What changed in this filing

/stocks — the workspaceLOADING

Item 9A. Controls and Procedures

2025-03-28 compared with 2024-03-28 · 694 added, 547 removed, 1876 unchanged (40% of the section changed)

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.

framework in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

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.

Based on this evaluation, management has concluded that our internal control over financial reporting was effective as of December 31, 2024.

56 unchanged sentences

8-K 000-54939 4.1 5/1/2020

Supplemental Indenture No.

1 to the Master Indenture, dated as of July 30, 2024, by and among CMFT Net Lease Master Issuer LLC, as issuer, and Citibank, N.A., as indenture trustee.

000-54939 4.2.1

4.3 Master Indenture, dated as of July 28, 2021, by and among CMFT Net Lease Master Issuer, LLC, as issuer, and Citibank N.A., as indenture trustee.

8-K 000-54939 4.1 8/3/2021

Supplemental Indenture No.

1 to the Master Indenture, dated as of July 30, 2024, by and among CMFT Net Lease Master Issuer LLC, as issuer, and Citibank, N.A., as indenture trustee.

4.4 Series 2021-1 Indenture Supplement, dated as of July 28, 2021, by and among CMFT Net Lease Master Issuer, LLC, as issuer, and Citibank N.A., as indenture trustee.

23 unchanged sentences

8-K 000-54939 10.1 6/29/2022

Amendment No.

4 and Waiver of Credit and Security Agreement, dated August 29, 2024, by and between CMFT Corporate Credit Securities, LLC, as borrower, CMFT Securities Investments, LLC, as collateral manager and equityholder, Citibank, N.A., as administrative agent and as lender, Citibank, N.A.

(acting through its Agency & Trust division), as collateral custodian and as collateral agent, and Virtus Group, LP, as collateral administrator.

000-54939 10.1

Amended and Restated CIM Real Estate Finance Trust, Inc.

1 unchanged sentence

10-Q 000-54939 10.5 8/12/2022

C IM Real Estate Finance Trust, In c.

CIM Real Estate Finance Trust, Inc.

2024 Manager Equity Incentive Plan

7 unchanged sentences

000-54939 10.1

A mended and Restated Master R epurchase Agreement dated March 5, 2025, by and between CMFT RE Lending R F Sub CB , LLC, and C itibank, N.A.

Master Repurchase Agreement, dated December 19, 2023, by and between CLR RE Lending RF Sub CB, LLC and Citibank, N.A.

8 unchanged sentences

000-54939 10.3

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 .

Amended and Restated Master Repurchase Agreement, dated December 4, 2023, by and between CMFT RE Lending RF Sub BB, LLC and Barclays Bank PLC.

8-K 000-54939 10.1 12/8/2023

21 unchanged sentences

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.

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.

Loan and Security Agreement, dated as of October 20, 2023, by and among CMFT RE Lending Sub BBSQ, LLC, as Borrower, Barclays Bank PLC, as Class A Lender, CMFT RE Lending Sub 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

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.

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.

First Amendment to Amended and Restated Master Repurchase Agreement, dated September 15, 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 Branch, as buyer.

Second Amendment to Amended and Restated 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 Branch, as buyer.

000-54939 10.1

Amended and Restated Guaranty, dated as of December 22, 2023, by CIM Real Estate Finance Trust, Inc.

and CIM Comme rcial Lending REIT for the benefit of Deutsche Bank AG, New York B ranch.

and CIM Commercial Lending REIT for the benefit of Deutsche Bank AG, New York Branch.

000-54939 10.2

2 unchanged sentences

8-K 000-54939 10.1 6/2/2022

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.

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 thereto, Ally Bank, as administrative agent and arranger, U.S.

Bank Trust Company, National Association, as collateral custodian, and U.S.

1 unchanged sentence

8-K 000-54939 10.1 2/16/2023

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.

Loan and Security Agreement, dated February 10, 2023, and conformed through the First Amendment to the Loan and Security Agreement, dated December 13, 2023, by and between CMFT CL Lending Sub AB, LLC, as borrower, each of the lenders from time to time party hereto, Ally Bank, as administrative agent and arranger, U.S.

Bank Trust Company, National Association, as collateral custodian, and U.S.

Bank National Asso ciat ion, as doc ument custodian .

Bank National Association, as document custodian.

000-54939 10.28.1

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.

9 unchanged sentences

8-K 000-54939 10.1 12/30/2022

I nsider Trading Policy

21.1* Subsidiaries of the Registrant.

15 unchanged sentences

Such certifications will not be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference.

+ Management contract or compensatory plan or arrangement.

FORM 10-K SUMMARY

26 unchanged sentences

Consolidated Statements of Comprehensive (Loss) Income for the Years Ended December 31, 202 4 , 202 3 and 202 2

Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2023, 2022 and 2021

Consolidated Statements of Equity for the Years Ended December 31, 2024, 2023 and 2022

Consolidated Statements of Cash Flows for the Years Ended December 31, 202 4 , 202 3 and 202 2

6 unchanged sentences

We have audited the accompanying consolidated balance sheets of CIM Real Estate Finance Trust, Inc.

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”).

and subsidiaries (the “Company”) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive (loss) income, equity, and cash flows, for each of the three years in the period ended December 31, 2024, 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, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.

19 unchanged sentences

Critical Audit Matter Description

The Company’s evaluation of real estate assets for impairment involves an initial assessment of each real estate asset to determine whether events or changes in circumstances exist that may indicate that the carrying amounts of real estate assets are no longer recoverable.

Possible indications of impairment may include bankruptcy or other credit concerns of a property’s major tenants, vacancies, changes in anticipated holding periods, a reduction in prevailing market values for assets being considered for disposition, or other circumstances.

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.

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.

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.

The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of its real estate assets may not be recoverable.

Impairment indicators that the Company considers include, but are not limited to, bankruptcy or other credit concerns of a property’s major tenant, vacancies, reduced lease rates, changes in anticipated holding periods, significant increases to budgeted costs for units under development, or a reduction in prevailing market values for assets being considered for disposition.

When indicators of potential impairment are present, the Company assesses the recoverability of the assets by determining whether the carrying amount of the assets will be recovered through the undiscounted future cash flows expected from the use of the assets and their eventual disposition.

In the event that such expected undiscounted future cash flows do not exceed the carrying amount, the Company will adjust the real estate assets to their respective fair values and recognize an impairment loss.

The process for evaluating real estate impairment requires management to make significant assumptions related to certain inputs.

Changes in these assumptions may have a material impact on the Company’s financial results.

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 impairment indicators 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:

• 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.

• 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 .

• We inspected budgeted costs for units under development and performed corroborating inquiries with management, to determine whether there were significant increases to budgeted costs.

• 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 reduced 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

Critical Audit Matter Description

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.

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.

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.

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.

The Company estimates its CECL reserve primarily 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.

For collateral-dependent loans that the Company determines foreclosure 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.

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 and the amortized cost basis of the loan.

Significant judgments are required in determining the CECL reserve, including the evaluation of historical market loan loss data, the impact of expected economic conditions on the loan portfolio, and determining collateral fair values of collateral-dependent loans.

For commercial mortgage-backed securities (“CMBS”), the Company determines whether a decline in the estimated fair value of a security below its amortized cost 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.

Credit losses are estimated by calculating the difference between the present value of estimated cash flows and the amortized cost basis of the security.

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.

Significant judgment is used in estimating expected future cash flows for the Company’s real estate-related securities.

We identified the assessment of the CECL reserve as a critical audit matter because of the subjectivity, complexity, and estimation uncertainty in determining the CECL reserve.

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

Our audit procedures related to the CECL reserve for the loans held-for-investment and CMBS portfolio included the following, among others:

Our audit procedures related to the CECL reserve included the following, among others:

• 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.

• We evaluated the service auditor's report for the third-party WARM method CECL model, which is used to calculate the expected loss for the Company’s first mortgage loans.

• 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.

• We evaluated the appropriateness of each model and significant assumptions used, 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.

• 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.

16 unchanged sentences

Investment in unconsolidated entities 181,409 126,777

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

Real estate-related securities and other, at fair value, net of credit loss allowances of $ 110,062 and $ 35,808 as of December 31, 2024 and 2023, respectively

345,828 519,714

5 unchanged sentences

Rents and tenant receivables, net 18,550 17,082

Prepaid expenses, derivative assets and other assets 9,423 26,243

Prepaid expenses and other assets 8,242 9,423

Deferred costs, net 6,496 12,121

47 unchanged sentences

Gain on investment in unconsolidated entities 13,599 11,723 11,952

Unrealized gain (loss) on equity security 4,751 ( 15,117 ) —

Unrealized (loss) gain on equity securities ( 15,888 ) 4,751 ( 15,117 )

Other (expense) income, net ( 1,138 ) ( 26,459 ) 8,671

Loss on extinguishment of debt ( 950 ) ( 7,788 ) ( 19,644 )

Merger-related expenses, net — — ( 1,404 )

Total other income

2,228 35,568 107,764

Net income 28,086 143,866 86,490

Net (loss) income ( 292,290 ) 28,086 143,866

Net income allocated to non-controlling interest 11 8 66

Net income attributable to the Company $ 28,078 $ 143,800 $ 86,490

Net (loss) income attributable to the Company $ ( 292,301 ) $ 28,078 $ 143,800

Weighted average number of common shares outstanding:

Basic and diluted 437,160,077 437,375,332 437,343,624

Net income per common share:

Net (loss) income per common share:

Basic and diluted $ ( 0.67 ) $ 0.06 $ 0.33

5 unchanged sentences

2024 2023 2022

Net income $ 28,086 $ 143,866 $ 86,490

Net (loss) income $ ( 292,290 ) $ 28,086 $ 143,866

Other comprehensive (loss) income

Unrealized (loss) gain on real estate-related securities ( 85,623 ) ( 51,304 ) 231

Unrealized loss on CMBS ( 5,789 ) ( 85,623 ) ( 51,304 )

Unrealized loss on CLO subordinated note ( 2,317 ) — —

Reclassification adjustment for realized loss included in income as other income 2,966 39,412 —

Amount of loss transferred from other comprehensive loss into income as an increase in provision for credit loss 13,594 — —

Amount of loss reclassified from other comprehensive (loss) income into income as an increase in provision for credit losses — 13,594 —

Unrealized gain on interest rate swaps — — 2,361

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

Amount of gain reclassified from other comprehensive (loss) income into income as interest expense, net — — ( 2,532 )

Total other comprehensive loss ( 5,140 ) ( 32,617 ) ( 51,475 )

Comprehensive (loss) income ( 297,430 ) ( 4,531 ) 92,391

3 unchanged sentences

CIM REAL ESTATE FINANCE TRUST, INC.

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

CONSOLIDATED STATEMENTS OF EQUITY

(in thousands, except share amounts)

1 unchanged sentence

of Par Value Accumulated

Distributions in Excess of Earnings Accumulated Other Comprehensive (Loss) Income Total

Distributions in Excess of Earnings Accumulated Other Comprehensive Income (Loss)

Stockholders’

3 unchanged sentences

Issuance of common stock 5,404,510 54 38,858 — — 38,912 — 38,912

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

Non-controlling interests assumed in connection with the CIM Income NAV Merger — — — — — — 1,073 1,073

Comprehensive income — — — 86,490 4,996 91,486 — 91,486

Distributions to non-controlling interests — — — — — — ( 1,147 ) ( 1,147 )

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

Distributions to non-controlling interests — — — — — — ( 1,147 ) ( 1,147 )

Comprehensive income (loss) — — — 28,078 ( 32,617 ) ( 4,539 ) 8 ( 4,531 )

6 unchanged sentences

Changes in redeemable common stock — — 2,368 — — 2,368 — 2,368

Comprehensive income (loss) — — — 28,078 ( 32,617 ) ( 4,539 ) 8 ( 4,531 )

Contributions from non-controlling interests — — — — — — 333 333

Comprehensive (loss) income — — — ( 292,301 ) ( 5,140 ) ( 297,441 ) 11 ( 297,430 )

Balance, December 31, 2024 437,313,001 $ 4,374 $ 3,533,329 $ ( 1,676,562 ) $ ( 86,283 ) $ 1,774,858 $ 344 $ 1,775,202

6 unchanged sentences

Cash flows from operating activities:

Net income $ 28,086 $ 143,866 $ 86,490

Adjustments to reconcile net income to net cash provided by operating activities:

Net (loss) income $ ( 292,290 ) $ 28,086 $ 143,866

Adjustments to reconcile net (loss) income to net cash provided by operating activities:

Depreciation and amortization, net 31,759 42,344 70,688

Amortization of deferred financing costs 9,602 10,297 12,143

Amortization of fair value adjustments of mortgage notes payable assumed — — ( 149 )

Amortization and accretion on deferred loan fees ( 5,113 ) ( 8,229 ) ( 9,896 )

8 unchanged sentences

Gain on sale of marketable security — — ( 22 )

Unrealized (gain) loss on equity security ( 4,751 ) 15,139 —

Unrealized loss (gain) on equity security 15,888 ( 4,751 ) 15,139

Amortization of fair value adjustment and gain on interest rate swaps — — ( 2,398 )

4 unchanged sentences

Write-off of deferred financing costs 950 6,770 8,100

Changes in assets and liabilities:

Changes in operating assets and liabilities:

Rents and tenant receivables, net 1,464 5,536 68,172

7 unchanged sentences

Cash flows from investing activities:

Cash acquired in connection with mergers — — 10,244

Investment in unconsolidated entities ( 58,744 ) ( 40,031 ) ( 86,300 )

Return of investment in unconsolidated entities 4,111 13,858 39,221

Investment in real estate-related securities ( 163,881 ) ( 558,218 ) ( 321,169 )

Investment in real estate-related securities and other ( 52,582 ) ( 163,881 ) ( 558,218 )

Investment in liquid corporate senior loans ( 65,377 ) ( 121,287 ) ( 179,714 )

1 unchanged sentence

Investment in real estate assets and capital expenditures ( 59,563 ) ( 12,505 ) ( 23,776 )

Investment in first mortgage loans ( 477,275 ) ( 1,333,298 ) ( 1,805,324 )

Origination and funding of first mortgage loans ( 162,892 ) ( 477,275 ) ( 1,333,298 )

Origination, modification and exit fees received on loans held-for-investment 2,174 2,449 13,978

5 unchanged sentences

Redemption of investment in unconsolidated entities — — 60,663

Payment of property escrow deposits ( 1,000 ) — —

Refund of property escrow deposits 1,000 — —

Proceeds from the settlement of insurance claims — — 619

11 unchanged sentences

Termination of interest rate swaps — — ( 239 )

Payment of loan deposits — — ( 800 )

Refund of loan deposits — — 865

Deferred financing costs paid ( 1,982 ) ( 7,198 ) ( 22,357 )

Distributions to non-controlling interests — ( 1,147 ) —

Contributions (distributions) from (to) non-controlling interests 333 — ( 1,147 )

Net cash (used in) provided by financing activities ( 957,179 ) ( 699,265 ) 430,250

Net increase in cash and cash equivalents and restricted cash 83,988 32,421 15,765

Net (decrease) increase in cash and cash equivalents and restricted cash ( 75,372 ) 83,988 32,421

Cash and cash equivalents and restricted cash, beginning of period 260,582 176,594 144,173

12 unchanged sentences

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.

