9 unchanged sentences
Because of its inherent limitations, internal control over financial reporting is not intended to provide absolute assurance that a misstatement of our financial statements would be prevented or detected.
−Removed: Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
+Added: Under the supervision and with the participation of our management, including our chief executive officer and chief financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the
+Added: framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.
Based on this evaluation, management has concluded that our internal control over financial reporting was effective as of December 31, 2023.
2 unchanged sentences
OTHER INFORMATION
−Removed: Amended and Restated Management Agreement and Amended Bylaws
−Removed: On March 24, 2023, the Company and CMFT Management entered into the second amended and restated management agreement (the “Amended Management Agreement”), which amended the Management Agreement between the parties dated August 20, 2019.
−Removed: The amendments include a change to the definition of “Equity” to include equity securities and clarifications to the language regarding reimbursements to include the Company’s allocable share of the cost per employee for the Company’s chief financial officer.
−Removed: The foregoing description of the Amended Management Agreement does not purport to be complete and is qualified in its entirety by the full text of the Amended Management Agreement, which is attached hereto as Exhibit 10.1 to this Annual Report on Form 10-K and is incorporated herein by reference.
−Removed: On March 22, 2023, our Board approved and adopted our Second Amended and Restated Bylaws (as so amended and restated, the “Amended Bylaws”) to, among other things, update provisions relating to stockholder meetings to ensure compliance with federal proxy rules, including Rule 14a-19 under the Exchange Act.
−Removed: The Amended Bylaws became effective upon adoption by our Board.
−Removed: The Amended Bylaws include the following amendments, among other updates:
−Removed: • Amend language to ensure that any stockholder casting a vote by proxy complies with Maryland law and our Amended Bylaws;
−Removed: • Reflect the requirement that any stockholder directly or indirectly soliciting proxies from other stockholders must use a proxy card color other than white, with the white proxy card being reserved for exclusive use by our Board;
−Removed: • Update the provisions related to the information required to be included in a stockholder’s notice of nomination of individuals for election as a director and the information required to be included in any notice of other business that the stockholder proposes to bring before a meeting;
−Removed: • Require a stockholder submitting a director nomination to make a written undertaking that such stockholder intends to solicit the holders of shares of our stock representing at least 67% of the voting power of shares of stock entitled to vote on the election of directors in support of the director nomination;
−Removed: • Update the accompanying certifications made by a stockholder submitting a notice of nomination of an individual for election as a director;
−Removed: • Clarify that a stockholder may not nominate more individuals than there are directors to be elected or substitute or replace a proposed director nominee without compliance with the requirements for nomination in the Amended Bylaws, including compliance with any applicable deadlines;
−Removed: • Reflect that we will disregard any proxy authority granted in favor of, or votes for, any proposed director nominee if the stockholder soliciting proxies in support of such proposed director nominee abandons the solicitation or does not comply with Rule 14a-19 under the Exchange Act.
−Removed: The amendments also include various conforming and technical changes, including updates to provisions relating to virtual meetings to align with changes to the MGCL statutory language.
−Removed: The foregoing description of the Amended Bylaws does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amended Bylaws, a copy of which is filed as Exhibit 3.2 to this Annual Report on Form 10-K, and is incorporated herein by reference.
+Added: During the three months ended December 31, 2023, none of our directors or officers, as defined in Section 16 of the Exchange Act, adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement”, as each term is defined in Item 408 of Regulation S-K of the Exchange Act.
DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
46 unchanged sentences
3.2 Second Amended and Restated Bylaws of CIM Real Estate Finance Trust, Inc.
+Added: 10-K 000-54939 3.2
4.1 Description of Registrant’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934.
8 unchanged sentences
and CIM Real Estate Finance Management, LLC, dated March 22, 2023.
+Added: 10-K 000-54939 10.1 3/28/2023
10.2 Amended and Restated Agreement of Limited Partnership of Cole Operating Partnership IV, LP, by and between Cole Credit Property Trust IV, Inc.
18 unchanged sentences
8-K 000-54939 10.1 6/29/2022
−Removed: 10.5 Credit Agreement, dated as of July 15, 2022, among CMFT SCF Borrower, LLC, as the Borrower, JPMorgan Chase Bank, N.A., as Administrative Agent, L/C Issuer and Syndication Agent and the lenders party thereto and PNC Bank, N.A., as Syndication Agent.
−Removed: 8-K 000-54939 10.1 7/21/2022
−Removed: 10.6 Continuing Guaranty, dated as of July 15, 2022, by CMFT SCF Borrower, LLC.
−Removed: 8-K 000-54939 10.2 7/21/2022
Amended and Restated CIM Real Estate Finance Trust, Inc.
1 unchanged sentence
10-Q 000-54939 10.5 8/12/2022
+Added: C IM Real Estate Finance Trust, In c.
+Added: 2024 Manager Equity Incentive Plan
Investment Advisory and Management Agreement by and between CMFT Securities Investments, LLC and CIM Capital IC Management, LLC, dated December 6, 2019.
4 unchanged sentences
8-K 000-54939 10.1 8/14/2020
−Removed: 10.11 Master Repurchase Agreement, dated June 4, 2020, by and between CMFT RE Lending RF Sub CB, LLC and Citibank, N.A.
−Removed: 8-K 000-54939 10.1 6/9/2020
−Removed: 10.11.1 First Amendment to Master Repurchase Agreement, dated August 17, 2021, by and between CMFT RE Lending RF Sub CB, LLC and Citibank, N.A.
−Removed: 8-K 000-54939 10.1 8/23/2021
−Removed: 10.11.2 Second Amendment to Master Repurchase Agreement, dated January 27, 2022, by and between CMFT RE Lending RF Sub CB, LLC and Citibank, N.A.
−Removed: 8-K 000-54939 10.1 2/1/2022
+Added: Amended and Restated Master Repurchase Agreement, dated December 19, 2023, by and between CMFT RE Lending RF Sub CB, LLC, and Citibank, N.A.
+Added: 000-54939 10.1
+Added: Master Repurchase Agreement, dated December 19, 2023, by and between CLR RE Lending RF Sub CB, LLC and Citibank, N.A.
+Added: 000-54939 10.2
Guaranty, dated as of June 4, 2020, by CIM Real Estate Finance Trust, Inc.
3 unchanged sentences
8-K 000-54939 10.1 8/3/2021
−Removed: 10.14 Master Repurchase Agreement, dated September 21, 2020, by and between CMFT RE Lending RF Sub BB, LLC and Barclays Bank PLC.
−Removed: 8-K 000-54939 10.1 9/24/2020
−Removed: 10.14.1 First Amendment to Master Repurchase Agreement, dated July 27, 2021, by and between CMFT RE Lending RF Sub BB, LLC and Barclays Bank PLC.
−Removed: 8-K 000-54939 10.1 8/2/2021
−Removed: 10.14.2 Second Amendment to Master Repurchase Agreement, dated February 23, 2022, by and between CMFT RE Lending RF Sub BB, LLC and Barclays Bank PLC.
+Added: Guaranty, dated as of December 19, 2023, by CIM Real Estate Finance Trust, Inc.
+Added: and CIM Commercial Lending REIT for the benefit of Citibank, N.A.
+Added: 000-54939 10.3
+Added: A mended and Restated Master Repurchase Agreemen t, dated December 4, 2023, by and between CMFT RE L ending RF Sub BB, LLC and Barclays Bank PLC .
8-K 000-54939 10.1 12/8/2023
−Removed: 10.14.3 Third Amendment to Master Repurchase Agreement, dated October 7, 2022, by and between CMFT RE Lending RF Sub BB, LLC and Barclays Bank PLC.
+Added: Master Repurchase Agreement, dated December 4, 2023, by and between CLR RE Lending RF Sub BB, LLC and Barclays Bank PLC.
8-K 000-54939 10.2
2 unchanged sentences
8-K 000-54939 10.2 9/24/2020
+Added: Guaranty, dated as of December 4, 2023, by CIM Real Estate Finance Trust, Inc.
+Added: and CIM Commercial Lending REIT for the benefit of Barclays Bank PLC.
+Added: 8-K 000-54939 10.3
Master Repurchase Agreement, dated May 20, 2021, by and between CMFT RE Lending RF Sub WF, LLC and Wells Fargo Bank, N.A.
4 unchanged sentences
8-K 000-54939 10.1 3/10/2022
−Removed: 10.16.3 Third Amendment t o Master Repurchase and Securities Contract a nd Termination o f Preferred Equity Related Pledge a nd Security Agreement, dated August 31, 2022, by and among CMFT RE Lending RF Sub WF, LLC, as seller, Wells Fargo Bank, N.A., as buyer, and CMFT Securities Investments, LLC, and preferred equity pledgor.
+Added: Third Amendment to Master Repurchase and Securities Contract and Termination of Preferred Equity Related Pledge and Security Agreement, dated August 31, 2022, by and among CMFT RE Lending RF Sub WF, LLC, as seller, Wells Fargo Bank, N.A., as buyer, and CMFT Securities Investments, LLC, and preferred equity pledgor.
8-K 000-54939 10.1 9/7/2022
2 unchanged sentences
8-K 000-54939 10.2 5/26/2021
−Removed: 10.18 Loan Agreement, dated as of July 15, 2021, by and between the Borrowers identified on Schedule 1.1(A) thereto, and JPMorgan Chase Bank, National Association and DBR Investments Co.
−Removed: 8-K 000-54939 10.1 7/21/2021
−Removed: 10.19 Guaranty Agreement, dated July 15, 2021, by CIM Real Estate Finance Trust, Inc.
−Removed: for the benefit of JPMorgan Chase Bank, National Association and DBR Investments Co.
−Removed: 8-K 000-54939 10.2 7/21/2021
Loan and Servicing Agreement, dated as of March 16, 2022, among CMFT RE Lending Sub MM Holdco, LLC, as Holdings, CMFT RE Lending Sub MM, LLC, as the Borrower, Massachusetts Mutual Life Insurance Company and the other lenders from time to time party hereto, Trimont Real Estate Advisors, LLC, as the Administrative Agent, Massachusetts Mutual Life Insurance Company, as the Facility Servicer, and CMFT RE Lending Sub MM, LLC, as the Portfolio Asset Servicer.
10-Q 000-54939 10.6 8/12/2022
+Added: Loan and Security Agreement, dated as of June 16, 2023, by and among CMFT RE Lending Sub CBSQ, LLC, as Borrower, Citibank, N.A., as Class A Lender, and CMFT RE Lending Sub CBSQ Holdco, LLC, as Subordinated Lender, and CIM Commercial Lending REIT, as EU/UK Retention Holder.
+Added: Loan and Security Agreeme nt, dated as of October 20, 2023, by and amo ng CMFT RE Lending S ub BBSQ, LLC, as Borrower, Barclays Bank PLC, as Class A Lender, CMFT RE Lending S ub BBSQ Holdco, LLC, as Subordinated Lender, and CIM Commercial Lending REIT, as EU/ UK Retention Holder.
Property Management Agreement, dated as of July 28, 2021, by and among CMFT Net Lease Master Issuer, LLC, as issuer, CIM Real Estate Finance Operating Partnership, LP, as issuer manager, CREI Advisors, LLC, as property manager and special servicer, KeyBank National Association, as back-up manager, and Citibank N.A., as indenture trustee.
4 unchanged sentences
8-K 000-54939 10.1 12/29/2021
−Removed: 10.23 Guaranty, dated as of October 8, 2021, by CIM Real Estate Finance Trust, Inc.
−Removed: for the benefit of Deutsche Bank AG, New York Branch.
−Removed: 8-K 000-54939 10.2 10/14/2021
+Added: F irst Amendment to Amended and Restated Master Repurchase Agreement, dated September 15, 2023 , by and between CMFT RE L ending RF Su b DB, LLC, as seller, CMFT RE L endin g Sub DB Holdco, LLC, as member , and Deutsche Bank AG , New York Bran ch, as buyer.
+Added: S e c ond Amendment to Amended and R estated Master Repurchase Agreement, dated December 22, 2023, by and between CMFT RE Lending RF Sub DB, LLC, as seller, CMFT RE Lending Sub DB Holdco, LLC, as member, and Deutsche Bank AG, New York B ranch, as buyer.
+Added: 000-54939 10.1
+Added: Amended and Restated Guaranty, dated as of December 22, 2023, by CIM Real Estate Finance Trust, Inc.
+Added: and CIM Comme rcial Lending REIT for the benefit of Deutsche Bank AG, New York B ranch.
+Added: 000-54939 10.2
Master Repurchase Agreement, dated June 1, 2022, by and between CMFT Real Estate Securities I, LLC and J.P.
1 unchanged sentence
8-K 000-54939 10.1 6/2/2022
+Added: Loan and Security Agreement, dated February 10, 2023, by and between CMFT CL Lending Sub AB, LLC, as borrower, each of the lenders from time to time party t hereto, Ally Bank, as administrative agent and arranger, U.S.
+Added: Bank Trust Company, National Association, as collateral custodian, and U.S.
+Added: Bank National Association, as document custodian.
+Added: 8-K 000-54939 10.1 2/16/2023
+Added: Loan and Secu rity Agreement , dated February 10, 2023 , and c onformed through the First Amendment to the Loan and Security Agreement , d ate d December 13, 2023 , by a nd between CMFT CL Lending Sub AB, LLC, as borrower, each of the lenders from time to time party hereto, Ally B ank, as administrative agent and a rranger , U.S.
+Added: Bank Trust Company, National Association, as collateral custodian, and U.S.
+Added: Bank National Asso ciat ion, as doc ument custodian .
Modification Agreement and Limited Consent, dated December 21, 2020 by and between Cole Operating Partnership V, LP, the Lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent for the Lenders.
42 unchanged sentences
Patrick Duncan
−Removed: /s/ ALICIA K.
−Removed: HARRISON Independent Director March 28, 2023
BRIAN KRETZMER Independent Director March 28, 2024
2 unchanged sentences
SILVER Independent Director March 28, 2024
−Removed: /s/ CALVIN E.
−Removed: HOLLIS Independent Director March 28, 2023
−Removed: SNELL Independent Director March 28, 2023
/s/ JASON SCHREIBER Director March 28, 2024
Jason Schreiber
−Removed: /s/ EMILY VANDE KROL Director March 28, 2023
−Removed: Emily Vande Krol
−Removed: /s/ AVRAHAM SHEMESH Director March 28, 2023
−Removed: Avraham Shemesh
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
3 unchanged sentences
Consolidated Statements of Operations for the Years Ended December 31, 2023, 2022 and 2021
−Removed: Consolidated Statements of Comprehensive Income (Loss) for the Years Ended December 31, 2022, 2021 and 2020
+Added: Consolidated Statements of Comprehensive (Loss) Income for the Years Ended December 31, 2023, 2022 and 2021
Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2023, 2022 and 2021
7 unchanged sentences
We have audited the accompanying consolidated balance sheets of CIM Real Estate Finance Trust, Inc.
−Removed: and subsidiaries (the “Company”) as of December 31, 2022 and 2021, the related consolidated statements of operations, comprehensive income (loss), stockholder’s equity, and cash flows, for each of the three years in the period ended December 31, 2022, and the related notes and the schedules listed in the Index at Item 15 (collectively referred to as the “financial statements”).
+Added: and subsidiaries (the “Company”) as of December 31, 2023 and 2022, the related consolidated statements of operations, comprehensive (loss) income, stockholders’ equity, and cash flows, for each of the three years in the period ended December 31, 2023, and the related notes and the schedules listed in the Index at Item 15 (collectively referred to as the “financial statements”).
In our opinion, the financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2023 and 2022, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in the United States of America.
22 unchanged sentences
When events or changes in circumstances exist, the Company evaluates its real estate assets for impairment by comparing undiscounted future cash flows expected to be generated over the life of each asset to the respective carrying amount.
−Removed: If the carrying amount of an asset exceeds the undiscounted future cash flows, an analysis is performed to determine the fair value of the asset.
+Added: If the carrying amount of an asset exceeds the undiscounted future cash flows, an analysis is performed to determine the fair value of the asset, and real estate assets will be adjusted to their respective fair values, recognizing an impairment loss.
The Company makes significant assumptions to evaluate real estate assets for possible indications of impairment.
Changes in these assumptions could result in additional impairment charges in the future.
−Removed: Given the Company’s evaluation of possible indications of impairment of real estate assets requires management to make significant assumptions, performing audit procedures to evaluate whether management appropriately identified events or
−Removed: changes in circumstances indicating that the carrying amounts of real estate assets may not be recoverable required a high degree of auditor judgment.
+Added: Given the Company’s evaluation of possible indications of impairment of real estate assets requires management to make significant assumptions, performing audit procedures to evaluate whether management appropriately identified events or changes in circumstances indicating that the carrying amounts of real estate assets may not be recoverable required a high degree of auditor judgment.
How the Critical Audit Matter Was Addressed in the Audit
Our audit procedures related to the evaluation of real estate assets for possible indications of impairment included the following, among others:
−Removed: • We evaluated management’s impairment indicator analysis by testing real estate assets for possible indications of impairment, including searching for adverse asset-specific and/or market conditions, such as vacancies, tenant bankruptcies and other credit concerns, among others, as well as assessing changes in holding periods, including expected asset dispositions.
+Added: • We evaluated management’s impairment indicator analysis by testing real estate assets for possible indications of impairment, including searching for adverse asset-specific and/or market conditions, such as vacancies, tenant bankruptcies and other credit concerns, among others, as well as assessing changes in anticipated holding periods, including expected asset dispositions.
• We independently searched market values for assets considered for disposition, to determine whether a reduction in market values was present and indicative of impairment.
−Removed: • We performed inquiries with management, including property accounting and portfolio oversight, to determine whether factors were identified in the current period that may be an impairment indicator, including changes in expected holding periods, or changes in market rental rates, and corroborated these inquiries through review of third-party market reports and inspection of meeting minutes of the Board of Directors .
+Added: • We performed inquiries with management, including property accounting and portfolio oversight, to determine whether factors were identified in the current period that may be an impairment indicator, including changes in anticipated holding periods, or changes in lease rates, and corroborated these inquiries through review of third-party market reports and inspection of meeting minutes of the Board of Directors .
Assessment of Current Expected Credit Losses (“CECL”) Reserve – Refer to Notes 2, 7 and 8 to the financial statements
1 unchanged sentence
The Company estimates its CECL reserve using the Weighted Average Remaining Maturity (“WARM”) method for its first mortgage loans and the probability of default and loss given default method for its liquid corporate senior loans and corporate senior loans.
−Removed: Significant judgments are required in estimating the CECL reserve, including the evaluation of historical loan loss data, the evaluation of expected repayments of each loan, and the impact of expected economic conditions on the loan portfolio.
+Added: For collateral-dependent loans, the Company measures its CECL reserve based on the fair value of the collateral and the amortized cost basis of the loan.
+Added: Significant judgments are required in determining the CECL reserve, including the evaluation of historical loan loss data, the impact of expected economic conditions on the loan portfolio, and determining collateral fair values of collateral-dependent loans.
+Added: For commercial mortgage-backed securities (“CMBS”), the Company determines whether a decline in fair value below the amortized cost basis of the security has resulted from a credit loss by considering a variety of factors, including, but not limited to, recent events specific to the security, failure to make scheduled payments, and changes to external credit ratings.
+Added: Credit losses are estimated by calculating the difference between the present value of estimated cash flows and the amortized cost basis of the security.
+Added: Significant judgments are required in estimating expected future cash flows for CMBS.
We identified the assessment of the CECL reserve as a critical audit matter because of the subjectivity, complexity, and estimation uncertainty in determining the impact of the significant judgment required when determining the CECL reserve.
−Removed: This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our credit specialists when evaluating the CECL methodology, analytical models, and key inputs and assumptions used in the models.
+Added: This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our specialists when evaluating the CECL methodology, analytical models, and key inputs and assumptions used in the models.
How the Critical Audit Matter Was Addressed in the Audit
−Removed: Our audit procedures related to the CECL reserve for the loans held-for-investment portfolio included the following, among others:
−Removed: • We tested the accuracy and evaluated the appropriateness of the historical loan loss data as an input to each applicable model.
−Removed: • We tested the evaluation of expected loan repayments, the impact of expected economic conditions on the loan portfolio, and other assumptions used in determining the CECL reserve.
+Added: Our audit procedures related to the CECL reserve for the loans held-for-investment and CMBS portfolio included the following, among others:
+Added: • We tested the impact of expected economic conditions on the loan portfolio, and other assumptions used in determining the CECL reserve.
• We evaluated the service auditor's report for the third-party WARM method CECL model, which is used to calculate the expected loss for its first mortgage loans.
+Added: • With the assistance of our fair value specialists for selected collateral-dependent loans, we evaluated the reasonableness of the valuation methodology and significant assumptions made, including whether the significant inputs used to determine the fair value were appropriate and consistent with what market participants would use to value the collateral.
• We evaluated the appropriateness of each model and significant assumptions used and independently calculated each model’s computational accuracy, and utilized our credit specialists to assist us with these evaluations specific to the WARM method CECL model.
+Added: • With the assistance of our fair value specialists, we developed independent fair value estimates for selected CMBS determined to have a credit loss, and compared our estimates to management’s estimates.
/s/ Deloitte & Touche LLP
15 unchanged sentences
Investment in unconsolidated entities 126,777 100,604
−Removed: Real estate-related securities ($ 576,391 and $ 41,981 held at fair value as of December 31, 2022 and December 31, 2021, respectively)
+Added: Real estate-related securities, at fair value, net of credit loss allowances of $ 35,808 and $ 0 as of December 31, 2023 and 2022, respectively
519,714 576,391
8 unchanged sentences
Accrued interest receivable 27,682 22,343
−Removed: Assets held for sale — 1,299,638
Total assets $ 6,446,476 $ 7,132,054
5 unchanged sentences
Distributions payable 16,047 14,828
−Removed: Deferred rental income, derivative liabilities and other liabilities 7,274 21,282
+Added: Deferred rental income and other liabilities 4,435 7,274
Total liabilities 4,011,696 4,505,741
8 unchanged sentences
Accumulated distributions in excess of earnings ( 1,187,125 ) ( 1,029,287 )
−Removed: Accumulated other comprehensive (loss) income ( 48,526 ) 2,949
+Added: Accumulated other comprehensive loss
+Added: ( 81,143 ) ( 48,526 )
Total stockholders’ equity 2,266,077 2,456,083
11 unchanged sentences
Total revenues 568,859 452,146 365,725
−Removed: Operating expenses:
General and administrative 17,572 15,364 15,078
+Added: Interest expense, net 260,768 165,210 84,049
Property operating 13,350 20,790 47,559
6 unchanged sentences
Increase in provision for credit losses 134,289 29,476 2,881
−Removed: Total operating expenses 250,834 272,688 278,498
−Removed: Gain on disposition of real estate and condominium developments, net 121,902 83,045 27,518
−Removed: Merger-related expenses, net — ( 1,404 ) ( 1,884 )
−Removed: Merger termination fee income — — 7,380
−Removed: Operating income 323,214 174,678 45,439
+Added: Total expenses 576,341 416,044 356,737
Other income (expense):
+Added: Gain on disposition of real estate and condominium developments, net 53,341 121,902 83,045
Gain on investment in unconsolidated entities 11,723 11,952 606
−Removed: Unrealized loss on equity security ( 15,117 ) — —
−Removed: Interest expense and other, net ( 156,539 ) ( 83,899 ) ( 64,116 )
+Added: Unrealized gain (loss) on equity security 4,751 ( 15,117 ) —
+Added: Other (expense) income, net ( 26,459 ) 8,671 150
Loss on extinguishment of debt ( 7,788 ) ( 19,644 ) ( 4,895 )
−Removed: Total other expense ( 179,348 ) ( 88,188 ) ( 68,957 )
−Removed: Net income (loss) 143,866 86,490 ( 23,518 )
+Added: Merger-related expenses, net — — ( 1,404 )
+Added: Total other income
+Added: 35,568 107,764 77,502
+Added: Net income 28,086 143,866 86,490
Net income allocated to non-controlling interest 8 66 —
−Removed: Net income (loss) attributable to the Company $ 143,800 $ 86,490 $ ( 23,518 )
+Added: Net income attributable to the Company $ 28,078 $ 143,800 $ 86,490
Weighted average number of common shares outstanding:
Basic and diluted 437,375,332 437,343,624 365,726,453
−Removed: Net income (loss) per common share:
+Added: Net income per common share:
Basic and diluted $ 0.06 $ 0.33 $ 0.24
1 unchanged sentence
CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
+Added: CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME
(in thousands)
1 unchanged sentence
2023 2022 2021
−Removed: Net income (loss) $ 143,866 $ 86,490 $ ( 23,518 )
+Added: Net income $ 28,086 $ 143,866 $ 86,490
Other comprehensive (loss) income
Unrealized (loss) gain on real estate-related securities ( 85,623 ) ( 51,304 ) 231
−Removed: Reclassification adjustment for realized gain (loss) included in income as other income — 1,419 ( 510 )
−Removed: Unrealized gain (loss) on interest rate swaps 2,361 32 ( 11,607 )
−Removed: Amount of (gain) loss reclassified from other comprehensive (loss) income into income as interest expense and other, net ( 2,532 ) 3,314 12,321
+Added: Reclassification adjustment for realized loss included in income as other income 39,412 — 1,419
+Added: Amount of loss transferred from other comprehensive loss into income as an increase in provision for credit loss 13,594 — —
+Added: Unrealized gain on interest rate swaps — 2,361 32
+Added: Amount of (gain) loss reclassified from other comprehensive (loss) income into income as interest expense, net — ( 2,532 ) 3,314
Total other comprehensive (loss) income ( 32,617 ) ( 51,475 ) 4,996
−Removed: Comprehensive income (loss) 92,391 91,486 ( 21,657 )
+Added: Comprehensive (loss) income ( 4,531 ) 92,391 91,486
Comprehensive income allocated to non-controlling interest 8 66 —
−Removed: Comprehensive income (loss) attributable to the Company $ 92,325 $ 91,486 $ ( 21,657 )
+Added: Comprehensive (loss) income attributable to the Company $ ( 4,539 ) $ 92,325 $ 91,486
The accompanying notes are an integral part of these consolidated financial statements.
9 unchanged sentences
Balance, January 1, 2021 362,001,968 $ 3,620 $ 3,157,859 $ ( 961,006 ) $ ( 2,047 ) $ 2,198,426 $ — $ 2,198,426
−Removed: Cumulative effect of accounting changes — — — ( 2,002 ) — ( 2,002 ) — ( 2,002 )
Issuance of common stock 3,574,120 36 25,748 — — 25,784 — 25,784
−Removed: Issuance of common stock in connection with the CCPT V and CCIT III Mergers 52,574,431 526 383,793 — — 384,319 — 384,319
+Added: Issuance of common stock in connection with the CIM Income NAV Merger 74,819,899 748 537,955 — — 538,703 — 538,703
Equity-based compensation 39,000 — 289 — — 289 — 289
3 unchanged sentences
Changes in redeemable common stock — — ( 170,714 ) — — ( 170,714 ) — ( 170,714 )
−Removed: Comprehensive (loss) income — — — ( 23,518 ) 1,861 ( 21,657 ) — ( 21,657 )
+Added: Non-controlling interests assumed in connection with the CIM Income NAV Merger — — — — — — 1,073 1,073
+Added: Comprehensive income — — — 86,490 4,996 91,486 — 91,486
Balance, December 31, 2021 437,373,981 $ 4,374 $ 3,529,126 $ ( 1,008,561 ) $ 2,949 $ 2,527,888 $ 1,073 $ 2,528,961
Issuance of common stock 5,404,510 54 38,858 — — 38,912 — 38,912
−Removed: Issuance of common stock in connection with the CIM Income NAV Merger 74,819,899 748 537,955 — — 538,703 — 538,703
Equity-based compensation 89,559 — 397 — — 397 — 397
3 unchanged sentences
Changes in redeemable common stock — — 476 — — 476 — 476
−Removed: Non-controlling interests assumed in connection with the CIM Income NAV Merger — — — — — — 1,073 1,073
−Removed: Comprehensive income — — — 86,490 4,996 91,486 — 91,486
+Added: Distributions to non-controlling interests — — — — — — ( 1,147 ) ( 1,147 )
+Added: Comprehensive income (loss) — — — 143,800 ( 51,475 ) 92,325 66 92,391
Balance, December 31, 2022 437,397,414 $ 4,373 $ 3,529,523 $ ( 1,029,287 ) $ ( 48,526 ) $ 2,456,083 $ ( 8 ) $ 2,456,075
5 unchanged sentences
Changes in redeemable common stock — — 1,535 — — 1,535 — 1,535
−Removed: Distributions to non-controlling interests — — — — — — ( 1,147 ) ( 1,147 )
Comprehensive income (loss) — — — 28,078 ( 32,617 ) ( 4,539 ) 8 ( 4,531 )
7 unchanged sentences
Cash flows from operating activities:
−Removed: Net income (loss) $ 143,866 $ 86,490 $ ( 23,518 )
+Added: Net income $ 28,086 $ 143,866 $ 86,490
Adjustments to reconcile net income to net cash provided by operating activities:
12 unchanged sentences
Gain on sale of marketable security — ( 22 ) —
−Removed: Unrealized loss on equity security 15,139 — —
+Added: Unrealized (gain) loss on equity security ( 4,751 ) 15,139 —
Amortization of fair value adjustment and gain on interest rate swaps — ( 2,398 ) ( 2,814 )
1 unchanged sentence
Increase in provision for credit losses 134,289 29,476 2,881
−Removed: (Gain) loss on interest rate caps ( 4,586 ) 42 —
+Added: Loss (gain) on interest rate caps 5,040 ( 4,586 ) 42
Return on investment in unconsolidated entities 11,723 7,312 497
17 unchanged sentences
Investment in real estate assets and capital expenditures ( 12,505 ) ( 23,776 ) ( 76,283 )
−Removed: Origination and acquisition of loans held-for-investment ( 1,333,298 ) ( 1,805,324 ) ( 238,563 )
−Removed: Origination and exit fees received on loans held-for-investment 13,978 17,030 3,200
+Added: Investment in first mortgage loans ( 477,275 ) ( 1,333,298 ) ( 1,805,324 )
+Added: Origination, modification and exit fees received on loans held-for-investment 2,449 13,978 17,030
Principal payments received on loans held-for-investment 196,980 172,602 326,062
4 unchanged sentences
Redemption of investment in unconsolidated entities — 60,663 —
−Removed: Payment of property escrow deposits — — ( 875 )
−Removed: Refund of property escrow deposits — — 875
Proceeds from the settlement of insurance claims — 619 63
−Removed: Net cash used in investing activities ( 576,528 ) ( 1,469,230 ) ( 466,140 )
+Added: Net cash provided by (used in) investing activities 559,473 ( 576,528 ) ( 1,469,230 )
CIM REAL ESTATE FINANCE TRUST, INC.
