for sale in the period when they meet the criteria under ASC Topic 360 “Property, Plant, and Equipment.” Once a real estate asset is classified as held for sale, depreciation is suspended and the asset is reported at the lower of its carrying value or fair value less cost to sell. If circumstances arise and we decide not to sell a real estate asset previously classified as held for sale, the real estate asset is reclassified as held for investment. Upon 76 reclassification, the real estate asset is measured at the lower of (i) its carrying amount prior to classification as held for sale, adjusted for depreciation expense that would have been recognized had the real estate been classified as held for investment, and (ii) its estimated fair value at the time of reclassification. As of September 30, 2024, we had three REO assets which were all classified as held for investment. 77 VI. Loan Portfolio Details The following table provides details of our loan portfolio, on a loan-by-loan basis, as of September 30, 2024 ($ in millions): Loan Type (1) Origination Date (2) Total Loan (3)(4) Principal Balance (4) Net Book Value Cash Coupon (5) All-in Yield (5) Maximum Maturity (6) Location Property Type Loan Per SQFT / Unit / Key Origination LTV (2) Risk Rating 1 Senior Loan 4/9/2018 $ 1,487 $ 1,301 $ 1,298 +4.19 % +4.51 % 6/9/2025 New York Office $458 / sqft 48 % 1 2 Senior Loan 6/24/2022 915 915 909 +4.75 % +5.07 % 6/21/2029 Diversified - AU Hospitality $416 / sqft 59 % 3 3 Senior Loan 8/14/2019 1,001 912 907 +3.20 % +3.95 % 1/29/2027 Dublin - IE Mixed-Use $266 / sqft 74 % 3 4 Senior Loan 3/22/2018 580 580 580 +3.25 % +3.31 % 3/15/2026 Diversified - Spain Mixed-Use n / a 71 % 4 5 Senior Loan 7/23/2021 480 474 472 +3.60 % +4.04 % 8/9/2027 New York Multi $636,471 / unit 58 % 2 6 Senior Loan 3/30/2021 469 469 467 +3.20 % +3.41 % 5/15/2026 Diversified - SE Industrial $89 / sqft 76 % 2 7 Senior Loan (4) 11/22/2019 485 411 94 +4.44 % +4.67 % 12/9/2027 Los Angeles Office $753 / sqft 69 % 4 8 Senior Loan 12/9/2021 385 377 376 +2.76 % +3.00 % 12/9/2026 New York Mixed-Use $130 / sqft 50 % 2 9 Senior Loan 6/28/2022 675 350 344 +4.60 % +5.06 % 7/9/2029 Austin Mixed-Use $291 / sqft 53 % 3 10 Senior Loan 4/11/2018 345 344 339 +2.25 % +2.25 % 5/1/2025 New York Office $436 / sqft n/m 5 11 Senior Loan 7/15/2021 326 326 325 +4.25 % +4.76 % 7/16/2026 Diversified - EUR Hospitality $249,337 / key 53 % 3 12 Senior Loan 5/6/2022 310 310 309 +3.50 % +3.79 % 5/6/2027 Diversified - UK Industrial $98 / sqft 53 % 2 13 Senior Loan 12/11/2018 356 301 302 +1.75 % +1.76 % 12/9/2026 Chicago Office $254 / sqft 78 % 4 14 Senior Loan 9/29/2021 293 287 286 +2.81 % +3.03 % 10/9/2026 Washington, DC Office $374 / sqft 66 % 2 15 Senior Loan 11/30/2018 286 286 256 +2.43 % +2.43 % 8/9/2025 New York Hospitality $306,870 / key n/m 5 16 Senior Loan 10/23/2018 290 286 286 +2.86 % +3.01 % 11/9/2024 Atlanta Mixed-Use $266 / sqft 64 % 2 17 Senior Loan 1/11/2019 283 283 283 +5.10 % +5.06 % 6/14/2028 Diversified - UK Other $280 / sqft 74 % 3 18 Senior Loan 9/30/2021 277 277 277 +2.61 % +2.88 % 9/30/2026 Dallas Multi $146,437 / unit 74 % 3 19 Senior Loan 2/27/2020 273 267 267 +2.70 % +2.83 % 1/9/2027 New York Multi $702,969 / unit 59 % 3 20 Senior Loan 6/8/2022 272 266 265 +7.65 % +7.65 % 6/9/2027 New York Office $1,488 / sqft n/m 5 21 Senior Loan 12/23/2021 345 266 260 +4.25 % +4.97 % 6/24/2028 London - UK Multi $293,500 / unit 59 % 3 22 Senior Loan 11/30/2018 260 260 260 +4.80 % +4.80 % 12/9/2024 San Francisco Hospitality $378,454 / key n/m 5 23 Senior Loan 9/14/2021 255 255 255 +2.61 % +2.86 % 9/14/2026 Dallas Multi $206,610 / unit 72 % 3 24 Senior Loan (4) 11/10/2021 362 255 51 +4.11 % +4.91 % 12/9/2026 San Francisco Life Sciences $473 / sqft 66 % 4 25 Senior Loan 9/30/2021 256 235 235 +7.11 % +7.11 % 10/9/2028 Chicago Office $260 / sqft n/m 5 26 Senior Loan 2/23/2022 245 234 233 +2.60 % +2.84 % 3/9/2027 Reno Multi $217,378 / unit 74 % 3 27 Senior Loan 7/16/2021 244 233 232 +3.25 % +3.51 % 2/15/2027 London - UK Multi $240,929 / unit 69 % 2 28 Senior Loan (7) 9/16/2021 227 227 227 +1.63 % +1.63 % 11/9/2025 San Francisco Office $276 / sqft n/m 5 29 Senior Loan 12/22/2016 252 222 216 +10.50 % +10.50 % 6/9/2028 New York Mixed-Use $313 / sqft n/m 5 30 Senior Loan 1/26/2022 338 220 217 +4.10 % +4.72 % 2/9/2027 Seattle Office $460 / sqft 56 % 3 continued… 78 Loan Type (1) Origination Date (2) Total Loan (3)(4) Principal Balance (4) Net Book Value Cash Coupon (5) All-in Yield (5) Maximum Maturity (6) Location Property Type Loan Per SQFT / Unit / Key Origination LTV (2) Risk Rating 31 Senior Loan 6/28/2019 $ 219 $ 219 $ 218 +4.00 % +4.74 % 6/26/2026 London - UK Office $528 / sqft 71 % 3 32 Senior Loan 6/27/2019 214 214 213 +2.80 % +2.93 % 8/15/2026 Berlin - DEU Office $448 / sqft 62 % 4 33 Senior Loan 4/23/2021 219 209 203 +3.65 % +3.65 % 9/9/2024 Washington, DC Office $234 / sqft n/m 5 34 Senior Loan 7/29/2022 212 201 199 +4.60 % +5.60 % 7/27/2027 London - UK Industrial $265 / sqft 52 % 3 35 Senior Loan (4) 3/17/2022 237 198 252 +2.76 % +2.90 % 6/30/2025 London - UK Office $773 / sqft 50 % 3 36 Senior Loan (4) 3/29/2022 224 187 37 +4.50 % +5.65 % 4/9/2027 Miami Multi $317,986 / unit 72 % 3 37 Senior Loan (8) 7/23/2021 244 184 183 -1.30 % -0.92 % 8/9/2028 New York Office $596 / sqft 53 % 4 38 Senior Loan 2/15/2022 191 181 174 +2.90 % +2.90 % 3/9/2027 Denver Office $361 / sqft n/m 5 39 Senior Loan 3/9/2022 181 181 180 +2.95 % +3.17 % 8/15/2027 Diversified - UK Retail $154 / sqft 55 % 2 40 Senior Loan 5/13/2021 199 179 179 +3.66 % +3.92 % 6/9/2026 Boston Life Sciences $910 / sqft 64 % 3 41 Senior Loan 1/27/2022 178 177 177 +3.10 % +3.40 % 2/9/2027 Dallas Multi $115,681 / unit 71 % 3 42 Senior Loan 12/21/2021 