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.

As of December 31, 2024, the Company’s loan portfolio consisted of 68 loans with a net book value of $ 3.4 billion, and investments in real estate-related securities and other of $ 345.8 million.

The Company conducts and expects to continue to conduct its commercial real estate lending business through CIM Commercial Lending REIT (“CLR”), a Maryland statutory trust and subsidiary of the Company which the Company expects to be taxed as a REIT for U.S.

federal income tax purposes.

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.

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.

As of December 31, 2024 , CLR holds a diversified portfolio of approximately $ 1.5 billion, which includes first mortgage loans with a net book value of $ 1.05 billion, CMBS with an estimated fair value of $ 241.3 million, and an investment in the Unconsolidated Joint Venture (as defined in Note 2 — Summary of Significant Accounting Policies) with a carrying value of $ 171.8 million .

As of December 31, 2024 the Company owned 187 commercial real estate properties, comprising approximately 5.8 million rentable square feet of commercial space located in 36 states.

As of December 31, 2024, the rentable square feet at these properties were 100.0 % leased, including month-to-month agreements, if any.

3 unchanged sentences

CIM Group is a vertically-integrated community-focused real estate and infrastructure owner, operator, lender and developer.

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.

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.

CIM Group is headquartered in Los Angeles, California and has offices in Atlanta, Georgia, Chicago, Illinois, Dallas, Texas, New York, New York, Orlando, Florida, Phoenix, Arizona, London, UK and Tokyo, Japan.

CIM Group also maintains additional offices with distribution staff and JV partnerships.

The Company relies upon CIM Capital IC Management, LLC, the Company’s investment advisor (the “Investment Advisor”), to provide substantially all of the day-to-day management of its subsidiary, CMFT Securities Investments, LLC (“CMFT Securities”), with respect to investments in securities and certain other investments held by CMFT Securities and its subsidiaries.

Collectively, CMFT Management, the Company’s manager, and the Investment Advisor, together with certain other affiliates of CIM Group, serve as the Company’s sponsor, which is referred to as the Company’s “sponsor” or “CIM”.

11 unchanged sentences

333-212832), which was filed with the SEC on August 2, 2016 and automatically became effective with the SEC upon filing.

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.

The Company began to

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

issue shares under the Secondary DRIP Offering on August 2, 2016 and continues to issue shares under the Secondary DRIP Offering.

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.

1 unchanged sentence

Additionally, the estimated per share NAV as determined by the Board serves as the per share NAV for purposes of the share redemption program.

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.

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.

As of December 31, 2024, the estimated per share NAV of the Company’s common stock was $ 6.09 , which was established by the Board on February 29, 2024 using a valuation date of January 31, 2024.

Subsequent to December 31, 2024, the Board established an updated estimated per share NAV of the Company’s common stock on March 20, 2025, using a valuation date of December 31, 2024, of $ 5.22 per share.

Commencing on March 28, 2025, distributions are reinvested in shares of the Company’s common stock under the DRIP at a price of $ 5.22 per share and $ 5.22 per share serves as the most recent estimated per share NAV for purposes of the share redemption program.

8 unchanged sentences

The Company’s judgment with respect to its level of influence or control over an entity and whether the Company is the primary beneficiary of a VIE involves consideration of various factors, including the form of the Company’s ownership interest, the Company’s voting interest, the size of the Company’s investment (including loans), and the Company’s ability to participate in major policy-making decisions.

The Company will reassess its initial evaluation of whether an entity is a VIE when certain reconsideration events occur.

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.

Reclassifications

Certain amounts in the Company’s prior period consolidated financial statements have been reclassified to conform to the current period presentation.

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.

This reclassification of interest expense, net did not have an impact on net income or cash flow from operating activities.

As of December 31, 2024, CLR is a VIE that is consolidated by the Company as the primary beneficiary, as the Company has the ability to direct the activities of CLR and the obligation to absorb CLR’s losses through its guarantee of CLR’s indebtedness, which is significant to CLR.

The non-controlling interest on the consolidated balance sheets represents the equity interests in CLR owned by outside investors.

As of December 31, 2024, CLR’s loan portfolio consisted of senior secured mortgage loans with a net book value of $ 1.0 billion and investments in real estate-related securities of $ 241.3 million.

In addition, as of December 31, 2024, the carrying value of CLR’s investment in CIM NP JV Holdings, LLC (“NP JV Holdings”) was $ 171.8 million.

CLR had $ 904.0 million of debt outstanding, net of deferred financing costs, as of December 31, 2024.

During the year ended December 31, 2024, the Company sold a portion of the Company’s portfolio of liquid corporate senior loans with an aggregate principal balance of $ 265.4 million to OFSI BSL XIV CLO, Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands, resulting in net proceeds of $ 259.7 million after closing costs and a loss of $ 2.9 million.

The collateral manager for OFSI BSL XIV CLO, Ltd.

is OFS CLO Management II, LLC, an affiliate of the Sub-Advisor (as defined in Note 13 — Related-Party Transactions and Arrangements).

The Company does not maintain effective control over the liquid corporate senior loans and the Company does not have the ability, nor the requirement, to repurchase the liquid corporate senior loans.

The liquid corporate senior loans served as the initial positions for the formation of a collateralized loan obligation (“CLO”), in which the Company subsequently invested $ 27.6 million in a subordinated note (the “CLO subordinated note”).

The CLO is a VIE, given the insufficient equity at risk, evidenced by the tranched capital structure and multiple series of debt instruments issued.

However, the Company, through its investment in the CLO subordinated note, lacks the ability to direct the activities that most significantly affect the entity’s economic performance.

Additionally, the collateral manager, which does direct the activities that most significantly affect the entity’s economic performance, was deemed to not be under common control with the Company.

As such, the Company was determined to not be

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the primary beneficiary and the CLO is not consolidated on the Company’s financial statements.

As of December 31, 2024, the fair value of the CLO subordinated note is $ 26.9 million and is included in real estate-related securities and other on the Company’s accompanying consolidated balance sheets.

For more information, refer to Note 7 — Real Estate-Related Securities and Other.

Use of Estimates

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The estimated useful lives of the Company’s real estate assets by class are generally as follows:

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Buildings 40 years

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When a real estate asset is identified by the Company as held for sale, the Company will cease recording depreciation and amortization of the assets related to the property and estimate its fair value, net of selling costs.

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.

As of December 31, 2023 and 2022, the Company did not identify any real estate assets as held for sale.

If, based on management’s best estimate, 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.

Dispositions of Real Estate Assets

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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.

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.

Given the Company’s current asset portfolio and strategy, the Company’s dispositions during the years ended December 31, 2024 and 2023 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

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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 years ended December 31, 2024 and 2023.

Allocation of Purchase Price of Real Estate Assets

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The appraisal firm has no involvement in management’s allocation decisions other than providing this market information.

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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 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.

The above- and below-market lease intangibles are capitalized as intangible lease assets or liabilities, respectively.

Above-market leases are amortized as a reduction to rental income over the remaining terms of the respective leases.

Below-market leases are amortized as an increase to rental income over the remaining terms of the respective leases, including any bargain renewal periods.

Above-market leases are amortized as a reduction to rental income in the accompanying consolidated statement of operations over the remaining terms of the respective leases.

Below-market leases are amortized as an increase to rental income in the accompanying consolidated statement of operations over the remaining terms of the respective leases, including any bargain renewal periods.

In considering whether or not the Company expects a tenant to execute a bargain renewal option, the Company evaluates economic factors and certain qualitative factors at the time of acquisition, such as the financial strength of the tenant, the remaining lease term, the tenant mix of the leased property, the Company’s relationship with the tenant and the availability of competing tenant space.

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Direct costs associated with obtaining a new tenant include leasing commissions, legal and other related expenses and are estimated in part by utilizing information obtained from independent appraisals and management’s consideration of current market costs to execute a similar lease.

The intangible values of opportunity costs, which are calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease, are capitalized as intangible lease assets and are amortized to expense over the remaining term of the respective leases.

The intangible values of opportunity costs, which are calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease, are capitalized as intangible lease assets and are amortized to depreciation and amortization expense in the accompanying consolidated statement of operations over the remaining term of the respective leases.

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.

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The outcome may result in the release of all or a portion of the escrowed funds to the Company or the seller or a combination thereof.

Contingent consideration arrangements for asset acquisitions are recognized when the contingency is resolved.

The Company estimates the fair value of assumed mortgage notes payable based upon indications of current market pricing for similar types of debt financing with similar maturities.

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Certain acquisition-related expenses related to asset acquisitions are capitalized and allocated to tangible and intangible assets and liabilities, as described above.

Acquisition-related manager expense reimbursements are expensed as incurred and are included in expense reimbursements to related parties in the accompanying consolidated statements of operations.

Acquisition-related manager expense reimbursements are expensed as incurred and are

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included in expense reimbursements to related parties in the accompanying consolidated statements of operations.

Other acquisition-related expenses continue to be expensed as incurred and are included in transaction-related expenses in the accompanying consolidated statements of operations.

Investment in Unconsolidated Entities

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.

The Company is engaged in an unconsolidated joint venture arrangement through 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 93 % 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 47 % 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.

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On March 31, 2022, the Company fully redeemed its $ 60.7 million investment in CIM UII Onshore, L.P.

(“CIM UII Onshore”).

Prior to redemption, the Company had less than 5 % ownership of CIM UII Onshore and accounted for its investment under the equity method.

The equity method of accounting requires the investment to be initially recorded at cost, including transaction costs incurred to finalize the investment, and subsequently adjusted for the Company’s share of equity in CIM UII Onshore’s earnings and distributions.

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.

For more information, refer to Note 6 — Investment in Unconsolidated Entities.

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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.

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

Real estate-related securities consists primarily of the Company’s investments in commercial mortgage-backed securities (“CMBS”) and equity securities.

Also included in restricted cash was $ 2.0 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 both December 31, 2024 and 2023.

In addition, the Company had a $ 9.2 million deposit held as cash collateral included in restricted cash as of December 31, 2023, that was applied by Barclays Bank PLC (“Barclays”) as repayment of certain eligible assets transferred under the Master Repurchase Agreement with Barclays (as described in more detail in Note 10 — Repurchase Facilities, Notes Payable and Credit Facilities) during the year ended December 31, 2024.

Real Estate-Related Securities and Other

Real estate-related securities and other consists primarily of the Company’s investments in commercial mortgage-backed securities (“CMBS”), CLOs, and equity securities.

The Company determines the appropriate classification for real estate-related securities at the time of purchase and reevaluates such designation as of each balance sheet date.

As of December 31, 2023, the Company classified its investments in CMBS as available-for-sale as the Company is not actively trading the securities;

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As of December 31, 2024, the Company classified its investments in CMBS and CLO as available-for-sale as the Company is not actively trading the securities;

however, the Company may sell them prior to their maturity.

1 unchanged sentence

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.

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”).

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.

GNL) (“GNL”) and The Necessity Retail REIT, Inc.

RTL) (“RTL”), among others.

The RTL Common Stock was cancelled in accordance with the terms of the aforementioned agreement and plan

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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.

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.

The Company monitors its CMBS for changes in fair value.

The amortized cost of the Company’s CLO subordinated note reflects accretion of interest income based on the effective yield method less any cash distributions received or entitled to be received.

CLO subordinated note positions are entitled to recurring distributions, which are generally equal to the residual cash flows of payments received on underlying securities less contractual payments to debt holders and fund expenses.

The Company’s investments in equity securities of public and private companies are carried at their estimated fair values with unrealized gains and losses reported on the consolidated statements of operations.

Dividend income is included in other (expense) income, net on the consolidated statements of operations, of which the Company recorded $ 5.1 million and $ 5.6 million, respectively, during the years ended December 31, 2024 and 2023.

The Company monitors its CMBS and CLO for changes in fair value.

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.

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.

Subsequent cumulative adverse changes in expected cash flows on the Company’s CMBS are recognized as an increase to current expected credit losses.

However, the allowance is limited to the amount by which the CMBS’ amortized cost exceeds its fair value.

Subsequent cumulative adverse changes in expected cash flows on the Company’s CMBS and CLO are recognized as an increase to current expected credit losses.

However, the allowance is limited to the amount by which the CMBS and CLO’s amortized cost exceeds its fair value.

Favorable changes in expected cash flows are recognized as a decrease to current expected credit losses.

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Current Expected Credit Losses

The Company adopted Accounting Standards Update (“ASU”) No.

2016-13, Financial Instruments - Credit Losses (Topic 326) (“ASU 2016-13”), on January 1, 2020.

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.

Current expected credit losses (“CECL”) required under the Financial Accounting Standards Board (“FASB”), Accounting Standards Codification Topic 326, Financial Instruments - Credit Losses (“ASC 326”), reflects the Company’s current estimate of potential credit losses related to the Company’s loans held-for-investment, CMBS and CLO 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.

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.

While ASC 326 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.

In addition, other than a few narrow exceptions, ASC 326 requires that all financial instruments subject to the credit loss model should have some amount of loss reserve to reflect the GAAP framework 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.

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Staff Q&A Topic 326, No.

This method requires the Company to reference historic loan loss data across a comparable data set and apply such loss rate to each loan investment over its expected remaining term, taking into consideration expected economic conditions over the relevant timeframe.

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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.

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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.

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.

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.

The Company only expects to charge-off impairment losses as a reduction to current expected credit losses and as a reduction to the respective loan balance if and when such amounts are deemed non-recoverable.

This is generally at the time a loan is repaid or foreclosed.

However, non-recoverability may also be concluded if, in the Company’s determination, it is nearly certain that all amounts due will not be collected.

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:

19 unchanged sentences

4- Underperformance — The debt investment possesses credit deficiencies or potential weaknesses which deserve management’s close and continued attention.

The portfolio company’s operations and/or balance sheet have demonstrated an adverse trend or deterioration which, while serious, has not reached the point where the liquidation of debt is jeopardized.