13 unchanged sentences
Distributions to non-controlling interests — ( 1,147 ) —
−Removed: Net cash provided by financing activities 430,250 1,336,821 10,624
−Removed: Net increase (decrease) in cash and cash equivalents and restricted cash 32,421 15,765 ( 344,947 )
+Added: Net cash (used in) provided by financing activities ( 699,265 ) 430,250 1,336,821
+Added: Net increase in cash and cash equivalents and restricted cash 83,988 32,421 15,765
Cash and cash equivalents and restricted cash, beginning of period 176,594 144,173 128,408
11 unchanged sentences
federal income tax purposes beginning with its taxable year ended December 31, 2012.
−Removed: The Company seeks to attain attractive risk-adjusted returns and create long term value for its investors by investing in a diversified portfolio of senior secured mortgage loans, credit worthy long-term net-leased property investments and other senior loan and liquid credit investments.
−Removed: As of December 31, 2022, the Company owned 380 properties, comprising 10.9 million rentable square feet of commercial space located in 43 states.
−Removed: As of December 31, 2022, the rentable square feet at these properties was 99.2 % leased, including month-to-month agreements, if any.
+Added: The Company seeks to attain attractive risk-adjusted returns and create long term value for its investors by investing in a diversified portfolio of senior secured mortgage loans, creditworthy long-term net-leased property investments and other senior loan and liquid credit investments.
As of December 31, 2023, the Company’s loan portfolio consisted of 291 loans with a net book value of $ 4.3 billion, and investments in real estate-related securities of $ 519.7 million.
+Added: The Company expects to conduct its commercial real estate lending business through CIM Commercial Lending REIT (“CLR”), a Maryland statutory trust and currently wholly owned subsidiary of the Company which the Company expects to be taxed as a real estate investment trust (“REIT”) for U.S.
+Added: federal income tax purposes.
+Added: As of February 29, 2024, CLR holds a diversified portfolio of approximately $ 1.6 billion of the Company’s senior secured mortgage loans and commercial mortgage-backed securities.
+Added: As of December 31, 2023 the Company owned 192 properties, comprising approximately 6.2 million rentable square feet of commercial space located in 37 states.
+Added: As of December 31, 2023, the rentable square feet at these properties were 99.9 % leased, including month-to-month agreements, if any.
As of December 31, 2023, the Company owned condominium developments with a net book value of $ 87.6 million.
1 unchanged sentence
The Company is externally managed by CIM Real Estate Finance Management, LLC, a Delaware limited liability company (“CMFT Management”), which is an affiliate of CIM Group, LLC (“CIM Group”).
−Removed: CIM Group is a community-focused real estate and infrastructure owner, operator, lender and developer.
−Removed: CIM is headquartered in Los Angeles, CA, with offices in Atlanta, GA, Bethesda, MD, Chicago, IL, Dallas, TX, New York, NY, Orlando, FL, Phoenix, AZ and Tokyo, Japan.
−Removed: CIM Group also maintains additional offices across the Unites States, as well as in Korea, Hong Kong and the United Kingdom to support its platform.
+Added: CIM Group is a vertically-integrated community-focused real estate and infrastructure owner, operator, lender and developer.
+Added: CIM Group is headquartered in Los Angeles, CA, with offices in Atlanta, GA, Chicago, IL, Dallas, TX, London, UK, New York, NY, Orlando, FL, Phoenix, AZ, and Tokyo, Japan.
+Added: CIM Group also maintains additional offices across the United States and in South Korea to support its platform.
The Company relies upon CIM Capital IC Management, LLC, the Company’s investment advisor (the “Investment Advisor”), to provide substantially all of the Company’s day-to-day management with respect to investments in securities and certain other investments.
13 unchanged sentences
The Company began to issue shares under the Secondary DRIP Offering on August 2, 2016 and continues to issue shares under the Secondary DRIP Offering.
−Removed: The Company’s board of directors (the “Board”) establishes an updated estimated per share net asset value (“NAV”) of the Company’s common stock on at least an annual basis for purposes of assisting broker-dealers that participated in the Initial Offering in meeting their customer account reporting obligations under Financial Industry Regulatory Authority Rule 2231.
−Removed: Distributions are reinvested in shares of the Company’s common stock for participants in the DRIP at the estimated per share
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: NAV as determined by the Board.
+Added: The Company’s board of directors (the “Board”) establishes an updated estimated per share net asset value (“NAV”) of the Company’s common stock on at least an annual basis for purposes of assisting broker-dealers that participated in the Initial Offering in meeting their customer account reporting obligations under Financial Industry Regulatory Authority Rule 2231.
+Added: Distributions are reinvested in shares of the Company’s common stock for participants in the DRIP at the estimated per share NAV as determined by the Board.
Additionally, the estimated per share NAV as determined by the Board serves as the per share NAV for purposes of the share redemption program.
−Removed: As of December 31, 2022, the estimated per share NAV of the Company’s common stock was $ 6.57 , which was established by the Board on December 19, 2022 using a valuation date of September 30, 2022.
−Removed: Commencing on December 21, 2022, $ 6.57 served as the per share NAV, including for shares issued pursuant to the DRIP.
−Removed: The Board previously established a per share NAV as of August 31, 2015, September 30, 2016, December 31, 2016, December 31, 2017, December 31, 2018, December 31, 2019, March 31, 2020, June 30, 2020 and March 31, 2021.
+Added: As of December 31, 2023, the estimated per share NAV of the Company’s common stock was $ 6.31 , which was established by the Board on November 9, 2023 using a valuation date of September 30, 2023.
+Added: Subsequent to December 31, 2023, the Board established an updated estimated per share NAV of the Company’s common stock on February 29, 2024, using a valuation date of January 31, 2024, of $ 6.09 per share.
+Added: Commencing on March 1, 2024, distributions are reinvested in shares of the Company’s common stock under the DRIP at a price of $ 6.09 per share and $ 6.09 per share serves as the most recent estimated per share NAV for purposes of the share redemption program.
The Company’s estimated per share NAVs are not audited or reviewed by its independent registered public accounting firm.
−Removed: Purchase and Sale Agreement
−Removed: On December 29, 2022, certain subsidiaries of the Company entered into an Agreement of Purchase and Sale (the “Realty Income Purchase and Sale Agreement”) with certain subsidiaries of Realty Income Corporation (NYSE:
−Removed: O) (“Realty Income”), to sell to Realty Income 185 single-tenant net lease properties encompassing approximately 4.6 million gross rentable square feet of commercial space across 34 states for total consideration of $ 894.0 million.
−Removed: The consideration is to be paid in cash.
−Removed: During December 2022, a cash deposit of $ 20.0 million was placed in escrow by Realty Income in connection with the Realty Income Purchase and Sale Agreement, which became non-refundable to Realty Income upon the expiration of the due diligence period on March 7, 2023.
−Removed: Subsequent to December 31, 2022, the sale of 151 of the properties under contract for sale pursuant to the Realty Income Purchase and Sale Agreement closed for total consideration of $ 779.0 million and a gain of approximately $ 19.6 million.
−Removed: The remaining properties are expected to close in the second quarter of 2023, although no assurances can be made that the Company will complete the sale of the remaining properties within that timeframe, or at all.
NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
7 unchanged sentences
The Company’s ability to correctly assess its influence or control over an entity affects the presentation of these credit and real estate investments on the Company’s consolidated financial statements.
−Removed: During the year ended December 31, 2022, the Company disposed of two properties previously owned through a consolidated joint venture arrangement (the “Consolidated Joint Venture”) and therefore determined it no longer had a controlling financial interest in the Consolidated Joint Venture as of December 31, 2022.
−Removed: See Note 4 — Real Estate Assets for additional information.
Reclassifications
Certain amounts in the Company’s prior period consolidated financial statements have been reclassified to conform to the current period presentation.
−Removed: The Company has chosen to break out the details of $ 4.5 million of accrued interest receivable from prepaid expenses, derivative assets and other assets in the Company’s consolidated balance sheet for the year ended December 31, 2021.
−Removed: In addition, $ 2.5 million was reclassified from rents and tenant receivables, net to prepaid expenses and other assets in the Company’s consolidated balance sheet for the year ended December 31, 2021.
−Removed: These reclassifications had no effect on
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: previously reported totals or subtotals.
−Removed: The resulting impacts from the consolidated balance sheet reclassifications to the consolidated statements of cash flows for the years ended December 31, 2021 and 2020 are as follows (in thousands):
−Removed: Year Ended December 31, 2021 Year Ended December 31, 2020
−Removed: As previously reported Reclassifications As Revised As previously reported Reclassifications As Revised
−Removed: Consolidated Statements of Cash Flows
−Removed: Rents and tenant receivables, net $ 28,230 $ ( 121 ) $ 28,109 $ ( 12,536 ) $ 2,101 $ ( 10,435 )
−Removed: Prepaid expenses and other assets $ ( 2,538 ) $ 2,605 $ 67 $ 1,276 $ ( 1,968 ) $ ( 692 )
−Removed: Accrued interest receivable $ — $ ( 2,484 ) $ ( 2,484 ) $ — $ ( 133 ) $ ( 133 )
+Added: The Company has chosen to break out the details of $ 165.2 million and $ 84.0 million of interest expense, net from other (expense) income, net into expenses in the Company’s consolidated statements of operations for the years ended December 31, 2022 and December 31, 2021, respectively, driven by the Company’s current investment portfolio composition being predominantly comprised of credit investments.
+Added: This reclassification of interest expense, net did not have an impact on net income or cash flow from operating activities.
Use of Estimates
5 unchanged sentences
The estimated useful lives of the Company’s real estate assets by class are generally as follows:
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Buildings 40 years
15 unchanged sentences
Generally, fair value is determined using a discounted cash flow analysis and recent comparable sales transactions.
−Removed: During the year ended December 31, 2022, as part of the Company’s quarterly impairment review procedures, the Company recorded impairment charges of $ 16.2 million related to 23 properties, all of which were due to sales prices that were less than their respective carrying values.
−Removed: Additionally, during the year ended December 31, 2022, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 16.1 million primarily due to a decrease in list prices and an increase in budgeted costs for certain units under development.
The Company’s impairment assessment as of December 31, 2023 was based on the most current information available to the Company, including expected holding periods.
If the Company’s expected holding periods for assets change, subsequent tests for impairment could result in additional impairment charges in the future.
−Removed: The Company cannot provide any assurance that additional material impairment charges with respect to the Company’s real estate assets will not occur during 2023 or in future periods.
−Removed: During the year ended December 31, 2021, the Company recorded impairment charges of $ 6.0 million related to 12 properties, of which impairment at eight properties was due to sales prices that were less than their respective carrying values and impairment at four properties was due to vacancy.
−Removed: Additionally, the Company recorded impairment charges of $ 12.1 million during the year ended December 31, 2021, related to condominium units due to an increase in budgeted costs for certain units under development.
The assumptions and uncertainties utilized in the evaluation of the impairment of real estate assets are discussed in detail in Note 3 — Fair Value Measurements.
See also Note 4 — Real Estate Assets for further discussion regarding real estate investment activity.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Assets Held for Sale
1 unchanged sentence
If, in management’s opinion, the fair value, net of selling costs, of the asset is less than the carrying amount of the asset, an adjustment to the carrying amount is then recorded to reflect the estimated fair value of the property, net of selling costs.
−Removed: As of December 31, 2022, there were no assets identified as held for sale.
−Removed: As of December 31, 2021, in connection with the RTL Purchase and Sale Agreement (as defined in Note 4 — Real Estate Assets), the Company identified 81 properties with a carrying v alue of $ 1.3 billion as held for sale, which were disposed of during the year ended December 31, 2022 .
+Added: As of December 31, 2023 and 2022, the Company did not identify any real estate assets as held for sale.
Dispositions of Real Estate Assets
1 unchanged sentence
A discontinued operation includes only the disposal of a component of an entity and represents a strategic shift that has (or will have) a major effect on an entity’s financial results.
−Removed: The Company’s dispositions during the years ended December 31, 2022 and 2021 did not qualify for discontinued operations presentation and thus, the results of the properties and condominiums that were sold will remain in operating income, and any associated gains or losses from the dispositions are included in gain on disposition of real estate and condominium developments, net.
+Added: Given the Company’s current asset portfolio and strategy, the Company’s dispositions during the years ended December 31, 2023 and 2022 did not qualify for discontinued operations presentation and thus, the results of the properties and condominiums that were sold will not be reported as discontinued operations, and any associated gains or losses from the dispositions are included in gain on disposition of real estate and condominium developments, net.
See Note 4 — Real Estate Assets for a discussion of the disposition of individual properties and condominiums during the year ended December 31, 2023.
5 unchanged sentences
The appraisal firm has no involvement in management’s allocation decisions other than providing this market information.
−Removed: The fair values of above- and below-market lease intangibles are recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the difference between (1) the contractual amounts to be paid pursuant to the in-place leases and (2) an estimate of fair market lease rates for the corresponding in-place leases, which is generally obtained from independent appraisals, measured over a period equal to the remaining non-cancelable term of the lease including, for below-market leases, any bargain renewal periods.
+Added: The fair values of above- and below-market lease intangibles are recorded based on the present value (using a discount rate which reflects the risks associated with the leases acquired) of the difference between (1) the contractual amounts to be paid pursuant to the in-place leases and (2) an estimate of fair market lease rates for the corresponding in-place leases, which is
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: generally obtained from independent appraisals, measured over a period equal to the remaining non-cancelable term of the lease including, for below-market leases, any bargain renewal periods.
The above- and below-market lease intangibles are capitalized as intangible lease assets or liabilities, respectively.
7 unchanged sentences
If a lease were to be terminated prior to its stated expiration, all unamortized amounts of in-place lease assets relating to that lease would be expensed.
−Removed: The Company has acquired, and may continue to acquire, certain properties subject to contingent consideration arrangements that may obligate the Company to pay additional consideration to the seller based on the outcome of future
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: The Company has acquired, and may continue to acquire, certain properties subject to contingent consideration arrangements that may obligate the Company to pay additional consideration to the seller based on the outcome of future events.
Additionally, the Company may acquire certain properties for which it funds certain contingent consideration amounts into an escrow account pending the outcome of certain future events.
8 unchanged sentences
Investment in Unconsolidated Entities
−Removed: CMFT MT JV Holdings, LLC, an indirect wholly-owned subsidiary of the Company, is engaged in an unconsolidated joint venture arrangement through CIM NP JV Holdings, LLC (“NP JV Holdings”) (the “Unconsolidated Joint Venture”), of which it owns 50 % of the outstanding equity.
+Added: The Company is engaged in an unconsolidated joint venture arrangement through CIM NP JV Holdings, LLC (“NP JV Holdings”) (the “Unconsolidated Joint Venture”), of which it owns, indirectly through CMFT MT JV Holdings, LLC and CLR NP Holdings, LLC, a subsidiary of CLR, approximately 50 % of the outstanding equity.
Through the Unconsolidated Joint Venture, which holds approximately 91 % of the membership interest in NewPoint JV, LLC (the “NewPoint JV”) pursuant to the terms of the Operating Agreement entered into between the Unconsolidated Joint Venture and NewPoint Bridge Lending, LLC, the Company indirectly owns approximately 45 % of the outstanding equity of the NewPoint JV on a fully diluted basis.
2 unchanged sentences
The Company records its share of NP JV Holdings’ profits or losses on a quarterly basis as an adjustment to the carrying value of the investment on the Company’s consolidated balance sheet and such share is recognized as a profit or loss on the consolidated statements of operations.
−Removed: The Company recorded a gain totaling $ 6.8 million, which represented its share of NP JV Holdings’ gain, during the year ended December 31, 2022 in the consolidated statements of operations.
−Removed: During the year ended December 31, 2022, the Company contributed an additional $ 86.3 million in NP JV Holdings, $ 39.9 million of which was returned as a return of capital and can be called back by NewPoint JV through NP JV Holdings as a capital call on a future date.
−Removed: As of December 31, 2022, the Company’s aggregate investment in NP JV Holdings of $ 100.6 million is included in investment in unconsolidated entities on the consolidated balance sheets.
−Removed: For more information, refer to Note 6 — Investment in Unconsolidated Entities.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
On March 31, 2022, the Company fully redeemed its $ 60.7 million investment in CIM UII Onshore, L.P.
3 unchanged sentences
Prior to redemption, the Company recorded its share of CIM UII Onshore’s profits or losses on a quarterly basis as an adjustment to the carrying value of the investment on the Company’s consolidated balance sheet and such share is recognized as a profit or loss on the consolidated statements of operations.
−Removed: The Company recorded its share of CIM UII Onshore’s gain totaling $ 5.2 million during the year ended December 31, 2022 in the consolidated statements of operations.
−Removed: During the year ended December 31, 2022, the Company received distributions of $ 531,000 related to its investment in CIM UII Onshore, all of which was recognized as a return on investment.
−Removed: As of December 31, 2021, the Company’s investment in CIM UII Onshore had a carrying value of $ 56.0 million.
+Added: For more information, refer to Note 6 — Investment in Unconsolidated Entities.
Non-controlling Interest in Consolidated Joint Venture
−Removed: From December 2021 to July 2022, the Company determined it had a controlling interest in the Consolidated Joint Venture and, therefore, met the requirements for consolidation.
+Added: From December 2021 to July 2022, the Company determined it had a controlling interest in a consolidated joint venture arrangement (the “Consolidated Joint Venture”) and, therefore, met the requirements for consolidation.
During the year ended December 31, 2022, the Company recorded net income of $ 66,000 and paid distributions of $ 1.1 million to the non-controlling interest.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
During the year ended December 31, 2022, the Company disposed of the underlying properties previously owned through the Consolidated Joint Venture, as further discussed in Note 4 — Real Estate Assets.
8 unchanged sentences
Included in restricted cash was $ 1.9 million and $ 15.4 million held by lenders in lockbox accounts, as of December 31, 2023 and 2022, respectively.
−Removed: As part of certain debt agreements, rents from certain encumbered properties are deposited directly into a lockbox account, from which the monthly debt service payment is disbursed to the lender and the excess is disbursed to the Company.
+Added: As part of certain of the Company’s debt agreements, rents from certain encumbered properties and interest income from certain first mortgage loans are deposited directly into a lockbox account, from which the monthly debt service payment is disbursed to the lender and the excess is disbursed to the Company.
Also included in restricted cash was $ 2.0 million and $ 22.6 million of construction reserves, amounts held by lenders in escrow accounts for real estate taxes and other lender reserves for certain properties, in accordance with the associated lender’s loan agreement as of December 31, 2023 and 2022, respectively.
−Removed: In addition, the Company had a $ 19.6 million deposit held as cash collateral included in restricted cash as of December 31, 2022 to be applied by Barclays Bank PLC (“Barclays”) as repayment of certain eligible assets transferred under the Master Repurchase Agreement (as defined below in Note 10 — Repurchase Facilities, Notes Payable and Credit Facilities) with Barclays.
+Added: In addition, the Company had a $ 9.2 million and a $ 19.6 million deposit held as cash collateral included in restricted cash as of December 31, 2023 and December 31, 2022, respectively, to be applied by Barclays Bank PLC (“Barclays”) as repayment of certain eligible assets transferred under the Master Repurchase Agreement (as defined in Note 10 — Repurchase Facilities, Notes Payable and Credit Facilities) with Barclays.
Real Estate-Related Securities
4 unchanged sentences
These investments are carried at their estimated fair value with unrealized gains and losses reported in other comprehensive (loss) income.
−Removed: During the year ended December 31, 2022, the Company invested $ 558.2 million in CMBS.
−Removed: As of December 31, 2022, the Company had investments in 20 CMBS with an estimated aggregate fair value of $ 538.1 million.
−Removed: In addition, the Company had an investment in an equity security with an estimated aggregate fair value of $ 38.2 million as of December 31, 2022, which is comprised of RTL Common Stock (as defined in Note 4 — Real Estate Assets) received as consideration in connection with the RTL Purchase and Sale Agreement.
+Added: The amortized cost of the Company’s CMBS is adjusted for amortization of premiums and accretion of discounts to maturity computed under the effective interest method.
+Added: In addition, the Company had an investment in an equity security as of December 31, 2023, which is comprised of Global Net Lease, Inc.’s common stock (“GNL Common Stock”).
+Added: The GNL Common Stock was converted from RTL Common Stock, which was received as consideration in connection with the RTL Purchase and Sale Agreement (both of which are defined in Note 4 — Real Estate Assets), upon the consummation of the transactions pursuant to the agreement and plan of merger by and among Global Net Lease, Inc.
+Added: GNL) (“GNL”) and The Necessity Retail REIT, Inc.
+Added: RTL) (“RTL”), among others.
+Added: The RTL Common Stock was cancelled in accordance with the terms of the aforementioned agreement and plan
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: of merger and was converted into 0.670 shares of GNL Common Stock during the year ended December 31, 2023.
This investment is carried at its estimated fair value with unrealized gains and losses reported on the consolidated statements of operations.
−Removed: During the year ended December 31, 2022, the Company recorded $ 4.1 million of dividend income on RTL Common Stock, which is included in interest expense and other, net on the consolidated statements of operations.
−Removed: The Company also recorded $ 15.1 million of unrealized loss on RTL Common Stock during the year ended December 31, 2022, which is included in unrealized loss on equity security on the consolidated statements of operations.
−Removed: The Company monitors its available-for-sale securities for changes in fair value.
−Removed: A loss is recognized when the Company determines that a decline in the estimated fair value of a security below its amortized cost has resulted from a credit loss or other factors.
−Removed: The Company records impairments related to credit losses through current expected credit losses.
−Removed: However, the allowance is limited by the amount that the fair value is less than the amortized cost basis.
+Added: During the years ended December 31, 2023 and 2022, the Company earned $ 5.6 million and $ 4.1 million, respectively, of dividend income on GNL Common Stock, which is included in other (expense) income, net on the consolidated statements of operations.
+Added: The Company monitors its CMBS for changes in fair value.
+Added: A loss is recognized when the Company determines that a decline in the estimated fair value of a security below its amortized cost has resulted from a credit loss or other factors, such as market conditions.
+Added: Such losses that are credit related are recorded as a current expected credit loss in increase in provision for credit losses on the Company’s consolidated statements of operations.
+Added: Subsequent cumulative adverse changes in expected cash flows on the Company’s CMBS are recognized as an increase to current expected credit losses.
+Added: However, the allowance is limited to the amount by which the CMBS’ amortized cost exceeds its fair value.
+Added: Favorable changes in expected cash flows are recognized as a decrease to current expected credit losses.
For additional information regarding the Company’s process for estimating current expected credit losses for its real estate-related securities, see the Current Expected Credit Losses section below.
−Removed: The amortized cost of real estate-related securities is adjusted for amortization of premiums and accretion of discounts to maturity computed under the effective interest method and is recorded in the accompanying consolidated statements of operations in interest income.
−Removed: Upon the sale of a security, the realized net gain or loss is computed on the specific identification method.
−Removed: Interest earned is either received in cash or capitalized to real estate-related securities in the Company’s consolidated balance sheets.
+Added: Interest earned is either received in cash or capitalized to CMBS in the Company’s consolidated balance sheets.
Interest is capitalized when certain conditions are met as specified in each security agreement.
−Removed: During the years
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: ended December 31, 2022 and 2021, the Company capitalized $ 1.1 million and $ 974,000 , respectively, of interest income to real estate-related securities.
Loans Held-for-Investment
1 unchanged sentence
The Company intends to hold the loans held-for-investment for the foreseeable future or until maturity.
−Removed: Loans held-for-investment are carried on the Company’s consolidated balance sheets at amortized cost, net of any current expected credit losses.
−Removed: Discounts or premiums, origination fees and exit fees are amortized as a component of interest income using the effective interest method over the life of the respective loans, or on a straight-line basis when it approximates the effective interest method.
−Removed: Upon the sale of a loan, the realized net gain or loss is computed on the specific identification method.
+Added: Loans held-for-investment are carried on the Company’s consolidated balance sheets at amortized cost, net of any current expected credit losses and are adjusted for amortization of premiums and accretion of discounts to maturity.
Interest earned is either received in cash or capitalized to loans held-for-investment and related receivables, net in the Company’s consolidated balance sheets.
Interest is capitalized when certain conditions are met as specified in each loan agreement.
−Removed: During the year ended December 31, 2022, the Company capitalized $ 62,000 of interest income to loans held-for-investment.
−Removed: Accrual of interest income is suspended on nonaccrual loans.
Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status.
−Removed: Interest collected is recognized on a cash basis by crediting income when received.
−Removed: Loans may be restored to accrual status when all principal and interest are current and full repayment of the remaining contractual principal and interest are reasonably assured.
−Removed: As of December 31, 2022, one of the Company’s liquid corporate senior loan investments was on nonaccrual status with a carrying value of $ 2.9 million, which represented less than 1 % of the carrying value of the Company’s liquid corporate senior loans portfolio.
+Added: See the Revenue Recognition section below for additional information regarding the Company’s revenue from lending activities.
Current Expected Credit Losses
1 unchanged sentence
2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”), on January 1, 2020.
−Removed: Current expected credit losses (“CECL”) required under ASU 2016-13 reflects the Company’s current estimate of potential credit losses related to the Company’s loans held-for-investment included in the consolidated balance sheets.
+Added: Current expected credit losses (“CECL”) required under ASU 2016-13 reflects the Company’s current estimate of potential credit losses related to the Company’s loans held-for-investment and CMBS included in the consolidated balance sheets.
Changes to current expected credit losses are recognized through net income on the Company’s consolidated statements of operations.
While ASU 2016-13 does not require any particular method for determining current expected credit losses, it does specify current expected credit losses should be based on relevant information about past events, including historical loss experience, current portfolio and market conditions, and reasonable and supportable forecasts for the duration of each respective loan.
−Removed: In addition, other than a few narrow exceptions, ASU 2016-13 requires that all financial instruments subject to the credit loss model have some amount of loss reserve to reflect the GAAP principal underlying the credit loss model that all loans, debt securities, and similar assets have some inherent risk of loss, regardless of credit quality, subordinate capital, or other mitigating factors.
+Added: In addition, other than a few narrow exceptions, ASU 2016-13 requires that all financial instruments subject to the credit loss model should have some amount of loss reserve to reflect the GAAP principal underlying the credit loss model that all loans, debt securities, and similar assets have some inherent risk of loss, regardless of credit quality, subordinate capital, or other mitigating factors.
The Company estimates the current expected credit loss for its first mortgage loans primarily using the Weighted Average Remaining Maturity method, which has been identified as an acceptable method for estimating CECL reserves in the Financial Accounting Standards Board (“FASB”) Staff Q&A Topic 326, No.
2 unchanged sentences
For such loans that the Company determines that foreclosure of the collateral is probable, the Company measures the expected losses based on the difference between the fair value of the collateral less costs to sell and the amortized cost basis of the loan as of the measurement date.
−Removed: For collateral-dependent loans that the Company determines foreclosure is not probable, the Company applies a practical expedient to estimate expected losses using the difference between the collateral’s fair value (less costs to sell the asset if repayment is expected through the sale of the collateral) and the amortized cost basis of the loan.
−Removed: For the Company’s liquid corporate senior loans and corporate senior loans, the Company uses a probability of default and loss given default method using a comparable data set.
−Removed: The Company may use other acceptable alternative approaches in the future depending on, among other factors, the type of loan, underlying collateral, and availability of relevant historical market loan loss data.
−Removed: The Company adopted ASU 2016-13 using the modified retrospective method for all financial assets measured at amortized cost.
−Removed: Prior to adoption, the Company had no current expected credit losses on its consolidated balance sheets.
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: Company recorded a cumulative-effective adjustment to the opening retained earnings in its consolidated statement of stockholders’ equity as of January 1, 2020 of $ 2.0 million.
−Removed: Quarterly, the Company evaluates the risk of all loans and assigns a risk rating based on a variety of factors, grouped as follows:
+Added: collateral-dependent loans that the Company determines foreclosure is not probable, the Company applies a practical expedient to estimate expected losses using the difference between the collateral’s fair value and the amortized cost basis of the loan.
+Added: For the Company’s liquid corporate senior loans and corporate senior loans, the Company uses a probability of default and loss given default method using a comparable data set.
+Added: The Company may use other acceptable alternative approaches in the future depending on, among other factors, the type of loan, underlying collateral, and availability of relevant historical market loan loss data.
+Added: Quarterly, the Company evaluates the risk of all loans held-for-investment and assigns a risk rating based on a variety of factors, grouped as follows:
(i) loan and credit structure, including the as-is loan-to-value (“LTV”) ratio and structural features;
32 unchanged sentences
In estimating credit losses related to real estate-related securities, management considers a variety of factors, including, but not limited to, the extent to which the fair value is less than the amortized cost basis, recent events specific to the security, industry or geographic area, the payment structure of the security, the failure of the issuer of the security to make scheduled interest or principal payments, and external credit ratings and recent changes in such ratings.
+Added: Credit losses, if any, are estimated by calculating the difference between (i) the present value of estimated cash flows expected to be collected from the security discounted at the yield determined as of the initial acquisition date or, if since revised, as of the last date previously revised, and (ii) the net amortized cost basis of the security.
+Added: Significant judgment is used in estimating future cash flows for the Company’s real estate-related securities.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Deferred Financing Costs
4 unchanged sentences
Debt issuance costs related to securing a revolving line of credit are presented as an asset and amortized ratably over the term of the line of credit arrangement.
−Removed: As such, the Company’s current and corresponding prior period total deferred costs, net in the accompanying consolidated balance sheets relate only to the revolving
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: loan portion of the credit facilities and the historical presentation, amortization and treatment of unamortized costs are still applicable.