165 165 165 +2.83 % +3.15 % 4/29/2027 London - UK Industrial $335 / sqft 67 % 3 43 Senior Loan 9/30/2021 191 165 164 +4.00 % +4.67 % 9/30/2026 Diversified - Spain Hospitality $142,607 / key 60 % 3 44 Senior Loan 10/7/2021 165 162 156 +3.25 % +3.25 % 10/9/2025 Los Angeles Office $329 / sqft n/m 5 45 Senior Loan 5/27/2021 184 161 160 +2.31 % +2.57 % 6/9/2026 Atlanta Office $135 / sqft 66 % 4 46 Senior Loan 2/20/2019 163 158 158 +4.62 % +4.91 % 2/19/2025 London - UK Office $634 / sqft 61 % 3 47 Senior Loan 1/17/2020 203 157 156 +3.12 % +3.39 % 2/9/2025 New York Mixed-Use $129 / sqft 43 % 3 48 Senior Loan 3/7/2022 156 156 156 +3.45 % +3.63 % 6/9/2026 Los Angeles Hospitality $624,000 / key 64 % 3 49 Senior Loan 6/4/2018 153 153 153 +4.00 % +4.24 % 6/9/2025 New York Hospitality $251,647 / key 52 % 3 50 Senior Loan 8/31/2017 152 152 152 +2.62 % +2.62 % 9/9/2026 Orange County Office $176 / sqft 58 % 4 51 Senior Loan 1/7/2022 155 152 152 +3.70 % +3.97 % 1/9/2027 Fort Lauderdale Office $392 / sqft 55 % 1 52 Senior Loan 11/18/2021 151 151 151 +3.25 % +3.51 % 11/18/2026 London - UK Other $191 / sqft 65 % 2 53 Senior Loan 12/20/2019 150 150 150 +3.22 % +3.44 % 12/18/2026 London - UK Office $762 / sqft 75 % 4 54 Senior Loan (4) 9/30/2021 145 145 195 +2.96 % +3.38 % 10/9/2026 Boca Raton Multi $396,175 / unit 58 % 3 55 Senior Loan 3/10/2020 140 140 139 +3.10 % +3.10 % 10/11/2024 New York Mixed-Use $854 / sqft n/m 5 56 Senior Loan 12/15/2021 151 136 135 +2.75 % +4.04 % 12/9/2026 Dublin - IE Multi $340,351 / unit 79 % 3 57 Senior Loan 11/23/2018 134 134 132 +3.50 % +3.74 % 11/15/2029 Diversified - UK Office $986 / sqft 50 % 3 58 Senior Loan 8/24/2021 156 133 133 +2.71 % +2.98 % 9/9/2026 San Jose Office $317 / sqft 65 % 4 59 Senior Loan 9/14/2021 132 129 129 +2.81 % +3.07 % 10/9/2026 San Bernardino Multi $260,871 / unit 75 % 4 60 Senior Loan 5/20/2021 150 126 115 +8.76 % +8.76 % 4/9/2025 San Jose Office $323 / sqft n/m 5 continued… 79 Loan Type (1) Origination Date (2) Total Loan (3)(4) Principal Balance (4) Net Book Value Cash Coupon (5) All-in Yield (5) Maximum Maturity (6) Location Property Type Loan Per SQFT / Unit / Key Origination LTV (2) Risk Rating 61 Senior Loan (4) 12/30/2021 $ 228 $ 125 $ 25 +4.00 % +4.99 % 1/9/2028 Los Angeles Multi $358,199 / unit 50 % 3 62 Senior Loan 3/28/2022 130 124 124 +2.55 % +2.80 % 4/9/2027 Miami Office $336 / sqft 69 % 3 63 Senior Loan 4/6/2021 123 122 122 +7.31 % +7.31 % 10/9/2024 Los Angeles Office $501 / sqft n/m 5 64 Senior Loan 8/27/2021 122 121 120 +3.11 % +3.35 % 9/9/2026 San Diego Retail $457 / sqft 58 % 3 65 Senior Loan 6/1/2021 120 120 120 +2.96 % +3.11 % 6/9/2026 Miami Multi $298,507 / unit 61 % 2 66 Senior Loan 12/21/2021 120 118 118 +2.70 % +3.00 % 1/9/2027 Washington, DC Office $406 / sqft 68 % 3 67 Senior Loan 4/29/2022 118 118 118 +3.50 % +3.77 % 2/18/2027 Napa Valley Hospitality $1,240,799 / key 66 % 3 68 Senior Loan 3/29/2021 118 118 117 +4.02 % +4.28 % 3/29/2026 Diversified - UK Multi $51,427 / unit 61 % 3 69 Senior Loan 7/15/2019 136 115 115 +3.01 % +3.22 % 8/9/2028 Houston Office $208 / sqft 58 % 4 70 Senior Loan 10/21/2021 114 114 114 +3.01 % +4.14 % 11/9/2025 Fort Lauderdale Multi $334,311 / unit 64 % 2 71 Senior Loan 12/10/2021 135 113 113 +3.11 % +3.42 % 1/9/2027 Miami Office $379 / sqft 49 % 2 72 Senior Loan 6/28/2019 109 109 109 +3.75 % +4.01 % 2/1/2026 Los Angeles Studio $551 / sqft 48 % 3 73 Senior Loan 9/23/2019 117 109 109 +3.50 % +3.65 % 8/16/2027 Diversified - Spain Hospitality $127,206 / key 62 % 2 74 Senior Loan 12/29/2021 110 108 108 +2.85 % +3.06 % 1/9/2027 Phoenix Multi $185,641 / unit 64 % 3 75 Senior Loan 3/13/2018 108 108 107 +3.11 % +3.36 % 4/9/2027 Honolulu Hospitality $166,803 / key 50 % 3 76 Senior Loan 2/15/2022 106 105 105 +2.85 % +3.19 % 3/9/2027 Tampa Multi $241,437 / unit 73 % 2 77 Senior Loan 11/27/2019 104 102 102 +2.86 % +2.86 % 12/9/2024 Minneapolis Office $93 / sqft n/m 5 78 Senior Loan 6/18/2021 99 99 98 +2.71 % +2.95 % 7/9/2026 New York Industrial $51 / sqft 55 % 1 79 Senior Loan 1/30/2020 99 98 98 +3.50 % +3.68 % 2/9/2027 Honolulu Hospitality $266,656 / key 63 % 3 80 Senior Loan 3/29/2022 97 97 97 +1.80 % +2.69 % 4/9/2027 Miami Multi $271,118 / unit 75 % 4 81 Senior Loan 10/1/2021 96 96 96 +1.85 % +2.53 % 10/1/2026 Phoenix Multi $222,840 / unit 77 % 4 82 Senior Loan 10/28/2021 96 96 96 +3.00 % +3.35 % 11/9/2026 Philadelphia Multi $352,399 / unit 79 % 3 83 Senior Loan 12/21/2018 98 95 88 +2.71 % +2.71 % 12/9/2024 Chicago Office $185 / sqft n/m 5 84 Senior Loan 3/25/2020 94 94 94 +2.40 % +2.66 % 3/31/2025 Diversified - NL Multi $113,747 / unit 65 % 2 85 Senior Loan 10/27/2021 93 93 93 +2.61 % +2.81 % 11/9/2026 Orlando Multi $155,612 / unit 75 % 3 86 Senior Loan 9/13/2024 94 93 92 +3.25 % +4.11 % 11/9/2027 Seattle Multi $84,456 / unit 67 % 3 87 Senior Loan 3/3/2022 92 92 92 +3.45 % +3.76 % 3/9/2027 Boston Hospitality $418,182 / key 64 % 2 88 Senior Loan 12/15/2021 90 90 90 +3.25 % +3.54 % 12/15/2026 Melbourne - AU Multi $65,790 / bed 38 % 1 89 Senior Loan 12/15/2021 91 90 90 +2.96 % +3.22 % 1/9/2027 Charlotte Multi $256,393 / unit 76 % 4 90 Senior Loan 10/16/2018 88 88 88 +7.36 % +7.36 % 11/9/2024 San Francisco Hospitality $191,807 / key n/m 5 continued… 80 Loan Type (1) Origination Date (2) Total Loan (3)(4) Principal Balance (4) Net Book Value Cash Coupon (5) All-in Yield (5) Maximum Maturity (6) Location Property Type Loan Per SQFT / Unit / Key Origination LTV (2) Risk Rating 91 Senior Loan 6/14/2022 $ 106 $ 88 $ 87 +2.95 % +3.24 % 7/9/2027 San Francisco Mixed-Use $181 / sqft 76 % 4 92 Senior Loan 6/25/2021 85 85 86 +2.86 % +3.10 % 7/1/2026 St. Louis Multi $80,339 / unit 70 % 2 93 Senior Loan 7/29/2021 82 82 82 +2.76 % +3.01 % 8/9/2026 Charlotte Multi $223,735 / unit 78 % 3 94 Senior Loan 8/27/2021 79 78 78 +4.35 % +4.59 % 9/9/2026 Diversified - US Hospitality $116,168 / key 67 % 3 95 Senior Loan 12/21/2021 74 72 72 +2.70 % +3.06 % 1/9/2027 Tampa Multi $212,924 / unit 77 % 3 96 Senior Loan 8/17/2022 79 71 70 +3.35 % +3.83 % 8/17/2027 Dublin - IE Industrial $110 / sqft 72 % 3 97 Senior Loan 8/16/2022 71 70 70 +4.75 % +5.19 % 8/16/2027 London - UK Hospitality $519,177 / key 64 % 3 98 Senior Loan 10/28/2021 69 69 69 +2.66 % +2.86 % 11/9/2026 Tacoma Multi $209,864 / unit 70 % 3 99 Senior Loan 8/14/2019 67 67 67 +4.25 % +4.44 % 12/9/2024 Los Angeles Office $655 / sqft 57 % 3 100 Senior Loan 3/31/2022 70 65 65 +2.80 % +3.14 % 4/9/2027 Las Vegas Multi $142,750 / unit 71 % 3 101 Senior Loan 3/24/2022 65 65 65 +3.50 % +3.59 % 4/1/2027 Fairfield Multi $406,250 / unit 70 % 3 102 Senior Loan 12/17/2021 65 65 65 +4.35 % +4.59 % 1/9/2026 Diversified - US Other $4,886 / unit 37 % 1 103 Senior Loan 2/1/2022 84 63 63 +4.50 % +6.68 % 2/1/2027 Diversified - UK Life Sciences $487 / sqft 45 % 3 104 Senior Loan 7/30/2021 62 62 62 +2.86 % +3.06 % 8/9/2026 Salt Lake City Multi $224,185 / unit 73 % 3 105 Senior Loan 6/30/2021 65 61 61 +2.95 % +3.20 % 7/9/2026 Nashville Office $252 / sqft 71 % 4 106 Senior Loan 4/15/2021 66 61 59 +8.06 % +8.06 % 12/9/2024 Austin Office $297 / sqft n/m 5 107 Senior Loan 12/10/2020 61 59 59 +3.30 % +3.55 % 1/9/2026 Fort Lauderdale Office $205 / sqft 68 % 3 108 Senior Loan 4/26/2024 69 58 58 +4.95 % +5.62 % 5/9/2029 Bermuda Hospitality $659,091 / key 39 % 3 109 Senior Loan 12/17/2021 58 58 58 +2.65 % +2.85 % 1/9/2027 Phoenix Multi $209,601 / unit 69 % 3 110 Senior Loan 6/14/2021 58 58 58 +2.30 % +2.30 % 3/9/2027 Miami Office $122 / sqft 65 % 3 111 Mezzanine Loan (9) 8/31/2017 64 56 39 +2.62 % +2.62 % 9/9/2026 Orange County Office $241 / sqft n/m 5 112 Senior Loan 1/21/2022 68 55 54 +8.70 % +8.70 % 2/9/2027 Denver Office $327 / sqft n/m 5 113 Senior Loan 12/22/2021 55 55 55 +2.82 % +2.96 % 1/1/2027 Los Angeles Multi $272,500 / unit 68 % 3 114 Senior Loan 8/5/2021 56 54 54 +2.96 % +3.21 % 8/9/2026 Denver Office $205 / sqft 70 % 3 115 Senior Loan 12/14/2018 54 54 54 +3.01 % +3.28 % 1/9/2025 Diversified - US Industrial $40 / sqft 57 % 1 116 Senior Loan 8/22/2019 53 53 53 +2.66 % +2.66 % 3/9/2025 Los Angeles Office $309 / sqft 63 % 4 117 Senior Loan 7/28/2021 53 53 53 +2.75 % +2.99 % 8/9/2026 Los Angeles Multi $303,097 / unit 71 % 3 118 Senior Loan 4/7/2022 57 51 51 +3.25 % +3.48 % 4/9/2027 Denver Office $151 / sqft 59 % 4 119 Senior Loan 2/17/2021 53 51 51 +3.66 % +3.86 % 3/9/2026 Miami Multi $290,985 / unit 64 % 2 120 Senior Loan 10/21/2022 48 48 48 +4.14 % +4.51 % 10/18/2027 Diversified - DEU Industrial $67 / sqft 74 % 2 continued… 81 Loan Type (1) Origination Date (2) Total Loan (3)(4) Principal Balance (4) Net Book Value Cash Coupon (5) All-in Yield (5) Maximum Maturity (6) Location Property Type Loan Per SQFT / Unit / Key Origination LTV (2) Risk Rating 121 Senior Loan 7/20/2021 $ 48 $ 48 $ 48 +2.86 % +3.11 % 8/9/2026 Los Angeles Multi $366,412 / unit 60 % 3 122 Senior Loan 12/29/2021 47 47 47 +2.85 % +2.96 % 1/1/2027 Dallas Multi $155,000 / unit 73 % 3 123 Senior Loan 11/30/2016 55 46 46 +3.33 % +3.66 % 12/9/2025 Chicago Retail $804 / sqft 54 % 4 124 Senior Loan 12/8/2021 48 44 43 +2.75 % +2.96 % 12/9/2026 Columbus Multi $142,806 / unit 69 % 2 125 Senior Loan 7/29/2021 42 42 42 +2.86 % +3.06 % 8/9/2026 Las Vegas Multi $167,113 / unit 72 % 2 126 Senior Loan 11/3/2021 41 41 41 +2.71 % +3.05 % 11/9/2026 Washington, DC Multi $137,788 / unit 68 % 1 127 Senior Loan 12/23/2021 42 41 41 +3.30 % +3.45 % 1/1/2027 Dallas Multi $110,522 / unit 65 % 3 128 Senior Loan 10/1/2019 38 38 39 +3.80 % +4.05 % 10/9/2025 Atlanta Hospitality $216,005 / key 74 % 3 129 Senior Loan 3/31/2022 42 38 38 +2.80 % +3.15 % 4/9/2027 Las Vegas Multi $149,146 / unit 72 % 3 130 Senior Loan 2/26/2021 36 36 36 +3.50 % +3.74 % 3/9/2026 Austin Multi $196,228 / unit 64 % 1 131 Senior Loan 12/23/2021 36 36 35 +1.71 % +2.61 % 11/15/2025 New York Multi $173,924 / unit 68 % 2 132 Senior Loan 12/23/2021 35 35 35 +2.90 % +3.19 % 1/1/2025 Jersey City Multi $111,063 / unit 46 % 2 133 Senior Loan 11/3/2021 35 35 35 +2.71 % +3.05 % 11/9/2026 Dallas Multi $175,495 / unit 54 % 1 134 Senior Loan 6/29/2021 35 35 35 +3.70 % +5.94 % 1/1/2025 Memphis Multi $95,072 / unit 54 % 2 135 Senior Loan 3/1/2022 35 35 35 +3.00 % +3.34 % 3/9/2027 Los Angeles Multi $372,340 / unit 72 % 3 136 Senior Loan 12/23/2021 35 35 35 +2.76 % +2.88 % 4/26/2025 Corvallis Multi $96,933 / unit 71 % 1 137 Senior Loan 12/23/2021 35 35 35 +3.11 % +3.33 % 2/1/2026 New York Office $247 / sqft 30 % 3 138 Senior Loan 11/19/2020 38 32 32 +3.50 % +3.76 % 12/9/2025 Chicago Multi $184,388 / unit 53 % 1 139 Senior Loan 11/3/2021 32 32 32 +2.71 % +3.05 % 11/9/2026 Atlanta Multi $182,093 / unit 53 % 3 140 Senior Loan 8/12/2021 32 32 32 +6.87 % +6.87 % 9/9/2026 Phoenix Multi $135,705 / unit n/m 5 141 Senior Loan 11/3/2021 31 31 31 +2.71 % +3.05 % 11/9/2026 Dallas Multi $159,752 / unit 52 % 1 142 Senior Loan 11/5/2019 30 30 30 +3.85 % +3.85 % 11/15/2024 Diversified - IT Office $142 / sqft 66 % 2 143 Senior Loan 8/26/2022 29 29 28 +5.45 % +5.03 % 6/23/2029 Melbourne - AU Multi $302,712 / unit 68 % 3 144 Senior Loan 11/19/2020 28 28 28 +3.50 % +3.74 % 12/9/2025 Charlotte Multi $178,019 / unit 61 % 1 145 Senior Loan 10/31/2019 28 28 28 +3.36 % +3.62 % 11/1/2024 Raleigh Multi $137,192 / unit 52 % 1 146 Senior Loan 11/3/2021 27 27 27 +2.71 % +3.05 % 11/9/2026 Dallas Multi $160,023 / unit 57 % 2 147 Senior Loan 10/31/2019 25 25 25 +3.36 % +3.63 % 11/1/2024 Austin Multi $133,333 / unit 52 % 1 148 Senior Loan 8/4/2021 22 22 22 +2.86 % +3.13 % 8/9/2026 Las Vegas Multi $180,000 / unit 73 % 3 149 Senior