The obligor’s operations and/or balance sheet have demonstrated an adverse trend or deterioration which, while serious, has not reached the point where the liquidation of debt is jeopardized.

These weaknesses are generally considered correctable by the borrower in the normal course of business but may weaken the asset or inadequately protect the Company’s credit position if not checked or corrected.

10 unchanged sentences

The Company generally assigns a risk rating of “3” to all newly originated or acquired loans held-for-investment during a most recent quarter, except in the case of specific circumstances warranting an exception.

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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.

1 unchanged sentence

Significant judgment is used in estimating future cash flows for the Company’s real estate-related securities.

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Deferred Financing Costs

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Significant judgments and assumptions are inherent in not only determining if a contract contains a lease, but also the lease classification, terms, payments, and, if needed, discount rates.

Judgments include the nature of any options, including if they will be exercised, evaluation of implicit discount rates and the assessment and consideration of “fixed” payments for straight-line rent revenue calculations.

Judgments include the nature of any options, including if they

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will be exercised, evaluation of implicit discount rates and the assessment and consideration of “fixed” payments for straight-line rent revenue calculations.

Lease costs represent the initial direct costs incurred in the origination, negotiation and processing of a lease agreement.

2 unchanged sentences

Upon successful lease execution, leasing commissions are capitalized.

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Development Activities

7 unchanged sentences

The Company defers the recognition of variable rental and other property income, such as percentage rents, until the specific target that triggers the contingent rental income is achieved.

The Company continually reviews whether collection of lease-related receivables, including any straight-line rent, and current and future operating expense reimbursements from tenants are probable.

The Company continually reviews whether collection of future lease payments and current and future operating expense reimbursements from tenants are probable.

The determination of whether collectability is probable takes into consideration the tenant’s payment history, the financial condition of the tenant, business conditions in the industry in which the tenant operates and economic conditions in the area in which the property is located.

Upon the determination that the collectability of a receivable is not probable, the Company will record a reduction to rental and other property income for amounts previously recorded and a decrease in the outstanding receivable.

Upon the determination that the collectability of future lease payments is not probable, the Company will record a reduction to rental and other property income for amounts previously recorded and a decrease in the outstanding receivable.

Revenue from leases where collection is deemed to be not probable is recorded on a cash basis until collectability becomes probable.

3 unchanged sentences

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).

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 is comprised of interest earned on credit investments and the accretion and amortization of net loan origination fees, other 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.

1 unchanged sentence

Upon the sale of a security, the realized net gain or loss is computed on the specific identification method.

The Company recognizes interest income on its CLO subordinated note using the effective yield method utilizing expected cash flows from the underlying positions.

The accretable yield is initially measured as the excess of all cash flows expected to be collected attributable to the beneficial interest, estimated at the transaction date over the initial investment, and will be re-evaluated upon the receipt of each quarterly distribution.

Expected cash flows inherent in the estimate of accretable yields are based on expectations of default, as well as other loan-performance assumptions that impact the loans underlying the CLO portfolio.

Upon the sale of a security, the realized net gain or loss is computed on the specific identification method.

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.

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.

Interest collected is recognized on a cash basis when received as investment income 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.

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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.

Diluted income (loss) per share considers the effect of any potentially dilutive share equivalents,

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of which the Company had no ne for each of the years ended December 31, 2023, 2022 or 2021.

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, 2024, 2023 or 2022.

Distributions per share are calculated based on the authorized monthly distribution rate.

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Credit — engages primarily in acquiring and originating primarily floating rate first and second lien mortgage loans, either directly or through co-investments in joint ventures, related to real estate assets.

This segment also includes investments in real estate-related securities, liquid corporate senior loans and corporate senior loans.

This segment also includes investments in real estate-related and other securities, equity securities, liquid corporate senior loans and corporate senior loans.

The Company’s credit segment derives its revenues from the lending activities described above under “Revenue Recognition”.

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.

The Company’s real estate segment derives its revenues from the leasing activities described above under “Revenue Recognition”.

See Note 18 — Segment Reporting for a further discussion regarding these segments.

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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.

On March 31, 2022, the FASB issued ASU No.

2022-02, Troubled Debt Restructurings and Vintage Disclosures (Topic 326) (“ASU 2022-02”).

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.

The ASU also enhances existing disclosure requirements and introduces new requirements related to certain modifications of receivables made to borrowers experiencing financial difficulty.

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.

In June 2022, the FASB issued ASU No.

In June 2022, the FASB issued Accounting Standards Update (“ASU”) No.

2022-03, Fair Value Measurement (Topic 820):

2 unchanged sentences

The amendments are effective for fiscal years beginning after December 15, 2023, including interim periods within those annual periods, with early adoption permitted.

The Company does not believe the adoption of ASU 2022-03 will have an impact on its consolidated financial statements and disclosures.

The ASU became effective for the Company beginning January 1, 2024.

ASU 2022-03 did not have a material impact on the Company’s consolidated financial statements and disclosures during the year ended December 31, 2024.

In August 2023, the FASB issued ASU No.

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Improvements to Reportable Segment Disclosures (“ASU 2023-07”).

ASU 2023-07 enhances the disclosures required for reportable segments on an annual and interim basis.

ASU 2023-07 enhances the disclosures required for reportable segments on an annual

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and interim basis.

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.

The Company does not expect the adoption of ASU 2023-07 to have a material impact on its consolidated financial statements and disclosures.

Adoption of ASU 2023-07 has resulted in incremental disclosures, which are included within Note 18 — Segment Reporting.

In November 2024, the FASB issued ASU No.

2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) (“ASU 2024-03”).

ASU 2024-03 requires that public business entities disclose additional information about specific expense categories in the notes to financial statements at interim and annual reporting periods.

ASU 2024-03 is effective on either a prospective basis, with the option for retrospective application, for annual periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027, and early adoption is permitted.

The Company is currently evaluating whether the adoption of ASU 2024-03 will have a material impact on its consolidated financial statements and disclosures.

NOTE 3 — FAIR VALUE MEASUREMENTS

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GAAP emphasizes that fair value is intended to be a market-based measurement, as opposed to a transaction-specific measurement.

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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.

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The following describes the methods the Company uses to estimate the fair value of the Company’s financial assets and liabilities:

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.

Real estate-related securities and other — 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.

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.

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.

The estimated fair value of the Company’s equity security is based on quoted market prices that are readily and regularly available in an active market.

Credit facilities and notes payable — The fair value is estimated by discounting the expected cash flows based on estimated borrowing rates available to the Company as of the measurement date.

Current and prior period liabilities’ carrying and fair values exclude net deferred financing costs.

The Company’s CLO subordinated note is valued using Level 3 inputs.

The Company determines the fair value of its CLO subordinated note through consideration of the underlying investment portfolio metrics, including prepayment rates, default and recovery rates, and estimated market yields, supplemented by actual trades executed in the market and indicative prices provided by broker-dealers.

Operating metrics related to the specific CLO subordinated note are also considered in determining the fair value of the investment.

The Company’s equity securities are valued using Level 1, Level 2 or Level 3 inputs depending upon the availability of the fair value inputs used in determining the respective fair values.

The estimated fair value of the Company’s equity securities is based on quoted market prices when readily and regularly available in an active market.

A breakout of the Company’s CMBS, CLO subordinated note, and equity securities’ levels of the fair value hierarchy as of December 31, 2024 and 2023 can be found in the tables under Items Measured at Fair Value on a Recurring Basis below.

Repurchase facilities, notes payable and credit facilities — The fair value is estimated by discounting the expected cash flows based on estimated borrowing rates available to the Company as of the measurement date.

Current and prior period

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

liabilities’ carrying and fair values exclude net deferred financing costs.

These financial instruments are valued using Level 2 inputs.

As of December 31, 2023, the estimated fair value of the Company’s debt was $ 3.83 billion, compared to a carrying value of $ 3.94 billion.

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.

Derivative instruments — The Company’s derivative instruments were comprised of interest rate caps.

All derivative instruments were carried at fair value and were valued using Level 2 inputs.

The fair value of these instruments was determined using interest rate market pricing models.

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.

However, as of December 31, 2023 and 2022, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and determined that the credit valuation adjustments are not significant to the overall valuation of the Company’s derivatives.

As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy.

Derivative instruments — In the normal course of business, the Company may use certain types of derivative instruments, such as interest rate swaps and interest rate caps, for the purpose of managing or hedging its interest rate risk.

All derivative instruments are carried at fair value and are generally valued using Level 2 inputs.

The fair value of these instruments is determined using interest rate market pricing models.

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.

Although the Company has determined that the majority of the inputs used to value its derivatives has generally fallen within Level 2 of the fair value hierarchy, certain credit valuation adjustments associated with such derivatives may utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and its counterparties.

Loans held-for-investment — The Company’s loans held-for-investment are recorded at cost upon origination, net of loan origination fees and discounts.

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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.

As of December 31, 2023, $ 445.7 million and $ 70.2 million of the Company’s liquid corporate senior

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.

In accordance with the fair value hierarchy described above, the following table details the net book value and fair value of the financial instruments described above as of December 31, 2024 and 2023 (in thousands):

December 31, 2024 December 31, 2023

Net Book Value

Net Book Value Fair Value Level

Financial assets:

First mortgage loans (1)

$ 3,085,104 $ 3,141,665 $ 3,539,111 $ 3,596,662 3

Liquid corporate senior loans

35,653 32,062 518,252 515,839 (2)

Corporate senior loans

250,120 256,543 207,102 211,167 3

Total financial assets

$ 3,370,877 $ 3,430,270 $ 4,264,465 $ 4,323,668

Financial liabilities:

Repurchase facilities, notes payable and credit facilities

$ 3,182,614 $ 3,098,368 $ 3,939,125 $ 3,827,782 2

Total financial liabilities

$ 3,182,614 $ 3,098,368 $ 3,939,125 $ 3,827,782

____________________________________

(1) Includes two first mortgage loans secured by assets that the Company took control of via deeds-in-lieu of foreclosure subsequent to December 31, 2024, as discussed in Note 19 — Subsequent Events.

(2) As of December 31, 2024, $ 26.0 million and $ 6.1 million of the Company’s liquid corporate senior loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.

As of December 31, 2023, the estimated fair value of the Company’s loans held-for-investment and related receivables, net was $ 4.32 billion, compared to its carrying value of $ 4.26 billion.

As of December 31, 2022, the estimated fair value of the Company’s loans held-for-investment and related receivables, net was $ 3.98 billion, compared to its carrying value of $ 4.00 billion.

As of December 31, 2023, $ 445.7 million and $ 70.2 million of the Company’s liquid corporate senior loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.

Other financial instruments — The Company considers the carrying values of its cash and cash equivalents, restricted cash, tenant receivables, accounts payable and accrued expenses, other liabilities, due to affiliates and distributions payable to approximate their fair values because of the short period of time between their origination and their expected realization as well as their highly-liquid nature.

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Accordingly, the estimates presented herein are not necessarily indicative of the amounts the Company could realize, or be liable for, upon disposition of the financial assets and liabilities.

The Company evaluates its hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter.

The Company evaluates its hierarchy disclosures each quarter and depending

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter.

The Company does not expect that changes in classifications between levels will be frequent.

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CMBS $ 286,757 $ — $ 241,341 $ 45,416

Equity security 42,999 42,999 — —

CLO subordinated note

26,901 — — 26,901

Equity securities

32,170 31,547 — 623

Total financial assets $ 345,828 $ 31,547 $ 241,341 $ 72,940

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42,999 42,999 — —

Interest rate caps 5,040 — 5,040 —

Total financial assets $ 519,714 $ 42,999 $ 347,634 $ 129,081

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following are reconciliations of the changes in financial assets with Level 3 inputs in the fair value hierarchy for the years ended December 31, 2024 and 2023 (in thousands):

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Unrealized loss included in other comprehensive (loss) income, net

Current expected credit losses (1)

Purchases and payments received:

Conversion of preferred units (1)

Discounts, net 10,067

Capitalized interest income 1,160

Net transfers (2)

Balance, December 31, 2023

Total gains and losses:

Unrealized loss included in other comprehensive (loss) income, net

Unrealized loss on CMBS included in other comprehensive (loss) income, net

Current expected credit losses

Unrealized loss on CLO subordinated note

Purchases and payments received:

Conversion to equity securities (2)

Investment in CLO subordinated note

Accreted interest income

Discounts, net ( 2,349 )

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____________________________________

(1) Reflects the Company’s investment in preferred units which matured during the year ended December 31, 2022 and was redeemed in exchange for an investment in a first mortgage loan.

Refer to Note 8 — Loans Held-For-Investment for further discussion.

(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.

(1) 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.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(2) During the year ended December 31, 2024, two of the Company’s defaulted liquid corporate senior loans were equitized into a Level 3 equity security, as further discussed in Note 7 — Real Estate-Related Securities and Other.

Items Measured at Fair Value on a Non-Recurring Basis (Including Impairment Charges)

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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.

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.

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.

As of December 31, 2024, the Company had an aggregate $ 324.9 million asset-specific credit loss reserve on funded and unfunded commitments related to seven of the Company’s first mortgage loans with an aggregate carrying value of $ 1.0 billion.

As of December 31, 2023, the Company had an aggregate $ 57.8 million asset-specific credit loss reserve on funded and unfunded commitments related to two of the Company’s first mortgage loans with an aggregate carrying value of $ 263.4 million.

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, less costs to sell the underlying collateral, as of December 31, 2024 and 2023, respectively.

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.

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For additional information regarding the first mortgage loans, refer to Note 8 — Loans Held-For-Investment.

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.

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.

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

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

$ 14.7 million.

As discussed in Note 4 — Real Estate Assets, during the year ended December 31, 2024, real estate assets related to ten 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 $ 131.0 million, resulting in impairment charges of $ 52.2 million.

The revised cash flow estimates were a result of continued deterioration of fundamentals at certain office properties, including weakened leasing activity and increased capitalization rates, and a revision in assumed holding periods at certain properties.

Additionally, during the year ended December 31, 2024, 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 $ 9.1 million.

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.

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.

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.

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.

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.

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7.0 % - 11.4 %

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table presents the impairment charges by asset class recorded during the years ended December 31, 2024, 2023 and 2022 (in thousands):

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Property Acquisitions

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.

(the “CIM Income NAV Merger”) for an aggregate purchase price of $ 911.3 million (the “2021 Property Acquisitions”), which includes $ 5.0 million of external acquisition-related expenses that were capitalized.

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.

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.

During the year ended December 31, 2024, the Company acquired two commercial properties for an aggregate purchase price of $ 44.1 million (the “2024 Property Acquisitions”), which includes $ 148,000 of external acquisition-related expenses that were capitalized.