+Added: As such, the Company’s current and corresponding prior period total deferred costs, net in the accompanying consolidated balance sheets relate only to the revolving loan portion of the credit facilities and the historical presentation, amortization and treatment of unamortized costs are still applicable.
As of December 31, 2023 and 2022, the Company had $ 12.1 million and $ 16.4 million, respectively, of deferred financing costs, net of accumulated amortization, related to the revolving loan portion of the credit facilities.
22 unchanged sentences
Upon successful lease execution, leasing commissions are capitalized.
−Removed: Development Activities
−Removed: Project costs and expenses, including interest incurred, associated with the development, construction and lease-up of a real estate project are capitalized as construction in progress.
−Removed: During the years ended December 31, 2022 and 2021, the Company capitalized $ 14.0 million and $ 9.8 million, respectively, of expenses associated with the development of condominiums acquired via foreclosure, which is included in condominium developments in the accompanying consolidated balance sheets.
−Removed: Included in the amounts capitalized during the years ended December 31, 2022 and 2021 was $ 1.7 million and $ 1.8 million, respectively, of capitalized interest expense.
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: Development Activities
+Added: Project costs and expenses, including interest incurred, associated with the development, construction and lease-up of a real estate project are capitalized as construction in progress.
+Added: For additional information, refer to Note 4 — Real Estate Assets.
Revenue Recognition
11 unchanged sentences
Revenue from lending activities
−Removed: Interest income from the Company’s loans held-for-investment and real estate-related securities is comprised of interest earned on loans and the accretion and amortization of net loan origination fees and discounts.
+Added: Interest income from the Company’s loans held-for-investment and CMBS is recognized using the effective interest method (or the modified straight-line method when it is materially consistent with the effective interest method).
+Added: Interest income is comprised of interest earned on credit investments and the accretion and amortization of net loan origination fees and discounts recognized through the life of each investment.
Interest income on loans is accrued as earned, with the accrual of interest suspended when the related loan becomes a nonaccrual loan.
−Removed: Interest income on the Company’s liquid corporate senior loans is accrued as earned beginning on the settlement date.
+Added: Interest income on the Company’s liquid corporate senior loans and corporate senior loans is accrued as earned beginning on the settlement date.
+Added: Upon the sale of a security, the realized net gain or loss is computed on the specific identification method.
+Added: Accrual of interest income is suspended on nonaccrual loans.
+Added: Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status.
+Added: Interest collected is recognized on a cash basis when received or as a reduction in the amortized cost basis, based on specific facts and circumstances, until accrual is resumed when the loan becomes contractually current and the Company believes all future principal and interest will be received according to the contractual loan terms.
The Company elected to be taxed, and currently qualifies, as a REIT for federal income tax purposes under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, commencing with the taxable year ended December 31, 2012.
4 unchanged sentences
Earnings (loss) per share are calculated based on the weighted average number of shares of common stock outstanding during each period presented.
−Removed: Diluted income (loss) per share considers the effect of any potentially dilutive share equivalents, of which the Company had no ne for each of the years ended December 31, 2022, 2021 or 2020.
+Added: Diluted income (loss) per share considers the effect of any potentially dilutive share equivalents,
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: of which the Company had no ne for each of the years ended December 31, 2023, 2022 or 2021.
Distributions per share are calculated based on the authorized monthly distribution rate.
4 unchanged sentences
This segment also includes investments in real estate-related securities, liquid corporate senior loans and corporate senior loans.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Real estate — engages primarily in acquiring and managing geographically diversified income-producing retail, industrial and office properties that are primarily single-tenant properties, which are leased to creditworthy tenants under long-term net leases.
3 unchanged sentences
Except as otherwise stated below, the Company is currently evaluating the effect that certain new accounting requirements may have on the Company’s accounting and related reporting and disclosures in the Company’s consolidated financial statements.
−Removed: In January 2021, the FASB issued ASU No.
−Removed: 2021-01, Reference Rate Reform (Topic 848) (“ASU 2021-01”).
−Removed: The amendments in ASU 2021-01 clarify that certain optional expedients and exceptions for contract modifications and hedge accounting apply to derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of the discontinuation of the use of the London Interbank Offered Rate (“LIBOR”) as a benchmark interest rate due to reference rate reform.
−Removed: ASU 2021-01 is effective immediately for all entities with the option to apply retrospectively as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, and can be applied prospectively to any new contract modifications made on or after January 7, 2021.
−Removed: The Company currently uses LIBOR and the secured overnight financing rate (“SOFR”) as its benchmark interest rate for its derivative instruments.
−Removed: The Company has evaluated the impact of this ASU’s adoption, and has determined that this ASU will not have a material impact on its consolidated financial statements.
−Removed: In December 2022, the FASB issued ASU No.
−Removed: 2022-06, Deferral of the Sunset Date of Topic 848 (“ASU 2022-06”) which was issued to defer the sunset date of Reference Rate Reform (Topic 848):
−Removed: Facilitation of the Effects of Reference Rate Reform to December 31, 2024.
−Removed: ASU 2022-06 is effective immediately for all companies.
+Added: On March 31, 2022, the FASB issued ASU No.
+Added: 2022-02, Troubled Debt Restructurings and Vintage Disclosures (Topic 326) (“ASU 2022-02”).
+Added: ASU 2022-02 eliminates the recognition and measurement guidance for troubled debt restructurings (“TDRs”) and, instead, requires that an entity evaluate (consistent with the accounting for other loan modifications) whether the modification represents a new loan or a continuation of an existing loan.
+Added: The ASU also enhances existing disclosure requirements and introduces new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty.
+Added: The ASU became effective for the Company beginning January 1, 2023 and is generally to be applied prospectively.
ASU 2022-02 did not have an impact on the Company’s consolidated financial statements for the year ended December 31, 2023.
1 unchanged sentence
2022-03, Fair Value Measurement (Topic 820):
−Removed: Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions .
+Added: Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions (“ASU 2022-03”).
The amendments in this update clarify the guidance in Topic 820 when measuring the fair value of an equity security subject to contractual sale restrictions and introduce new disclosure requirements related to such equity securities.
−Removed: The amendments are effective for fiscal years beginning after December 15, 2023, with early adoption permitted.
−Removed: The Company is currently evaluating the impact of this guidance on its consolidated financial statements.
+Added: The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those annual periods, with early adoption permitted.
+Added: The Company does not believe the adoption of ASU 2022-03 will have an impact on its consolidated financial statements and disclosures.
+Added: In August 2023, the FASB issued ASU No.
+Added: 2023-05, Business Combinations-Joint Venture Formations (Subtopic 805-60):
+Added: Recognition and Initial Measurement (“ASU 2023-05”).
+Added: ASU 2023-05 applies to the formation of a joint venture and requires a joint venture to initially measure all contributions received upon its formation at fair value.
+Added: The guidance is intended to reduce diversity in practice and provide users of joint venture financial statements with more decision-useful information.
+Added: The amendments are effective prospectively for all joint venture formations with a formation date on or after January 1, 2025.
+Added: The Company does not believe the adoption of ASU 2023-05 will have a material impact on its consolidated financial statements and disclosures.
+Added: In November 2023, the FASB issued ASU No.
+Added: 2023-07, Segment Reporting (Topic 280):
+Added: Improvements to Reportable Segment Disclosures (“ASU 2023-07”).
+Added: ASU 2023-07 enhances the disclosures required for reportable segments on an annual and interim basis.
+Added: ASU 2023-07 is effective on a retrospective basis for annual periods beginning after December 15, 2023, for interim periods within fiscal years beginning after December 15, 2024, and early adoption is permitted.
+Added: The Company does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements and disclosures.
NOTE 3 — FAIR VALUE MEASUREMENTS
1 unchanged sentence
GAAP emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions.
6 unchanged sentences
The following describes the methods the Company uses to estimate the fair value of the Company’s financial assets and liabilities:
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: Real estate-related securities — The Company generally determines the fair value of its real estate-related securities by utilizing broker-dealer quotations, reported trades or valuation estimates from pricing models to determine the reported price.
−Removed: Pricing models for real estate-related securities are generally discounted cash flow models that usually consider the attributes applicable to a particular class of security (e.g., credit rating, seniority), current market data, and estimated cash flows for each class and incorporate deal collateral performance such as prepayment speeds and default rates, as available.
+Added: Real estate-related securities — The Company generally determines the fair value of its CMBS by utilizing broker-dealer quotations, reported trades or valuation estimates from pricing models to determine the reported price.
+Added: Pricing models for CMBS are generally discounted cash flow models that usually consider the attributes applicable to a particular class of security (e.g., credit rating, seniority), current market data, and estimated cash flows for each class and incorporate deal collateral performance such as prepayment speeds and default rates, as available.
Depending upon the significance of the fair value inputs used in determining these fair values, these securities are valued using Level 1, Level 2 or Level 3 inputs.
−Removed: As of December 31, 2022, the Company concluded that $ 348.2 million of its CMBS fell under Level 2 and $ 189.9 million of its CMBS fell under Level 3.
+Added: A breakout of the Company’s CMBS Level 2 and Level 3 positions as of December 31, 2023 and 2022 can be found in the tables under Items Measured at Fair Value on a Recurring Basis below.
The Company’s equity security investment is valued using Level 1 inputs.
5 unchanged sentences
The estimated fair value of the Company’s debt as of December 31, 2022 was $ 4.32 billion, compared to a carrying value of $ 4.44 billion.
−Removed: Derivative instruments — The Company’s derivative instruments are comprised of interest rate caps.
−Removed: All derivative instruments are carried at fair value and are valued using Level 2 inputs.
−Removed: The fair value of these instruments is determined using interest rate market pricing models.
−Removed: In addition, credit valuation adjustments are incorporated into the fair values to account for the Company’s potential nonperformance risk and the performance risk of the respective counterparties.
+Added: Derivative instruments — The Company’s derivative instruments were comprised of interest rate caps.
+Added: All derivative instruments were carried at fair value and were valued using Level 2 inputs.
+Added: The fair value of these instruments was determined using interest rate market pricing models.
+Added: In addition, credit valuation adjustments were incorporated into the fair values to account for the Company’s potential nonperformance risk and the performance risk of the respective counterparties.
Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with those derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties.
1 unchanged sentence
As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.
−Removed: Loans held-for-investment — The Company’s loans held-for-investment are recorded at cost upon origination and adjusted by net loan origination fees and discounts.
+Added: Loans held-for-investment — The Company’s loans held-for-investment are recorded at cost upon origination, net of loan origination fees and discounts.
The Company estimates the fair value of its loans held-for-investment by performing a present value analysis for the anticipated future cash flows using an appropriate market discount rate taking into consideration the credit risk.
1 unchanged sentence
The Company’s liquid corporate senior loans are classified as Level 2 or Level 3 depending on the number of market quotations or indicative prices from pricing services that are available, and whether the depth of the market is sufficient to transact at those prices in amounts approximating the Company’s investment position at the measurement date.
−Removed: As of December 31, 2022, $ 494.4 million and $ 168.0 million of the Company’s liquid corporate senior loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.
+Added: As of December 31, 2023, $ 445.7 million and $ 70.2 million of the Company’s liquid corporate senior
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.
As of December 31, 2022, $ 494.4 million and $ 168.0 million of the Company’s liquid corporate senior loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.
7 unchanged sentences
The Company does not expect that changes in classifications between levels will be frequent.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Items Measured at Fair Value on a Recurring Basis
−Removed: In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets and liabilities that are required to be measured at fair value on a recurring basis as of December 31, 2022 and 2021 (in thousands):
−Removed: Balance as of
−Removed: December 31, 2022 Quoted Prices in
+Added: In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets that are required to be measured at fair value on a recurring basis as of December 31, 2023 and 2022 (in thousands):
+Added: Balance as of December 31, 2023
+Added: Quoted Prices in
Active Markets for
6 unchanged sentences
Equity security 42,999 42,999 — —
−Removed: Interest rate caps 5,040 — 5,040 —
Total financial assets $ 519,714 $ 42,999 $ 347,634 $ 129,081
−Removed: $ 581,431 $ 38,249 $ 353,281 $ 189,901
−Removed: Balance as of
−Removed: December 31, 2021 Quoted Prices in
+Added: Balance as of December 31, 2022
+Added: Quoted Prices in
Active Markets for
5 unchanged sentences
CMBS $ 538,142 $ — $ 348,241 $ 189,901
−Removed: Preferred units 63,490 — — 63,490
−Removed: Marketable security 110 110 — —
+Added: Equity security
+Added: 38,249 38,249 — —
Interest rate caps 5,040 — 5,040 —
Total financial assets $ 581,431 $ 38,249 $ 353,281 $ 189,901
−Removed: $ 105,650 $ 110 $ 179 $ 105,361
−Removed: Financial liabilities:
−Removed: Interest rate swaps $ ( 2,466 ) $ — $ ( 2,466 ) $ —
−Removed: Total financial liabilities $ ( 2,466 ) $ — $ ( 2,466 ) $ —
CIM REAL ESTATE FINANCE TRUST, INC.
3 unchanged sentences
Total gains and losses:
−Removed: Unrealized gain included in other comprehensive (loss) income, net 2,197
+Added: Unrealized loss included in other comprehensive (loss) income, net
Purchases and payments received:
+Added: Conversion of preferred units (1)
Discounts, net 1,254
Capitalized interest income 1,110
−Removed: Principal payments received
−Removed: Sales ( 1,781 )
+Added: Net transfers (2)
Balance, December 31, 2022
1 unchanged sentence
Unrealized loss included in other comprehensive (loss) income, net
+Added: Current expected credit losses (3)
Purchases and payments received:
−Removed: Conversion of preferred units (1)
Discounts, net 10,067
Capitalized interest income 1,160
−Removed: Net transfers (2)
Ending Balance, December 31, 2023
3 unchanged sentences
(2) One of the Company’s CMBS instruments in two different tranches was transferred into Level 3 during the year ended December 31, 2022 due to a decrease in transparency of inputs and observable prices in the market.
+Added: (3) Does not include $ 7.1 million of unrealized losses recognized prior to January 1, 2023 that were reclassified from other comprehensive loss on the consolidated statements of comprehensive (loss) income to increase in provision for credit losses on the consolidated statements of operations during the year ended December 31, 2023.
Items Measured at Fair Value on a Non-Recurring Basis (Including Impairment Charges)
Certain financial and nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment.
−Removed: The Company’s process for identifying and recording impairment related to real estate assets and intangible assets is discussed in Note 2 — Summary of Significant Accounting Policies.
−Removed: As discussed in Note 4 — Real Estate Assets, during the year ended December 31, 2022, real estate assets related to 23 properties were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 123.9 million, resulting in impairment charges of $ 16.2 million.
−Removed: Additionally, during the year ended December 31, 2022, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 16.1 million.
−Removed: During the year ended December 31, 2021, real estate assets related to 12 properties were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 48.9 million, resulting in impairment charges of $ 6.0 million.
−Removed: Additionally, during the year ended December 31, 2021, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 12.1 million.
−Removed: During the year ended December 31, 2020, real estate assets related to 12 properties were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 86.4 million, resulting in impairment charges of $ 16.7 million.
+Added: The Company’s process for identifying and recording impairment related to credit investments, real estate assets and intangible assets is discussed in Note 2 — Summary of Significant Accounting Policies.
+Added: As of December 31, 2023, the Company had an aggregate $ 57.8 million asset-specific credit loss reserve related to two of the Company’s first mortgage loans with an aggregate carrying value of $ 263.4 million.
+Added: The asset-specific credit loss reserve was recorded based on the Company’s estimation of the fair value of the first mortgage loans’ aggregate underlying collateral as of December 31, 2023.
+Added: These loans are therefore measured at fair value on a nonrecurring basis using significant unobservable inputs, and are classified as Level 3 assets in the fair value hierarchy.
+Added: The Company considered a variety of inputs including property performance, market data and comparable sales, as applicable.
+Added: The significant unobservable inputs used include the terminal capitalization rate, which ranged from 7.5 % to 8.0 %, and the discount rate, which ranged from 8.5 % to 9.5 %.
+Added: For additional information regarding the first mortgage loans, refer to Note 8 — Loans Held-For-Investment.
+Added: During the years ended December 31, 2022 and December 31, 2021, the Company had no asset-specific credit loss reserves related to the Company’s first mortgage loans.
+Added: As discussed in Note 4 — Real Estate Assets, during the year ended December 31, 2023, real estate assets related to six properties were deemed to be impaired due to sales prices or revised cash flow estimates that were less than their respective carrying values, and their carrying values were reduced to an estimated fair value of $ 79.8 million, resulting in impairment charges of $ 20.4 million.
+Added: Additionally, during the year ended December 31, 2023, certain condominium units were deemed to be impaired, primarily due to a decrease in expected sales prices and an increase in budgeted costs for certain units under development, and their carrying values were reduced to their estimated fair value, resulting in impairment charges of
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: $ 14.7 million.
+Added: During the year ended December 31, 2022, real estate assets related to 23 properties were deemed to be impaired, all of which were due to sales prices that were less than their respective carrying values, and their carrying values were reduced to an estimated fair value of $ 123.9 million, resulting in impairment charges of $ 16.2 million.
+Added: Additionally, during the year ended December 31, 2022, certain condominium units were deemed to be impaired, primarily due to a decrease in list prices and an increase in budgeted costs for certain units under development, and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 16.1 million.
+Added: During the year ended December 31, 2021, real estate assets related to 12 properties were deemed to be impaired, of which impairment at eight properties was due to sales prices that were less than their respective carrying values and impairment at four properties was due to vacancy, and their carrying values were reduced to an estimated fair value of $ 48.9 million, resulting in impairment charges of $ 6.0 million.
+Added: Additionally, during the year ended December 31, 2021, certain condominium units were deemed to be impaired due to an increase in budgeted costs for certain units under development, and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 12.1 million.
The Company estimates fair values using Level 3 inputs and a combined income and market approach, specifically using discounted cash flow analysis and recent comparable sales transactions.
5 unchanged sentences
and (5) re-leasing assumptions, including the number of months to re-lease, market rental income and required tenant improvements.
−Removed: There are inherent uncertainties in making these estimates such as market conditions
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: and the future performance and sustainability of the Company’s tenants.
+Added: There are inherent uncertainties in making these estimates such as market conditions and the future performance and sustainability of the Company’s tenants.
The Company determined that the selling prices used to determine the fair values were Level 2 inputs.
The following summarizes the ranges of discount rates and terminal capitalization rates used for the Company’s impairment test for the real estate assets during the years ended December 31, 2023 and 2022 :
−Removed: Year Ended December 31, 2022 Year Ended December 31, 2021
+Added: Year Ended December 31, 2023
+Added: Year Ended December 31, 2022
Discount Rate Terminal Capitalization Rate Discount Rate Terminal Capitalization Rate
15 unchanged sentences
Property Acquisitions
−Removed: During the year ended December 31, 2022, the Company did not acquire any properties.
−Removed: 2022 Condominium Development Project
−Removed: During the year ended December 31, 2022, the Company capitalized $ 14.0 million of expenses associated with the development of condominiums acquired via foreclosure, which is included in condominium developments in the accompanying consolidated balance sheets.
−Removed: 2022 Condominium Dispositions
−Removed: During the year ended December 31, 2022, the Company disposed of condominium units for an aggregate sales price of $ 40.7 million, resulting in proceeds of $ 33.0 million after closing costs and a gain of $ 4.1 million.
−Removed: The Company has no continuing involvement that would preclude sale treatment with these condominium units.
−Removed: The gain on sale of condominium units is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
−Removed: 2022 Property Dispositions
−Removed: On December 20, 2021, certain subsidiaries of the Company entered into an Agreement of Purchase and Sale, as amended (the “RTL Purchase and Sale Agreement”), with American Finance Trust, Inc.
−Removed: (now known as The Necessity Retail REIT, Inc.) (NASDAQ:
−Removed: RTL) (“RTL”), American Finance Operating Partnership, L.P.
−Removed: (now known as The Necessity Retail REIT Operating Partnership, L.P.) (“RTL OP”), and certain of their subsidiaries (collectively, the “Purchaser”) to sell to the Purchaser 79 shopping centers and two single-tenant properties encompassing approximately 9.5 million gross rentable square feet of commercial space across 27 states for total consideration of $ 1.32 billion (the “Purchase Price”).
−Removed: The Purchase Price included the Purchaser’s option to seek the assumption of certain existing debt, and the Purchaser’s issuance of up to $ 53.4 million in value of RTL’s Class A common stock, par value $ 0.01 per share (“RTL Common Stock”), or Class A units in RTL OP (“RTL OP Units”), subject to certain limits described more fully in the RTL Purchase and Sale Agreement.
−Removed: During the year ended December 31, 2022, the Company disposed of 134 properties, including 69 retail properties, 56 anchored shopping centers, six industrial properties and three office buildings, and an outparcel of land for an aggregate gross sales price of $ 1.69 billion, resulting in net proceeds of $ 1.69 billion after closing costs and a gain of $ 117.8 million.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: in this amount of properties disposed were the two properties previously owned through the Consolidated Joint Venture.
−Removed: The sale of 81 of these properties closed pursuant to the RTL Purchase and Sale Agreement for total consideration of $ 1.33 billion, which consisted of $ 1.28 billion in cash proceeds and $ 53.4 million of RTL Common Stock, which shares are subject to certain registration rights as described in the RTL Purchase and Sale Agreement.
−Removed: Such shares are included in real estate-related securities in the consolidated balance sheets.
−Removed: During the year ended December 31, 2022, the Company recognized earnout income of $ 70.0 million related to the disposition of properties pursuant to the RTL Purchase and Sale Agreement, and recorded a related receivable of $ 12.2 million, which is included in prepaid expenses and other assets in the consolidated balance sheets as of December 31, 2022.
−Removed: Subsequent to December 31, 2022, the Company collected the $ 12.2 million earnout income related receivable in full.
−Removed: The Company has no continuing involvement that would preclude sale treatment with these properties.
−Removed: The gain on sale of real estate, including the earnout income, is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
−Removed: 2022 Impairment
−Removed: The Company performs quarterly impairment review procedures, primarily through continuous monitoring of events and changes in circumstances that could indicate that the carrying value of certain of its real estate assets may not be recoverable.
−Removed: See Note 2 — Summary of Significant Accounting Policies for a discussion of the Company’s accounting policies regarding impairment of real estate assets.
−Removed: During the year ended December 31, 2022, 23 properties totaling approximately 962,000 square feet with a carrying value of $ 140.1 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 123.9 million, resulting in impairment charges of $ 16.2 million, which were recorded in the consolidated statements of operations.
−Removed: Additionally, during the year ended December 31, 2022, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 16.1 million, which were recorded in the consolidated statements of operations.
−Removed: See Note 3 — Fair Value Measurements for a further discussion regarding these impairment charges.
−Removed: 2021 Property Acquisitions
+Added: During the years ended December 31, 2023 and 2022, the Company did not acquire any properties.
During the year ended December 31, 2021, the Company acquired 115 commercial properties in connection with the merger with CIM Income NAV, Inc.
1 unchanged sentence
The Company funded the 2021 Property Acquisitions acquired in connection with the CIM Income NAV Merger with the consideration received in connection with the CIM Income NAV Merger.
−Removed: Five of the 2021 Property Acquisitions with a fair value of $ 66.5 million were classified as held for sale in connection with the RTL Purchase and Sale Agreement as of December 31, 2021.
+Added: Five of the 2021 Property Acquisitions with a fair value of $ 66.5 million were classified as held for sale in connection with the RTL Purchase and Sale Agreement (as defined below) as of December 31, 2021.
The following table summarizes the purchase price allocation for the 2021 Property Acquisitions (in thousands):
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
2021 Property Acquisitions
10 unchanged sentences
(3) The amortization period for acquired intangible lease liabilities is 14.8 years.
−Removed: 2021 Assets Acquired Via Foreclosure
During the year ended December 31, 2021, the Company completed foreclosure proceedings to take control of the assets which previously secured its eight mezzanine loans, including 75 condominium units and 21 rental units across four buildings, including certain units that are under development.
No land was acquired in connection with the foreclosure.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
The following table summarizes the purchase price allocation for the real estate acquired via foreclosure (in thousands):
6 unchanged sentences
Condominium Development Project
−Removed: During the year ended December 31, 2021, the Company capitalized $ 9.8 million of expenses as construction in progress associated with the development of condominiums acquired via foreclosure, which is included in condominium developments in the accompanying consolidated balance sheets.
+Added: During the years ended December 31, 2023 and 2022, the Company capitalized $ 12.0 million and $ 14.0 million, respectively, of expenses associated with the development of condominiums acquired via foreclosure, which is included in condominium developments in the accompanying consolidated balance sheets.
+Added: Included in the amounts capitalized during the years ended December 31, 2023 and 2022 was $ 1.0 million and $ 1.7 million, respectively, of capitalized interest expense.
Condominium Dispositions
During the year ended December 31, 2023, the Company disposed of condominium units for an aggregate sales price of $ 51.2 million, resulting in proceeds of $ 47.1 million after closing costs and a gain of $ 3.6 million.
+Added: During the year ended December 31, 2022, the Company disposed of condominium units for an aggregate sales price of $ 40.7 million, resulting in proceeds of $ 33.0 million after closing costs and a gain of $ 4.1 million.
+Added: During the year ended December 31, 2021, the Company disposed of condominium units for an aggregate sales price of $ 42.3 million, resulting in proceeds of $ 37.8 million after closing costs and a gain of $ 5.9 million.
The Company has no continuing involvement that would preclude sale treatment with these condominium units.
The gain on sale of condominium units is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
−Removed: 2021 Property Dispositions and Real Estate Assets Held for Sale
+Added: 2023 Property Dispositions
+Added: On December 29, 2022, certain subsidiaries of the Company entered into an Agreement of Purchase and Sale (the “Realty Income Purchase and Sale Agreement”) with certain subsidiaries of Realty Income Corporation (NYSE:
+Added: O) (“Realty Income”), to sell to Realty Income 185 single-tenant net lease properties encompassing approximately 4.6 million gross rentable square feet of commercial space across 34 states for total consideration of $ 894.0 million.
+Added: The consideration was paid in cash.
+Added: During the year ended December 31, 2023, the Company disposed of 188 properties, including 184 retail properties, three industrial properties and one office building, for an aggregate gross sales price of $ 925.9 million, resulting in net proceeds of $ 914.4 million after closing costs and a net gain of $ 44.4 million.
+Added: The sale of 178 of these properties closed pursuant to the
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: Realty Income Purchase and Sale Agreement for total consideration of $ 861.0 million, resulting in proceeds of $ 852.6 million after closing costs and a gain of $ 32.3 million.
+Added: No properties are remaining to be sold pursuant to the Realty Income Purchase and Sale Agreement.
+Added: The Company has no continuing involvement that would preclude sale treatment with these properties.
+Added: The gain on sale of real estate is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
+Added: 2022 Property Dispositions
+Added: On December 20, 2021, certain subsidiaries of the Company entered into an Agreement of Purchase and Sale, as amended (the “RTL Purchase and Sale Agreement”), with American Finance Trust, Inc.
+Added: (subsequently RTL), American Finance Operating Partnership, L.P.
+Added: (subsequently known as The Necessity Retail REIT Operating Partnership, L.P.) (“RTL OP”), and certain of their subsidiaries (collectively, the “Purchaser”) to sell to the Purchaser 79 shopping centers and two single-tenant properties encompassing approximately 9.5 million gross rentable square feet of commercial space across 27 states for total consideration of $ 1.32 billion (the “Purchase Price”).
+Added: The Purchase Price included the Purchaser’s option to seek the assumption of certain existing debt, and the Purchaser’s issuance of up to $ 53.4 million in value of RTL’s Class A common stock, par value $ 0.01 per share (“RTL Common Stock”) (now GNL Common Stock;
+Added: refer to Note 2 — Summary of Significant Accounting Policies for additional information), or Class A units in RTL OP (“RTL OP Units”), subject to certain limits described more fully in the RTL Purchase and Sale Agreement.
+Added: During the year ended December 31, 2022, the Company disposed of 134 properties, including 69 retail properties, 56 anchored shopping centers, six industrial properties and three office buildings, and an outparcel of land for an aggregate gross sales price of $ 1.69 billion, resulting in net proceeds of $ 1.69 billion after closing costs and a gain of $ 117.8 million.
+Added: Included in this amount of properties disposed were the two properties previously owned through the Consolidated Joint Venture.
+Added: The sale of 81 of these properties closed pursuant to the RTL Purchase and Sale Agreement for total consideration of $ 1.33 billion, which consisted of $ 1.28 billion in cash proceeds and $ 53.4 million of RTL Common Stock, which shares were subsequently registered and are now freely tradable.
+Added: Such shares are included in real estate-related securities in the consolidated balance sheets.
+Added: During the year ended December 31, 2022, the Company recognized earnout income of $ 70.0 million related to the disposition of properties pursuant to the RTL Purchase and Sale Agreement, and recorded a related receivable of $ 12.2 million, which is included in prepaid expenses and other assets in the consolidated balance sheets as of December 31, 2022.
+Added: Subsequent to December 31, 2022, the Company collected the $ 12.2 million earnout income related receivable in full.
+Added: The Company has no continuing involvement that would preclude sale treatment with these properties.
+Added: The gain on sale of real estate, including the earnout income, is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
+Added: During the year ended December 31, 2023, the Company received $ 5.3 million in additional earnout proceeds upon the settlement of earnout claims related to the disposition of the properties pursuant to the RTL Purchase and Sale Agreement, which is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
+Added: 2021 Property Dispositions
During the year ended December 31, 2021, the Company disposed of 117 properties, consisting of 113 retail properties, three anchored shopping centers and one industrial property, and an outparcel of land for an aggregate gross sales price of $ 490.3 million, resulting in net proceeds of $ 475.8 million after closing costs and a gain of $ 77.2 million.
1 unchanged sentence
The gain on sale of real estate is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
−Removed: On December 20, 2021, certain subsidiaries of the Company entered into the RTL Purchase and Sale Agreement to sell 79 shopping centers and two single-tenant properties.
−Removed: As of December 31, 2021, these 81 properties were classified as held for sale with a carrying value of $ 1.3 billion included in assets held for sale in the accompanying consolidated balance sheets.
−Removed: Subsequent to December 31, 2021, the Company disposed of these properties in phases.