Loan 6/25/2021 12 12 12 +2.86 % +3.10 % 7/1/2026 St. Louis Multi $21,273 / unit 63 % 1 continued… 82 Loan Type (1) Origination Date (2) Total Loan (3)(4) Principal Balance (4) Net Book Value Cash Coupon (5) All-in Yield (5) Maximum Maturity (6) Location Property Type Loan Per SQFT / Unit / Key Origination LTV (2) Risk Rating CECL reserve (1,011) Loans receivable, net $ 24,238 $ 22,429 $ 20,592 +3.36 % +3.75 % 2.2 yrs 63 % 3.1 (1) Senior loans include senior mortgages and similar credit quality loans, including related contiguous subordinate loans and pari passu participations in senior mortgage loans. (2) Date loan was originated or acquired by us, and the LTV as of such date, excluding any loans that are impaired and any junior participations sold. Origination dates are subsequently updated to reflect material loan modifications. (3) Total loan amount reflects outstanding principal balance as well as any related unfunded loan commitment. (4) Total loan exposure reflects our aggregate exposure to each loan investment. As of September 30, 2024, total loan exposure, includes (i) loans with an outstanding principal balance of $21.8 billion that are included in our consolidated financial statements, (ii) $770.2 million of non-consolidated senior interests in loans we have sold, which are not included in our consolidated financial statements, and excludes (iii) $103.5 million of junior loan interests that we have sold, but that remain included in our consolidated financial statements. (5) The weighted-average cash coupon and all-in yield are expressed as a spread over the relevant floating benchmark rates, which include SOFR, SONIA, EURIBOR, and other indices as applicable to each loan. As of September 30, 2024, all of our loans by total loan exposure earned a floating rate of interest, primarily indexed to SOFR. In addition to cash coupon, all-in yield includes the amortization of deferred origination and extension fees, loan origination costs, and purchase discounts, as well as the accrual of exit fees. Excludes loans accounted for under the cost-recovery and nonaccrual methods, if any. (6) Maximum maturity assumes all extension options are exercised, however our loans may be repaid prior to such date. Excludes loans accounted for under the cost-recovery and nonaccrual methods, if any. (7) This loan earns interest at a fixed rate. Cash coupon and all-in yield are expressed as a floating rate to include an interest rate swap we entered into that effectively converts the loan to a floating rate exposure. (8) This loan has an interest rate of SOFR minus 1.30% with a SOFR floor of 3.50%, for an all-in rate of 3.55% as of September 30, 2024. (9) Loan consists of one or more floating and fixed rate tranches. The fixed rate tranche is reflected as a spread over the relevant floating benchmark rate for both coupon and all-in yield. 83