The Company funded the 2024 Property Acquisitions with proceeds from the sale of loans held-for-investment.

During the years ended December 31, 2023 and 2022, the Company did no t acquire any properties.

The following table summarizes the purchase price allocation for the 2024 Property Acquisitions (in thousands):

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

2024 Property Acquisitions

Land $ 160,364

Buildings, fixtures and improvements 28,709

Acquired in-place leases and other intangibles (1)

Acquired above-market leases (2)

Intangible lease liabilities (3)

Assets held for sale 66,466

Total purchase price $ 44,148

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(1) The amortization period for acquired in-place leases and other intangibles is 20.0 years.

(2) The amortization period for acquired above-market leases is 13.5 years.

(3) The amortization period for acquired intangible lease liabilities is 14.8 years.

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.

The following table summarizes the purchase price allocation for the real estate acquired via foreclosure (in thousands):

As of December 31, 2021

Buildings, fixtures and improvements $ 192,182

Acquired in-place leases and other intangibles 134

Intangible lease liabilities ( 326 )

Total purchase price $ 191,990

In connection with the foreclosure, the Company assumed $ 102.6 million of mortgage notes payable related to the assets.

Condominium Development Project

During the years ended December 31, 2024 and 2023, the Company capitalized $ 16.5 million and $ 12.0 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.

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.

Included in the amounts capitalized during the year ended December 31, 2023 was $ 1.0 million of capitalized interest expense.

No capitalized interest expense was included in capitalized expenditures during the year ended December 31, 2024.

Condominium Dispositions

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2024 Property Dispositions

During the year ended December 31, 2024, the Company disposed of seven properties, including five retail properties, one industrial property and one office property, for an aggregate gross sales price of $ 90.6 million, resulting in proceeds of $ 87.2

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

million after closing costs and a gain of $ 1.9 million.

The Company has no continuing involvement that would preclude sale treatment with these properties.

2023 Property Dispositions

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:

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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.

The sale of 178 of these properties closed pursuant to the

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

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.

The sale of 178 of these properties closed pursuant to the 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.

No properties are remaining to be sold pursuant to the Realty Income Purchase and Sale Agreement.

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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.

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.

The Company has no continuing involvement with these properties that would preclude sale treatment.

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.

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.

See Note 2 — Summary of Significant Accounting Policies for a discussion of the Company’s accounting policies regarding impairment of real estate assets.

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.

Additionally, during the year ended December 31, 2023, certain condominium units were deemed to be impaired

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

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.

During the year ended December 31, 2024, ten properties totaling approximately 915,000 square feet with a carrying value of $ 183.2 million were deemed to be impaired and their carrying values were reduced to an estimated fair value of $ 131.0 million, resulting in impairment charges of $ 52.2 million, which were recorded in the consolidated statements of operations.

Additionally, during the year ended December 31, 2024, certain condominium units were deemed to be impaired and their carrying values were reduced to their estimated fair value, resulting in impairment charges of $ 9.1 million, which were recorded in the consolidated statements of operations.

Additionally, during the year ended December 31, 2023, certain condominium units were deemed to be impaired 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.

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See Note 3 — Fair Value Measurements for a further discussion regarding impairment charges during the years ended December 31, 2024, 2023 and 2022.

Property Concentrations

As of December 31, 2024, one of the Company’s tenants, CVS, accounted for 10 % of the Company’s 2024 annualized rental income across 33 properties.

As of December 31, 2024, the Company had properties located in Ohio, which accounted for 16 % of the Company’s 2024 annualized rental income.

In addition, the Company had tenants in the health and personal care stores, manufacturing, and sporting goods, hobby, and musical instrument retailers industries, which accounted for 15 %, 12 %, and 11 %, respectively, of the Company’s 2024 annualized rental income.

NOTE 5 — INTANGIBLE LEASE ASSETS AND LIABILITIES

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$ 11,812 $ 13,354

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.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table summarizes the amortization related to the intangible lease assets and liabilities for the years ended December 31, 2024, 2023, and 2022 (in thousands):

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Below-market lease amortization $ 1,119 $ 1,348 $ 1,990

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

As of December 31, 2024, the estimated amortization relating to the intangible lease assets and liabilities is as follows (in thousands):

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NOTE 6 — INVESTMENT IN UNCONSOLIDATED ENTITIES

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.

During the year ended December 31, 2021, the Company entered into the Unconsolidated Joint Venture, of which the Company currently owns as of December 31, 2024, 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 93 % of the membership interest in the NewPoint JV.

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.

Through the Unconsolidated Joint Venture, the Company holds an approximate 47 % 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.

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The Company recorded a gain totaling $ 13.6 million and $ 11.7 million, which represented its share of NP JV Holdings’ gain, during the years ended December 31, 2024 and 2023, respectively, in the consolidated statements of operations.

During the year ended December 31, 2023, the Company contributed an additional $ 40.0 million in NP JV Holdings.

During the year ended December 31, 2024, the Company contributed an additional $ 58.7 million to NP JV Holdings.

The Company also received $ 17.7 million in distributions during the year ended December 31, 2024, $ 4.0 million of which can be called back by NewPoint JV through NP JV Holdings as a capital call on a future date.

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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.

The following tables provide summarized financial information of the Unconsolidated Joint Venture for the periods set forth below (in thousands):

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Year Ended December 31,

Real estate investments - at fair value

Loans held-for-investment - at fair value, net of deferred fees

$ 1,093,202 $ 1,026,599

$ 1,186,794 $ 1,043,397

Liabilities and equity:

Repurchase facilities and securitized debt, net of deferred fees

$ 777,239 $ 761,162

Total liabilities

$ 798,626 $ 764,297

$ 388,168 $ 279,100

Year Ended December 31,

2024 2023 2022

Total revenues

$ 93,666 $ 82,164 $ 34,992

Total expenses

65,261 54,164 19,515

Total other income (expense)

1,002 ( 2,011 ) —

$ 29,407 $ 25,989 $ 15,477

On December 16, 2021, as a result of the merger with CIM Income NAV, Inc.

(the “CIM Income NAV Merger”, the Company acquired a limited partnership interest in CIM UII Onshore, L.P.

(“CIM UII Onshore”).

CIM UII Onshore’s sole purpose is to invest all of its assets in CIM Urban Income Investments, L.P.

(“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.

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.

During the year ended December 31, 2022, the Company recognized an equity method net gain of $ 5.2 million 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.

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.

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.

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

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

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

Amortized Cost Basis Unrealized Loss CECL

NOTE 7 — REAL ESTATE-RELATED SECURITIES AND OTHER

As of December 31, 2024, the Company’s real estate-related securities and other had an aggregate estimated fair value of $ 345.8 million, which included 16 CMBS investments, one CLO subordinated note, and four equity securities.

The CMBS investments have initial maturity dates ranging from January 2025 through June 2058 and have interest rates ranging from 0.2 % to 11.7 % as of December 31, 2024, with one CMBS earning a zero coupon rate.

As of December 31, 2024, the CLO subordinated note has an initial maturity date of July 2037 and an estimated effective yield of 16.6 %.

The following is a summary of the Company’s real estate-related securities and other as of December 31, 2024 (in thousands):

Real Estate-Related Securities and Other

Gross Unrealized

Amortized Cost Basis Gains

CMBS $ 480,767 $ 512 $ ( 84,460 ) $ ( 110,062 ) $ 286,757

Equity security

CLO subordinated note

29,218 — ( 2,317 ) — 26,901

Total real estate-related securities $ 647,035 $ ( 91,513 ) $ ( 35,808 ) $ 519,714

The following table provides the activity for the real estate-related securities during the years ended December 31, 2023 and 2022 (in thousands):

Amortized Cost Basis Unrealized Gain (Loss) CECL

Equity securities

58,447 — ( 26,277 ) — 32,170

Total real estate-related securities and other

$ 568,432 $ 512 $ ( 113,054 ) $ ( 110,062 ) $ 345,828

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table provides the activity for the real estate-related securities and other during the years ended December 31, 2024 and 2023 (in thousands):

Amortized Cost Basis Unrealized (Loss) Gain

Real estate-related securities as of January 1, 2023

1 unchanged sentence

Face value of real estate-related securities acquired 166,835 — — 166,835

Investment in preferred units, net (1)

( 63,490 ) — — ( 63,490 )

Premiums and discounts on purchase of real estate-related securities, net of acquisition costs

Discounts on purchase of real estate-related securities, net of acquisition costs

( 2,953 ) — — ( 2,953 )

Amortization of discount on real estate-related securities 18,912 — — 18,912

Realized gain on sale of real estate-related securities

Sale of real estate-related securities

( 116,797 ) 39,412 — ( 77,385 )

1 unchanged sentence

Principal payments received on real estate-related securities (1)

Unrealized loss on real estate-related securities

( 60,159 ) — — ( 60,159 )

Real estate-related securities as of January 1, 2023

Unrealized loss on real estate-related securities, net

— ( 67,279 ) — ( 67,279 )

Provision for credit losses

— — ( 35,808 ) ( 35,808 )

Real estate-related securities and other as of January 1, 2024

647,035 ( 91,513 ) ( 35,808 ) 519,714

Face value of real estate-related securities acquired 25,000 — — 25,000

Investment in CLO subordinated note 31,825 — — 31,825

Converted equity securities

5,060 — — 5,060

Discount on purchase of CLO subordinated note

( 4,179 ) — — ( 4,179 )

Discounts on purchase of real estate-related securities, net of acquisition costs

( 63 ) — — ( 63 )

Amortization of discount on real estate-related securities 18,912 — — 18,912

Accretion of discount on real estate-related securities

2,417 — — 2,417

Accretion of interest income on CLO subordinated note

1,572 — — 1,572

Sale of real estate-related securities

3 unchanged sentences

( 107,404 ) — — ( 107,404 )

Unrealized loss on real estate-related securities, net

Unrealized loss on real estate-related securities and other, net

— ( 23,995 ) — ( 23,995 )

Current expected credit losses — — ( 35,808 ) ( 35,808 )

Real estate-related securities as of December 31, 2023

Provision for credit losses

— — ( 74,254 ) ( 74,254 )

Real estate-related securities and other as of December 31, 2024

$ 568,432 $ ( 112,542 ) $ ( 110,062 ) $ 345,828

(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.

(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.

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.

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.

Unrealized gains and losses on the equity security are reported on the consolidated statements of operations.

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.

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

____________________________________

(1) Includes the repayment of the Company’s position in six CMBS instruments and two different tranches of a CMBS instrument during the years ended December 31, 2024 and 2023, respectively, prior to their stated maturity dates.

During the year ended December 31, 2024, the Company received $ 5.1 million in equity securities through the equitization of two existing liquid corporate senior loan positions, comprised of a $ 927,000 preferred equity security and $ 4.1 million in two common equity securities, all of which are included in real estate-related securities and other on the accompanying consolidated balance sheets.

Unrealized gains and losses on equity securities are reported on the accompanying consolidated statements of operations.

During the year ended December 31, 2024, the Company invested $ 27.6 million in a CLO subordinated note as further described in Note 2 — Summary of Significant Accounting Policies.

Additionally, during the year ended December 31, 2024, the Company invested $ 24.9 million in CMBS.

During the same period, the Company sold CMBS with an aggregate amortized cost basis of $ 34.0 million, resulting in net proceeds of $ 31.1 million and a loss of $ 3.0 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.

Unrealized gains and losses on CMBS and the CLO subordinated note are recorded in other comprehensive (loss) income, with a portion of the amount subsequently reclassified into other (expense) income, net in the accompanying consolidated statements of operations as securities are sold and gains and losses are recognized.

During the year ended December 31, 2024, the Company recorded $ 24.0 million of net unrealized loss on its real estate-related securities and other, $ 3.0 million of which was realized as a loss in the accompanying consolidated statements of operations upon the sale of CMBS as noted above.

The remaining $ 21.0 million of net unrealized loss is comprised of a $ 2.8 million unrealized loss on CMBS and a $ 2.3 million unrealized loss on the CLO subordinated note, which are included in other comprehensive (loss) income in the accompanying consolidated statements of comprehensive (loss) income and a $ 15.9 million unrealized loss on the Company’s equity securities, which is included in unrealized (loss) gain on equity securities in the accompanying consolidated

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

unrealized gain (loss) on equity security in the accompanying consolidated statements of operations.

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.

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):

statements of operations.

During the year ended December 31, 2023, the Company recorded $ 67.3 million of net unrealized loss on its real estate-related securities and other, $ 39.4 million of which was realized as a loss in the accompanying consolidated statements of operations upon the sale of CMBS.

The remaining $ 27.8 million of net unrealized loss was 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 securities, which is included in unrealized (loss) gain on equity securities in the accompanying consolidated statements of operations.

The scheduled maturities of the Company’s CMBS and CLO subordinated note as of December 31, 2024 are as follows (in thousands):

Amortized Cost Estimated Fair Value

10 unchanged sentences

Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s current expected credit losses.

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):

The following table presents the activity in the Company’s current expected credit losses related to its position in two different tranches of a CMBS instrument for the years ended December 31, 2024 and 2023 (in thousands):

Current expected credit losses as of January 1, 2023

5 unchanged sentences

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.

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.

Though the appraisal reduction was partially reversed during the year ended December 31, 2023, the initial appraisal reduction resulted in reduced cash flows received from the respective CMBS position during the year ended December 31, 2023.

In addition, during the year ended December 31, 2024, the Company received notice of preliminary sales transaction activity in relation to the underlying collateral of this CMBS position, as well as an additional position in a separate tranche of this instrument, indicative of a bid below the carrying value of the investment.

The Company considered various factors, including the factors noted above, in determining whether a credit loss existed.

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.

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.

The present value of cash flows expected to be collected from the CMBS positions did not exceed their amortized cost basis, and as such the Company determined both tranches of the security the Company is invested in had incurred a credit loss.

In addition, the CMBS positions were in maturity default during the year ended December 31, 2024 as they did not mature as anticipated on the initial maturity date during December 2023.

As of December 31, 2024, the CMBS positions were no longer in maturity default as the CMBS was modified to provide for an extended maturity date of July 2025 plus a six-month extension option, as well as a permanently reduced interest rate to 0.019 % per annum.

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.

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.

As of December 31, 2023, the amortized cost basis of the CMBS position identified as having incurred a credit loss was $ 47.8 million.

The Company will continue to monitor for changes in expected cash flows in order to continue to measure the credit loss.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

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.

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.

During the year ended December 31, 2024, the Company recorded a $ 74.3 million increase to the provision for credit losses on the consolidated statements of operations.