−Removed: 2021 Impairment
−Removed: During the year ended December 31, 2021, 12 properties totaling approximately 275,000 square feet with a carrying value of $ 54.9 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 48.9 million, resulting in impairment charges of $ 6.0 million, which were recorded in the consolidated statements of operations.
−Removed: Additionally, during the year ended December 31, 2021, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 12.1 million, which were recorded in the consolidated statements of operations.
−Removed: See Note 3 — Fair Value Measurements for a further discussion regarding these impairment charges.
−Removed: 2020 Property Acquisitions
−Removed: During the year ended December 31, 2020, the Company acquired 150 commercial properties, including 146 properties acquired in connection with the mergers with Cole Office & Industrial REIT (CCIT III), Inc.
−Removed: (“CCIT III”) and Cole Credit Property Trust V, Inc.
−Removed: (“CCPT V”) (the “CCIT III and CCPT V Mergers”), for an aggregate purchase price of $ 798.5 million (the “2020 Property Acquisitions”), which includes $ 7.9 million of external acquisition-related expenses that were capitalized.
−Removed: The Company funded the 2020 Property Acquisitions acquired in connection with the CCIT III and CCPT V Mergers with the consideration paid in the CCIT III and CCPT V Mergers, which consisted of the right to receive 1.098 and 2.892 shares of the Company’s common stock, respectively, for each issued and outstanding share of common stock of CCIT III and CCPT V, and funded the remaining acquisitions with proceeds from real estate dispositions and available borrowings.
+Added: The Company performs quarterly impairment review procedures, primarily through continuous monitoring of events and changes in circumstances that could indicate that the carrying value of certain of its real estate assets may not be recoverable.
+Added: See Note 2 — Summary of Significant Accounting Policies for a discussion of the Company’s accounting policies regarding impairment of real estate assets.
+Added: During the year ended December 31, 2023, six properties totaling approximately 377,000 square feet with a carrying value of $ 100.2 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 79.8 million, resulting in impairment charges of $ 20.4 million, which were recorded in the consolidated statements of operations.
+Added: Additionally, during the year ended December 31, 2023, certain condominium units were deemed to be impaired
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: The following table summarizes the purchase price allocation for the 2020 Property Acquisitions (in thousands):
−Removed: 2020 Property Acquisitions
−Removed: Land $ 166,395
−Removed: Buildings, fixtures and improvements 571,777
−Removed: Acquired in-place leases and other intangibles (1)
−Removed: Acquired above-market leases (2)
−Removed: Intangible lease liabilities (3)
−Removed: Total purchase price $ 798,500
−Removed: ______________________
−Removed: (1) The amortization period for acquired in-place leases and other intangibles is 8.9 years.
−Removed: (2) The amortization period for acquired above-market leases is 6.5 years.
−Removed: (3) The amortization period for acquired intangible lease liabilities is 9.7 years.
−Removed: 2020 Property Dispositions and Real Estate Assets Held for Sale
−Removed: During the year ended December 31, 2020, the Company disposed of 30 properties, consisting of 20 retail properties and 10 anchored shopping centers for an aggregate gross sales price of $ 270.4 million, resulting in net proceeds of $ 263.8 million after closing costs and disposition fees due to CMFT Management or its affiliates, and a recorded gain of $ 27.5 million.
−Removed: The Company has no continuing involvement with these properties.
−Removed: The gain on sale of real estate is included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
−Removed: As of December 31, 2020, there was one property classified as held for sale with a carrying value of $ 3.5 million included in assets held for sale in the accompanying consolidated balance sheets.
−Removed: Subsequent to December 31, 2020, the Company disposed of the property.
−Removed: 2020 Impairment
+Added: and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 14.7 million, which were recorded in the consolidated statements of operations.
During the year ended December 31, 2022, 23 properties totaling approximately 962,000 square feet with a carrying value of $ 140.1 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 123.9 million, resulting in impairment charges of $ 16.2 million, which were recorded in the consolidated statements of operations.
−Removed: See Note 3 — Fair Value Measurements for a further discussion regarding these impairment charges.
+Added: Additionally, during the year ended December 31, 2022, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 16.1 million, which were recorded in the consolidated statements of operations.
+Added: During the year ended December 31, 2021, 12 properties totaling approximately 275,000 square feet with a carrying value of $ 54.9 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 48.9 million, resulting in impairment charges of $ 6.0 million, which were recorded in the consolidated statements of operations.
+Added: Additionally, during the year ended December 31, 2021, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 12.1 million, which were recorded in the consolidated statements of operations.
+Added: See Note 3 — Fair Value Measurements for a further discussion regarding impairment charges during the years ended December 31, 2023, 2022 and 2021.
NOTE 5 — INTANGIBLE LEASE ASSETS AND LIABILITIES
5 unchanged sentences
Acquired above-market leases, net of accumulated amortization of $ 3,029 and $ 4,210 , respectively (with a weighted average life remaining of 11.1 years and 12.9 years, respectively)
−Removed: 10,639 12,774
Total intangible lease assets, net $ 101,451 $ 185,593
2 unchanged sentences
$ 13,354 $ 19,054
−Removed: Amortization of the above-market leases is recorded as a reduction to rental and other property income, and amortization expense for the in-place leases and other intangibles is included in depreciation and amortization in the accompanying
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: consolidated statements of operations.
+Added: Amortization of the above-market leases is recorded as a reduction to rental and other property income, and amortization expense for the in-place leases and other intangibles is included in depreciation and amortization in the accompanying consolidated statements of operations.
Amortization of below-market leases is recorded as an increase to rental and other property income in the accompanying consolidated statements of operations.
5 unchanged sentences
Below-market lease amortization $ 1,348 $ 1,990 $ 5,393
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
As of December 31, 2023, the estimated amortization relating to the intangible lease assets and liabilities is as follows (in thousands):
8 unchanged sentences
NOTE 6 — INVESTMENT IN UNCONSOLIDATED ENTITIES
−Removed: During the year ended December 31, 2021, the Company entered into the Unconsolidated Joint Venture, of which the Company owns 50 % of the outstanding equity.
+Added: During the year ended December 31, 2021, the Company entered into the Unconsolidated Joint Venture, of which the Company owns, indirectly through CMFT MT JV Holdings, LLC and CLR NP Holdings, LLC, a subsidiary of CLR, approximately 50 % of the outstanding equity.
The Unconsolidated Joint Venture holds approximately 91 % of the membership interest in the NewPoint JV.
−Removed: Through the Unconsolidated Joint Venture, the Company has a 45 % interest in the NewPoint JV and accounts for its investment under the equity method.
+Added: Through the Unconsolidated Joint Venture, the Company has an approximate 45 % interest in the NewPoint JV and accounts for its investment under the equity method.
The primary purpose of the NewPoint JV is to source, underwrite, close and service on an ongoing basis multifamily bridge loans, participation interests, and other debt instruments such as loans.
−Removed: As of December 31, 2022, the carrying value of the Company’s investment in NP JV Holdings was $ 100.6 million, which approximates fair value and is included in investment in unconsolidated entities on the consolidated balance sheets.
−Removed: The Company received $ 46.0 million in distributions related to its investment in NP JV Holdings during the year ended December 31, 2022, $ 6.8 million of which was recognized as a return on investment and $ 39.2 million of which was recognized as a return of investment and reduced the invested capital and the carrying amount.
+Added: As of December 31, 2023 and 2022, the carrying value of the Company’s investment in NP JV Holdings was $ 126.8 million and $ 100.6 million, respectively, which approximates fair value and is included in investment in unconsolidated entities on the consolidated balance sheets.
+Added: The Company recorded a gain totaling $ 11.7 million and $ 6.8 million, which represented its share of NP JV Holdings’ gain, during the years ended December 31, 2023 and 2022, respectively, in the consolidated statements of operations.
+Added: During the year ended December 31, 2023, the Company contributed an additional $ 40.0 million in NP JV Holdings.
+Added: The Company also received $ 25.6 million in distributions during the year ended December 31, 2023, $ 15.8 million of which can be called back by NewPoint JV through NP JV Holdings as a capital call on a future date.
+Added: Further, of the $ 25.6 million in distributions received during the year ended December 31, 2023, $ 11.7 million was recognized as a return on investment and $ 13.9 million was recognized as a return of investment and reduced the invested capital and the carrying amount.
As of December 31, 2023, the Company had $ 88.4 million of unfunded commitments related to NewPoint JV.
These commitments are not reflected in the accompanying consolidated balance sheets.
−Removed: The Company entered into a guaranty with NewPoint JV, under which the Company agreed to guarantee the Unconsolidated Joint Venture’s cross indemnity and its share of capital contribution obligations under the agreement with NewPoint JV.
+Added: The Company provided a limited guaranty to NewPoint JV, under which the Company agreed to guarantee the Unconsolidated Joint Venture’s cross indemnity and its share of capital contribution obligations under the agreement with NewPoint JV.
On December 16, 2021, as a result of the CIM Income NAV Merger, the Company acquired a limited partnership interest in CIM UII Onshore.
1 unchanged sentence
(“CIM Urban Income”), which is a private institutional fund that acquires, owns and operates substantially stabilized, diversified real estate and real estate-related assets in urban markets primarily located throughout North America.
−Removed: During the year ended December 31, 2022 and 2021, the Company recognized an equity method net gain of $ 5.2 million and $ 606,000 , respectively, related to its investment in CIM UII Onshore.
+Added: During the years ended December 31, 2022 and 2021, the Company recognized an equity method net gain of $ 5.2 million and $ 606,000 , respectively, related to its investment in CIM UII Onshore, in the consolidated statements of operations.
The Company recognized distributions of $ 531,000 related to its investment in CIM UII Onshore during the year ended December 31, 2022, all of which was recognized as a return on investment.
On March 31, 2022, the Company fully redeemed its $ 60.7 million investment in CIM UII Onshore, which represented less than 5 % ownership of CIM UII Onshore and approximated fair value.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
NOTE 7 — REAL ESTATE-RELATED SECURITIES
As of December 31, 2023, the Company had real estate-related securities with an aggregate estimated fair value of $ 519.7 million, which included 22 CMBS investments and an investment in a publicly-traded equity security.
−Removed: The CMBS mature on various dates from January 2023 through June 2058 and have interest rates ranging from 5.8 % and 11.7 % as of December 31, 2022, with one CMBS earning a zero coupon rate.
+Added: The CMBS investments have initial maturity dates ranging from December 2023 through June 2058 and have interest rates ranging from 6.9 % to 12.7 % as of December 31, 2023, with one CMBS earning a zero coupon rate.
+Added: As of December 31, 2023, two tranches of a CMBS position held by the Company did not mature as anticipated in December 2023 and were therefore in maturity default as of
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: December 31, 2023.
The following is a summary of the Company’s real estate-related securities as of December 31, 2023 (in thousands):
Real Estate-Related Securities
−Removed: Amortized Cost Basis Unrealized Loss Fair Value
+Added: Amortized Cost Basis Unrealized Loss CECL
CMBS $ 593,647 $ ( 81,124 ) $ ( 35,808 ) $ 476,715
Equity security
+Added: 53,388 ( 10,389 ) — 42,999
Total real estate-related securities $ 647,035 $ ( 91,513 ) $ ( 35,808 ) $ 519,714
−Removed: The following table provides the activity for the real estate-related securities during the year ended December 31, 2022 and 2021 (in thousands):
−Removed: Amortized Cost Basis Unrealized Gain (Loss) Fair Value
+Added: The following table provides the activity for the real estate-related securities during the years ended December 31, 2023 and 2022 (in thousands):
+Added: Amortized Cost Basis Unrealized Gain (Loss) CECL
Real estate-related securities as of January 1, 2022
+Added: $ 102,674 $ 2,797 $ — $ 105,471
Face value of real estate-related securities acquired 640,793 — — 640,793
−Removed: Investment in preferred units 63,490 — 63,490
+Added: Investment in preferred units, net (1)
+Added: ( 63,490 ) — — ( 63,490 )
Premiums and discounts on purchase of real estate-related securities, net of acquisition costs
+Added: ( 33,939 ) — — ( 33,939 )
Amortization of discount on real estate-related securities 10,160 — — 10,160
−Removed: Sale of real estate-related securities ( 258,260 ) 1,419 ( 256,841 )
+Added: Realized gain on sale of real estate-related securities
+Added: ( 110 ) ( 22 ) — ( 132 )
Capitalized interest income on real estate-related securities 1,110 — — 1,110
Principal payments received on real estate-related securities ( 17,161 ) — — ( 17,161 )
−Removed: Unrealized gain on real estate-related securities — 231 231
+Added: Unrealized loss on real estate-related securities
+Added: — ( 66,421 ) — ( 66,421 )
Real estate-related securities as of January 1, 2023
+Added: 640,037 ( 63,646 ) — 576,391
Face value of real estate-related securities acquired 166,835 — — 166,835
−Removed: Investment in preferred units, net (1)
+Added: Discounts on purchase of real estate-related securities, net of acquisition costs
( 2,953 ) — — ( 2,953 )
−Removed: Premiums and discounts on purchase of real estate-related securities, net of acquisition costs ( 33,939 ) — ( 33,939 )
Amortization of discount on real estate-related securities 18,912 — — 18,912
−Removed: Realized gain on sale of real estate-related securities ( 110 ) ( 22 ) ( 132 )
+Added: Sale of real estate-related securities
+Added: ( 116,797 ) 39,412 — ( 77,385 )
Capitalized interest income on real estate-related securities 1,160 — — 1,160
Principal payments received on real estate-related securities (2)
−Removed: Unrealized loss on real estate-related securities — ( 66,421 ) ( 66,421 )
+Added: ( 60,159 ) — — ( 60,159 )
+Added: Unrealized loss on real estate-related securities, net
+Added: — ( 67,279 ) — ( 67,279 )
+Added: Current expected credit losses — — ( 35,808 ) ( 35,808 )
Real estate-related securities as of December 31, 2023
$ 647,035 $ ( 91,513 ) $ ( 35,808 ) $ 519,714
+Added: ____________________________________
(1) Included in this balance is $ 68.2 million of the Company’s investment in preferred units which were redeemed during the year ended December 31, 2022 in exchange for an investment in a first mortgage loan, as further discussed in Note 8 — Loans Held-For-Investment.
+Added: (2) Includes the repayment of the Company’s position in two different tranches of a CMBS instrument prior to their stated maturity dates.
During the year ended December 31, 2023, the Company invested $ 163.9 million in CMBS.
−Removed: During the same period, the Company sold one marketable security with an aggregate carrying value of $ 110,000 resulting in net proceeds of $ 132,000 and a gain of $ 22,000 .
−Removed: The Company also received $ 53.4 million in an equity security during the year ended December 31, 2022 as consideration in connection with the RTL Purchase and Sale Agreement.
−Removed: Unrealized gains and losses on CMBS are recorded in other comprehensive (loss) income, with a portion of the amount subsequently reclassified into interest expense and other, net in the accompanying consolidated statements of operations as securities are sold and gains and losses are recognized.
−Removed: Unrealized gains and losses on the equity security are reported on the consolidated statement of operations.
−Removed: During the year ended December 31, 2022, the Company recorded $ 66.4 million of unrealized loss on its real estate-related securities, $ 51.3 million of which is included in other comprehensive (loss) income in the accompanying consolidated statements of comprehensive income (loss).
−Removed: The remaining $ 15.1 million of unrealized loss on the Company’s equity security is included in
+Added: During the same period, the Company sold four CMBS with an aggregate amortized cost basis of $ 116.8 million, resulting in net proceeds of $ 77.4 million and a loss of $ 39.4 million, the loss of which was reclassified from other comprehensive (loss) income as an increase to other (expense) income, net in the accompanying consolidated statements of operations.
+Added: Unrealized gains and losses on CMBS are recorded in other comprehensive (loss) income, with a portion of the amount subsequently reclassified into other income, net in the accompanying consolidated statements of operations as securities are sold and gains and losses are recognized.
+Added: Unrealized gains and losses on the equity security are reported on the consolidated statements of operations.
+Added: During the year ended December 31, 2023, the Company recorded $ 67.3 million of net unrealized loss on its real estate-related securities, $ 39.4 million of which was realized as a loss in the accompanying consolidated statements of operations upon the sale of CMBS as noted above.
+Added: The remaining $ 27.8 million of net unrealized loss is comprised of a $ 32.6 million unrealized loss on CMBS, which is included in other comprehensive (loss) income in the accompanying consolidated statements of comprehensive (loss) income and a $ 4.8 million unrealized gain on the Company’s equity security, which is included in
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: unrealized loss on equity security in the accompanying consolidated statement of operations.
−Removed: During the year ended December 31, 2021, the Company recorded $ 231,000 of unrealized gain on its real estate-related securities included in other comprehensive (loss) income in the accompanying consolidated statements of comprehensive income (loss).
+Added: unrealized gain (loss) on equity security in the accompanying consolidated statements of operations.
+Added: During the year ended December 31, 2022, the Company recorded $ 66.4 million of unrealized loss on its real estate-related securities, $ 51.3 million of which is included in other comprehensive (loss) income in the accompanying consolidated statements of comprehensive (loss) income.
+Added: The remaining $ 15.1 million of unrealized loss on the Company’s equity security is included in unrealized gain (loss) on equity security in the accompanying consolidated statements of operations.
The scheduled maturities of the Company’s CMBS as of December 31, 2023 are as follows (in thousands):
7 unchanged sentences
In addition, factors such as prepayments and interest rates may affect the yields on such securities.
−Removed: In estimating credit losses related to real estate-related securities, management considers a variety of factors, including, but not limited to, the extent to which the fair value is less than the amortized cost basis, recent events specific to the security, industry or geographic area, the payment structure of the security, the failure of the issuer of the security to make scheduled interest or principal payments, and external credit ratings and recent changes in such ratings.
−Removed: As of December 31, 2022, the Company had no credit losses related to real estate-related securities.
+Added: Current Expected Credit Losses
+Added: Current expected credit losses reflect the Company’s current estimate for potential credit losses related to real estate-related securities included in the Company’s consolidated balance sheets.
+Added: Current expected credit losses are recorded in increase in provision for credit losses on the Company’s consolidated statements of operations.
+Added: Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s current expected credit losses.
+Added: The following table presents the activity in the Company’s current expected credit losses related to its position in one of two different tranches of a CMBS instrument for the year ended December 31, 2023 and 2022 (in thousands):
+Added: Current expected credit losses as of January 1, 2022
+Added: Provision for credit losses
+Added: Current expected credit losses as of January 1, 2023
+Added: Provision for credit losses
+Added: Current expected credit losses as of December 31, 2023
+Added: During the year ended December 31, 2023, the loan collateralizing one of the Company’s CMBS positions was transferred from the master servicer to a special servicer due to payment default generated by halted rent payments on the underlying office properties being mortgaged.
+Added: In March 2023, the underlying collateral of the loan was appraised by the special servicer, resulting in an appraisal reduction representing approximately 44 % of one of the CMBS position’s tranches in which the Company is invested.
+Added: Though the appraisal reduction was subsequently reversed during the year ended December 31, 2023, the initial appraisal reduction resulted in reduced cash flows received from the respective CMBS investment during the year ended December 31, 2023.
+Added: The Company considered various factors, including the factors noted above, in determining whether a credit loss existed.
+Added: The present value of cash flows expected to be collected from the CMBS position did not exceed its amortized cost basis, and as such the Company determined the security had incurred a credit loss.
+Added: In addition, as of December 31, 2023, the CMBS position was in maturity default as it did not mature as anticipated on the initial maturity date during December 2023.
+Added: The Company does not intend to sell the CMBS position and it is not considered more likely than not that the Company will be forced to sell the security prior to recovering the amortized cost.
+Added: As a result of the credit loss incurred, the Company reclassified $ 13.6 million of unrealized loss from other comprehensive (loss) income on the consolidated statements of comprehensive (loss) income to increase in provision for credit losses on the consolidated statements of operations during the year ended December 31, 2023, and recorded an incremental $ 22.2 million to increase in provision for credit losses on the consolidated statements of operations identified as part of the Company’s quantitative credit loss assessment during the year ended December 31, 2023.
+Added: As of December 31, 2023, the amortized cost basis of the CMBS position identified as having incurred a credit loss was $ 47.8 million.
+Added: The Company will continue to monitor for changes in expected cash flows in order to continue to measure the credit loss.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: As of December 31, 2023, there were 15 CMBS positions with unrealized losses reflected in other comprehensive (loss) income in the accompanying consolidated statements of comprehensive (loss) income.
+Added: Upon evaluating these securities, the Company concluded that the unrealized losses included in other comprehensive (loss) income as of December 31, 2023 were noncredit-related and would be recovered from the securities’ estimated future cash flows.
+Added: The Company considered various factors in reaching this conclusion, including that the Company did not intend to sell the securities, it was not considered more likely than not that the Company would be forced to sell the securities prior to recovering the amortized cost, and there were no material credit events that would have caused the Company to conclude that the amortized cost would not be recovered.
NOTE 8 — LOANS HELD-FOR-INVESTMENT
8 unchanged sentences
Current expected credit losses ( 132,598 ) ( 42,344 )
−Removed: Total loans held-for-investment and related receivable, net $ 4,001,554 $ 2,608,900
+Added: Total loans held-for-investment and related receivables, net
$ 4,264,465 $ 4,001,554
+Added: ____________________________________
(1) As of December 31, 2023, first mortgage loans included $ 20.2 million of contiguous mezzanine loan components that, as a whole, have expected credit quality similar to that of a first mortgage loan.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
The following table details overall statistics for the Company’s loans held-for-investment as of December 31, 2023 and 2022 (dollar amounts in thousands):
7 unchanged sentences
Weighted-average interest rate (3)
+Added: 8.7 % 7.6 % 9.3 % 8.0 % 11.9 % 10.5 %
Weighted-average maximum years to maturity 2.8 (4) 3.6 4.2 4.7 3.8 4.6
2 unchanged sentences
____________________________________
−Removed: (1) As of December 31, 2022, 100 % of the Company’s CRE loans by principal balance earned a floating rate of interest, primarily indexed to SOFR and U.S.
−Removed: dollar LIBOR.
−Removed: (2) Maximum maturity date assumes all extension options are exercised by the borrowers;
−Removed: however, the Company’s CRE loans may be repaid prior to such date.
+Added: (1) As of December 31, 2023, 100 % of the Company’s CRE loans by principal balance earned a floating rate of interest, indexed to the Secured Overnight Financing Rate (“SOFR”).
+Added: (2) Maximum maturity date assumes all extension options are exercised by the borrowers and assumes all relevant conditions are met for such extensions;
+Added: however, the loans may be repaid prior to such date.
+Added: (3) The weighted-average interest rate is based on the relevant floating benchmark plus a spread.
+Added: (4) As of December 31, 2023, two of the Company’s first mortgage loans were in maturity default.
+Added: During January 2024, the loans were refinanced, each with a fully extended maturity date of January 7, 2028 and are no longer in maturity default.
+Added: Upon the closings of each refinance, the accrued default interest was waived.
(5) Unfunded loan commitments are subject to the satisfaction of borrower milestones and are not reflected in the accompanying consolidated balance sheets.
This balance does not include unsettled liquid corporate senior loan purchases of $ 2.2 million that are included in cash and cash equivalents in the accompanying consolidated balance sheets.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Activity relating to the Company’s loans held-for-investment portfolio was as follows for the years ended December 31, 2023 and 2022 (dollar amounts in thousands):
−Removed: Mezzanine Loans CRE Loans Liquid Corporate Senior Loans Corporate Senior Loans Total Loan Portfolio
+Added: CRE Loans Liquid Corporate Senior Loans Corporate Senior Loans Total Loan Portfolio
Balance, January 1, 2022
+Added: $ 1,958,655 $ 650,245 $ — $ 2,608,900
Loan originations and acquisitions (1)
−Removed: Cure payments receivable (1)
1,401,539 184,513 75,851 1,661,903
2 unchanged sentences
Capitalized interest
−Removed: — ( 9,469 ) — — ( 9,469 )
Deferred fees and other items (2)
−Removed: Accretion and amortization of fees and other items — 2,998 2,105 — 5,103
−Removed: Foreclosure of assets (1)
( 13,978 ) ( 5,856 ) ( 1,050 ) ( 20,884 )
+Added: Accretion and amortization of fees and other items 9,896 1,152 297 11,345
Current expected credit losses (3)
1 unchanged sentence
Balance, January 1, 2023
+Added: 3,264,841 680,345 56,368 4,001,554
Loan originations and acquisitions
2 unchanged sentences
Principal repayments received (4)
+Added: ( 120,394 ) ( 75,389 ) ( 1,196 ) ( 196,979 )
Capitalized interest — — 10 10
6 unchanged sentences
$ 3,539,111 $ 518,252 $ 207,102 $ 4,264,465
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: (1) During the year ended December 31, 2021, the Company completed foreclosure of the assets which previously secured its eight mezzanine loans.
−Removed: (2) Includes the reversal of current expected credit losses related to the mezzanine loans upon foreclosure of the assets which previously secured the eight mezzanine loans during the year ended December 31, 2021.
+Added: ____________________________________
(1) The Company’s investment in preferred units, which was previously recorded in real estate-related securities on the accompanying consolidated balance sheets, was redeemed during the year ended December 31, 2022 in exchange for an investment in a first mortgage loan.
−Removed: The converted investment in preferred units of $ 68.2 million is included in the CRE loans balance with an all-in-rate of 11.0 % and an initial maturity date of October 9, 2023.
+Added: As of December 31, 2023, the converted investment in preferred units has an outstanding balance of $ 67.0 million and is included in the CRE loans balance with an all-in-rate of 12.2 % and an initial maturity date of October 9, 2024.
(2) Other items primarily consist of purchase discounts or premiums and deferred origination expenses.
1 unchanged sentence
Such amounts are included in accrued expenses and accounts payable on the accompanying consolidated balance sheets.
+Added: (4) Includes the repayment of a $ 105.0 million first mortgage loan prior to the maturity date.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: As of December 31, 2023, our CRE loans had the following characteristics based on carrying values (dollar amounts in thousands):
+Added: Collateral Property Type
+Added: As of December 31, 2023
+Added: Office $ 1,848,219 50.5 %
+Added: Multifamily 1,171,128 32.1 %
+Added: Industrial 344,772 9.5 %
+Added: Hospitality 89,797 2.5 %
+Added: Mixed Use 68,966 1.9 %
+Added: Retail 64,747 1.8 %
+Added: Self-Storage 60,722 1.7 %
+Added: Total first mortgage loans $ 3,648,351 100 %
current expected credit losses ( 109,240 )
+Added: Total first mortgage loans, net
+Added: Geographic Location
+Added: As of December 31, 2023
+Added: South $ 1,429,721 39.2 %
+Added: West 1,126,178 30.9 %
+Added: East 767,626 21.0 %
+Added: Various 324,826 8.9 %
+Added: Total first mortgage loans $ 3,648,351 100 %
+Added: current expected credit losses ( 109,240 )
+Added: Total first mortgage loans, net
+Added: Current Expected Credit Losses
Current expected credit losses reflect the Company’s current estimate of potential credit losses related to loans held-for-investment included in the Company’s consolidated balance sheets.
Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s current expected credit losses.
−Removed: The following table presents the activity in the Company’s current expected credit losses related to loans held-for-investment by loan type for the year ended December 31, 2022 (dollar amounts in thousands):
+Added: The following table presents the activity in the Company’s current expected credit losses related to loans held-for-investment by loan type for the year ended December 31, 2023 and 2022 (dollar amounts in thousands):
First Mortgage Loans Unfunded First Mortgage Loans (1)
1 unchanged sentence
Corporate Senior Loans Unfunded Corporate Senior Loans (1)
−Removed: Current expected credit losses as of January 1, 2022 $ 9,930 $ — $ 5,271 $ — $ — $ — $ 15,201
+Added: Current expected credit losses as of December 31, 2021
+Added: $ 9,930 $ — $ 5,271 $ — $ — $ — $ 15,201
Provision for credit losses
−Removed: Current expected credit losses as of March 31, 2022 11,242 360 7,852 400 56 — 19,910
−Removed: Provision for (reversal of) credit losses 1,832 170 2,338 ( 96 ) 615 83 4,942
−Removed: Current expected credit losses as of June 30, 2022 13,074 530 10,190 304 671 83 24,852
−Removed: Provision for (reversal of) credit losses 1,933 121 3,579 ( 85 ) 137 ( 21 ) 5,664
−Removed: Current expected credit losses as of September 30, 2022 15,007 651 13,769 219 808 62 30,516
+Added: 10,422 1,890 15,924 377 797 66 29,476
+Added: Current expected credit losses as of December 31, 2022
+Added: 20,352 1,890 21,195 377 797 66 44,677
Provision for (reversal of) credit losses 88,888 8,172 ( 1,457 ) ( 374 ) 2,823 429 98,481
1 unchanged sentence
$ 109,240 $ 10,062 $ 19,738 $ 3 $ 3,620 $ 495 $ 143,158
+Added: ____________________________________
(1) Current expected losses for unfunded or unsettled loan commitments are included in accrued expenses and accounts payable on the accompanying consolidated balance sheets.
−Removed: Changes to current expected credit losses are recognized through net income (loss) on the Company’s consolidated statements of operations.
−Removed: Troubled Debt Restructuring
−Removed: An individual financial instrument is classified as a troubled debt restructuring when there is a reasonable expectation that the financial instrument’s contractual terms will be modified in a manner that grants concessions to the borrower who is experiencing financial difficulties.
−Removed: Concessions could include term extensions, payment deferrals, interest rate reductions, principal forgiveness, forbearance, or other actions designed to maximize the Company’s collection on the financial instrument.
−Removed: Current expected credit losses for financial instruments that are troubled debt restructurings are determined individually.
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: The Company also classifies a financial instrument as a troubled debt restructuring when receivables from third parties, real estate, or other assets are transferred from the debtor to the creditor in order to fully or partially satisfy a debt, such as in the event of a foreclosure or repossession.
−Removed: During the year ended December 31, 2019, the borrower on the Company’s eight mezzanine loans became delinquent on certain required reserve payments.
−Removed: Throughout 2020, the borrower remained delinquent on the required reserve payments and became delinquent on principal and interest.
−Removed: As a result, the Company classified the loans as a troubled debt restructuring and commenced foreclosure proceedings during the year ended December 31, 2020.
−Removed: Upon completing foreclosure in January 2021, the Company took control of the assets which previously secured the loans, including 75 condominium units and 21 rental units across four buildings.
−Removed: As a result of the foreclosure, the Company recorded a $ 58.0 million decrease to its provision for credit losses related to its mezzanine loans during the three months ended March 31, 2021.
+Added: Changes to current expected credit losses are recognized through net income on the Company’s consolidated statements of operations.
+Added: During the year ended December 31, 2023, the Company recorded a net increase of $ 98.5 million in the current expected credit loss reserve against the loans held-for-investment portfolio, bringing the total current expected credit loss reserve on funded and unfunded commitments to $ 143.2 million.
+Added: During the year ended December 31, 2022, the Company recorded a net increase of $ 29.5 million in the current expected credit loss reserve against the loans held-for-investment portfolio, bringing the total current expected credit loss reserve on funded and unfunded commitments to $ 44.7 million.
+Added: The current expected credit loss reserve reflects certain loans assessed for impairment as well as macroeconomic and current portfolio conditions.
+Added: As of December 31, 2023, the Company had two collateral dependent risk-rated 5 first mortgage loan investments on nonaccrual status:
+Added: (i) a $ 134.2 million commercial first mortgage loan on an office building in Massachusetts primarily due to a decrease in rent collection, reduced leasing activity, and stabilization costs required;
+Added: and (ii) a $ 129.2 million commercial first mortgage loan on an office building in Virginia primarily due to slower than anticipated leasing activity driven by COVID-accelerated office trends and decreased in-place occupancy.
+Added: Future interest collections related to these loans will be recognized as interest income on a cash basis.
+Added: During the year ended December 31, 2023, the Company collected all anticipated interest payments from the first mortgage loans noted above and as such, were considered current on interest payments as of December 31, 2023.
+Added: As of December 31, 2023, the Company’s asset-specific credit loss reserve totaled $ 72.4 million, which related to the Company’s impaired risk-rated 5 first mortgage loans and liquid corporate senior loans.
+Added: As of December 31, 2022, the Company’s asset-specific credit loss reserve totaled $ 1.7 million, which related to the Company’s impaired risk-rated 5 liquid corporate senior loan.
+Added: The asset-specific credit loss reserve is recorded based on the Company’s estimation of the fair value of each loan’s underlying collateral as of December 31, 2023.
As further described in Note 2 — Summary of Significant Accounting Policies, the Company evaluates its loans held-for-investment portfolio on a quarterly basis.
36 unchanged sentences
Origination dates are subsequently updated to reflect material loan modifications.
−Removed: (2) As of December 31, 2022, one of the Company’s liquid corporate senior loan investments was on nonaccrual status with a carrying value of $ 2.9 million, which represented less than 1 % of the carrying value of the Company’s liquid corporate senior loans portfolio.
+Added: (2) As of December 31, 2023, five of the Company’s liquid corporate senior loan investments were on nonaccrual status with an aggregate carrying value of $ 10.3 million, which represented less than 2 % of the carrying value of the Company’s liquid corporate senior loans portfolio.
(3) Weighted average risk rating calculated based on carrying value at period end.
1 unchanged sentence
In the normal course of business, the Company uses certain types of derivative instruments for the purpose of managing or hedging its interest rate risk.
−Removed: During the year ended December 31, 2022, two of the Company’s interest rate swap agreements matured, four of the Company’s interest rate cap agreements matured, the Company terminated three interest rate swap agreements prior to the maturity dates, and the Company entered into one interest rate cap agreement.
−Removed: As of December 31, 2022, the Company had two non-designated interest rate cap agreements.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: The following table summarizes the terms of the Company’s interest rate cap agreements and interest rate swap agreements as of December 31, 2022 and 2021 (dollar amounts in thousands):
−Removed: Outstanding Notional Fair Value of Assets (Liabilities) as of
−Removed: Balance Sheet Amount as of Interest Effective Maturity December 31, December 31,
−Removed: Location December 31, 2022 Rates (1)
−Removed: Dates Dates 2022 2021
−Removed: Interest Rate Caps Prepaid expenses, derivative assets and other assets $ 712,000 8.38 % to 9.00 %
−Removed: 7/15/2021 to 9/13/2022
−Removed: 7/15/2023 to 10/9/2023
−Removed: $ 5,040 $ 179
−Removed: Interest Rate Swaps Deferred rental income, derivative liabilities and other liabilities $ —
−Removed: $ — $ ( 2,466 )
−Removed: ____________________________________
−Removed: (1) The interest rate consists of the underlying index capped to a fixed rate as of December 31, 2022.
+Added: During the year ended December 31, 2023, the Company’s remaining two interest rate cap agreements matured.
+Added: As such, the Company did not have any non-designated interest rate cap agreements as of December 31, 2023.
+Added: As of December 31, 2022, the Company had two non-designated interest rate cap agreements with an aggregate fair value of $ 5.0 million.
Additional disclosures related to the fair value of the Company’s derivative instruments are included in Note 3 — Fair Value Measurements.
1 unchanged sentence
Accounting for changes in the fair value of a derivative instrument depends on the intended use and designation of the derivative instrument.
−Removed: The Company has interest rate caps that are used to manage exposure to interest rate movements, but do not meet the requirements to be designated as hedging instruments.
−Removed: The change in fair value of the derivative instruments that are not designated as hedges is recorded directly to earnings in interest expense and other, net on the accompanying consolidated statements of operations.
−Removed: During the year ended December 31, 2022, the Company had interest rate swaps designated as cash flow hedges in order to hedge the variability of the anticipated cash flows on its variable rate debt.
+Added: The Company had interest rate caps during the year ended December 31, 2023, which were used to manage exposure to interest rate movements, but did not meet the requirements to be designated as a hedging instrument.
+Added: The change in fair value of the derivative instruments that are not designated as hedges is recorded directly to earnings in other
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: (expense) income, net on the accompanying consolidated statements of operations.
+Added: Interest rate swaps are designated as cash flow hedges in order to hedge the variability of the anticipated cash flows on the Company’s variable rate debt.
The change in fair value of the derivative instruments designated as hedges is recorded in other comprehensive (loss) income, with a portion of the amount subsequently reclassified to interest expense as interest payments are made on the Company’s variable rate debt.
+Added: During the year ended December 31, 2022, two of the Company’s interest rate swap agreements matured and three interest rate swap agreements were terminated prior to their respective maturity dates.
+Added: For the year ended December 31, 2023, no amounts were reclassified from other comprehensive (loss) income as a change to interest expense.
For the year ended December 31, 2022, the amount of gain reclassified from other comprehensive (loss) income as a decrease to interest expense was $ 2.5 million.
−Removed: For the years ended December 31, 2021 and 2020, the amount of losses reclassified from other comprehensive (loss) income as an increase to interest expense was $ 3.3 million and $ 12.3 million, respectively.
−Removed: The total unrealized gain on interest rate swaps of $ 152,000 and the total unrealized loss on interest rate swaps of $ 3.2 million as of December 31, 2021 and 2020, respectively, is included in accumulated other comprehensive (loss) income in the accompanying consolidated statement of stockholders’ equity.
−Removed: No such unrealized amounts on interest rate swaps were remaining in other comprehensive (loss) income as of December 31, 2022.
+Added: For the year ended December 31, 2021, the amount of loss reclassified from other comprehensive (loss) income as an increase to interest expense was $ 3.3 million.
+Added: The total unrealized gain on interest rate swaps of $ 152,000 as of December 31, 2021 is included in accumulated other comprehensive (loss) income in the accompanying consolidated statements of stockholders’ equity.
+Added: No such unrealized amounts on interest rate swaps were remaining in other comprehensive (loss) income as of December 31, 2023 and December 31, 2022.
The Company includes cash flows from interest rate swap agreements in net cash flows provided by operating activities on its consolidated statements of cash flows, as the Company’s accounting policy is to present cash flows from hedging instruments in the same category in its consolidated statements of cash flows as the category for cash flows from the hedged items.
−Removed: The Company has agreements with each of its derivative counterparties that contain provisions whereby if the Company defaults on certain of its unsecured indebtedness, the Company could also be declared in default on its derivative obligations, resulting in an acceleration of payment.
+Added: The Company had agreements with each of its derivative counterparties that contained provisions whereby if the Company defaulted on certain of its unsecured indebtedness, the Company could also be declared in default on its derivative obligations, resulting in an acceleration of payment.
If the Company had breached any of these provisions, it could have been required to settle its obligations under the agreements at their aggregate termination value, inclusive of interest payments and accrued interest.
2 unchanged sentences
The Company records credit risk valuation adjustments on its derivative instruments based on the credit quality of the Company and the respective counterparty.
−Removed: There were no events of default related to the derivative instruments as of December 31, 2022.
+Added: There were no events of default related to the derivative instruments during the year ended December 31, 2023.
NOTE 10 — REPURCHASE FACILITIES, NOTES PAYABLE AND CREDIT FACILITIES
2 unchanged sentences
The weighted average interest rate is computed using the interest rate in effect until the scheduled repayment date.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
The following table summarizes the debt balances as of December 31, 2023 and 2022, and the debt activity for the year ended December 31, 2023 (in thousands):
9 unchanged sentences
Repurchase facilities 2,318,381 231,272 ( 482,389 ) — 2,067,264
−Removed: 4,171,424 2,492,110 ( 2,219,623 ) — 4,443,911
+Added: Total debt 4,443,911 545,865 ( 1,050,651 ) — 3,939,125
Deferred costs – credit facility (3)
2 unchanged sentences
Deferred costs – variable rate debt ( 5,261 ) ( 710 ) 2,397 (4)
+Added: 758 ( 2,816 )
Deferred costs – ABS mortgage notes ( 13,968 ) ( 697 ) — 2,079 ( 12,586 )
1 unchanged sentence
____________________________________
−Removed: ____________________________________
(1) Includes deferred financing costs incurred during the period.
−Removed: (2) In connection with the repayment of certain mortgage notes, the Company recognized a loss on extinguishment of debt of $ 19.6 million during the year ended December 31, 2022.
−Removed: (3) Deferred costs related to the term portion of the CIM Income NAV Credit Facility and the CMFT Credit Facility (both defined below).
−Removed: (4) Includes mortgage notes of $ 356.5 million that were assumed by the buyer in connection with disposition of real estate assets.
−Removed: (5) In connection with the repayment of certain mortgage notes, the Company wrote off $ 7.7 million of unamortized deferred loan costs.
−Removed: Notes Payable
−Removed: As of December 31, 2022, the Company had fixed rate debt outstanding of $ 36.5 million.
−Removed: The fixed rate debt has interest rates ranging from 4.1 % to 4.5 % per annum.
−Removed: The fixed rate debt outstanding matures on various dates from December 2024 through February 2025.
−Removed: Should a loan not be repaid by its scheduled repayment date, the applicable interest rate may increase as specified in the respective loan agreement.
−Removed: The aggregate balance of gross real estate assets, net of gross intangible lease liabilities, securing the fixed rate debt outstanding was $ 57.2 million as of December 31, 2022.
−Removed: Each of the mortgage notes payable comprising the fixed rate debt is secured by the respective properties on which the debt was placed.
−Removed: As of December 31, 2022, the Company had $ 465.5 million of variable rate debt outstanding, which included $ 423.5 million of borrowings financed through a note on note financing arrangement with Massachusetts Mutual Life Insurance Company (the “Mass Mutual Financing”).
−Removed: In addition, upon completing foreclosure proceedings to take control of the assets which previously secured the Company’s mezzanine loans in January 2021, the Company assumed $ 102.6 million in variable rate debt related to the underlying properties (the “Assumed Variable Rate Debt”).
−Removed: During the year ended December 31, 2022, the Company refinanced the Assumed Variable Rate Debt and paid down the outstanding balance.
−Removed: The amended borrowing agreement related to the refinanced Assumed Variable Rate Debt provides for borrowings up to $ 62.0 million.
−Removed: As of December 31, 2022, the amount outstanding on the refinanced Assumed Variable Rate Debt totaled $ 42.0 million.
−Removed: The Company’s outstanding variable rate debt had a weighted average interest rate of 6.7 % as of December 31, 2022, and matures on various dates from October 2024 to January 2028.
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: (2) In connection with the repayment of certain mortgage notes and the termination of the CMFT Credit Facility (defined below), the Company recognized a loss on extinguishment of debt of $ 7.8 million during the year ended December 31, 2023, which included approximately $ 1.0 million in prepayment penalties.
+Added: (3) Deferred costs related to the term portion of the CMFT Credit Facility.
+Added: (4) In connection with the repayment of certain mortgage notes and the termination of the CMFT Credit Facility, the Company wrote off $ 3.8 million of unamortized deferred loan costs.
+Added: For more information regarding the Company’s debt activity during the year ended December 31, 2022, see Notes to Con s o lidated Fin ancial Statements of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022.
+Added: Notes Payable
+Added: During the year ended December 31, 2023, the Company legally defeased a mortgage loan with an outstanding balance of $ 23.7 million, resulting in a $ 205,000 loss on extinguishment of debt in the Company’s consolidated statement of operations during the year ended December 31, 2023, and repaid the remaining $ 12.8 million of fixed rate debt outstanding, both in connection with the disposition of the underlying properties securing the fixed rate debt.
+Added: As of December 31, 2023, the Company had $ 622.8 million of variable rate debt outstanding, the borrowings of which are financed through note on note financing arrangements with Massachusetts Mutual Life Insurance Company (the “Mass Mutual Financing”), Citibank, N.A.
+Added: (“Citibank” and such financing, the “Citibank Financing”), and Barclays (the “Barclays Financing”) to provide financing for the Company’s CRE mortgage loans (the “Note on Note Financing Arrangements”).
+Added: The following table is a summary of the Note on Note Financing Arrangements as of December 31, 2023 (dollar amounts in thousands):
+Added: Note on Note Financing Arrangement
+Added: Date of Agreement
+Added: Maturity Date
+Added: Remaining Extension Options (1)
+Added: Weighted Average Interest Rate
+Added: Loans Financed under Note on Note Financing
+Added: Amount Financed
+Added: Citibank 6/16/2023 8/9/2024 3 / 1 yr.
+Added: 6.7 % $ 98,149 $ 73,612
+Added: Barclays 10/20/2023 8/9/2024 3 / 1 yr.
+Added: 6.7 % 171,281 128,460
+Added: Mass Mutual 3/16/2022 (2)
+Added: N/A 7.5 % 533,739 420,769
+Added: Total $ 803,169 $ 622,841
+Added: ____________________________________
+Added: (1) Represents the number of extension options remaining and the term of each option.
+Added: (2) Borrowings under the Mass Mutual Financing mature on various dates from July 2027 through January 2028.
+Added: In addition, upon completing foreclosure proceedings to take control of the assets which previously secured the Company’s mezzanine loans in January 2021, the Company assumed $ 102.6 million in variable rate debt related to the underlying properties (the “Assumed Variable Rate Debt”), which the Company subsequently refinanced and paid down the original outstanding balance of the Assumed Variable Rate Debt during the year ended December 31, 2022.
+Added: During the year ended December 31, 2023, the Company paid down the $ 43.1 million outstanding balance on the refinanced Assumed Variable Rate Debt and terminated the Assumed Variable Rate Debt.
First Lien Mortgage Loan
On July 15, 2021, JPMorgan Chase Bank, N.A., as administrative agent (“JPMorgan Chase”), and DBR Investments Co.
−Removed: Limited originated a $ 650.0 million first lien mortgage loan (the “Mortgage Loan”) to 114 single purpose entities (the “Borrowers”), each of which is an affiliate of the Company and is managed on a day-to-day basis by affiliates of CIM.
−Removed: As of December 31, 2022, the Mortgage Loan is secured by, among other things, cross-collateralized and cross-defaulted first priority mortgages, deeds of trust, security agreements or other similar security instruments on the Borrowers’ fee simple interests in 48 properties, comprised of 47 single-tenant retail properties and one office property.
−Removed: As of December 31, 2022, the aggregate balance of gross real estate assets, net of gross intangible lease liabilities, securing the notes was $ 314.2 million.
−Removed: Amounts outstanding on the Mortgage Loan totaled $ 121.9 million with a weighted average interest rate of 8.4 % as of December 31, 2022.
−Removed: The Mortgage Loan is a floating-rate, interest-only, non-recourse loan with a two-year initial term ending on August 9, 2023, with three one-year extension options, subject to certain conditions.
−Removed: Subsequent to December 31, 2022, the Company paid down the $ 121.9 million outstanding balance on the Mortgage Loan, as further discussed in Note 19 — Subsequent Events.
+Added: Limited originated a $ 650.0 million first lien mortgage loan (the “Mortgage Loan”) to 114 single purpose entities, each of which is an affiliate of the Company and is managed on a day-to-day basis by affiliates of CIM.
+Added: During the year ended December 31, 2023, the Company paid down the $ 121.9 million outstanding balance on the Mortgage Loan, $ 105.8 million of which was in connection with the sale of properties pursuant to the Realty Income Purchase and Sale Agreement.
+Added: Refer to Note 4 — Real Estate Assets for additional information regarding the sale.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
ABS Mortgage Notes
10 unchanged sentences
The collateral pool for the Class A Notes is comprised of 175 of the Company’s double- and triple-net leased single tenant properties, together with the related leases and certain other rights and interests.
−Removed: The aggregate balance of gross real estate assets, net of gross intangible lease liabilities, securing the Class A Notes was $ 985.2 million.
+Added: The aggregate balance of gross real estate assets, net of gross intangible lease liabilities, securing the Class A Notes was $ 1.0 billion.
As of December 31, 2023, amounts outstanding on the Class A Notes totaled $ 758.5 million with a weighted average interest rate of 2.8 %.
1 unchanged sentence
Credit Facilities
−Removed: CMFT SCF Borrower, LLC, an indirect wholly owned subsidiary of the Company (the “CMFT Borrowing Sub”), has a credit agreement (the “Credit Agreement”) with the lenders from time to time parties thereto, JPMorgan Chase, as administrative agent, letter of credit issuer and syndication agent, and PNC Bank, N.A., as syndication agent, which provides for borrowings in the initial amount of $ 300.0 million (the “CMFT Credit Facility”), which includes a $ 100.0 million term loan facility (the “CMFT Term Loan”) and the ability to borrow up to $ 200.0 million in revolving loans (the “CMFT Revolving Loans”) under a revolving credit facility (the “CMFT Revolving Facility”) with a $ 30.0 million letter of credit subfacility.
−Removed: The CMFT Term Loan and the CMFT Revolving Facility both mature on July 15, 2025.
−Removed: Borrowings under the Credit Agreement bear interest at rates depending upon the type of loan specified by the CMFT Borrowing Sub, the interest period, and the Company’s adjusted leverage ratio.
−Removed: For alternate base rate (“ABR”) loans, the interest rate will be equal to the greater of:
−Removed: (a) JPMorgan Chase’s prime rate (as defined in the Credit Agreement), (b) the NYFRB Rate (as defined in the Credit Agreement) plus 0.50 %, and (c) the Adjusted Term SOFR Rate (as defined in the Credit Agreement) plus 1.0 % for the interest period plus the applicable rate.
−Removed: For term benchmark (“Term Benchmark”) loans and risk-free rate (“RFR”) loans, the interest rate is based on the Adjusted Term SOFR Rate or Adjusted Daily Simple SOFR (as defined in the Credit Agreement), respectively, for the applicable interest period plus the applicable rate.
−Removed: The applicable rate is based upon the adjusted leverage ratio, and for ABR Loans, ranges from 0.50 % at an adjusted leverage ratio below 2.50 :1.00 to
+Added: During the year ended December 31, 2023, CMFT CL Lending Sub AB, LLC (the “Borrower”), an indirect wholly owned subsidiary of the Company, entered into a revolving loan and security agreement (the “Loan and Security Agreement”) with each of the lenders from time to time party thereto (the “Lenders”), Ally Bank, as administrative agent and arranger (“Ally Bank”), U.S.
+Added: Bank Trust Company, National Association, as the collateral custodian, and U.S.
+Added: Bank National Association as the document custodian, which provides for borrowings in an aggregate principal amount up to $ 300.0 million (the “Loan Facility”), which may be increased during the revolving period (as defined below) to an aggregate principal amount up to $ 500.0 million as agreed to by the Borrower, any applicable Lender and Ally Bank.
+Added: Borrowings under the Loan and Security Agreement will bear interest equal to SOFR for the relevant interest period, plus an applicable rate.
+Added: The applicable rate is 2.875 % per annum (and an additional 2.00 % per annum following an event of default under the Loan and Security Agreement).
+Added: The revolving period began on February 10, 2023 and concludes on the day preceding the earlier to occur of (i) the scheduled revolving period end date of February 10, 2026, (ii) the date of the declaration of the revolving period end date upon the occurrence and continuation of an event of default, and (iii) the termination date.
+Added: The termination date is the earlier to occur of (i) February 10, 2028 (two years after the revolving period end date) and (ii) the date of the declaration of the termination date or the date of the automatic occurrence of the termination date upon the occurrence and continuation of an event of default.
+Added: As of December 31, 2023, the amounts borrowed and outstanding under the Loan Facility totaled $ 75.0 million at a weighted average interest rate of 8.2 %.
+Added: The Company had a credit agreement with the lenders from time to time parties thereto, JPMorgan Chase, as administrative agent, letter of credit issuer and syndication agent, and PNC Bank, N.A., as syndication agent, that provided for borrowings in the initial amount of $ 300.0 million (the “CMFT Credit Facility”).
+Added: The CMFT Credit Facility was set to mature on July 15, 2025.
+Added: During the year ended December 31, 2023, the Company paid down the $ 240.0 million outstanding balance under the CMFT Credit Facility and terminated the CMFT Credit Facility.
+Added: CMFT Corporate Credit Securities, LLC, an indirect wholly-owned, bankruptcy-remote subsidiary of the Company, has a revolving credit and security agreement (the “Third Amended Credit and Security Agreement”) with the lenders from time to time parties thereto, Citibank, as administrative agent, CMFT Securities Investments, LLC, a wholly-owned subsidiary of the Company (“CMFT Securities”), as equityholder and as collateral manager, Citibank (acting through its Agency & Trust division), as both a collateral agent and as a collateral custodian, and Virtus Group, LP, as collateral administrator.
+Added: The Third Amended Credit and Security Agreement provides for available borrowings under the revolving credit facility up to an aggregate principal amount of $ 550.0 million (the “Credit Securities Revolver”).
+Added: The Credit Securities Revolver may be
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: 1.375 % at an adjusted leverage ratio greater than 3.50 :1.00.
−Removed: For Term Benchmark loans and RFR loans, the applicable rate is 1.00 % higher than for ABR loans at each adjusted leverage ratio range.
−Removed: In connection with the CMFT Credit Facility, certain subsidiaries of the Company, including the CMFT Borrowing Sub, entered into a collateral assignment of equity interest and security agreement, by which certain subsidiaries of the Company, including the CMFT Borrowing Sub, pledged equity interests in certain property-owning subsidiaries as collateral to secure on a first priority basis the obligations under the CMFT Credit Facility.
−Removed: The Company and certain subsidiaries of the Company also entered into a guaranty with the lenders, under which the Company and certain subsidiaries agreed to guarantee the CMFT Borrowing Sub’s obligations under the Credit Agreement.
−Removed: As of December 31, 2022, the CMFT Term Loan and CMFT Revolving Loans outstanding totaled $ 100.0 million and $ 105.0 million, respectively.
−Removed: As of December 31, 2022, the Company had $ 205.0 million outstanding under the CMFT Credit Facility at a weighted average interest rate of 5.9 % and $ 95.0 million in unused capacity, subject to borrowing availability.
−Removed: Subsequent to December 31, 2022, the Company paid down the $ 240.0 million outstanding balance under the CMFT Credit Facility and terminated the CMFT Credit Facility, as further discussed in Note 19 — Subsequent Events.
−Removed: The Company had a credit agreement (the “CIM Income NAV Credit Agreement”) with JPMorgan Chase, as administrative agent, and the lender parties thereto, that provided for borrowings of up to $ 425.0 million (the “CIM Income NAV Credit Facility”).
−Removed: The CIM Income NAV Credit Facility was set to mature on September 6, 2022.
−Removed: During the year ended December 31, 2022, the Company paid down the $ 212.5 million outstanding balance under the CIM Income NAV Credit Facility with proceeds from the closing of the CMFT Credit Facility and terminated the CIM Income NAV Credit Facility.
−Removed: CMFT Corporate Credit Securities, LLC, an indirect wholly-owned, bankruptcy-remote subsidiary of the Company, has a revolving credit and security agreement (the “Third Amended Credit and Security Agreement”) with the lenders from time to time parties thereto, Citibank, N.A.
−Removed: (“Citibank”), as administrative agent, CMFT Securities Investments, LLC, a wholly-owned subsidiary of the Company (“CMFT Securities”), as equityholder and as collateral manager, Citibank (acting through its Agency & Trust division), as both a collateral agent and as a collateral custodian, and Virtus Group, LP, as collateral administrator.
−Removed: The Third Amended Credit and Security Agreement provides for available borrowings under the revolving credit facility to an aggregate principal amount up to $ 550.0 million (the “Credit Securities Revolver”).
−Removed: The Credit Securities Revolver may be increased from time to time pursuant to the Third Amended Credit and Security Agreement.
+Added: increased from time to time pursuant to the Third Amended Credit and Security Agreement.
As of December 31, 2023, the amounts borrowed and outstanding under the Credit Securities Revolver totaled $ 415.5 million at a weighted average interest rate of 7.3 %.
1 unchanged sentence
The applicable rate is dependent on the type of loan being financed, which includes broadly syndicated, private and middle market loans meeting certain criteria as set forth in the Third Amended Credit and Security Agreement and ranges from 1.90 % to 2.75 % per annum during the first two years of the reinvestment period and 2.00 % to 2.85 % during the last year of the reinvestment period and 2.10 % to 2.95 % per annum during the amortization period (and, in each case, an additional 2.00 % per annum following an event of default under the Third Amended Credit and Security Agreement).
−Removed: The reinvestment period began on December 31, 2019 (the “Closing Date”) and concludes on the earlier of (i) the date that is three years after June 23, 2022, the date the third amendment became effective, (ii) the final maturity date and (iii) the date on which the total assets under management of the Company and its wholly-owned subsidiaries is less than $ 1.25 billion (the “Reinvestment Period”).
+Added: The reinvestment period began on December 31, 2019 and concludes on the earlier of (i) the date that is three years after June 23, 2022, the date the third amendment became effective, (ii) the final maturity date and (iii) the date on which the total assets under management of the Company and its wholly-owned subsidiaries is less than $ 1.25 billion (the “Reinvestment Period”).
The final maturity date is the earliest to occur of:
1 unchanged sentence
Borrowings under the Third Amended Credit and Security Agreement are secured by substantially all of the assets held by CMFT Corporate Credit Securities, LLC, which shall primarily consist of liquid corporate senior secured loans subject to certain eligibility criteria under the Third Amended Credit and Security Agreement.
−Removed: The Company believes it was in compliance with the financial covenants under the Company’s various fixed and variable rate debt agreements, as of December 31, 2022.
+Added: The Company believes it was in compliance with the financial covenants under the Company’s various fixed and variable rate debt agreements, as of December 31, 2023, with the exception of the Credit Securities Revolver where the Company failed to meet the borrowing base covenant under the Third Amended Credit and Security Agreement at December 31, 2023.
+Added: Non-compliance with the borrowing base covenant triggers an event of default, which was waived by Citibank for the year ended December 31, 2023 and such non-compliance was subsequently cured by the Company.
Repurchase Facilities
3 unchanged sentences
Morgan”) (collectively, the “Repurchase Agreements”) to provide financing primarily through each bank’s purchase of the Company’s CRE mortgage loans and CMBS and future funding advances (the “Repurchase Facilities”).
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
The following table is a summary of the Repurchase Facilities as of December 31, 2023 (dollar amounts in thousands):
Repurchase Facility Date of Agreement Maturity Date
+Added: Remaining Extension Options (1)
Maximum Facility Size
−Removed: Weighted Average Interest Rate Carrying Value of Loans Financed under Repurchase Facility Amount Financed
−Removed: Citibank 6/4/2020 8/17/2024 $ 400,000 6.1 % (3) $ 465,690 $ 335,458
−Removed: Barclays 9/21/2020 9/22/2025 1,250,000 6.1 % (3) 1,183,270 885,067
−Removed: Wells Fargo 5/20/2021 8/30/2025 750,000 5.9 % (3) 891,234 693,616
−Removed: Deutsche Bank 10/8/2021 10/8/2023 300,000 6.5 % (4) 192,376 146,211
+Added: Weighted Average Interest Rate Loans Financed under Repurchase Facility (2)
+Added: Amount Financed
+Added: Citibank 6/4/2020 8/17/2024 2 / 1 yr.
+Added: $ 70,485 7.5 % (3)
+Added: $ 195,694 $ 63,265
+Added: 12/19/2023 12/19/2025 2 / 1 yr.
+Added: 579,515 7.1 % (3)
+Added: 323,873 242,136
+Added: 9/21/2020 9/22/2025 2 / 1 yr.
+Added: 558,947 7.2 % (3)
+Added: 861,295 488,759
+Added: 12/4/2023 12/4/2026 2 / 1 yr.
+Added: 691,053 7.3 % (3)
+Added: 300,163 215,309
+Added: Wells Fargo 5/20/2021 8/30/2025 2 / 1 yr.
+Added: 750,000 7.0 % (3)
+Added: 902,051 689,992
+Added: Deutsche Bank 10/8/2021 10/8/2024 3 / 1 yr.
+Added: 300,000 7.7 % (3)
+Added: 232,720 168,201
Morgan 6/1/2022 (4)
+Added: 347,635 199,602
Total $ 2,950,000 $ 3,163,431 $ 2,067,264
__________________________________
−Removed: (1) The repurchase facility with Citibank is set to mature in August 2024, with up to two one-year extension options.
−Removed: The repurchase facility with Barclays was set to mature in September 2024, with up to two one-year extension options.
−Removed: During the year ended December 31, 2022, the Company extended the current facility termination date to September 22, 2025 under the Third Amendment to the Master Repurchase Agreement with Barclays.
−Removed: The repurchase facility with Wells Fargo was set to mature on May 19, 2024, with up to two one-year extension options.