As of December 31, 2024, the amortized cost basis of the CMBS positions identified as having incurred a credit loss was $ 192.8 million prior to any credit loss provisions.

The Company will continue to monitor for changes in expected cash flows in order to continue to measure the credit loss.

As of December 31, 2024, the Company had six CMBS positions and one CLO subordinated note with aggregate fair values of $ 161.1 million and $ 26.9 million, respectively, with unrealized losses reflected in other comprehensive (loss) income in the accompanying consolidated statements of comprehensive (loss) income.

Upon evaluating these securities at the individual security level, the Company concluded that the unrealized losses included in other comprehensive (loss) income as of December 31, 2024 were noncredit-related and would be recovered from the securities’ estimated future cash flows.

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

The Company’s loans held-for-investment consisted of the following as of December 31, 2023 and 2022 (dollar amounts in thousands):

The Company’s loans held-for-investment consisted of the following as of December 31, 2024 and 2023 (in thousands):

As of December 31,

9 unchanged sentences

____________________________________

(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.

(1) As of December 31, 2024 and 2023, first mortgage loans included $ 19.0 million and $ 20.2 million, respectively, of contiguous mezzanine loan components that, as a whole, have expected credit quality similar to that of a first mortgage loan.

The following table details overall statistics for the Company’s loans held-for-investment as of December 31, 2024 and 2023 (dollar amounts in thousands):

9 unchanged sentences

Weighted-average maximum years to maturity 2.3

2.8 (4) 3.7 4.2 3.5 3.8

Unfunded loan commitments (5)

2 unchanged sentences

(1) As of December 31, 2024, 95.5 % of the Company’s CRE loans by principal balance earned a floating rate of interest, indexed to the Secured Overnight Financing Rate (“SOFR”).

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(2) Maximum maturity date assumes all extension options are exercised by the borrowers and assumes all relevant conditions are met for such extensions;

1 unchanged sentence

(3) The weighted-average interest rate is based on the relevant floating benchmark plus a spread.

Excludes loans on nonaccrual status.

(4) As of December 31, 2023, two of the Company’s first mortgage loans were in maturity default.

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.

Upon the closings of each refinance, the accrued default interest was waived.

Upon the closings of each refinance, the accrued default interest was waived, if any.

(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.

CIM REAL ESTATE FINANCE TRUST, INC.

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):

CRE Loans Liquid Corporate Senior Loans Corporate Senior Loans Total Loan Portfolio

Activity relating to the Company’s loans held-for-investment portfolio was as follows for the years ended December 31, 2024 and 2023 (in thousands):

CRE Loans (1)

Liquid Corporate Senior Loans Corporate Senior Loans Total Loan Portfolio

Balance, January 1, 2023

$ 3,264,841 $ 680,345 $ 56,368 $ 4,001,554

Loan originations and acquisitions (1)

Loan originations, acquisitions and funding

483,099 125,107 157,918 766,124

1 unchanged sentence

Principal repayments received (2)

( 120,394 ) ( 75,389 ) ( 1,196 ) ( 196,979 )

Capitalized interest

2 unchanged sentences

Accretion and amortization of fees and other items 8,726 2,019 683 11,428

Current expected credit losses (3)

(Provision for) reversal of credit losses (4)

( 88,888 ) 1,457 ( 2,823 ) ( 90,254 )

1 unchanged sentence

3,539,111 518,252 207,102 4,264,465

Loan originations and acquisitions

Loan originations, acquisitions and funding

162,892 66,963 80,886 310,741

Sale of loans (5)

— ( 467,197 ) — ( 467,197 )

Principal repayments received

1 unchanged sentence

Capitalized interest 8,095 82 75 8,252

Conversion to equity securities (6)

— ( 5,060 ) — ( 5,060 )

Write-offs charged (7)

— ( 4,989 ) — ( 4,989 )

Deferred fees and other items (3)

1 unchanged sentence

Accretion and amortization of fees and other items 6,414 1,057 1,887 9,358

Current expected credit losses (3)

(Provision for) reversal of credit losses (4)

( 272,585 ) 13,924 ( 877 ) ( 259,538 )

2 unchanged sentences

____________________________________

(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.

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.

(1) Loan originations, acquisitions and funding include $ 15.6 million in protective advances while principal repayments received include $ 15.2 million of cost-recovery proceeds received on the Company’s nonaccrual first mortgage loans during the year ended December 31, 2024.

(2) Includes the repayment of a $ 105.0 million first mortgage loan prior to the maturity date.

(3) 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.

(4) Includes the repayment of a $ 105.0 million first mortgage loan prior to the maturity date.

(5) Includes $ 265.4 million in sales of liquid corporate senior loans to OFSI BSL XIV CLO, Ltd., as further discussed in Note 2 — Summary of Significant Accounting Policies.

(6) During the year ended December 31, 2024, two of the Company’s defaulted liquid corporate senior loans were equitized into shares of common equity and a preferred equity security, as further discussed in Note 7 — Real Estate-Related Securities and Other.

(7) Includes a $ 2.1 million write-off on four liquid corporate senior loans as a result of distressed restructurings of the positions, which is included in increase in provision for credit losses on the Company’s consolidated statements of operations.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

As of December 31, 2023, our CRE loans had the following characteristics based on carrying values (dollar amounts in thousands):

As of December 31, 2024, the Company’s CRE loans had the following characteristics based on carrying value (dollar amounts in thousands):

Collateral Property Type

22 unchanged sentences

Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s current expected credit losses.

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):

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, 2024 and 2023 (in thousands):

First Mortgage Loans Unfunded First Mortgage Loans (1)

3 unchanged sentences

$ 20,352 $ 1,890 $ 21,195 $ 377 $ 797 $ 66 $ 44,677

Provision for credit losses

Provision for (reversal of) credit losses

88,888 8,172 ( 1,457 ) ( 374 ) 2,823 429 98,481

2 unchanged sentences

Provision for (reversal of) credit losses 272,585 3,855 ( 8,935 ) ( 3 ) 877 182 268,561

Charge-offs of CECL

— — ( 4,989 ) — — — ( 4,989 )

Current expected credit losses as of December 31, 2024

4 unchanged sentences

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Changes to current expected credit losses are recognized through net income on the Company’s consolidated statements of operations.

Changes to current expected credit losses are recognized through net (loss) income on the Company’s consolidated statements of operations.

During the year ended December 31, 2024, the Company recorded a net increase of $ 263.6 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 $ 406.7 million.

The increase was primarily driven by seven collateral dependent, risk-rated 5 first mortgage loans, all of which are collateralized by office properties.

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.

The current expected credit loss reserve reflects certain loans assessed for impairment as well as macroeconomic and current portfolio conditions.

As of December 31, 2023, the Company had two collateral dependent risk-rated 5 first mortgage loan investments on nonaccrual status:

(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;

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.

Future interest collections related to these loans will be recognized as interest income on a cash basis.

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.

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.

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.

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 of December 31, 2024, the Company had three collateral dependent risk-rated 5 first mortgage loan investments on nonaccrual status:

(i) a $ 135.0 million commercial first mortgage loan on an office building in Massachusetts primarily due to a decrease in rent collection, reduced leasing activity, stabilization costs required, and past due interest payments during the year ended December 31, 2024;

(ii) a $ 125.5 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, decreased in-place occupancy, and past due interest payments during the year ended December 31, 2024;

and (iii) a $ 113.3 million commercial first mortgage loan on an office building in California primarily due to being past due on its interest payments during the year ended December 31, 2024.

During the year ended December 31, 2024, the Company recognized $ 960,000 , $ 982,000 , and $ 7.8 million, respectively, of interest income on each of the first mortgage loans prior to payment default.

No interest income was received as of December 31, 2024 on the risk-rated 5 first mortgage loans on nonaccrual status as of December 31, 2024 following payment default.

As of December 31, 2024, two of the risk-rated 5 first mortgage loans noted above were more than 90 days past due on their interest payments and one of the risk-rated 5 mortgage loans was less than 90 days past due on its interest payments.

Future interest collections related to these loans will be accounted for on a cash basis when received as interest income or as a reduction to the amortized cost basis, based on specific facts and circumstances at the time of payment.

Subsequent to December 31, 2024, the Company completed foreclosure proceedings to take control of the assets securing two of these risk-rated 5 first mortgage loans, and resumed accrual on the third risk-rated 5 first mortgage loan upon executing a loan modification and the loan becoming contractually current on its interest payments, as further discussed in Note 19 — Subsequent Events.

In addition, during the year ended December 31, 2024, accrual was resumed on one of the Company’s first mortgage loans previously on nonaccrual status, and it resumed anticipated interest payments and repaid outstanding overdue interest in accordance with the loan modification discussed below.

As of December 31, 2024 and 2023, the Company’s asset-specific credit loss reserve totaled $ 330.2 million and $ 72.4 million, respectively, on funded and unfunded commitments, which related to the Company’s risk-rated 5 first mortgage loans and liquid corporate senior loans.

The asset-specific credit loss reserve is recorded based on the Company’s estimation of the fair value of each loan’s underlying collateral, less costs to sell the underlying collateral where applicable, as of December 31, 2024.

As further described in Note 2 — Summary of Significant Accounting Policies, the Company evaluates its loans held-for-investment portfolio on a quarterly basis.

2 unchanged sentences

Loans are rated “1” (less risk) through “5” (greater risk), which ratings are defined in Note 2 — Summary of Significant Accounting Policies.

The Company’s primary credit quality indicator is its risk ratings, which are further discussed above.

The following table presents the net book value of the Company’s loans held-for-investment portfolio as of December 31, 2024 by year of

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The Company’s primary credit quality indicator is its risk ratings, which are further discussed above.

The following table presents the net book value of the Company’s loans held-for-investment portfolio as of December 31, 2023 by year of origination, loan type, and risk rating (dollar amounts in thousands):

origination, loan type, and risk rating (dollar amounts in thousands):

Amortized Cost of Loans Held-For-Investment by Year of Origination (1)

As of December 31, 2024

Number of Loans 2023 2022 2021 2020 2019 Total

Number of Loans 2024 2023 2022 2021 2020 Prior

First mortgage loans by internal risk rating:

22 unchanged sentences

Weighted Average Risk Rating (3)

Gross charge-offs (4)

— — — ( 853 ) ( 4,136 ) — $ ( 4,989 )

____________________________________

(1) Date loan was originated or acquired by the Company.

Origination dates are subsequently updated to reflect material loan modifications.

(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.

(2) As of December 31, 2024, four of the Company’s risk-rated 5 liquid corporate senior loan investments were on nonaccrual status with an aggregate carrying value of $ 6.4 million, which represented less than 1.0 % of the carrying value of the Company’s loans held-for-investment portfolio.

Additionally, one of the Company’s risk-rated 5 liquid corporate senior loan investments was downgraded from a risk-rating of 4 during the quarter ended December 31, 2024 due to significant decreases in revenue driving increased risk of default and principal loss.

(3) Weighted average risk rating calculated based on carrying value at period end.

(4) Represents gross charge-offs by year of origination during the year ended December 31, 2024.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Loan Modifications

The Company may amend or modify a loan depending on the loan’s specific facts and circumstances, which are disclosable under ASU No.

2022-02, Financial Instruments - Credit Losses (Topic 326):

Troubled Debt Restructurings and Vintage Disclosures (“ASU 2022-02”) .

Such modifications generally provide borrowers with additional time to refinance or sell the collateral property, interest payment adjustments, deferral of scheduled principal repayments, and/or adjustments or waivers of performance tests that are prerequisite to the extension of a loan maturity.

Loan modifications that allow for the option to pay interest in-kind (“PIK”) result in the interest being capitalized and added to the outstanding principal balance of the respective loan.

During the year ended December 31, 2024, the Company entered into five loan modifications that require disclosure pursuant to ASC 326.

During the year ended December 31, 2024, the Company modified a first mortgage loan collateralized by an office property.

As of December 31, 2024, the loan had a carrying value of $ 277.1 million, representing approximately 8.0 % of the Company’s first mortgage loans and was risk-rated 5.

The loan modification provided for the borrower to exercise the remaining extension options and for the accrual of PIK interest for any portion of interest exceeding a fixed 6.25 % interest rate.

The borrower elected to PIK $ 2.9 million of interest during the year ended December 31, 2024.

The Company modified a first mortgage loan collateralized by four office properties during the year ended December 31, 2024.

As of December 31, 2024, the loan had a carrying value of $ 53.1 million, representing approximately 1.5 % of the Company’s first mortgage loans and was risk-rated 5.

The loan modification extended the maturity date from February 1, 2025 to April 1, 2027, with no extension options.

The Company modified a first mortgage loan collateralized by an office property during the year ended December 31, 2024.

As of December 31, 2024, the loan had a carrying value of $ 154.3 million, representing approximately 4.5 % of the Company’s first mortgage loans and was risk-rated 5.

The loan modification extended the maturity date from July 7, 2026 to July 7, 2029, with no extension options, exempted $ 20.0 million of the principal balance from accruing interest, modified the variable interest rate from 3.55 % plus Term SOFR to a fixed interest rate of 6.25 %, and allowed for the accrual of PIK interest for 2.25 % of the fixed interest rate.

The borrower elected to PIK $ 2.8 million of interest during the year ended December 31, 2024.

The Company modified a first mortgage loan collateralized by a multifamily property during the year ended December 31, 2024.

As of December 31, 2024, the loan had a carrying value of $ 97.8 million, representing approximately 2.8 % of the Company’s first mortgage loans and was risk-rated 3.

The loan modification extended the maturity date from October 7, 2025 to October 7, 2028, with two extension options.

During the year ended December 31, 2024, the Company modified a first mortgage loan collateralized by an office property.

As of December 31, 2024, the loan had a carrying value of $ 190.1 million, representing approximately 5.5 % of the Company’s first mortgage loans and was risk-rated 5.

The loan modification allowed for the accrual of PIK interest for any portion of interest exceeding the payable interest of 1.0 % plus Term SOFR.

The borrower elected to PIK $ 2.4 million of interest during the year ended December 31, 2024.

These modified loans are performing in accordance with their respective contractual terms as of December 31, 2024.

As of December 31, 2024, four of these loans are risk-rated 5 as a result of the increased risk of potential principal loss and as collateral performance was deemed to be worse than underwriting.

As such, the Company had an asset-specific credit loss reserve recorded for each of these risk-rated 5 modified first mortgage loans as of December 31, 2024.

NOTE 9 — DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES

1 unchanged sentence

During the year ended December 31, 2023, the Company’s remaining two interest rate cap agreements matured.

As such, the Company did not have any non-designated interest rate cap agreements as of December 31, 2023.

As of December 31, 2022, the Company had two non-designated interest rate cap agreements with an aggregate fair value of $ 5.0 million.