−Removed: During the year ended December 31, 2022, the Company extended the initial facility termination date to August 30, 2025 under the Third Amendment to the Master Repurchase Agreement with Wells Fargo.
−Removed: The repurchase facility with Deutsche Bank (“Deutsche Bank Repurchase Facility”) was set to mature on October 8, 2022, with four one-year extension options, all of which are subject to certain conditions set forth in the Repurchase Agreement with Deutsche Bank.
−Removed: During the year ended December 31, 2022, the Company exercised the Deutsche Bank Repurchase Facility’s first extension option, extending the date of maturity to October 8, 2023, and added an additional extension option, providing for a total of four one-year extension options remaining as of December 31, 2022.
−Removed: (2) During the year ended December 31, 2022, the Company increased the Barclays Repurchase Facility and the repurchase facility with Wells Fargo (the “Wells Fargo Repurchase Facility”) to provide up to $ 1.25 billion and $ 750.0 million, respectively, in financing.
−Removed: (3) Advances under the Repurchase Agreements accrue interest at per annum rates based on the one-month LIBOR, Term SOFR (as such term is defined in the applicable Repurchase Agreement), 30-day SOFR average, or the daily compounded SOFR plus a spread ranging from 1.30 % to 2.85 % to be determined on a case-by-case basis between Citibank, Barclays or Wells Fargo and the CMFT Lending Subs.
−Removed: (4) Under the Amended and Restated Master Repurchase Agreement with Deutsche Bank, advances under the repurchase agreement may be made based on one-month Term SOFR plus a spread designated by Deutsche Bank, and the interest rate used for certain existing advances under the existing Deutsche Bank Repurchase Facility may be converted from the one-month LIBOR to one-month SOFR plus a spread ranging from 1.90 % to 2.75 %.
+Added: (1) Represents the number of extension options remaining and the term of each option.
+Added: (2) CRE mortgage loan balances financed under the Repurchase Facilities with Citibank, Barclays, Wells Fargo and Deutsche Bank reflect the aggregate outstanding principal balance while the CMBS balance financed under the J.P.
+Added: Morgan Repurchase Facility (as defined below) reflects fair value.
+Added: (3) Advances under the Repurchase Agreements accrue interest at per annum rates based on Term SOFR (as such term is defined in the applicable Repurchase Agreement) or the daily compounded SOFR plus a spread ranging from 1.30 % to 3.00 % to be determined on a case-by-case basis between Citibank, Barclays, Wells Fargo, or Deutsche Bank and the CMFT Lending Subs.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
(4) Facilities under the repurchase facility with J.P.
5 unchanged sentences
Morgan, which as of December 31, 2023, ranges from 1.05 % to 1.45 %.
−Removed: The Repurchase Agreements provide for simultaneous agreements by Citibank, Barclays, Wells Fargo, Deutsche Bank and J.P.
+Added: The Repurchase Agreements provide for agreements by each of Citibank, Barclays, Wells Fargo, Deutsche Bank and J.P.
Morgan to re-sell such purchased CRE mortgage loans and CMBS back to CMFT Lending Subs at a certain future date or upon demand.
−Removed: In connection with certain of the Repurchase Agreements, the Company (as the guarantor) entered into guaranties with Citibank, Barclays, Wells Fargo, and Deutsche Bank (the “Guaranties”), under which the Company agreed to guarantee up to 25 % of the CMFT Lending Subs’ obligations under certain Repurchase Agreements.
+Added: In connection with certain of the Repurchase Agreements, the Company (as the guarantor) entered into guaranties with Citibank, Barclays, Wells Fargo, and Deutsche Bank (the “Initial Guaranties”), under which the Company agreed to guarantee up to 25 % of the CMFT Lending Subs’ obligations under certain Repurchase Agreements.
+Added: In addition, in connection with certain of the Repurchase Agreements, the Company (as the “Initial Guarantor”) and certain of the CMFT Lending Subs (individually as a “Replacement Guarantor”, collectively as the “Replacement Guarantors” and together with the Initial Guarantor, the “Guarantors”) entered into or amended guaranties with Citibank, Barclays and Deutsche Bank during the year ended December 31, 2023 (the “2023 Guaranties”, and together with the Initial Guaranties, the “Guaranties”), on a joint and several basis until the satisfaction of certain conditions as set forth in the guaranties, at which point the Replacement Guarantor will become the sole guarantor under the guaranty (the “Guarantor Replacement Event”).
+Added: Under the 2023 Guaranties, the Initial Guarantor and the Replacement Guarantors agreed to guarantee the respective CMFT Lending Subs’ obligations under the applicable Repurchase Agreements.
The Repurchase Agreements and the Guaranties contain representations, warranties, covenants, conditions precedent to funding, events of default and indemnities that are customary for agreements of these types.
In addition, the Guaranties contain financial covenants that require the Company to maintain:
−Removed: (i) minimum liquidity of not less than the lower of (a) $ 50.0 million and (b) the greater of (A) $ 10.0 million and (B) 5 % of the Company’s recourse indebtedness, as defined in the Guaranties;
−Removed: (ii) minimum consolidated net worth greater than or equal to $ 1.0 billion plus (a) 75 % of the equity issued by the Company following the respective closing dates of the Repurchase Agreements (the “Repurchase Closing Dates”) minus (b) the aggregate
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: amount of any redemptions or similar transaction by the Company from the Repurchase Closing Dates;
+Added: (i) minimum liquidity of not less than the lower of (a) $ 50.0 million and (b) the greater of (A) $ 10.0 million and (B) 5 % of the then-current Guarantors’ recourse indebtedness, as defined in the Guaranties;
+Added: (ii) minimum consolidated net worth greater than or equal to $ 1.0 billion plus (a) prior to the Guarantor Replacement Event, as applicable, 75 % of the equity issued by the Guarantors following the respective closing dates of the Repurchase Agreements (the “Repurchase Closing Dates”) or, from and after the Guarantor Replacement Event, as applicable, 75 % of the equity issued by the Replacement Guarantor following the Guarantor Replacement Event, as applicable, minus (b) prior to the Guarantor Replacement Event, as applicable, the aggregate amount of any redemptions or similar transaction by the Guarantors from the Repurchase Closing Dates or, from and after the Guarantor Replacement Event, as applicable, the aggregate amount of any redemptions or similar transaction by the Replacement Guarantor following the Guarantor Replacement Event, as applicable;
(iii) maximum leverage ratio of total indebtedness to total equity less than or equal to 80 %;
43 unchanged sentences
As of December 31, 2023, the Company had $ 272.5 million of unfunded loan commitments related to its existing CRE loans held-for-investment, corporate senior loans, and liquid corporate senior loans, and $ 88.4 million of unfunded commitments related to NewPoint JV.
−Removed: These commitments are not reflected in the accompanying consolidated balance sheet.
−Removed: As of December 31, 2022, the Company had $ 19.8 million of unsettled liquid corporate senior loan acquisitions, $ 19.2 million of which settled subsequent to December 31, 2022.
−Removed: Unsettled acquisitions are included in cash and cash equivalents in the accompanying consolidated balance sheet.
+Added: These commitments are not reflected in the accompanying consolidated balance sheets.
+Added: Current expected credit losses for unfunded or unsettled loan commitments are included in accrued expenses and accounts payable on the accompanying consolidated balance sheets.
+Added: As of December 31, 2023, the Company had $ 2.2 million of unsettled liquid corporate senior loan acquisitions, all of which settled subsequent to December 31, 2023.
+Added: Additionally, the Company had $ 31.8 million of unsettled liquid corporate senior
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: loan sales as of December 31, 2023, $ 30.7 million of which settled subsequent to December 31, 2023.
+Added: Unsettled acquisitions are included in cash and cash equivalents in the accompanying consolidated balance sheets and unsettled sales are included in loans held-for-investment and related receivables, net in the accompanying consolidated balance sheets.
Environmental Matters
7 unchanged sentences
The Company has incurred fees and expenses payable to CMFT Management and certain of its affiliates in connection with the acquisition, management and disposition of its assets.
−Removed: On August 20, 2019, the Company and CMFT Management entered into an Amended and Restated Management Agreement (the “Management Agreement”), which amended and restated that certain Advisory Agreement between the parties dated January 24, 2012, as amended (the “Prior Advisory Agreement”).
−Removed: Following the effective date of the Management Agreement, CMFT Management is no longer entitled to receive the disposition fees pursuant to the Prior Advisory Agreement, as described below;
−Removed: provided, however, that for the Company’s properties under contract to be sold or specifically identified in a broker agreement as being marketed for sale as of the effective date of the Management Agreement, CMFT Management was entitled to receive a disposition fee in accordance with the terms of the Prior Advisory Agreement.
−Removed: Management and investment advisory fees
+Added: On March 24, 2023, the Company and CMFT Management entered into the second amended and restated management agreement (the “Management Agreement”), which amended and restated the amended and restated management agreement between the parties dated August 20, 2019.
+Added: Management, investment advisory fees and incentive compensation
The Company pays CMFT Management a management fee, payable quarterly in arrears, equal to the greater of (a) $ 250,000 per annum ($ 62,500 per quarter) and (b) 1.50 % per annum ( 0.375 % per quarter) of the Company’s Equity (as defined in the Management Agreement).
8 unchanged sentences
The Sub-Advisor principally provides investment management services with respect to the corporate credit-related securities held by CMFT Securities and its subsidiaries.
−Removed: The Sub-Advisor may allocate a portion of these corporate credit-related securities to its other clients, including affiliates of CIM.
−Removed: On a quarterly basis, the Investment Advisor designates 50 % of the sum of the Investment Advisory Fee and incentive compensation attributable to the assets for which Sub-Advisor has provided investment management services payable to the Investment Advisor as sub-advisory fees.
−Removed: Incentive compensation
−Removed: CMFT Management is entitled to receive incentive compensation, payable with respect to each quarter, which is generally equal to the excess of (a) the product of (i) 20 % and (ii) the excess of (A) Core Earnings (as defined in the Management Agreement) of the Company for the previous 12-month period, over (B) the product of (1) the Company’s Consolidated Equity (as defined in the Management Agreement) in the previous 12-month period, and (2) 7 % per annum, over (b) the sum of any
+Added: The Sub-Advisor may allocate a portion of these corporate credit-related securities to its other clients, including affiliates of CIM Group.
+Added: On a quarterly basis, the Investment Advisor designates 50 % of the sum of the Investment Advisory Fee and incentive compensation attributable to the assets for which the Sub-Advisor has provided investment management services payable to the Investment Advisor as sub-advisory fees.
+Added: CMFT Management is entitled to receive incentive compensation, payable with respect to each quarter, which is generally equal to the excess of (a) the product of (i) 20 % and (ii) the excess of (A) Core Earnings (as defined in the Management Agreement) of the Company for the previous 12-month period, over (B) the product of (1) the Company’s Consolidated Equity (as defined in the Management Agreement) in the previous 12-month period, and (2) 7 % per annum, over (b) the sum of any incentive compensation paid to CMFT Management with respect to the first three calendar quarters of such previous 12-month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable).
+Added: During the years ended December 31, 2023, 2022 and 2021, no incentive compensation fees were incurred.
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: incentive compensation paid to CMFT Management with respect to the first three calendar quarters of such previous 12-month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable).
−Removed: During the years ended December 31, 2022, 2021 and 2020, no incentive compensation fees were incurred.
In addition, the Investment Advisor is eligible to receive a portion of the incentive compensation payable to CMFT Management pursuant to the Management Agreement.
In the event that the incentive compensation is earned and payable with respect to any quarter, CMFT Management calculates the portion of the incentive compensation that was attributable to the Managed Assets and payable to the Investment Advisor.
+Added: The Company’s subsidiary, CLR, entered into a separate management agreement (“CLR Management Agreement”) with CMFT Management on February 29, 2024 (“CLR Effective Date”) for the day to day management of CLR and its non-securities assets, pursuant to which CLR will pay CMFT Management a base management fee, payable in arrears, equal to 1.25 % of CLR’s net asset value per share (or 0.90 % of its net asset value per share for its founder share classes), plus a performance fee that is, subject to certain adjustment in the calculation for the measurement periods applicable to core earnings during the first four calendar quarters, generally equal to the excess of (A) the product of (I) 10 % and (II) the excess of (y) CLR’s core earnings for the previous 12-month period, over (z) the product of (i) CLR’s average adjusted capital, and (ii) a hurdle rate of 6.5 % ( 7.25 % for its founder share classes, each considered on an annualized basis, over (B) the sum of any performance fee paid to CMFT Management or the Investment Advisor with respect to the first three calendar quarters of such previous 12-month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable).
+Added: No performance fee shall be payable by CLR to CMFT Management or the Investment Advisor with respect to any calendar quarter unless CLR’s core earnings for the 12 most recently completed calendar months (or such lesser number of completed calendar quarters following the CLR Effective Date) in the aggregate is greater than zero.
+Added: Once CLR’s core earnings exceed the hurdle rate, CMFT Management is entitled to a “catch-up” fee equal to the amount of core earnings in excess of the hurdle rate, until CLR’s core earnings for the applicable period equal 7.224 % ( 8.0576 % for CLR’s founder share classes, each considered on an annualized basis of CLR’s average adjusted capital.
+Added: Thereafter, CMFT Management is entitled to receive 10 % of CLR’s core earnings.
+Added: CLR Securities Investments, LLC (“CLR Securities”), a wholly owned subsidiary of CLR, has an investment advisory and management agreement dated February 29, 2024 (the “CLR Investment Advisory and Management Agreement”) with the Investment Advisor pursuant to which the Investment Advisor manages the day-to-day business affairs of CLR Securities and its investments in real estate-related securities (collectively, the “CLR Managed Assets”), subject to the supervision of the CLR board of trustees.
+Added: In connection with the services provided by the Investment Advisor, CLR Securities pays the Investment Advisor an investment advisory fee (the “CLR Investment Advisory Fee”), payable quarterly in arrears, equal to the proportion of the base management fee and performance fee calculated pursuant to the CLR Management Agreement that is attributable to the CLR Managed Assets.
+Added: Because the CLR Managed Assets are excluded from the calculation of management fees payable by CLR to CMFT Management pursuant to the Management Agreement, the total management and advisory fees payable by CLR to its external advisors are not increased as a result of the CLR Investment Advisory and Management Agreement.
+Added: The CLR Management Agreement and CLR Investment Advisory and Management Agreement (together, the “CLR Advisory Agreements”) each have an initial three-year term and shall be deemed renewed automatically each year thereafter for an additional one-year period unless CLR provides 180 days’ written notice of termination of a CLR Advisory Agreement after the affirmative vote of CLR’s independent trustees.
+Added: If either CLR Advisory Agreement is terminated without cause, CMFT Management and/or the Investment Advisor, as applicable, shall receive a termination fee pursuant to the terminated CLR Advisory Agreement equal to three times the sum of (a) the average annual management fee and (b) the average annual incentive compensation incurred under the terminated CLR Advisory Agreement during the 24-month period prior to the termination.
+Added: The Company and CMFT Management have entered into an agreement whereby, (i) for so long as CMFT Management is the external manager of the Company and an affiliate of CIM Group, the Company’s management fee payable to CMFT Management will be reduced by the Company’s proportional share, based on its ownership of CLR, of the base management fee and performance fee payable to CMFT Management by CLR, and (ii) if the Management Agreement and either or both of the CLR Advisory Agreements are simultaneously terminated without cause, the termination fee payable by the Company to the CMFT Manager or the Investment Advisor, as applicable, under the applicable CLR Advisory Agreement shall be reduced by the Company’s proportional share, based on its ownership of CLR, of the termination fee payable to CMFT Management or the Investment Advisor, by CLR under the applicable CLR Advisory Agreement, such that, in each case, the Company will not pay more fees than would otherwise be payable under its Management Agreement or Investment Advisory and Management Agreement, as applicable.
+Added: The Investment Advisor has engaged the Sub-Advisor to act as an investment sub-advisor with respect to the assets held by CLR Securities.
+Added: The Sub-Advisor principally provides investment management services with respect to the real estate related securities held by CLR Securities and its subsidiaries.
+Added: On a quarterly basis, the Investment Advisor designates 50 % of the sum of the CLR Investment Advisory Fee and incentive compensation attributable to the assets for which the Sub-Advisor has
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
+Added: provided investment management services payable to the Investment Advisor as sub-advisory fees.
+Added: The Sub-Advisory Agreement may be terminated by either party with 30 days’ advance written notice to the other party.
+Added: No management fees or performance fees have been paid by CLR to CMFT Management or the Investment Advisor.
Expense reimbursements to related parties
The Company reimburses CMFT Management, the Investment Advisor or their affiliates for certain expenses paid or incurred in connection with the services provided to the Company.
−Removed: The Company will reimburse CMFT Management, the Investment Advisor, or their affiliates for salaries and benefits paid to personnel who provide services to the Company, excluding the Company’s executive officers and any portfolio management, acquisitions or investment professionals.
−Removed: Disposition fees
−Removed: Pursuant to the Prior Advisory Agreement, through August 20, 2019, if CMFT Management or its affiliates provided a substantial amount of services (as determined by a majority of the Company’s independent directors) in connection with the sale of one or more properties (or the Company’s entire portfolio), the Company paid CMFT Management or its affiliates a disposition fee in an amount equal to up to one-half of the real estate or brokerage commission paid by the Company to third parties on the sale of such property, not to exceed 1.0 % of the contract price of the property sold;
−Removed: provided, however, in no event would the total disposition fees paid to CMFT Management, its affiliates and unaffiliated third parties exceed the lesser of the customary competitive real estate commission or an amount equal to 6.0 % of the contract sales price.
−Removed: For the Company’s properties under contract to be sold or specifically identified in a broker agreement as being marketed for sale as of August 20, 2019, CMFT Management was entitled to receive a disposition fee, which was paid in 2020 (as shown in the table below), in accordance with the terms of the Prior Advisory Agreement.
+Added: The Company will reimburse CMFT Management, the Investment Advisor, or their affiliates for salaries and benefits paid to personnel who provide services to the Company, excluding the Company’s executive officers (other than the chief financial officer) and any portfolio management, acquisitions or investment professionals.
The Company recorded fees and expense reimbursements as shown in the table below for services provided by CMFT Management or its affiliates related to the services described above during the periods indicated (in thousands):
2 unchanged sentences
Management fees $ 50,975 $ 52,564 $ 47,020
−Removed: Disposition fees $ — $ — $ 434
Expense reimbursements to related parties (1)
1 unchanged sentence
____________________________________
−Removed: (1) Excludes $ 1.1 million of expense reimbursements recorded during the year ended December 31, 2022 attributable to earnout leasing costs under the RTL Purchase and Sale Agreement, which are included in gain on disposition of real estate and condominium developments, net in the condensed consolidated statements of operations.
+Added: (1) Excludes $ 1.1 million of expense reimbursements recorded during the year ended December 31, 2022 attributable to earnout leasing costs under the RTL Purchase and Sale Agreement, which are included in gain on disposition of real estate and condominium developments, net in the consolidated statements of operations.
Due to Affiliates
3 unchanged sentences
Upon foreclosure, and with the approval of the Board’s former valuation, compensation and affiliate transactions committee, CIM NY Management, LLC, an affiliate of the Company’s manager, CMFT Management, entered into a Development Management Agreement with the indirect wholly owned subsidiaries of the Company that own each of the four buildings (the “Building Owners”), wherein CIM NY Management, LLC will act as project manager in overseeing the development and construction of property improvements in accordance with each respective Development Management Agreement (the “Development Services”).
−Removed: In consideration for the Development Services, CIM NY Management, LLC will receive a development management fee from the Building Owners equal to 4 % of the aggregate gross project costs expended during the term of the
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: Development Management Agreement, subject to the conditions in each respective Development Management Agreement.
+Added: In consideration for the Development Services, CIM NY Management, LLC will receive a development management fee from the Building Owners equal to 4 % of the aggregate gross project costs expended during the term of the Development Management Agreement, subject to the conditions in each respective Development Management Agreement.
During the years ended December 31, 2023 and 2022, the Company recorded $ 380,000 and $ 486,000 , respectively, in development management fees.
1 unchanged sentence
The Development Management Agreement shall remain in effect until the project completion date, and is terminable by either party with fifteen days prior notice to the other party, with or without cause.
−Removed: Affiliated Investments
−Removed: In September 2021, the Company co-invested $ 68.4 million in preferred units and $ 138.8 million in a mortgage loan to a third-party for the purchase of a multi-family, office and retail building in Fort Lauderdale, Florida with CIM Real Assets & Credit Fund, a f und that is advised by affiliates of CMFT Management (“CIM RACR”).
−Removed: During the year ended December 31, 2022, the Company and CIM RACR upsized their investment in the preferred units with an additional $ 4.8 million and $ 364,000 , respectively, and upsized their investment in the mortgage loan with an additional $ 6.4 million and $ 490,000 , respectively.
−Removed: The Company subsequently redeemed its investment in the preferred units during the year ended December 31, 2022 in exchange for an investment in a first mortgage loan.
−Removed: As a result of the upsize and the conversion of preferred units, as of December 31, 2022, the Company had $ 203.6 million invested in the mortgage loan.
+Added: Investments with Affiliates of the Manager
+Added: In September 2021, the Company co-invested $ 68.4 million in preferred units and $ 138.8 million in a first mortgage loan to a third-party for the purchase of a multi-family, office and retail building in Fort Lauderdale, Florida with CIM Real Assets & Credit Fund, a f und that is advised by affiliates of CMFT Management (“CIM RACR”).
+Added: The Company redeemed its investment in the preferred units during the year ended December 31, 2022 in exchange for an investment in a first mortgage loan.
+Added: As of December 31, 2023, $ 199.9 million of the first mortgage loan was outstanding.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
In October 2021, the Company invested in a $ 130.0 million first mortgage loan, with an initial advance of $ 119.0 million, to a third-party, the proceeds of which were used to finance the acquisition of a property from a fund that is advised by an affiliate of CMFT Management.
1 unchanged sentence
In November 2021, the Company entered into the Unconsolidated Joint Venture (the “MT-FT JV”) with CMMT Holdings, LLC, a fund th at is advised by an affiliate of CMFT Management (“CMMT”), for the purposes of investing in the NewPoint JV.
−Removed: The Company owns 50 % of the equity interests of the MT-FT JV and has committed to fund capital to the MT-FT JV up to $ 212.5 million, of which $ 99.9 million has been funded, net of $ 39.9 million returned as a return of capital that can be called back by NewPoint JV through NP JV Holdings as a capital call on a future date.
−Removed: For more information on the NewPoint JV, see Note 2 — Summary of Significant Accounting Policies.
+Added: As of December 31, 2023, the Company owned 50 % of the equity interests of the MT-FT JV and has committed to fund capital to the MT-FT JV up to $ 212.5 million, of which $ 124.1 million has been funded, net of $ 55.8 million returned to the Company that can be called back by NewPoint JV through NP JV Holdings as a capital call on a future date.
+Added: For more information on the NewPoint JV, see Note 2 — Summary of Significant Accounting Policies and Note 6 — Investment in Unconsolidated Entities.
In December 2021, the Company invested in a $ 155.0 million first mortgage loan, with an initial advance of $ 154.0 million, to a third party, the proceeds of which were used to finance the acquisition of a property from a fund that is advised by an affiliate of CMFT Management.
As of December 31, 2023, $ 154.0 million of the first mortgage loan was outstanding.
−Removed: During the year ended December 31, 2022, the Company invested in a $ 147.0 million first mortgage loan, with an initial advance of $ 143.0 million, to a third-party, which was previously funded by a fund that is advised by an affiliate of CMFT Management.
+Added: In April 2022, the Company invested in a $ 147.0 million first mortgage loan, with an initial advance of $ 143.0 million, to a third-party, which was previously funded by a fund that is advised by an affiliate of CMFT Management.
As of December 31, 2023, $ 145.5 million of the first mortgage loan was outstanding.
−Removed: As a result of the CIM Income NAV Merger, the Company had an investment in CIM UII Onshore, a fund that is advised by an affiliate of CMFT Management, which was fully redeemed for $ 60.7 million during the year ended December 31, 2022.
−Removed: See Note 2 — Summary of Significant Accounting Policies for more information on the CIM UII Onshore investment.
During the year ended December 31, 2022, the Company and CIM RACR co-invested $ 75.9 million and $ 14.7 million, respectively, in five corporate senior loans to a third party.
+Added: During the year ended December 31, 2023, the Company and CIM RACR co-invested $ 105.8 million and $ 16.4 million, respectively, in nine corporate senior loans to a third party.
As of December 31, 2023, $ 162.1 million of the corporate senior loans was outstanding.
−Removed: The Sub-Advisor provided investment services related to these corporate senior loans pursuant to the Sub-Advisory Agreement.
−Removed: Subsequent to December 31, 2022, the Company and CIM RACR co-invested $ 15.5 million and $ 3.1 million, respectively, in two corporate senior loans to a third-party.
−Removed: In addition, the Company and CIM RACR upsized a co-invested corporate senior loan to a third-party by $ 1.7 million and $ 348,000 , respectively, subsequent to December 31, 2022.
The Sub-Advisor provided investment management services related to these corporate senior loans pursuant to the Sub-Advisory Agreement.
3 unchanged sentences
In the event that these companies are unable to provide the Company with these services, the Company would be required to find alternative providers of these services.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
NOTE 15 — STOCKHOLDERS’ EQUITY
7 unchanged sentences
On February 1, 2018, the ownership of such shares was transferred by VEREIT OP to CMFT Management.
−Removed: On December 21, 2020, in connection with the consummation of the CCIT III and CCPT V Mergers, the Company issued 52.6 million shares of common stock for consideration of $ 7.31 per share.
−Removed: In addition, on December 16, 2021, in connection with the consummation of the CIM Income NAV Merger, the Company issued 74.8 million shares of common stock for consideration of $ 7.20 per share.
+Added: On December 16, 2021, in connection with the consummation of the CIM Income NAV Merger, the Company issued 74.8 million shares of common stock for consideration of $ 7.20 per share.
Distribution Reinvestment Plan
1 unchanged sentence
The Board may terminate or amend the Secondary DRIP Offering at the Company’s discretion at any time upon ten days ’ prior written notice to the stockholders.
−Removed: In connection with the CCIT III and CCPT V Mergers, on August 30, 2020, the Board approved the suspension of the DRIP, and, therefore, distributions paid after that date were paid in cash to all stockholders until the DRIP was reinstated, effective April 1, 2021, by the Board on March 25, 2021.
During the years ended December 31, 2023, 2022 and 2021, approximately 6.5 million, 5.4 million and 3.6 million shares were purchased under the DRIP Offerings for approximately $ 42.9 million, $ 38.9 million and $ 25.8 million, respectively, which were recorded as redeemable common stock on the consolidated balance sheets.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Share Redemption Program
10 unchanged sentences
While the shares of deceased stockholders and stockholders determined to have exigent circumstances will be included in calculating the maximum number of shares that may be redeemed in any annual or quarterly period, they will not be subject to the annual or quarterly percentage caps;
−Removed: therefore, if the volume of requests to redeem deceased stockholders’ shares in a particular quarter were large enough to cause the annual or quarterly percentage caps to be exceeded, even if no other redemption requests were processed, the redemptions of deceased
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: stockholders’ shares would be completed in full, assuming sufficient proceeds from the sale of shares under the DRIP, net of shares redeemed to date, were available.
+Added: therefore, if the volume of requests to redeem deceased stockholders’ shares in a particular quarter were large enough to cause the annual or quarterly percentage caps to be exceeded, even if no other redemption requests were processed, the redemptions of deceased stockholders’ shares would be completed in full, assuming sufficient proceeds from the sale of shares under the DRIP, net of shares redeemed to date, were available.
If sufficient proceeds from the sale of shares under the DRIP, net of shares redeemed to date, were not available to pay all such redemptions in full, the requests to redeem deceased stockholders’ shares and, effective as of April 1, 2023, shareholders deemed to have exigent circumstances would be honored on a pro rata basis.
11 unchanged sentences
During the year ended December 31, 2023, redemption requests relating to approximately 103.3 million shares went unfulfilled.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Distributions Payable and Distribution Policy
−Removed: Prior to April 1, 2020, on a quarterly basis, the Board authorized a daily distribution for the succeeding quarter.
−Removed: The Board authorized the following daily distribution amounts per share for the periods indicated below:
−Removed: Period Commencing Period Ending Daily Distribution Amount
−Removed: April 14, 2012 December 31, 2012 $ 0.001707848
−Removed: January 1, 2013 December 31, 2015 $ 0.001712523
−Removed: January 1, 2016 December 31, 2016 $ 0.001706776
−Removed: January 1, 2017 December 31, 2019 $ 0.001711452
−Removed: January 1, 2020 March 31, 2020 $ 0.001706776
−Removed: From April 20, 2020 through March 24, 2021, the Board determined the amount and timing of distributions on a monthly, instead of a quarterly, basis.
−Removed: On March 25, 2021, the Board resumed declaring distributions on a quarterly basis, which are paid out on a monthly basis.
−Removed: Since April 2020, the Board authorized the following monthly distribution amounts per share, payable to stockholders as of the record date for the applicable month, for the periods indicated below:
+Added: The Board authorized the following monthly distribution amounts per share, payable to stockholders as of the record date for the applicable month, for the periods indicated below:
Period Commencing Period Ending Monthly Distribution Amount
−Removed: April 2020 May 2020 $ 0.0130
−Removed: June 2020 June 2020 $ 0.0161
−Removed: July 2020 July 2020 $ 0.0304
August 2020 December 2021 $ 0.0303
1 unchanged sentence
October 2022 December 2022 $ 0.0339
−Removed: January 2023 June 2023 $ 0.0350
+Added: January 2023 September 2023
+Added: December 2023
As of December 31, 2023, the Company had distributions payable of $ 16.0 million.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
Equity-Based Compensation
8 unchanged sentences
The 2022 Plan may be amended or terminated by the Board or the compensation committee of the Board at any time, subject to the right of the Company’s stockholders to approve certain amendments.
+Added: Subsequent to December 31, 2023, the Compensation Committee of the Board approved and adopted the CIM Real Estate Finance Trust, Inc.