The Company did not have any derivative instruments as of December 31, 2024 and 2023.

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.

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.

The change in fair value of the derivative instruments that are not designated as hedges is recorded directly to earnings in other

The Company had interest rate caps which were used to manage exposure to interest rate movements, but did not meet the requirements to be designated as a hedging instrument.

The change in fair value of the derivative instruments that are not designated as hedges is recorded directly to earnings in other (expense) income, net on the accompanying

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(expense) income, net on the accompanying consolidated statements of operations.

consolidated statements of operations.

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.

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.

For the year ended December 31, 2023, no amounts were reclassified from other comprehensive (loss) income as a change to interest expense.

For the years ended December 31, 2024 and 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.

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.

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.

No such unrealized amounts on interest rate swaps were remaining in other comprehensive (loss) income as of December 31, 2023 and December 31, 2022.

No unrealized amounts on interest rate swaps were remaining in other comprehensive (loss) income as of December 31, 2024, 2023 and 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.

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The Company records credit risk valuation adjustments on its derivative instruments based on the credit quality of the Company and the respective counterparty.

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

7 unchanged sentences

Amortization Balance as of December 31, 2024

Notes payable – fixed rate debt $ 36,538 $ — $ ( 36,538 ) $ — $ —

Notes payable – variable rate debt $ 622,841 $ 2,045 $ ( 18,434 ) $ — $ 606,452

First lien mortgage loan 121,940 — ( 121,940 ) — —

ABS mortgage notes 758,520 — — — 758,520

2 unchanged sentences

Total debt 3,939,125 169,098 ( 925,609 ) — 3,182,614

Deferred costs – credit facility (3)

( 740 ) — 679 (4)

Deferred costs – fixed rate debt and first lien mortgage loan ( 1,109 ) — 702 (4)

Deferred costs – variable rate debt ( 2,816 ) ( 10 ) — 1,083 ( 1,743 )

758 ( 2,816 )

Deferred costs – ABS mortgage notes ( 12,586 ) ( 98 ) — 2,102 ( 10,582 )

2 unchanged sentences

(1) Includes deferred financing costs incurred during the period.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(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.

(3) Deferred costs related to the term portion of the CMFT Credit Facility.

(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.

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.

For more information regarding the Company’s debt activity during the year ended December 31, 2023, see Notes to Consolidated Financial Statements of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023.

Notes Payable

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.

As of December 31, 2024, the Company had $ 606.5 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.

(“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”).

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The following table is a summary of the Note on Note Financing Arrangements as of December 31, 2024 (dollar amounts in thousands):

6 unchanged sentences

Amount Financed

Citibank 6/16/2023 8/9/2024 3 / 1 yr.

6/16/2023 8/9/2025 2 / 1 yr.

5.7 % $ 91,798 $ 68,848

Barclays 10/20/2023 8/9/2024 3 / 1 yr.

10/20/2023 8/9/2025 2 / 1 yr.

5.7 % 162,770 122,078

4 unchanged sentences

(1) Represents the number of extension options remaining and the term of each option.

Such extension options are subject to certain conditions as set forth within each respective note on note financing agreement.

(2) Note on Note Financing Arrangement is held through CLR.

(3) Borrowings under the Mass Mutual Financing mature on various dates from July 2027 through January 2028.

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.

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.

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.

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.

Refer to Note 4 — Real Estate Assets for additional information regarding the sale.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

ABS Mortgage Notes

On July 28, 2021, the Company issued $ 774.0 million aggregate principal amount of asset backed securities (“ABS”) mortgage notes, Series 2021-1 (the “Class A Notes”) in six classes, as shown below:

Class of Notes Initial Principal Balance Note Rate Anticipated Repayment Date Rated Final Payment Date Credit Rating (1)

Class of Notes Initial Principal Balance Principal Balance as of December 31, 2024

Note Rate Anticipated Repayment Date Rated Final Payment Date Credit Rating (1)

A-1 (AAA) $ 146,400,000 $ 140,208,000 2.09 % July 2028 July 2051 AAA (sf)

5 unchanged sentences

$ 774,000,000 $ 758,520,000

____________________________________

(1) Reflects credit rating from Standard & Poor’s Financial Services LLC (“Standard & Poor’s”).

4 unchanged sentences

Credit Facilities

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.

As of December 31, 2024, CMFT CL Lending Sub AB, LLC (the “Borrower”), an indirect wholly owned subsidiary of the Company had 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.

Bank Trust Company, National Association, as the collateral custodian, and U.S.

3 unchanged sentences

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.

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.

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 %.

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”).

The CMFT Credit Facility was set to mature on July 15, 2025.

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.

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.

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”).

The Credit Securities Revolver may be

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

increased from time to time pursuant to the Third Amended Credit and Security Agreement.

and continuation of an event of default.

As of December 31, 2024, the amounts borrowed and outstanding under the Loan Facility totaled $ 112.0 million at a weighted average interest rate of 7.2 %.

CMFT Corporate Credit Securities, LLC, an indirect wholly-owned, bankruptcy-remote subsidiary of the Company, has a revolving credit and security agreement (the “Fourth Amended Credit and Security Agreement”) with the lenders from time to time parties thereto, Citibank, as administrative agent, 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.

The Fourth Amended Credit and Security Agreement provides for available borrowings under the revolving credit facility up to an aggregate principal amount of $ 18.0 million (the “Credit Securities Revolver”).

The Credit Securities Revolver may be increased from time to time pursuant to the Fourth Amended Credit and Security Agreement.

As of December 31, 2024, the amounts borrowed and outstanding under the Credit Securities Revolver totaled $ 12.5 million at a weighted average interest rate of 7.0 %.

Borrowings under the Third Amended Credit and Security Agreement will bear interest equal to the one-month Term SOFR (as defined in the Third Amended Credit and Security Agreement) for the relevant interest period, plus an applicable rate.

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).

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”).

Borrowings under the Fourth Amended Credit and Security Agreement will bear interest equal to the one-month Term SOFR (as defined in the Fourth Amended Credit and Security Agreement) for the relevant interest period, plus an applicable rate.

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 Fourth 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 Fourth Amended Credit and Security Agreement).

The reinvestment period began on December 31, 2019 and concluded on August 29, 2024 (the “Reinvestment Period”).

The amortization period began on the last day of the Reinvestment Period and concludes on the date on which all obligations are paid in full (the “Amortization Period”).

The final maturity date is the earliest to occur of:

(i) the date that the Credit Securities Revolver is paid down and (ii) the second anniversary after the Reinvestment Period concludes.

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.

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.

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.

Borrowings under the Fourth 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 Fourth Amended Credit and Security Agreement.

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, 2024.

Repurchase Facilities

As of December 31, 2023, indirect wholly-owned subsidiaries of the Company (collectively, the “CMFT Lending Subs”), had Master Repurchase Agreements with Citibank, Barclays, Wells Fargo Bank, N.A.

As of December 31, 2024, indirectly owned subsidiaries of the Company (collectively, the “CMFT Lending Subs”), had Master Repurchase Agreements with Citibank, Barclays, Wells Fargo Bank, N.A.

(“Wells Fargo”), Deutsche Bank AG (“Deutsche Bank”), and J.P.

22 unchanged sentences

726,059 512,004

Deutsche Bank 10/8/2021 10/8/2024 3 / 1 yr.

Deutsche Bank (4)

10/8/2021 10/8/2025 2 / 1 yr.

300,000 6.8 % (3)

234,619 167,701

Morgan 6/1/2022 (4)

208,414 104,030

2 unchanged sentences

(1) Represents the number of extension options remaining and the term of each option.

Such extension options are subject to certain conditions as set forth within each respective Repurchase Agreement.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(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.

1 unchanged sentence

(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.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(4) Repurchase facility is held through CLR.

(5) Facilities under the repurchase facility with J.P.

17 unchanged sentences

The Company believes it was in compliance with the financial covenants under the Repurchase Agreements as of December 31, 2024.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Liquidity and Financial Condition — The Company has $ 1.7 billion of debt maturing within the next 12 months following the date these financial statements are issued.

The Company is in active communication with its lenders to exercise the extension options under its Repurchase Facilities and notes payable that are maturing within the next 12 months, which management believes is probable given its history of meeting all compliance metrics with these Repurchase Facilities.

The Company also has the ability to enter into new financing arrangements or refinance existing arrangements to meet its obligations as they become due, which management believes is probable based on the current loan-to-value ratios and assessment of the current lending environment.

The following table summarizes the scheduled aggregate principal repayments for the Company’s outstanding debt subsequent to December 31, 2024 (in thousands):

1 unchanged sentence

2025 $ 1,696,175

2025 1,420,887

Thereafter 455,112

Total $ 3,182,614

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 11 — SUPPLEMENTAL CASH FLOW DISCLOSURES

6 unchanged sentences

Construction reserve allocation $ — $ ( 190 ) $ ( 4,299 )

Real estate acquired via foreclosure $ — $ — $ 191,990

Foreclosure of assets securing the mezzanine loans $ — $ — $ ( 79,968 )

Mortgage notes payable assumed in connection with foreclosure of assets securing the mezzanine loans $ — $ — $ 102,553

Mortgage note payable assumed by buyer in connection with disposition of real estate assets $ — $ — $ ( 356,477 )

Equity security received in connection with disposition of real estate assets $ — $ — $ ( 53,388 )

Change in interest income capitalized to loans held-for-investment $ — $ — $ ( 9,469 )

Accrued deferred financing costs $ — $ 132 $ 247

Common stock issued through distribution reinvestment plan $ 42,635 $ 42,879 $ 38,912

Common stock issued in connection with mergers $ — $ — $ 538,703

Change in fair value of derivative instruments $ — $ — $ 2,252

1 unchanged sentence

Conversion of preferred units to loans held-for-investment $ — $ — $ 68,242

Interest rate swaps assumed in mergers $ — $ — $ ( 2,719 )

Debt assumed in mergers $ — $ — $ 437,877

Real estate assets acquired in mergers $ — $ — $ 906,254

Assets assumed in mergers $ — $ — $ 69,058

Liabilities assumed in mergers $ — $ — $ 5,184

Non-controlling interest assumed in mergers $ — $ — $ 1,073

Conversion of loan-held-for-investment to equity securities $ ( 5,060 ) $ — $ —

Supplemental Cash Flow Disclosures:

4 unchanged sentences

The Company is not aware of any material pending legal proceedings, other than ordinary routine litigation incidental to the Company’s business, to which the Company is a party or of which the Company’s properties are the subject.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Unfunded Commitments

3 unchanged sentences

As of December 31, 2024, the Company had $ 1.2 million of unsettled liquid corporate senior loan acquisitions, all of which settled subsequent to December 31, 2024.

Additionally, the Company had $ 31.8 million of unsettled liquid corporate senior

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

loan sales as of December 31, 2023, $ 30.7 million of which settled subsequent to December 31, 2023.

Additionally, the Company had $ 3.0 million of unsettled liquid corporate senior loan sales as of December 31, 2024, all of which of which settled subsequent to December 31, 2024.

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.

7 unchanged sentences

NOTE 13 — RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS

Management, investment advisory fees and incentive compensation

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.

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.

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).

9 unchanged sentences

The Sub-Advisor may allocate a portion of these corporate credit-related securities to its other clients, including affiliates of CIM Group.

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.

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).

During the years ended December 31, 2023, 2022 and 2021, no incentive compensation fees were incurred.

On a quarterly basis, the Investment Advisor designates

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

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.

During the years ended December 31, 2024, 2023 and 2022, 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.

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).

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.

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.

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 CLR’s Core Earnings (as defined in the CLR Management Agreement) 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).

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 are greater than zero.

Once CLR’s Core Earnings exceed the hurdle rate, CMFT Management is entitled to a “catch-up” fee equal to the amount of CLR’s 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.

Thereafter, CMFT Management is entitled to receive 10 % of CLR’s Core Earnings.

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.

CLR Securities Investments, LLC (“CLR Securities”), a 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.

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.

2 unchanged sentences

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.

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.

The Investment Advisor has engaged the Sub-Advisor to act as an investment sub-advisor with respect to the assets held by CLR Securities.

The Sub-Advisor principally provides investment management services with respect to the real estate related securities held by CLR Securities and its subsidiaries.

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

The Company and CMFT Management have entered into an agreement (the “Offset 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

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

provided investment management services payable to the Investment Advisor as sub-advisory fees.

the Company to CMFT Management 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.

The Offset Agreement also provides that CMFT Management will reimburse to the Company 50 % of the organization and offering expenses paid by the Company for CLR, which reimbursement may be paid as a reduction in the management fee payable to CMFT Management under the Management Agreement.

Organization and offering expenses is defined in the CLR Management Agreement as any and all costs and expenses incurred by or on behalf of CLR in connection with the formation of CLR and the marketing and distribution of its common shares of beneficial interest.

During the year ended December 31, 2024, the Company received $ 1.1 million from CMFT Management as reimbursement for organization and offering expenses paid by the Company for CLR.

The Investment Advisor has engaged the Sub-Advisor to act as an investment sub-advisor with respect to the assets held by CLR Securities.

The Sub-Advisor principally provides investment management services with respect to the real estate related securities held by CLR Securities and its subsidiaries.

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 provided investment management services payable to the Investment Advisor as sub-advisory fees.

The Sub-Advisory Agreement may be terminated by either party with 30 days’ advance written notice to the other party.

No management fees or performance fees have been paid by CLR to CMFT Management or the Investment Advisor.

Pursuant to the Offset Agreement, fees payable by the Company to CMFT Management or the Investment Advisor will be offset by the Company’s proportional share, based on its ownership of CLR, of the fees payable by CLR or its affiliates under the CLR Management Agreement or CLR Investment Advisory Agreement to CMFT Management or the Investment Advisor.

Expense reimbursements to related parties

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Of the amounts shown above, $ 13.7 million and $ 13.9 million had been incurred, but not yet paid, for services provided by CMFT Management or its affiliates in connection with the management and operating activities during the years ended December 31, 2024 and 2023, respectively, and such amounts were recorded as liabilities of the Company as of such dates.

Development Management Agreements

Development and Property Management Agreements

On January 7, 2021, the Company completed foreclosure proceedings to take control of the assets which previously secured its mezzanine loans, including 75 condominium units and 21 rental units across four buildings in New York.

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”).

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.

In consideration for the Development Services, CIM NY Management, LLC will receive a development

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

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, 2024 and 2023, the Company recorded $ 722,000 and $ 380,000 , 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.

Additionally, on January 9, 2025, the Company took control of an office building in McLean, Virginia, through a deed-in-lieu of foreclosure, which previously secured one of its first mortgage loans, as discussed in Note 19 — Subsequent Events.

Upon taking control of the asset, and with the approval of the Board, CIM Management, Inc.

(“CIM Management”), an affiliate of the Company’s manager, CMFT Management, entered into a Property Management and Services Agreement with the indirect wholly owned subsidiaries of the Company that owns the office building (the “Office Building Owners”), wherein CIM Management will act as a property manager and property co-manager, as applicable, in overseeing the property’s day to day operations and as project manager in overseeing the development and construction of property improvements in accordance with the Property Management and Services Agreement (the “Management and Development Services”).

In consideration for the Management and Development Services, CIM Management will receive a property management fee from the Office Building Owners equal to 1.5 % of the operating receipts, as defined in the Property Management and Services Agreement, received by the Office Building Owners from operating the property, subject to the conditions set forth in the Property Management and Services Agreement.

Additionally in consideration for the Management and Development Services, CIM Management 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 set forth in the Development Management Agreement.

Additionally, CIM Management is reimbursed by the Office Building Owners for expenses incurred in connection with the Management and Development Services, including services provided that are incidental to but not part of the Management and Development Services.

The Property Management and Services Agreement shall remain in effect until the Office Building Owners sell all or substantially all of the property, and is terminable by either party with fifteen days prior notice to the other party, with or without cause.

Investments with Affiliates of the Manager

2 unchanged sentences

As of December 31, 2024, $ 199.9 million of the first mortgage loan was outstanding.

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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.

As of December 31, 2024, $ 98.0 million of the first mortgage loan was outstanding.

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.

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.

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, for the purposes of investing in the NewPoint JV.

As of December 31, 2024, the Company owned approximately 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 $ 178.6 million has been funded, net of $ 59.7 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.

For more information on the NewPoint JV, see Note 2 — Summary of Significant Accounting Policies and Note 6 — Investment in Unconsolidated Entities.

4 unchanged sentences

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.

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.

During the year ended December 31, 2023, the Company and CIM

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

RACR co-invested $ 105.8 million and $ 16.4 million, respectively, in nine corporate senior loans to a third party.

As of December 31, 2024, $ 145.5 million of the corporate senior loans was outstanding.

The Sub-Advisor provided investment management services related to these corporate senior loans pursuant to the Sub-Advisory Agreement.

As further described in Note 2 — Summary of Significant Accounting Policies, in August 2024, CMFT Corporate Credit Securities, LLC, an indirect wholly-owned, bankruptcy-remote subsidiary of the Company, entered into a master participation agreement (the “Master Participation Agreement”) with OFSI BSL XIV CLO, Ltd., an exempted company incorporated with limited liability under the laws of the Cayman Islands to sell a portion of the Company’s portfolio of liquid corporate senior loans.

The collateral manager for OFSI BSL XIV CLO, Ltd.

is OFS CLO Management II, LLC, an affiliate of the Sub-Advisor.

During the year ended December 31, 2024, the sale of 185 liquid corporate senior loans closed pursuant to the Master Participation Agreement, with an aggregate principal balance of $ 265.4 million, resulting in net proceeds of $ 259.7 million after closing costs and a loss of $ 2.9 million.

The liquid corporate senior loans served as the initial positions for the formation of a CLO, in which the Company subsequently invested $ 27.6 million in a CLO subordinated note.

NOTE 14 — ECONOMIC DEPENDENCY

16 unchanged sentences

During the years ended December 31, 2024, 2023 and 2022, approximately 7.0 million, 6.5 million and 5.4 million shares were purchased under the DRIP Offerings for approximately $ 42.6 million, $ 42.9 million and $ 38.9 million, respectively, which were recorded as redeemable common stock on the consolidated balance sheets.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Share Redemption Program

4 unchanged sentences

and (2) funding for the redemption of shares will be limited, among other things, to the net proceeds the Company receives from the sale of shares under the DRIP Offering, net of shares redeemed to date.

In an effort to accommodate redemption requests throughout the calendar year, the Company intends to limit quarterly redemptions to approximately 1.25 % of the weighted average number of shares outstanding during the trailing 12-month period ending on the last day of the fiscal quarter for which the redemptions are being paid, and to the net proceeds the Company receives from the sale of shares in the respective quarter under the Secondary DRIP Offering.

In an effort to accommodate redemption requests throughout the calendar year, the Company intends to limit quarterly redemptions to

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

approximately 1.25 % of the weighted average number of shares outstanding during the trailing 12-month period ending on the last day of the fiscal quarter for which the redemptions are being paid, and to the net proceeds the Company receives from the sale of shares in the respective quarter under the Secondary DRIP Offering.

Any of the foregoing limits might prevent the Company from accommodating all redemption requests made in any fiscal quarter or in any 12-month period.

4 unchanged sentences

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.

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 shareholders deemed to have exigent circumstances would be honored on a pro rata basis.

The Company next will give priority to requests for full redemption of accounts with a balance of 250 shares or less at the time the Company receives the request, in order to reduce the expense of maintaining small accounts.

7 unchanged sentences

Any material modifications or suspension of the share redemption program will be disclosed to the Company’s stockholders as promptly as practicable in the Company’s reports filed with the SEC and via the Company’s website.

In connection with the CCIT III and CCPT V Mergers, the Board approved the suspension of the Company’s share redemption program on August 30, 2020, and, therefore, no shares were redeemed from the Company’s stockholders after that date until the share redemption program was reinstated, effective April 1, 2021, by the Board on March 25, 2021.

During the years ended December 31, 2024, 2023 and 2022, the Company redeemed approximately 7.3 million, 6.8 million and 5.5 million shares, respectively, under the share redemption program for $ 45.0 million, $ 44.4 million and $ 39.4 million, respectively.

During the year ended December 31, 2024, redemption requests relating to approximately 144.5 million shares went unfulfilled.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Distributions Payable and Distribution Policy

1 unchanged sentence

Period Commencing Period Ending Monthly Distribution Amount

August 2020 December 2021 $ 0.0303

January 2022 September 2022 $ 0.0305

1 unchanged sentence

January 2023 September 2023 $ 0.0350

December 2023

October 2023 December 2023 $ 0.0367

January 2024 December 2024 $ 0.0375

January 2025 June 2025 $ 0.0283

As of December 31, 2024, the Company had distributions payable of $ 16.5 million.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Equity-Based Compensation

4 unchanged sentences

Awards that are granted on or after the effective date of the 2022 Plan are subject to the terms and provisions of the 2022 Plan.

The total number of shares of Company common stock reserved and available for issuance under the 2022 Plan at any time during the term of the 2022 Plan are 250,000 shares, which is a reduction from 400,000 shares authorized for issuance under the 2018 Plan, and awards of approximately 110,000 shares of common stock are available for future grant at December 31, 2023.

The total number of shares of Company common stock reserved and available for issuance under the 2022 Plan at any time during the term of the 2022 Plan is 250,000 shares, which is a reduction from 400,000 shares authorized for issuance under the 2018 Plan, and awards of approximately 71,000 shares of common stock are available for future grant at December 31, 2024.

Under the 2022 Plan, the Board or the compensation committee of the Board has the authority to grant certain awards to employees, non-employee directors, and consultants or advisors of the Company, including stock option awards, restricted stock awards or deferred stock awards, which awards will further align such persons’ interests with the interests of the Company’s stockholders.

1 unchanged sentence

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.

Subsequent to December 31, 2023, the Compensation Committee of the Board approved and adopted the CIM Real Estate Finance Trust, Inc.

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.

On January 9, 2024, the compensation committee of the Board approved and adopted the CIM Real Estate Finance Trust, Inc.

2024 Manager Equity Incentive Plan (the “Manager Plan”) and the Manager Plan was approved by the Company’s stockholders at the Company’s 2024 Annual Meeting of Stockholders held on July 11, 2024.

The Manager Plan 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.

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.

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.

As of December 31, 2023, the 116,000 restricted shares granted under the 2018 plan had vested based on one year of continuous service.

In addition, as of December 31, 2023, 67,000 restricted shares granted under the 2022 Plan vested based on one year of continuous service.

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.

Compensation expense related to the restricted shares is recognized over the vesting period.

The Company recorded compensation expense of $ 480,000 and $ 397,000 for the years ended December 31, 2023 and 2022, respectively, related to the restricted shares which is included in general and administrative expenses in the accompanying consolidated statements of operations.

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.

As of December 31, 2024, there were approximately 8.6 million shares remaining that may be subject to awards granted under the Manager Plan.

The Manager Plan will expire on January 9, 2034, unless terminated earlier by the Board or the compensation committee.

The following tables summarize the (i) non-vested shares of restricted stock and restricted stock units and (ii) vesting schedule of shares of restricted stock and restricted stock units for the Company’s directors, officers and employees of the Manager as of December 31, 2024 (dollar amounts in thousands):

Restricted Stock Grants (2018 Plan)

Restricted Stock Grants (2022 Plan)

Restricted Stock Units (Manager Plan) (1)

Grant Date Fair Value (2)

Outstanding as of December 31, 2021

Granted 22,892 66,667 — $ 645

Vested ( 43,899 ) — — N/A

Forfeited — — — N/A

Outstanding as of December 31, 2022

Granted — 73,059 — $ 480

Vested — ( 66,667 ) — N/A

Forfeited — — — N/A

Outstanding as of December 31, 2023

Granted — 39,409 3,370,474 $ 20,766

— ( 73,059 ) ( 759,113 ) N/A

Forfeited — — — N/A

Outstanding as of December 31, 2024

— 39,409 2,611,361

____________________________________

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

(1) Each restricted stock unit represents a contingent right to receive one share of the Company’s common stock, payable 50 % in the Company’s common stock and 50 % in the cash value thereof.

(2) The fair value of the Company’s share awards is determined using the Company’s per share NAV on the date of grant.

Compensation expense related to the restricted shares and restricted stock units are recognized over the vesting period.

The Company recorded compensation expense of $ 6.3 million and $ 480,000 for the years ended December 31, 2024 and 2023, respectively, related to the restricted shares and restricted stock units, which is included in general and administrative expenses in the accompanying consolidated statements of operations.

As of December 31, 2024, there was $ 14.9 million of total unrecognized compensation expense related to these restricted shares and restricted stock units, which will be recognized ratably over the remaining respective periods of service.

Below is a summary of restricted stock and restricted stock units vesting dates as of December 31, 2024:

Restricted Stock Grants (2022 Plan)

Restricted Stock Units (Manager Plan)

2025 39,409 1,123,491

2026 — 1,123,491

2027 — 364,379

39,409 2,611,361

NOTE 16 — INCOME TAXES

10 unchanged sentences

During the years ended December 31, 2024, 2023 and 2022, the Company incurred state and local income and franchise taxes of $ 1.2 million, $ 1.1 million, and $ 1.3 million, respectively, which were recorded in general and administrative expenses in the consolidated statements of operations.

Additionally, during the year ended December 31, 2024, the Company recognized income tax expense of $ 750,000 on undistributed capital gains which is 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, 2024 and 2023.

7 unchanged sentences

The Company accounts for lease and non-lease components as a single, combined operating lease component.

Non-lease components primarily consist of maintenance services, including CAM, real estate taxes, insurance and utilities paid for by the lessor but consumed by the lessee.

Non-lease components primarily consist of maintenance

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

services, including CAM, real estate taxes, insurance and utilities paid for by the lessor but consumed by the lessee.

Non-lease components are considered to be variable rental and other property income and are recognized in the period incurred.

9 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.

These contingent rents are subject to the tenant achieving periodic revenues in excess of specified

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

These contingent rents are subject to the tenant achieving periodic revenues in excess of specified levels.

For the years ended December 31, 2024, 2023 and 2022, 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.

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 Company has one property subject to a non-cancelable operating ground lease with a remaining term of 8.7 years, with a lease liability (in deferred rental income and other liabilities ) and a related right-of-use (“ROU”) asset (in prepaid expenses and other assets ) of $ 1.8 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 %.

1 unchanged sentence

The Company recognized $ 250,000 of ground lease expense during the year ended December 31, 2024, of which $ 242,000 was paid in cash during the period it was recognized.

As of December 31, 2023, the Company’s scheduled future minimum rental payments related to its operating ground lease is approximately $ 250,000 annually for 2024 through 2028, and $ 1.2 million thereafter through the maturity date of the lease in August 2033.

As of December 31, 2024, the Company’s scheduled future minimum rental payments related to its operating ground lease is approximately $ 250,000 annually for 2025 through 2029, and $ 918,000 thereafter through the maturity date of the lease in August 2033.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

NOTE 18 — SEGMENT REPORTING

2 unchanged sentences

Corporate/other represents all corporate level and unallocated items and includes the Company’s other asset management activities and expenses.

CIM REAL ESTATE FINANCE TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

The Company’s chief operating decision maker (“CODM”) is the Company’s executive management team, which includes the Chief Executive Officer and Chief Financial Officer.

The CODM evaluates performance and allocates resources based on segment net income (loss).

All expense categories on the statement of operations are significant and there are no other significant segment expenses that would require disclosure.

The CODM uses net income (loss) to make key operating decisions, such as identifying attractive investment opportunities, evaluating underwriting standards, determining the appropriate level of leverage to enhance returns on equity and deciding on the sources of financing.

The following tables present segment reporting for the years ended December 31, 2024, 2023 and 2022 (in thousands):

22 unchanged sentences

— ( 15,888 ) — ( 15,888 )

Other (expense) income, net

Other income (expense), net

413 ( 6,795 ) 5,244 ( 1,138 )

2 unchanged sentences

2,268 ( 10,034 ) 9,994 2,228

Segment net income (loss) 53,341 23,465 ( 48,720 ) 28,086

Segment net loss

( 26,986 ) ( 223,883 ) ( 41,421 ) ( 292,290 )

Segment net income attributable to non-controlling interest

Segment net income (loss) attributable to the Company $ 53,333 $ 23,465 $ ( 48,720 ) $ 28,078

Segment net loss attributable to the Company

$ ( 26,986 ) $ ( 223,894 ) $ ( 41,421 ) $ ( 292,301 )

Total assets as of December 31, 2024

25 unchanged sentences

Gain on investment in unconsolidated entities — 11,723 — 11,723

Unrealized (loss) gain on equity security

Unrealized gain on equity security

— 4,751 — 4,751

Other income, net

Other (expense) income, net

( 4,380 ) ( 31,984 ) 9,905 ( 26,459 )

8 unchanged sentences

(1) Includes condominium and rental units acquired via foreclosure during the year ended December 31, 2021 .

(2) Includes the Company’s investment in CIM UII Onshore.

CIM REAL ESTATE FINANCE TRUST, INC.