+Added: 2024 Manager Equity Incentive Plan (the “Manager Plan”), which provides for the grant of non-qualified stock options, restricted stock awards, restricted stock unit awards, and stock appreciation right awards, and dividend equivalents, to eligible named executive officers (as defined in Item 402 of Regulation S-K) of the Company or to CMFT Management, which in turn will transfer such incentives to employees, advisors, or consultants of CMFT Management and its affiliates who provide services to CMFT Management or its affiliates in support of the Company and its subsidiaries.
+Added: The maximum number of shares of common stock of the Company that may be subject to awards granted under the Manager Plan is 12,000,000 shares.
+Added: The Manager Plan will expire on January 9, 2034, unless terminated earlier by the Board of Directors or the Compensation Committee.
As of December 31, 2023, the Company has granted awards of approximately 116,000 restricted shares in the aggregate to the independent members of the Board under the 2018 Plan and approximately 140,000 restricted shares in the aggregate to the independent members of the Board under the 2022 Plan.
−Removed: As of December 31, 2022, 116,000 of the restricted shares had vested based on one year of continuous service.
−Removed: The remaining 67,000 restricted shares issued had not vested or been forfeited as of December 31, 2022.
+Added: As of December 31, 2023, the 116,000 restricted shares granted under the 2018 plan had vested based on one year of continuous service.
+Added: In addition, as of December 31, 2023, 67,000 restricted shares granted under the 2022 Plan vested based on one year of continuous service.
+Added: The remaining 73,000 restricted shares issued had not vested or had been forfeited as of December 31, 2023.
The fair value of the Company’s share awards is determined using the Company’s per share NAV on the date of grant.
2 unchanged sentences
As of December 31, 2023, there was $ 360,000 of total unrecognized compensation expense related to these restricted shares, which will be recognized ratably over the remaining period of service prior to October 2024.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
NOTE 16 — INCOME TAXES
9 unchanged sentences
Total 100 % 100 % 100 %
−Removed: During the years ended December 31, 2022, 2021 and 2020, the Company incurred state and local income and franchise taxes of $ 1.3 million, $ 1.1 million, and $ 568,000 , respectively, which were recorded in general and administrative expenses in the consolidated statements of operations.
+Added: During the years ended December 31, 2023, 2022 and 2021, the Company incurred state and local income and franchise taxes of $ 1.1 million, $ 1.3 million, and $ 1.1 million, respectively, which were recorded in general and administrative expenses in the consolidated statements of operations.
The Company had no unrecognized tax benefits as of or during the years ended December 31, 2023 and 2022.
2 unchanged sentences
federal jurisdiction, as well as various state jurisdictions, and is subject to routine examinations by the respective tax authorities.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
NOTE 17 — LEASES
15 unchanged sentences
A certain amount of the Company’s rental and other property income is from tenants with leases which are subject to contingent rent provisions.
−Removed: These contingent rents are subject to the tenant achieving periodic revenues in excess of specified levels.
+Added: These contingent rents are subject to the tenant achieving periodic revenues in excess of specified
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
For the years ended December 31, 2023, 2022 and 2021, the amount of the contingent rent earned by the Company was not significant.
10 unchanged sentences
(2) Consists primarily of tenant reimbursements for recoverable real estate taxes and property operating expenses, and percentage rent.
−Removed: The Company has one property subject to a non-cancelable operating ground lease with a remaining term of 10.7 years, with a lease liability (in deferred rental income, derivative liabilities and other liabilities ) and a related right of use (“ROU”) asset (in prepaid expenses, derivative assets and other assets ) of $ 2.1 million in the consolidated balance sheets.
+Added: The Company has one property subject to a non-cancelable operating ground lease with a remaining term of 9.7 years, with a lease liability (in deferred rental income and other liabilities ) and a related right-of-use (“ROU”) asset (in prepaid expenses, derivative assets and other assets ) of $ 2.0 million in the consolidated balance sheets.
The lease liability and ROU asset were initially measured at the present value of the future minimum lease payments using a discount rate of 4.3 %.
This reflects the Company’s incremental borrowing rate, which was calculated based on the interest rate the Company would incur to borrow on a fully collateralized basis over a term similar to the lease.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
The Company recognized $ 250,000 of ground lease expense during the year ended December 31, 2023, of which $ 242,000 was paid in cash during the period it was recognized.
2 unchanged sentences
As of December 31, 2023, the Company determined that it has two reportable segments:
−Removed: real estate and credit.
−Removed: Corporate/other represents all corporate level and unallocated items and includes the Company’s other asset management activities and operating expenses.
−Removed: There were no changes in the structure of the Company’s internal organization that prompted the change in reportable segments.
−Removed: Prior period amounts have been revised to conform to the current year presentation shown below.
+Added: Credit and Real Estate.
+Added: Corporate/other represents all corporate level and unallocated items and includes the Company’s other asset management activities and expenses.
+Added: CIM REAL ESTATE FINANCE TRUST, INC.
+Added: NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
The following tables present segment reporting for the years ended December 31, 2023, 2022 and 2021 (in thousands):
6 unchanged sentences
General and administrative 709 3,952 12,911 17,572
+Added: Interest expense, net 22,884 233,615 4,269 260,768
Property operating 5,203 — 8,147 13,350
6 unchanged sentences
Increase in provision for credit losses — 134,289 — 134,289
−Removed: Total operating expenses 134,912 61,321 54,601 250,834
−Removed: Gain on disposition of real estate and condominium developments, net 117,763 — 4,139 121,902
−Removed: Operating income (loss) 195,852 177,436 ( 50,074 ) 323,214
+Added: Total expenses
+Added: 105,874 412,341 58,126 576,341
Other income (expense)
+Added: Gain on disposition of real estate and condominium developments, net 49,731 — 3,610 53,341
Gain on investment in unconsolidated entities — 11,723 — 11,723
−Removed: Unrealized (loss) gain on equity security — ( 15,139 ) 22 ( 15,117 )
−Removed: Interest expense and other, net ( 36,283 ) ( 106,908 ) ( 13,348 ) ( 156,539 )
+Added: Unrealized gain on equity security
+Added: — 4,751 — 4,751
+Added: Other (expense) income, net
+Added: ( 4,380 ) ( 31,984 ) 9,905 ( 26,459 )
Loss on extinguishment of debt ( 1,192 ) ( 2,164 ) ( 4,432 ) ( 7,788 )
+Added: Total other income (expense)
+Added: 44,159 ( 17,674 ) 9,083 35,568
Segment net income (loss) 53,341 23,465 ( 48,720 ) 28,086
3 unchanged sentences
$ 1,156,761 $ 5,091,365 $ 198,350 $ 6,446,476
+Added: __________________________________
(1) Includes condominium and rental units acquired via foreclosure during the year ended December 31, 2021.
−Removed: (2) Includes the Company’s investment in CIM UII Onshore.
CIM REAL ESTATE FINANCE TRUST, INC.
7 unchanged sentences
General and administrative 553 807 14,004 15,364
+Added: Interest expense, net 41,295 110,303 13,612 165,210
Property operating 14,609 — 6,181 20,790
6 unchanged sentences
Increase in provision for credit losses — 29,476 — 29,476
−Removed: Total operating expenses 196,016 17,921 58,751 272,688
−Removed: Gain on disposition of real estate and condominium developments, net 77,178 — 5,867 83,045
−Removed: Merger-related expenses, net — — ( 1,404 ) ( 1,404 )
−Removed: Operating income (loss) 175,891 52,640 ( 53,853 ) 174,678
+Added: Total expenses
+Added: 176,207 171,624 68,213 416,044
Other income (expense):
+Added: Gain on disposition of real estate and condominium developments, net 117,763 — 4,139 121,902
Gain on investment in unconsolidated entities — 6,780 5,172 11,952
−Removed: Interest expense and other, net ( 37,022 ) ( 21,278 ) ( 25,599 ) ( 83,899 )
+Added: Unrealized (loss) gain on equity security
+Added: — ( 15,139 ) 22 ( 15,117 )
+Added: Other income, net
+Added: 5,012 3,395 264 8,671
Loss on extinguishment of debt ( 18,646 ) — ( 998 ) ( 19,644 )
+Added: Total other income (expense) 104,129 ( 4,964 ) 8,599 107,764
Segment net income (loss) 140,923 62,169 ( 59,226 ) 143,866
+Added: Segment net income attributable to non-controlling interest
Segment net income (loss) attributable to the Company $ 140,857 $ 62,169 $ ( 59,226 ) $ 143,800
1 unchanged sentence
$ 2,118,513 $ 4,794,593 $ 218,948 $ 7,132,054
+Added: __________________________________
(1) Includes condominium and rental units acquired via foreclosure during the year ended December 31, 2021 .
3 unchanged sentences
Year Ended December 31, 2021
−Removed: Real Estate Credit Corporate/Other Company Total
+Added: Real Estate Credit Corporate/Other (1) (2)
+Added: Company Total
Rental and other property income $ 294,729 $ — $ 435 $ 295,164
2 unchanged sentences
General and administrative 317 1,268 13,493 15,078
+Added: Interest expense, net 38,553 19,902 25,594 84,049
Property operating 32,033 — 15,526 47,559
6 unchanged sentences
Increase in provision for credit losses — 2,881 — 2,881
−Removed: Total operating expenses 181,601 78,306 18,591 278,498
+Added: Total expenses
+Added: 234,569 37,823 84,345 356,737
+Added: Other income (expense):
Gain on disposition of real estate and condominium developments, net 77,178 — 5,867 83,045
Merger-related expenses, net — — ( 1,404 ) ( 1,404 )
−Removed: Merger termination fee — — 7,380 7,380
−Removed: Operating income (loss) 107,447 ( 48,913 ) ( 13,095 ) 45,439
−Removed: Other income (expense):
−Removed: Interest expense and other, net ( 21,380 ) ( 5,101 ) ( 37,635 ) ( 64,116 )
+Added: Gain on investment in unconsolidated entities
+Added: Other income (expense), net
+Added: 1,531 ( 1,376 ) ( 5 ) 150
Loss on extinguishment of debt ( 1,628 ) — ( 3,267 ) ( 4,895 )
+Added: Total other income (expense) 77,081 ( 1,376 ) 1,797 77,502
Segment net income (loss) 137,241 31,362 ( 82,113 ) 86,490
1 unchanged sentence
Total assets as of December 31, 2021
+Added: $ 3,821,085 $ 2,859,017 $ 282,674 $ 6,962,776
+Added: __________________________________
+Added: (1) Includes condominium and rental units acquired via foreclosure during the year ended December 31, 2021.
+Added: (2) Includes the Company’s investment in CIM UII Onshore.
NOTE 19 — SUBSEQUENT EVENTS
+Added: In addition to subsequent events previously disclosed, the following events also occurred subsequent to December 31, 2023.
Redemptions of Shares of Common Stock
1 unchanged sentence
The remaining redemption requests received during the three months ended December 31, 2023 totaling approximately 27.6 million shares went unfulfilled.
−Removed: Investment and Disposition Activity
−Removed: Subsequent to December 31, 2022, the Company’s investment and disposition activity included the following:
−Removed: • Sold 151 of the properties under contract for sale pursuant to the Realty Income Purchase and Sale Agreement for total consideration of $ 779.0 million and a gain of approximately $ 19.6 million.
−Removed: • In addition to the properties disposed of pursuant to the Realty Income Purchase and Sale Agreement, the Company disposed of one property and condominium units for an aggregate gross sales price of $ 3.8 million, resulting in net proceeds of $ 3.7 million after closing costs and a net gain of approximately $ 176,000 .
−Removed: • Settled $ 19.2 million of liquid corporate senior loan purchases, all of which were traded as of December 31, 2022, and settled $ 873,000 of liquid corporate senior loans sales.
−Removed: • Funded an aggregate amount of $ 16.9 million to 14 of the Company’s first mortgage loans.
−Removed: • Invested $ 15.5 million in two corporate senior loans and upsized a corporate senior loan by $ 1.7 million to a third-party.
+Added: Estimated Per Share NAV
+Added: On February 29, 2024, the Board established an updated estimated per share NAV of the Company’s common stock as of January 31, 2024, of $ 6.09 per share.
+Added: Commencing on March 1, 2024, distributions will be reinvested in shares of the Company’s common stock under the DRIP at a price of $ 6.09 per share and $ 6.09 serves as the most recent estimated per share NAV for purposes of the share redemption program.
CIM REAL ESTATE FINANCE TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)
−Removed: • Received $ 49.0 million of proceeds upon the pay down of the Company’s position in two different tranches of a CMBS instrument.
−Removed: • The extension option was exercised on one of the Company’s first mortgage loans for $ 50.7 million that was initially set to mature on February 1, 2023, extending the date of maturity to February 1, 2024.
+Added: Departure of Directors
+Added: On February 29, 2024, Alicia K.
+Added: Harrison, Calvin E.
+Added: Hollis, Avraham Shemesh, Roger D.
+Added: Snell and Emily Vande Krol (each a “Resigning Director” and collectively, the “Resigning Directors”), of whom Messrs.
+Added: Hollis and Snell and Ms.
+Added: Harrison are independent directors, resigned from the Company’s Board effective as of the close of the meeting of the Board on February 29, 2024.
+Added: Prior to the resignations, Ms.
+Added: Harrison served on the Audit Committee, Mr.
+Added: Hollis and Mr.
+Added: Snell served on the Compensation Committee and Mr.
+Added: Snell served on the Investment Risk Management Committee.
+Added: None of the Resigning Directors’ resignations were a result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices and are a result of the Resigning Directors moving to serve on the Board of Trustees of the Company’s subsidiary, CLR.
+Added: Following the resignations of the Resigning Directors, the directors reduced the size of the Board to five members.
+Added: The Company’s Board now consists of the five remaining directors, three of whom are independent directors.
+Added: In connection with the resignations, the Board approved the acceleration of the vesting of the Resigning Directors’ restricted shares, as applicable, subsequent to December 31, 2023.
+Added: Investment and Disposition Activity
+Added: Subsequent to December 31, 2023, the Company’s investment and disposition activity included the following:
+Added: • Disposed of four condominium units for an aggregate gross sales price of $ 13.2 million, resulting in net proceeds of $ 12.2 million after closing costs and a gain of approximately $ 781,000 .
+Added: • Settled $ 3.0 million of liquid corporate senior loan purchases, $ 2.2 million of which were traded as of December 31, 2023, and settled $ 56.3 million of liquid corporate senior loan sales, resulting in an approximate $ 536,000 net loss on sale.
+Added: • Invested $ 12.0 million in five corporate senior loans to a third-party.
+Added: • Acquired one first mortgage loan with a principal balance of $ 13.6 million and funded an aggregate amount of $ 7.7 million to 10 of the Company’s first mortgage loans.
+Added: • Refinanced two of the Company’s first mortgage loans to have an initial maturity date of January 7, 2027, each with one one-year extension option.
+Added: • Three of the Company’s first mortgage loans entered into non-payment default.
Financing Activity
Subsequent to December 31, 2023, the Company’s financing activity included the following:
−Removed: • In connection with the sale of properties pursuant to the Realty Income Purchase and Sale Agreement noted above, the Company repaid $ 105.8 million on the first lien mortgage loan, legally defeased a mortgage loan with an outstanding balance of $ 23.7 million, and paid down $ 240.0 million of the outstanding balance under the CMFT Credit Facility and terminated the CMFT Credit Facility.
−Removed: • Repaid $ 18.5 million of borrowings under the Company’s mortgage loans and repaid $ 16.2 million on the first lien mortgage loan.
−Removed: • Increased aggregate borrowings by $ 15.9 million and repaid $ 33.0 million of borrowings under the Repurchase Facilities.
−Removed: • Entered into a new financing facility with Ally Bank that provides up to $ 300.0 million in financing, which may be increased to an aggregate principal amount up to $ 500.0 million, pursuant to the revolving loan and security agreement.
+Added: • Financed a first mortgage loan for $ 9.5 million under the repurchase facility with Barclays and financed a first mortgage loan for $ 20.9 million under the repurchase facility with Citibank.
+Added: • Repaid $ 36.5 million of borrowings under the Repurchase Facilities.
CIM REAL ESTATE FINANCE TRUST, INC.
3 unchanged sentences
Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
+Added: Buildings, Fixtures and Total Adjustment At December 31, 2023
+Added: Accumulated Depreciation Date Date
Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Real Estate Held for Investment the Company has Invested in Under Operating Leases:
−Removed: 24 Hour Fitness
−Removed: Orlando, FL (h) $ 2,825 $ 6,157 $ — $ 8,982 $ 195 12/16/2021 2018
+Added: Real Estate Held for Investment the Company has Invested in:
AAA Office Park:
−Removed: Hamilton, NJ (h) 5,427 22,970 — 28,397 837 12/16/2021 2016
−Removed: Aaron’s Rents:
−Removed: Arkadelphia, AR $ — 183 491 — 674 55 12/21/2020 2014
+Added: Hamilton, NJ $ — $ 5,427 $ 22,970 $ — $ 28,397 $ 1,640 12/16/2021 2016
Academy Sports:
2 unchanged sentences
Columbus, WI 13,003 2,090 14,633 — 16,723 1,363 12/21/2020 2014
−Removed: Advance Auto Parts:
−Removed: Fairmont, NC 516 253 868 — 1,121 64 12/21/2020 2004
−Removed: Hampton, VA 516 645 655 — 1,300 54 12/21/2020 2015
−Removed: Ravenswood, WV — 271 657 ( 64 ) 864 15 12/16/2021 1996
West Chester, OH — 1,421 21,044 — 22,465 1,310 12/16/2021 2007
1 unchanged sentence
Mason, OH — 1,288 11,127 — 12,415 681 12/16/2021 2013
−Removed: Aspen Dental:
−Removed: Rogers, AR 874 289 1,611 — 1,900 106 12/21/2020 2015
−Removed: Pearland, TX 11,329 3,663 10,305 — 13,968 673 12/21/2020 1994
−Removed: Bank of America:
−Removed: Fairview Park, OH (h) 714 1,220 — 1,934 40 12/16/2021 2014
Bass Pro Shop:
−Removed: Portage, IN (h) 1,428 8,414 — 9,842 703 12/21/2020 1983
Tallahassee, FL 6,652 945 5,713 — 6,658 1,674 8/20/2013 2013
2 unchanged sentences
Roanoke, VA 15,530 4,509 14,545 — 19,054 1,219 11/25/2020 2018
−Removed: Akron, OH (h) 447 1,537 — 1,984 272 4/28/2017 2007
−Removed: Anderson, IN (h) 912 1,455 — 2,367 262 4/28/2017 1984
−Removed: Austintown, OH (h) 305 1,426 — 1,731 271 4/28/2017 1995
−Removed: Birch Run, MI (h) 733 1,192 — 1,925 221 4/28/2017 2008
−Removed: Blue Ash, OH (h) 628 1,429 — 2,057 293 4/28/2017 1994
−Removed: Chardon, OH (h) 333 682 — 1,015 137 4/28/2017 2003
−Removed: Chillicothe, OH (h) 557 1,524 — 2,081 280 4/28/2017 1998
−Removed: Columbus, OH (h) 523 1,376 — 1,899 261 4/28/2017 2003
−Removed: Dayton, OH (h) 325 1,438 — 1,763 280 4/28/2017 1998
Defiance, OH 2,579 501 2,781 — 3,282 168 12/16/2021 2011
1 unchanged sentence
Dundee, MI 1,846 526 1,298 — 1,824 80 12/16/2021 2011
−Removed: Florence, KY (h) 496 1,876 — 2,372 358 4/28/2017 1991
Gallipolis, OH 2,710 529 2,963 — 3,492 241 12/21/2020 2003
1 unchanged sentence
Hamilton, OH 1,934 446 2,359 — 2,805 130 12/16/2021 2014
−Removed: Holland, MI (h) 314 1,367 — 1,681 258 4/28/2017 2004
Hummelstown, PA 2,264 1,029 2,283 — 3,312 129 12/16/2021 2013
−Removed: Huntersville, NC (h) 751 657 — 1,408 120 4/28/2017 2008
−Removed: Hurricane, WV (h) 297 1,654 — 1,951 284 4/28/2017 1993
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: SCHEDULE III – REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION — (Continued)
−Removed: (in thousands)
−Removed: Initial Costs to Company Gross Amount at
−Removed: Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
−Removed: Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Bob Evans (continued):
Mansfield, OH 2,264 495 2,423 — 2,918 212 12/21/2020 2004
Mayfield Heights, OH 1,846 847 1,278 — 2,125 76 12/16/2021 2003
−Removed: Milford, OH (h) 271 1,498 — 1,769 286 4/28/2017 1987
Monroe, MI 2,198 623 2,177 — 2,800 192 12/21/2020 1998
−Removed: Monroeville, PA (h) 1,340 848 — 2,188 148 4/28/2017 1995
−Removed: Nicholasville, KY (h) 731 693 — 1,424 123 4/28/2017 1989
−Removed: North Canton, OH (h) 859 1,393 — 2,252 265 4/28/2017 2006
Northwood, OH 2,535 514 2,760 — 3,274 231 12/21/2020 1998
1 unchanged sentence
Piqua, OH 2,022 413 2,187 — 2,600 187 12/21/2020 1989
−Removed: Ripley, WV (h) 269 1,304 — 1,573 240 4/28/2017 1988
−Removed: Tipp City, OH (h) 554 1,120 — 1,674 219 4/28/2017 1989
−Removed: Warsaw, IN (h) 684 1,222 — 1,906 223 4/28/2017 1993
Bottom Dollar Grocery:
Ambridge, PA — 519 2,985 — 3,504 779 11/5/2013 2012
−Removed: BrightView Health:
−Removed: Danville, VA — 274 1,514 ( 1,062 ) 726 73 4/29/2014 2014
−Removed: Midwest City, OK 733 736 810 — 1,546 28 12/16/2021 2014
Yukon, OK 1,209 500 1,141 — 1,641 107 12/21/2020 1989
−Removed: Burlington Coat Factory:
−Removed: Bangor, ME — 1,820 2,549 — 4,369 237 12/21/2020 2014
Acworth, GA 21,691 4,979 18,775 — 23,754 3,237 9/25/2017 2014
4 unchanged sentences
Fredericksburg, VA 3,626 1,807 2,292 — 4,099 241 7/22/2020 2019
−Removed: Houston, TX (h) 581 6,284 — 6,865 179 12/16/2021 2016
Lake Jackson, TX 2,894 800 2,974 — 3,774 297 12/21/2020 2006
Richmond, VA 4,234 1,453 3,323 — 4,776 364 7/30/2020 2020
−Removed: San Antonio, TX (h) 371 5,284 — 5,655 146 12/16/2021 2015
San Antonio, TX 3,938 691 4,458 — 5,149 410 12/21/2020 2019
−Removed: San Antonio, TX 1,301 622 832 — 1,454 182 6/4/2014 2014
−Removed: Venice, FL (h) 878 4,181 — 5,059 118 12/16/2021 2015
Williamsburg, VA 3,707 1,418 2,800 — 4,218 297 6/12/2020 2020
−Removed: Wylie, TX 3,179 816 2,690 — 3,506 608 2/10/2015 2014
Camping World:
Fort Myers, FL 11,186 3,226 11,832 — 15,058 1,183 12/21/2020 1987
−Removed: Tinley Park, IL — 7,296 22,949 — 30,245 690 12/16/2021 1998
−Removed: Carrier Rental Systems:
−Removed: Houston, TX — 935 3,199 — 4,134 90 12/16/2021 2006
Cash & Carry:
Salt Lake City, UT 3,905 863 4,149 — 5,012 361 12/21/2020 2006
−Removed: Hanover Township, NJ 1,054 2,192 — — 2,192 — 12/18/2013 2012
Dickson City, PA 1,956 1,113 7,946 ( 7,817 ) 1,242 303 6/30/2014 2013
4 unchanged sentences
Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
+Added: Buildings, Fixtures and Total Adjustment At December 31, 2023
+Added: Accumulated Depreciation Date Date
Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Tallahassee, FL (h) $ 9,497 $ — $ — $ 9,497 $ — 12/11/2012 2006
+Added: Tallahassee, FL $ 8,022 $ 9,497 $ — $ — $ 9,497 $ — 12/11/2012 2006
Arnold, MO 3,970 2,043 2,367 — 4,410 612 12/13/2013 2013
−Removed: Asheville, NC (h) 1,108 1,084 — 2,192 305 4/26/2012 1998
−Removed: Austin, TX (h) 1,433 2,251 — 3,684 63 12/16/2021 1997
+Added: Asheville, NC 1,875 1,108 1,084 — 2,192 334 4/26/2012 1998
Austin, TX 4,329 1,076 3,475 — 4,551 892 12/13/2013 2013
2 unchanged sentences
Bridgeton, MO 3,970 2,056 2,362 — 4,418 610 12/13/2013 2013
−Removed: Charleston, SC (h) 869 1,009 — 1,878 285 4/26/2012 1998
+Added: Charleston, SC 1,692 869 1,009 — 1,878 312 4/26/2012 1998
Chesapeake, VA 3,238 1,044 3,053 — 4,097 805 12/13/2013 2013
−Removed: Chicago, IL (h) 1,832 4,255 — 6,087 1,041 3/20/2013 2008
Cicero, IN 3,443 487 3,099 — 3,586 799 12/13/2013 2013
−Removed: Corpus Christi, TX (h) 648 2,557 — 3,205 696 4/19/2012 1998
−Removed: Danville, IN (h) 424 2,105 99 2,628 489 7/16/2014 1998
Eminence, KY 3,472 872 2,511 — 3,383 640 12/13/2013 2013
−Removed: Erie, PA (h) 944 1,954 — 2,898 54 12/16/2021 1999
Goose Creek, SC 2,828 1,022 1,980 — 3,002 506 12/13/2013 2013
Greenwood, IN 4,212 912 3,549 61 4,522 944 7/11/2013 1999
−Removed: Hanover Township, NJ (h) 4,746 — — 4,746 — 12/18/2013 2012
Hazlet, NJ 5,941 3,047 3,610 — 6,657 928 12/13/2013 2013
6 unchanged sentences
Katy, TX 3,128 1,149 2,462 — 3,611 622 12/13/2013 2013
−Removed: Lincoln, NE (h) 2,534 3,014 — 5,548 698 12/13/2013 2013
London, KY 4,139 1,445 2,661 — 4,106 705 9/10/2013 2013
−Removed: Mansfield, OH (h) 371 2,169 — 2,540 59 12/16/2021 1998
−Removed: Middletown, NY (h) 665 5,483 — 6,148 1,257 12/13/2013 2013
North Wilkesboro, NC 2,300 332 2,369 73 2,774 620 10/25/2013 1999
Poplar Bluff, MO 3,699 1,861 2,211 — 4,072 574 12/13/2013 2013
−Removed: Riverton, NJ (h) 1,217 5,553 124 6,894 313 12/21/2020 2007
Salem, NH 5,216 3,456 2,351 — 5,807 599 11/18/2013 2013
7 unchanged sentences
West Monroe, LA 3,406 1,738 2,136 — 3,874 555 12/13/2013 2013
−Removed: Wisconsin Rapids, WI (h) 707 3,262 — 3,969 91 12/16/2021 2013
−Removed: Austell, GA — 777 913 — 1,690 29 12/16/2021 2009
−Removed: Dick’s Sporting Goods:
−Removed: Oklahoma City, OK 3,218 685 10,587 — 11,272 2,961 12/31/2012 2012
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: SCHEDULE III – REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION — (Continued)
−Removed: (in thousands)
−Removed: Initial Costs to Company Gross Amount at
−Removed: Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
−Removed: Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
+Added: Wisconsin Rapids, WI 2,198 707 3,262 — 3,969 178 12/16/2021 2013
Dollar General:
−Removed: Erie, IL (h) $ 549 $ 531 $ — $ 1,080 $ 27 12/16/2021 2016
−Removed: Glouster, OH (h) 220 1,276 — 1,496 84 12/21/2020 2015
−Removed: New Richland, MN (h) 327 685 — 1,012 31 12/16/2021 2016
−Removed: Parchment, MI (h) 168 1,162 — 1,330 253 6/25/2014 2014
−Removed: Pine River, MN (h) 215 963 — 1,178 39 12/16/2021 2016
−Removed: Russell, KS (h) 54 899 — 953 205 8/5/2014 2014
−Removed: Louis, MO $ — 229 1,102 — 1,331 266 12/31/2013 2013
−Removed: Starbuck, MN (h) 345 733 — 1,078 33 12/16/2021 2016
−Removed: Trimble, MO (h) 311 830 — 1,141 35 12/16/2021 2016
−Removed: Wheaton, MN (h) 205 854 — 1,059 33 12/16/2021 2016
−Removed: Winthrop, MN (h) 216 767 — 983 31 12/16/2021 2016
+Added: Parchment, MI — 168 1,162 — 1,330 282 6/25/2014 2014
Duluth Trading:
−Removed: Arlington, TX — 1,574 3,918 — 5,492 120 12/16/2021 2018
Denton, TX 3,681 1,662 2,918 — 4,580 275 12/21/2020 2017
1 unchanged sentence
Noblesville, IN 3,677 1,212 3,436 — 4,648 347 12/21/2020 2003
−Removed: Wichita, KS — 1,433 2,757 — 4,190 88 12/16/2021 2019
Family Dollar:
−Removed: Bearden, AR — 52 760 — 812 61 12/21/2020 2014
−Removed: Centreville, AL — 110 669 — 779 26 12/16/2021 2013
−Removed: Danville, VA — 468 422 — 890 22 12/16/2021 2013
−Removed: Darby, MT 845 356 865 26 1,247 34 12/16/2021 2014
−Removed: Denton, NC — 433 434 — 867 22 12/16/2021 2012
−Removed: DeRidder, LA — 290 790 — 1,080 31 12/16/2021 2014
−Removed: Hampton, AR 624 112 689 — 801 29 12/16/2021 2014
−Removed: Hobbs, NM 602 243 1,084 — 1,327 88 12/21/2020 2006
−Removed: Londonderry, OH — 154 1,166 — 1,320 41 12/16/2021 2014
−Removed: Morgan, UT 495 235 1,068 — 1,303 82 12/21/2020 2013
−Removed: New Roads, LA 430 190 674 — 864 64 12/21/2020 2015
−Removed: Roswell, NM 545 199 921 — 1,120 82 12/21/2020 2014
Salina, UT — 211 1,262 — 1,473 139 12/21/2020 2014
−Removed: Tatum, NM 671 220 675 — 895 28 12/16/2021 2014
−Removed: West Portsmouth, OH — 290 664 — 954 29 12/16/2021 2004
−Removed: Atwater, CA 3,175 1,383 5,271 345 6,999 1,380 11/27/2013 2002
−Removed: Lafayette, IN — 1,173 6,316 — 7,489 360 12/21/2020 2006
−Removed: Ypsilanti, MI — 3,168 5,719 — 8,887 364 12/21/2020 2017
−Removed: Seven Fields, PA 6,615 1,574 13,659 355 15,588 3,062 5/7/2014 2005
−Removed: H&E Equipment Services:
−Removed: Albuquerque, NM (h) 1,355 4,622 — 5,977 158 12/16/2021 2016
−Removed: Fort Myers, FL (h) 1,245 4,841 — 6,086 167 12/16/2021 2017
−Removed: Suwanee, GA (h) 1,818 2,813 — 4,631 120 12/16/2021 2016
−Removed: Cadillac, MI (h) 628 4,597 — 5,225 162 12/16/2021 2016
−Removed: Lewisville, TX 4,458 2,184 8,977 — 11,161 2,251 11/26/2013 2013
+Added: Plainfield, IL 8,739 — — 11,151 11,151 1,394 11/14/2018 2001
+Added: Spring Grove, IL 7,787 991 11,361 — 12,352 655 12/16/2021 2007
+Added: Wood Dale, IL 7,765 4,069 7,800 — 11,869 470 12/16/2021 2005
+Added: Shelton, WA 8,908 1,180 11,040 — 12,220 3,112 4/30/2014 1994
CIM REAL ESTATE FINANCE TRUST, INC.
3 unchanged sentences
Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
+Added: Buildings, Fixtures and Total Adjustment At December 31, 2023
+Added: Accumulated Depreciation Date Date
Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Hobby Lobby (continued):
−Removed: Sedalia, MO (h) $ 781 $ 3,645 $ — $ 4,426 $ 151 12/16/2021 2007
−Removed: Watertown, SD (h) 1,055 4,226 — 5,281 156 12/16/2021 2017
−Removed: Willmar, MN (h) 1,079 4,615 — 5,694 170 12/16/2021 2017
−Removed: Plainfield, IL $ 8,819 — — 11,151 11,151 1,122 11/14/2018 2001
−Removed: Spring Grove, IL (h) 991 11,361 — 12,352 334 12/16/2021 2007
−Removed: Wood Dale, IL — 4,069 7,800 — 11,869 240 12/16/2021 2005
−Removed: University Park, IL — 862 13,540 — 14,402 407 12/16/2021 2016
−Removed: Charlottesville, VA 10,889 3,929 12,280 — 16,209 2,694 7/28/2014 2011
−Removed: Eagan, MN 3,361 3,581 3,751 — 7,332 296 12/21/2020 1996
−Removed: Easton, MD 3,763 2,962 2,661 — 5,623 468 12/2/2015 1992
−Removed: Bay City, MI 2,272 718 5,057 — 5,775 368 12/21/2020 1994
−Removed: Shelton, WA 8,989 1,180 11,040 — 12,220 2,791 4/30/2014 1994
−Removed: Cedar Rapids, IA — 771 2,493 — 3,264 82 12/16/2021 2011
Conway, AR $ 3,187 $ 510 $ 2,577 $ — $ 3,087 $ 624 6/13/2014 2014
−Removed: Bloomfield Township, MI 3,691 2,287 10,075 — 12,362 2,709 6/21/2013 2008
Columbus, OH — 1,013 6,734 — 7,747 1,615 4/29/2015 2014
−Removed: New Lenox, IL 3,304 1,965 6,257 19 8,241 1,150 12/21/2015 2015
−Removed: Pawtucket, RI (h) 5,945 8,012 — 13,957 237 12/16/2021 2015
−Removed: Rock Hill, SC (h) 780 7,590 — 8,370 230 12/16/2021 2015
−Removed: Levin Furniture:
−Removed: Monroeville, PA (h) 1,385 9,017 — 10,402 274 12/16/2021 2004
−Removed: Adrian, MI 3,713 2,604 5,036 30 7,670 1,626 9/27/2013 1996
−Removed: Alpharetta, GA 8,407 7,979 9,630 403 18,012 2,155 5/29/2015 1998
+Added: Pawtucket, RI — 5,945 8,012 ( 3,080 ) 10,877 34 12/16/2021 2015
+Added: Rock Hill, SC — 780 7,590 ( 2,044 ) 6,326 37 12/16/2021 2015
Asheboro, NC 6,959 1,098 6,722 7 7,827 1,731 6/23/2014 1994
Cincinnati, OH 11,662 14,092 — 491 14,583 — 2/10/2014 2001
−Removed: Columbia, SC 9,869 3,943 6,353 750 11,046 1,876 9/12/2013 1994
Covington, LA 9,054 10,233 — — 10,233 — 8/20/2014 2002
−Removed: Fremont, OH (h) 3,244 6,071 — 9,315 242 12/16/2021 1996
−Removed: Hermitage, PA 5,941 2,279 12,579 — 14,858 785 12/21/2020 2016
−Removed: Lilburn, GA 8,256 8,817 9,380 385 18,582 2,088 5/29/2015 1999
Mansfield, OH 7,809 873 8,256 37 9,166 2,179 6/12/2014 1992
−Removed: Marietta, GA 14,459 7,471 8,404 392 16,267 1,899 5/29/2015 1997
−Removed: North Dartmouth, MA (h) 6,774 17,384 — 24,158 546 12/16/2021 2004
+Added: North Dartmouth, MA 14,263 6,774 17,384 — 24,158 1,071 12/16/2021 2004
Oxford, AL 10,681 1,668 7,622 369 9,659 2,524 6/28/2013 1999
Tuscaloosa, AL 7,794 4,908 4,786 109 9,803 1,391 10/29/2013 1993
−Removed: Woodstock, GA 14,895 7,316 8,879 392 16,587 2,003 5/29/2015 1997
Zanesville, OH 9,098 2,161 8,375 316 10,852 2,326 12/11/2013 1995
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: SCHEDULE III – REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION — (Continued)
−Removed: (in thousands)
−Removed: Initial Costs to Company Gross Amount at
−Removed: Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
−Removed: Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
McAlister’s Deli:
Lawton, OK 2,106 805 1,057 — 1,862 282 5/1/2014 2013
−Removed: Merchants Tire & Auto:
−Removed: Wake Forest, NC 2,816 782 1,730 — 2,512 332 9/1/2015 2005
Mister Car Wash:
6 unchanged sentences
Madison, AL 3,831 562 1,139 — 1,701 241 9/12/2017 2012
−Removed: Spring Hill, FL — 1,123 2,770 — 3,893 76 12/16/2021 2008
National Tire & Battery:
−Removed: Cedar Hill, TX (h) 469 1,951 — 2,420 502 12/18/2012 2006
Cypress, TX 2,798 910 2,224 — 3,134 520 9/1/2015 2005
−Removed: Flower Mound, TX 3,009 779 2,449 — 3,228 484 9/1/2015 2005
−Removed: Fort Worth, TX (h) 730 2,309 — 3,039 456 9/1/2015 2005
Montgomery, IL 3,018 516 2,494 — 3,010 712 1/15/2013 2007
1 unchanged sentence
Pasadena, TX 2,857 908 2,307 — 3,215 540 9/1/2015 2005
−Removed: Pearland, TX 3,001 1,016 2,040 — 3,056 411 9/1/2015 2005
−Removed: Plano, TX 3,171 1,292 2,197 — 3,489 441 9/1/2015 2005
−Removed: Tomball, TX 2,972 838 2,229 — 3,067 446 9/1/2015 2005
Natural Grocers:
4 unchanged sentences
Clayton, GA 1,297 501 945 — 1,446 195 1/29/2016 2015
−Removed: Fayetteville, NC (h) 331 1,620 — 1,951 47 12/16/2021 2012
Flowood, MS 1,341 506 1,288 — 1,794 127 12/21/2020 2014
Iron Mountain, MI 1,209 249 1,400 — 1,649 140 12/21/2020 2014
−Removed: Patriot Urgent Care:
−Removed: Eldersburg, MD (h) 557 876 288 1,721 176 4/28/2017 2000
−Removed: McAllen, TX 2,804 2,352 1,309 ( 1,742 ) 1,919 — 12/16/2021 1995
−Removed: Wilkesboro, NC 1,054 447 1,710 — 2,157 490 4/13/2012 2011
−Removed: Pick 'N Save:
−Removed: Pewaukee, WI 4,293 1,323 6,761 257 8,341 1,733 8/13/2014 1999
−Removed: Sheboygan, WI — 2,003 10,695 — 12,698 2,906 9/6/2012 2012
−Removed: South Milwaukee, WI 3,469 1,126 5,706 362 7,194 1,356 11/6/2013 2005
−Removed: Pier 7 Juicy Seafood & Bar:
−Removed: Lancaster, TX (h) 1,203 1,620 131 2,954 459 10/23/2012 2011
+Added: Independence, MO 1,157 333 680 — 1,013 168 6/27/2014 2005
+Added: Raising Cane’s:
+Added: Avondale, AZ 3,216 1,774 2,381 — 4,155 136 12/16/2021 2013
+Added: Reno, NV 3,282 1,841 2,259 — 4,100 209 12/21/2020 2014
+Added: Republic Services:
+Added: Scottsdale, AZ — 11,460 36,231 ( 10,391 ) 37,300 — 12/16/2021 2016
CIM REAL ESTATE FINANCE TRUST, INC.
3 unchanged sentences
Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
+Added: Buildings, Fixtures and Total Adjustment At December 31, 2023
+Added: Accumulated Depreciation Date Date
Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Independence, MO $ 1,168 $ 333 $ 680 $ — $ 1,013 $ 151 6/27/2014 2005
−Removed: Raising Cane's:
−Removed: Avondale, AZ — 1,774 2,381 — 4,155 70 12/16/2021 2013
−Removed: Murphy, TX 1,412 495 2,853 — 3,348 172 12/21/2020 1994
−Removed: Reno, NV 3,312 1,841 2,259 — 4,100 140 12/21/2020 2014
−Removed: Republic Services:
−Removed: Scottsdale, AZ (h) 11,460 36,231 — 47,691 1,215 12/16/2021 2016
Juneau, AK $ 10,732 $ 6,174 $ 8,791 $ — $ 14,965 $ 831 12/21/2020 2017
−Removed: Schumacher Homes:
−Removed: Troy, OH (h) 992 1,577 ( 1,383 ) 1,186 130 10/23/2012 2011
Milford, OH — 4,137 23,153 — 27,290 3,040 12/21/2020 1991
−Removed: Roanoke Rapids, NC — 339 1,240 — 1,579 38 12/16/2021 2015
−Removed: Snider Fleet Solutions:
−Removed: Decatur, AL 1,257 365 1,461 — 1,826 48 12/16/2021 1998
Simpsonville, SC 1,787 591 969 — 1,560 267 1/24/2013 2012
−Removed: Lawrence, KS 6,838 762 8,111 — 8,873 474 12/21/2020 2001
Greenfield, WI 7,326 1,783 7,643 — 9,426 653 12/21/2020 1991
−Removed: Madison, WI (h) 3,227 8,531 — 11,758 260 12/16/2021 2017
−Removed: North Kingstown, RI (h) 639 2,057 — 2,696 121 12/21/2020 1979
−Removed: Sunbelt Rentals:
−Removed: Canton, OH 803 148 1,679 331 2,157 545 10/24/2013 2013
−Removed: Lake Worth, FL 3,533 580 1,907 — 2,487 465 4/12/2013 2011
−Removed: Palm Beach Gardens, FL (h) 1,050 2,667 — 3,717 649 4/12/2013 2009
+Added: Madison, WI 11,032 3,227 8,531 — 11,758 509 12/16/2021 2017
Palm City, FL 3,465 667 1,698 — 2,365 457 4/12/2013 2011
−Removed: Sebastian, FL (h) 490 2,128 — 2,618 519 4/12/2013 2009
−Removed: Titusville, FL (h) 626 2,534 — 3,160 617 4/12/2013 2009
−Removed: Oglesby, IL (h) 2,505 11,777 — 14,282 437 12/16/2021 1996
+Added: Oglesby, IL 12,688 2,505 11,777 — 14,282 857 12/16/2021 1996
Andrews, TX 879 230 862 — 1,092 74 12/21/2020 1994
5 unchanged sentences
Hereford, TX 824 50 995 — 1,045 83 12/21/2020 1993
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: SCHEDULE III – REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION — (Continued)
−Removed: (in thousands)
−Removed: Initial Costs to Company Gross Amount at
−Removed: Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
−Removed: Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Take 5 (continued):
Irving, TX 458 120 445 — 565 40 12/21/2020 1989
5 unchanged sentences
TGI Friday’s:
−Removed: Chesapeake, VA 2,698 1,217 1,388 — 2,605 316 6/27/2014 2003
Wilmington, DE 2,740 1,685 969 — 2,654 251 6/27/2014 1991
−Removed: The Toro Company:
−Removed: Windom, MN (h) 292 10,651 — 10,943 364 12/16/2021 2016
Streetsboro, OH — 1,009 5,602 — 6,611 342 12/16/2021 2003
Tire Kingdom:
−Removed: Bluffton, SC 2,380 645 1,688 — 2,333 324 9/1/2015 2005
Summerville, SC 2,161 1,208 1,233 — 2,441 279 9/1/2015 2005
−Removed: Title Resource Group:
−Removed: Mount Laurel, NJ — 3,129 8,491 — 11,620 379 12/16/2021 2004
−Removed: Danville, IL — 463 2,048 — 2,511 90 12/16/2021 2013
Tractor Supply:
Ashland, VA 3,033 500 2,696 175 3,371 753 11/22/2013 2013
−Removed: Augusta, KS 1,405 407 2,315 175 2,897 570 1/10/2014 2013
Blytheville, AR 2,564 780 2,660 175 3,615 309 12/21/2020 2002
Cambridge, MN 2,373 807 1,272 203 2,282 491 5/14/2012 2012
−Removed: Canon City, CO 1,777 597 2,527 175 3,299 656 11/30/2012 2012
Carlyle, IL 2,344 707 2,386 175 3,268 302 12/21/2020 2015
2 unchanged sentences
Lumberton, NC 2,754 611 2,007 175 2,793 638 5/24/2013 2013
−Removed: Marion, IN 1,319 1,536 1,099 175 2,810 286 2/19/2014 2004
−Removed: Midland, NC 1,383 865 2,182 175 3,222 175 12/21/2020 2013
Monticello, FL 2,608 448 1,916 175 2,539 609 6/20/2013 2013
2 unchanged sentences
Weaverville, NC 4,183 867 3,138 277 4,282 915 9/13/2013 2006
−Removed: Woodward, OK 1,405 446 1,973 175 2,594 532 11/19/2013 2013
−Removed: Trader Joe's:
−Removed: Asheville, NC 3,197 2,770 3,766 — 6,536 951 10/22/2013 2013
−Removed: Columbia, SC 2,996 2,308 2,597 — 4,905 746 3/28/2013 2012
−Removed: Wilmington, NC 2,659 2,016 2,519 — 4,535 797 6/27/2013 2012
CIM REAL ESTATE FINANCE TRUST, INC.
3 unchanged sentences
Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
+Added: Buildings, Fixtures and Total Adjustment At December 31, 2023
+Added: Accumulated Depreciation Date Date
Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Albany, GA $ 1,097 $ 441 $ 1,757 $ — $ 2,198 $ 407 5/8/2014 2013
−Removed: Greeley, CO 1,383 596 2,035 — 2,631 423 3/31/2015 2014
Bellflower, CA $ 1,919 $ 1,246 $ 788 $ — $ 2,034 $ 185 9/30/2014 2001
3 unchanged sentences
El Cajon, CA 1,648 1,225 368 — 1,593 86 9/30/2014 2000
−Removed: El Monte, CA — 766 510 — 1,276 106 9/30/2014 1994
−Removed: Escondido, CA — 3,514 1,062 — 4,576 221 9/30/2014 2002
Fallbrook, CA 3,538 1,266 3,458 — 4,724 281 12/21/2020 1958
−Removed: Glendale, CA — 4,871 795 — 5,666 166 9/30/2014 1999
Harbor City, CA 3,297 1,359 3,047 — 4,406 253 12/21/2020 2014
Hawthorne, CA 1,993 896 1,764 — 2,660 147 12/21/2020 2001
−Removed: Inglewood, CA — 1,809 878 — 2,687 183 9/30/2014 1997
La Habra, CA 2,403 1,971 571 — 2,542 133 9/30/2014 2000
2 unchanged sentences
Long Beach, CA 2,747 1,088 2,582 — 3,670 218 12/21/2020 1990
−Removed: Long Beach, CA — 2,778 883 — 3,661 184 9/30/2014 1972
Los Angeles, CA 3,223 1,927 1,484 — 3,411 347 9/30/2014 2007
2 unchanged sentences
Los Angeles, CA 4,117 2,016 3,486 — 5,502 284 12/21/2020 1965
−Removed: Los Angeles, CA 3,253 1,927 1,484 — 3,411 309 9/30/2014 2007
−Removed: Los Angeles, CA 2,772 2,182 701 — 2,883 146 9/30/2014 1964
−Removed: Los Angeles, CA 3,807 2,435 2,614 — 5,049 148 12/21/2020 1982
−Removed: Los Angeles, CA 4,154 2,016 3,486 — 5,502 190 12/21/2020 1965
−Removed: Madera, CA (h) 1,500 3,804 — 5,304 628 9/27/2019 2018
Norco, CA 3,157 1,852 1,489 — 3,341 348 9/30/2014 1995
−Removed: Poway, CA — 3,072 705 — 3,777 147 9/30/2014 1960
San Clemente, CA 4,183 2,036 3,561 — 5,597 296 12/21/2020 1973
3 unchanged sentences
San Diego, CA 2,608 1,877 883 — 2,760 206 9/30/2014 2006
−Removed: San Diego, CA 2,632 1,877 883 — 2,760 184 9/30/2014 2006
−Removed: San Diego, CA — 1,824 382 — 2,206 80 9/30/2014 2006
Santa Ana, CA 2,542 1,629 1,766 — 3,395 156 12/21/2020 2000
−Removed: Santa Clarita, CA — 4,787 733 — 5,520 152 9/30/2014 2001
−Removed: Sun City, CA — 1,136 1,421 — 2,557 296 9/30/2014 1984
Vista, CA 2,264 2,063 334 — 2,397 78 9/30/2014 1986
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: SCHEDULE III – REAL ESTATE ASSETS AND ACCUMULATED DEPRECIATION — (Continued)
−Removed: (in thousands)
−Removed: Initial Costs to Company Gross Amount at
−Removed: Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
−Removed: Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: United Oil (continued):
Vista (Vista), CA 2,198 2,028 418 — 2,446 98 9/30/2014 2010
Whittier, CA 2,469 1,629 985 — 2,614 230 9/30/2014 1997
−Removed: Urban Air Adventure Park:
−Removed: Waukesha, WI 7,030 3,408 12,918 666 16,992 2,797 9/29/2014 2007
−Removed: Appleton, WI — 895 1,026 ( 1,194 ) 727 34 11/18/2015 2015
Sanford, FL — 1,031 1,807 ( 1,861 ) 977 72 10/23/2012 1999
−Removed: Walker, LA — 899 3,910 ( 2,849 ) 1,960 — 6/27/2014 1999
−Removed: Willmar, MN — 200 1,279 — 1,479 252 3/25/2015 2014
Valeo North American HQ:
−Removed: Troy, MI (h) 1,880 9,813 — 11,693 464 12/16/2021 2007
+Added: Troy, MI — 1,880 9,813 — 11,693 909 12/16/2021 2007
Valeo Production Facility:
1 unchanged sentence
Valvoline HQ:
−Removed: Lexington, KY (h) 5,558 41,234 — 46,792 1,686 12/16/2021 2016
+Added: Lexington, KY — 5,558 41,234 — 46,792 3,305 12/16/2021 2016
Austintown, OH 3,568 637 4,173 — 4,810 1,096 8/19/2013 2002
−Removed: Clinton, MI 4,065 1,977 4,232 — 6,209 254 12/21/2020 1997
−Removed: Connelly Springs, NC (h) 1,349 3,628 — 4,977 882 8/27/2013 2012
−Removed: Coweta, OK (h) 897 3,303 — 4,200 92 12/16/2021 2009
−Removed: Danville, VA 4,849 989 4,547 — 5,536 1,222 12/24/2012 2012
Dearborn Heights, MI 6,058 2,236 3,411 — 5,647 922 7/9/2013 2008
−Removed: East Chicago, IN — 331 5,242 — 5,573 1,102 8/8/2014 2005
Fort Madison, IA 3,480 514 3,723 — 4,237 988 9/20/2013 2008
−Removed: Harrison, AR 4,589 1,237 5,424 — 6,661 309 12/21/2020 2007
−Removed: Indianapolis, IN 4,446 1,212 5,484 — 6,696 312 12/21/2020 1996
Las Vegas, NV 3,861 2,325 3,262 70 5,657 870 9/26/2013 1999
Lawton, OK 2,765 860 2,539 106 3,505 700 7/3/2013 1998
−Removed: Lees Summit, MO 4,042 1,205 4,884 — 6,089 288 12/21/2020 2014
Little Rock, AR 4,395 548 4,676 — 5,224 1,120 6/30/2014 2011
Lubbock, TX 3,535 565 3,257 103 3,925 946 10/11/2012 2000
−Removed: Lubbock, TX 3,142 531 2,951 102 3,584 774 10/11/2012 1998
Metropolis, IL 4,095 284 4,991 — 5,275 1,174 8/8/2014 2009
−Removed: Reidsville, NC (h) 722 5,117 — 5,839 141 12/16/2021 2008
Sacramento, CA 3,231 324 2,669 — 2,993 668 6/30/2014 2008
−Removed: San Antonio, TX 6,967 1,417 7,932 — 9,349 429 12/21/2020 2005
−Removed: Siloam Springs, AR 3,709 936 4,367 — 5,303 256 12/21/2020 1999
−Removed: Slidell, LA 2,924 757 3,557 — 4,314 218 12/21/2020 2000
−Removed: Springfield, IL — 830 3,619 — 4,449 989 5/14/2012 2007
−Removed: Louis, MO 2,430 355 3,149 — 3,504 89 12/16/2021 2007
−Removed: Suffolk, VA 4,066 1,261 3,461 — 4,722 994 5/14/2012 2007
−Removed: Anderson, SC 9,625 2,424 9,719 — 12,143 1,739 11/5/2015 2015
−Removed: Florence, SC 8,915 2,013 9,225 — 11,238 1,643 11/5/2015 2015
CIM REAL ESTATE FINANCE TRUST, INC.
3 unchanged sentences
Which Carried
−Removed: Buildings, Fixtures and Total Adjustment At December 31, 2022 Accumulated Depreciation Date Date
+Added: Buildings, Fixtures and Total Adjustment At December 31, 2023
+Added: Accumulated Depreciation Date Date
Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed
−Removed: Walmart (continued):
−Removed: Randallstown, MD (h) $ 8,382 $ 23,365 $ — $ 31,747 $ 734 12/16/2021 2012
+Added: Walgreens (continued):
+Added: San Antonio, TX $ 6,904 $ 1,417 $ 7,932 $ — $ 9,349 $ 640 12/21/2020 2005
+Added: Suffolk, VA 4,029 1,261 3,461 — 4,722 1,088 5/14/2012 2007
+Added: Anderson, SC 9,538 2,424 9,719 — 12,143 1,983 11/5/2015 2015
+Added: Florence, SC 8,835 2,013 9,225 — 11,238 1,874 11/5/2015 2015
Tallahassee, FL 11,095 14,823 — — 14,823 — 12/11/2012 2008
Weasler Engineering:
−Removed: West Bend, WI (h) 1,019 13,390 — 14,409 484 12/16/2021 2016
+Added: West Bend, WI 11,677 1,019 13,390 — 14,409 949 12/16/2021 2016
Grafton, VA 1,583 539 894 — 1,433 223 6/27/2014 1985
−Removed: Westminster, CO 724 596 1,108 — 1,704 246 6/27/2014 1986
−Removed: Chicago, IL — 4,442 8,698 — 13,140 486 12/21/2020 2005
−Removed: Panama City, FL 1,383 676 2,220 — 2,896 539 4/24/2015 2014
−Removed: Pensacola, FL 1,405 1,107 3,397 — 4,504 798 2/27/2015 2015
−Removed: Amite, LA 1,197 1,479 1,691 — 3,170 192 12/21/2020 2000
$ 758,520 $ 320,729 $ 825,394 $ ( 10,128 ) $ 1,135,995 $ 116,397
8 unchanged sentences
Improvements 619 1,245 3,785
−Removed: Assets placed back into service — — 200,758
Total additions $ 619 $ 1,245 $ 756,057
19 unchanged sentences
Generally, buildings are depreciated over 40 years, site improvements are amortized over 15 years and tenant improvements are amortized over the remaining life of the lease or the useful life, whichever is shorter.
−Removed: (h) Property is included in the CMFT Credit Facility’s borrowing base.
−Removed: As of December 31, 2022, the Company had $ 205.0 million outstanding under the CMFT Credit Facility.
CIM REAL ESTATE FINANCE TRUST, INC.
15 unchanged sentences
12/7/2025 P/I N/A 108,309 107,827 —
−Removed: First mortgage loan Office / Houston, Texas + 2.00 %
−Removed: 11/7/2024 P/I N/A 86,739 86,739 —
−Removed: First mortgage loan Office / Houston, Texas + 2.55 %
+Added: First mortgage loan (e)
+Added: Office / Houston, Texas + 2.00 %
11/7/2024 P/I N/A 86,739 86,739 —
−Removed: First mortgage loan Office / San Diego, California + 3.80 %
+Added: First mortgage loan (e)
+Added: Office / Houston, Texas + 2.55 %
11/7/2024 P/I N/A 18,261 18,261 —
7 unchanged sentences
10/7/2025 P/I N/A 123,000 122,855 —
−Removed: First mortgage loan Retail / Queens, New York + 4.15 %
+Added: First mortgage loan Retail / Glendale, New York + 4.26 %
11/7/2026 P/I N/A 65,000 64,747 —
5 unchanged sentences
12/17/2026 P/I N/A 60,750 60,491 —
−Removed: First mortgage loan (e)
+Added: First mortgage loan (f)
Multifamily / Brooklyn, New York + 3.61 %
4 unchanged sentences
1/7/2027 P/I N/A 70,908 70,661 —
−Removed: First mortgage loan Office / Medford, Massachusetts + 2.90 %
+Added: First mortgage loan Office / Boston, Massachusetts + 2.90 %
1/7/2027 P/I N/A 135,009 134,220 —
19 unchanged sentences
9/7/2027 P/I N/A 61,120 60,722 —
−Removed: Total loans $ 3,306,411 $ 3,285,193 $ —
−Removed: Current expected credit losses (f)
−Removed: — ( 20,352 ) —
−Removed: Total loans, net $ 3,306,411 $ 3,264,841 $ —
+Added: First mortgage loan Industrial / Various + 2.40 %
+Added: 8/9/2027 P/I N/A 269,430 264,104 —
+Added: First mortgage loan Hospitality / Orlando, Florida + 4.40 %
+Added: 9/7/2028 P/I N/A 34,950 34,619 —
+Added: First mortgage loan Hospitality / Tampa, Florida + 4.15 %
+Added: 8/7/2028 P/I N/A 25,900 25,627 —
+Added: First mortgage loan Multifamily / Los Angeles, California + 3.25 %
+Added: 1/5/2029 P/I N/A 47,500 47,245 —
CIM REAL ESTATE FINANCE TRUST, INC.
1 unchanged sentence
(in thousands)
+Added: Carrying Amount of
+Added: Amount of Loans Subject
+Added: Final Periodic Face Mortgages at to Delinquent
+Added: Interest Maturity Payment Prior Amount of December 31, Principal or
+Added: Loan Type Description / Location Rate (a)
+Added: Liens Mortgages 2023 (d)
+Added: First mortgage loan Hospitality / Philadelphia, Pennsylvania + 4.05 %
+Added: 1/7/2029 P/I N/A $ 29,900 $ 29,552 $ —
+Added: Total loans $ 3,669,116 $ 3,648,351 $ —
+Added: Current expected credit losses (g)
— ( 109,240 ) —
−Removed: (a) Expressed as a spread over the relevant floating benchmark rates, which include one-month LIBOR, Term SOFR, and the 30-day SOFR average, as applicable to each loan.
+Added: Total loans, net $ 3,669,116 $ 3,539,111 $ —
+Added: ____________________________________
+Added: (a) Expressed as a spread over the relevant floating benchmark rates, which include Term SOFR, and the 30-day SOFR average, as applicable to each loan.
(b) Final maturity date assumes all extension options are exercised.
1 unchanged sentence
(d) The tax basis of the loans included above is $ 3.6 billion as of December 31, 2023.
−Removed: (e) As of December 31, 2022, the first mortgage loan is comprised of contiguous mezzanine loan components that, as a whole, have expected credit quality similar to that of a first mortgage loan.
−Removed: (f) As of December 31, 2022, the Company’s current expected credit losses related to its loans held-for-investment totaled $ 42.3 million, $ 20.4 million of which was related to the CRE loans.
+Added: (e) As of December 31, 2023, the first mortgage loan was in maturity default.
+Added: During January 2024, the loan was refinanced with a fully extended maturity date of January 7, 2028 and is no longer in maturity default.
+Added: Upon closing of the refinance, the accrued default interest was waived.
+Added: (f) As of December 31, 2023, the first mortgage loan is comprised of contiguous mezzanine loan components that, as a whole, have expected credit quality similar to that of a first mortgage loan.
+Added: (g) As of December 31, 2023, the Company’s current expected credit losses related to its loans held-for-investment totaled $ 132.6 million, $ 109.2 million of which was related to the CRE loans.
The following table reconciles mortgage loans on real estate for the years ended December 31 (in thousands):
13 unchanged sentences
Total deductions $ ( 128,667 ) $ ( 94,889 ) $ ( 333,600 )
−Removed: Cure payments receivable $ — — 7,351
(Provision for) reversal of credit losses ( 88,888 ) ( 10,422 ) 50,698
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.