20 unchanged sentences

Gain on disposition of real estate and condominium developments, net 117,763 — 4,139 121,902

Merger-related expenses, net — — ( 1,404 ) ( 1,404 )

Gain on investment in unconsolidated entities

Other income (expense), net

— 6,780 5,172 11,952

Unrealized (loss) gain on equity security

— ( 15,139 ) 22 ( 15,117 )

Other income, net

5,012 3,395 264 8,671

Loss on extinguishment of debt ( 18,646 ) — ( 998 ) ( 19,644 )

1 unchanged sentence

Segment net income (loss) 140,923 62,169 ( 59,226 ) 143,866

Segment net income attributable to non-controlling interest

Segment net income (loss) attributable to the Company $ 140,857 $ 62,169 $ ( 59,226 ) $ 143,800

10 unchanged sentences

Estimated Per Share NAV

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.

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.

On March 20, 2025, the Board established an updated estimated per share NAV of the Company’s common stock as of December 31, 2024, of $ 5.22 per share.

Commencing on March 28, 2025, distributions will be reinvested in shares of the

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS – (Continued)

Departure of Directors

On February 29, 2024, Alicia K.

Harrison, Calvin E.

Hollis, Avraham Shemesh, Roger D.

Snell and Emily Vande Krol (each a “Resigning Director” and collectively, the “Resigning Directors”), of whom Messrs.

Hollis and Snell and Ms.

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.

Prior to the resignations, Ms.

Harrison served on the Audit Committee, Mr.

Hollis and Mr.

Snell served on the Compensation Committee and Mr.

Snell served on the Investment Risk Management Committee.

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.

Following the resignations of the Resigning Directors, the directors reduced the size of the Board to five members.

The Company’s Board now consists of the five remaining directors, three of whom are independent directors.

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.

Company’s common stock under the DRIP at a price of $ 5.22 per share and $ 5.22 serves as the most recent estimated per share NAV for purposes of the share redemption program.

Investment and Disposition Activity

Subsequent to December 31, 2024, the Company’s investment and disposition activity included the following:

• 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 .

• 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.

• Invested $ 12.0 million in five corporate senior loans to a third-party.

• 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.

• 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.

• Three of the Company’s first mortgage loans entered into non-payment default.

• Disposed of two properties and condominium units for an aggregate gross sales price of $ 20.1 million, resulting in net proceeds of $ 18.7 million after closing costs and a gain of approximately $ 1.0 million.

• Settled $ 1.2 million of liquid corporate senior loan purchases, all of which were traded as of December 31, 2024, and settled $ 7.1 million of liquid corporate senior loan sales, $ 3.0 million of which were traded as of December 31, 2024.

• Settled $ 18.3 million on purchases of two corporate senior loans.

• Sold $ 44.0 million of CMBS and received $ 1.7 million of principal repayments on CMBS.

• Originated two first mortgage loans with an aggregate principal balance of $ 61.0 million, funded an aggregate amount of $ 24.2 million to 13 of the Company’s first mortgage loans, and received $ 40.6 million of principal repayments on four of the Company’s first mortgage loans, $ 22.0 million of which was received in connection with the two loan modifications discussed below.

• Modified a first mortgage loan to extend the initial maturity date from February 7, 2025, with two one-year extension options, to February 7, 2028, with one one-year extension option.

The Company received a $ 10.0 million principal repayment subsequent to December 31, 2024 in connection with this loan modification.

• Modified a first mortgage loan to extend the initial maturity date from January 7, 2025 to February 7, 2029, with two one-year extension options, modify the variable interest rate from 2.90 % plus Term SOFR to a fixed interest rate of 5.0 % through February 7, 2026, then 6.0 % through the initial maturity date, and allow for future funding advances up to an aggregate amount of $ 14.5 million.

The Company received a $ 12.0 million principal repayment subsequent to December 31, 2024 in connection with the loan modification, and resumed accrual upon becoming contractually current on its interest payments.

Financing Activity

Subsequent to December 31, 2024, the Company’s financing activity included the following:

• 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.

• Repaid $ 36.5 million of borrowings under the Repurchase Facilities.

• Financed two first mortgage loans for an aggregate amount of $ 45.6 million under the repurchase facility with Barclays and refinanced a first mortgage loan for $ 44.0 million under the repurchase facility with Citibank.

• Repaid $ 94.2 million of borrowings under the repurchase facilities with Barclays, Deutsche Bank, and J.P.

• Repaid $ 19.0 million of borrowings under the Loan Facility with Ally Bank.

• Amended the Master Repurchase Agreement with Citibank to, among other things, extend the initial maturity date to March 5, 2027 and provide for two one-year extension options.

Deed-in-Lieu of Foreclosure

Subsequent to December 31, 2024, the Company took control of the assets securing two of it risk-rated 5 first mortgage loans, which are comprised of two office buildings, through deeds-in-lieu of foreclosure.

The loans had a combined net book value of $ 149.0 million as of December 31, 2024.

CIM REAL ESTATE FINANCE TRUST, INC.

9 unchanged sentences

Hamilton, NJ $ — $ 5,427 $ 22,970 $ ( 16,278 ) $ 12,119 $ 169 12/16/2021 2016

Academy Sports:

Cartersville, GA 6,945 4,517 4,574 — 9,091 512 12/21/2020 2014

Actuant Campus:

Columbus, WI 12,975 2,090 14,633 — 16,723 1,812 12/21/2020 2014

AKRS Equipment:

David City, NE 11,331 682 12,849 — 13,531 109 9/10/2024 2023

West Chester, OH — 1,421 21,044 — 22,465 1,952 12/16/2021 2007

79 unchanged sentences

Wisconsin Rapids, WI 2,193 707 3,262 — 3,969 265 12/16/2021 2013

Dave & Buster's

Rosemont, IL 20,687 2,441 15,859 — 18,300 126 9/30/2024 2014

Dollar General:

2 unchanged sentences

Denton, TX — 1,662 2,918 — 4,580 365 12/21/2020 2017

Madison, AL 3,765 1,174 3,603 — 4,777 333 12/21/2020 2019

Noblesville, IN — 1,212 3,436 — 4,648 461 12/21/2020 2003

4 unchanged sentences

Wood Dale, IL 7,748 4,069 7,800 — 11,869 700 12/16/2021 2005

Shelton, WA 8,908 1,180 11,040 — 12,220 3,112 4/30/2014 1994

CIM REAL ESTATE FINANCE TRUST, INC.

6 unchanged sentences

Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed

Shelton, WA $ 8,889 $ 1,180 $ 11,040 $ — $ 12,220 $ 3,425 4/30/2014 1994

Conway, AR 3,180 510 2,577 — 3,087 690 6/13/2014 2014

Columbus, OH — 1,013 6,734 — 7,747 1,615 4/29/2015 2014

Pawtucket, RI — 5,945 8,012 ( 3,080 ) 10,877 34 12/16/2021 2015

Rock Hill, SC — 780 7,590 ( 2,044 ) 6,326 37 12/16/2021 2015

Asheboro, NC 6,944 1,098 6,722 50 7,870 1,912 6/23/2014 1994

33 unchanged sentences

Reno, NV 3,275 1,841 2,259 — 4,100 278 12/21/2020 2014

Republic Services:

Scottsdale, AZ — 11,460 36,231 ( 10,391 ) 37,300 — 12/16/2021 2016

Juneau, AK 10,709 6,174 8,791 — 14,965 1,104 12/21/2020 2017

Milford, OH — 4,137 23,153 ( 16,238 ) 11,052 211 12/21/2020 1991

CIM REAL ESTATE FINANCE TRUST, INC.

6 unchanged sentences

Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed

Juneau, AK $ 10,732 $ 6,174 $ 8,791 $ — $ 14,965 $ 831 12/21/2020 2017

Milford, OH — 4,137 23,153 — 27,290 3,040 12/21/2020 1991

Simpsonville, SC $ 1,784 $ 591 $ 969 $ — $ 1,560 $ 292 1/24/2013 2012

18 unchanged sentences

Wilmington, DE — 1,685 969 — 2,654 277 6/27/2014 1991

Streetsboro, OH — 1,009 5,602 — 6,611 342 12/16/2021 2003

Tire Kingdom:

21 unchanged sentences

Bellflower, CA

$ 1,915 $ 1,246 $ 788 $ — $ 2,034 $ 204 9/30/2014 2001

Brea, CA 2,873 2,393 658 — 3,051 170 9/30/2014 1984

Carson, CA 5,343 2,354 4,821 — 7,175 576 12/21/2020 1958

El Cajon, CA 1,853 1,533 568 — 2,101 133 9/30/2014 2008

El Cajon, CA 1,648 1,225 368 — 1,593 86 9/30/2014 2000

1,849 1,533 568 — 2,101 147 9/30/2014 2008

1,645 1,225 368 — 1,593 95 9/30/2014 2000

Fallbrook, CA 3,531 1,266 3,458 — 4,724 374 12/21/2020 1958

6 unchanged sentences

Los Angeles, CA

3,216 1,927 1,484 — 3,411 384 9/30/2014 2007

Los Angeles, CA

2,741 2,182 701 — 2,883 181 9/30/2014 1964

Los Angeles, CA 3,764 2,435 2,614 — 5,049 293 12/21/2020 1982

Los Angeles, CA 4,108 2,016 3,486 — 5,502 377 12/21/2020 1965

Norco, CA 3,157 1,852 1,489 — 3,341 348 9/30/2014 1995

3,150 1,852 1,489 — 3,341 385 9/30/2014 1995

San Clemente, CA 4,174 2,036 3,561 — 5,597 394 12/21/2020 1973

3 unchanged sentences

San Diego, CA

2,602 1,877 883 — 2,760 228 9/30/2014 2006

Santa Ana, CA 2,536 1,629 1,766 — 3,395 207 12/21/2020 2000

Vista, CA 2,264 2,063 334 — 2,397 78 9/30/2014 1986

Vista (Vista), CA 2,198 2,028 418 — 2,446 98 9/30/2014 2010

2,259 2,063 334 — 2,397 86 9/30/2014 1986

2,193 2,028 418 — 2,446 109 9/30/2014 2010

Whittier, CA 2,463 1,629 985 — 2,614 255 9/30/2014 1997

4 unchanged sentences

East Liberty, OH

— 357 4,989 46 5,392 508 12/16/2021 2016

Valvoline HQ:

Lexington, KY — 5,558 41,234 ( 21,873 ) 24,919 433 12/16/2021 2016

Austintown, OH 3,568 637 4,173 — 4,810 1,096 8/19/2013 2002

Dearborn Heights, MI 6,058 2,236 3,411 — 5,647 922 7/9/2013 2008

Fort Madison, IA 3,480 514 3,723 — 4,237 988 9/20/2013 2008

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

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

Metropolis, IL 4,095 284 4,991 — 5,275 1,174 8/8/2014 2009

Sacramento, CA 3,231 324 2,669 — 2,993 668 6/30/2014 2008

CIM REAL ESTATE FINANCE TRUST, INC.

6 unchanged sentences

Description (a) Encumbrances Land Improvements to Basis (b) (c) (d) (e) (e) (f) (g) Acquired Constructed

Walgreens (continued):

Austintown, OH $ 3,560 $ 637 $ 4,173 $ 128 $ 4,938 $ 1,202 8/19/2013 2002

Dearborn Heights, MI 6,045 2,236 3,411 — 5,647 1,010 7/9/2013 2008

Fort Madison, IA 3,472 514 3,723 — 4,237 1,084 9/20/2013 2008

Las Vegas, NV 3,852 2,325 3,262 70 5,657 952 9/26/2013 1999

Lawton, OK 2,759 860 2,539 106 3,505 768 7/3/2013 1998

Little Rock, AR

4,386 548 4,676 — 5,224 1,237 6/30/2014 2011

3,527 565 3,257 103 3,925 1,031 10/11/2012 2000

Metropolis, IL 4,086 284 4,991 — 5,275 1,299 8/8/2014 2009

Sacramento, CA 3,224 324 2,669 — 2,993 739 6/30/2014 2008

San Antonio, TX 6,889 1,416 7,932 — 9,348 850 12/21/2020 2005

47 unchanged sentences

First mortgage loan Office / Duluth, Georgia + 3.25 %

2/1/2025 P/I N/A $ 50,643 $ 50,536 $ —

First mortgage loan Office / Dallas, Texas + 3.85 %

9/8/2025 P/I N/A 90,513 90,173 —

N/A $ 53,167 $ 53,129 $ —

First mortgage loan Office / Orlando, Florida + 4.10 %

10/9/2025 P/I N/A 71,730 71,510 —

10/9/2025 I/O N/A 71,140 70,904 —

First mortgage loan Office / San Diego, California + 4.66 %

12/7/2025 P/I N/A 108,309 107,827 —

First mortgage loan (e)

Office / Houston, Texas + 2.00 %

11/7/2024 P/I N/A 86,739 86,739 —

First mortgage loan (e)

12/7/2025 I/O N/A 113,625 113,301 113,625

First mortgage loan

Office / Houston, Texas + 2.22 %

11/7/2024 P/I N/A 18,261 18,261 —

First mortgage loan Office / Irvine, California + 3.55 %

7/7/2026 P/I N/A 174,769 174,134 —

1/7/2028 I/O N/A 102,170 102,170 —

First mortgage loan Office / Irvine, California Fixed 6.25 %

7/7/2029 I/O N/A 154,866 154,345 —

First mortgage loan Office / Bethesda, Maryland + 3.86 %

9/16/2026 P/I N/A 57,508 57,145 —

9/16/2026 I/O N/A 58,693 58,452 —

First mortgage loan Multifamily / Fort Lauderdale, Florida + 1.72 % - 7.07 %

10/7/2025 P/I N/A 199,930 199,244 —

1/7/2025 I/O N/A 199,930 199,627 —

First mortgage loan Multifamily / Los Angeles, California + 2.60 %

10/7/2025 P/I N/A 123,000 122,855 —

10/7/2028 I/O N/A 98,000 97,753 —

First mortgage loan Retail / Glendale, New York + 4.26 %

11/7/2026 P/I N/A 65,000 64,747 —

First mortgage loan Multifamily / San Jose, California + 3.00 %

11/7/2024 P/I N/A 146,205 145,836 —

11/7/2026 I/O N/A 65,000 64,677 —

First mortgage loan Multifamily / Arlington, Virginia + 2.75 %

12/15/2026 P/I N/A 88,180 87,874 —

12/15/2026 I/O N/A 84,867 84,449 —

First mortgage loan Multifamily / Brooklyn, New York + 3.61 %

12/17/2026 P/I N/A 60,750 60,491 —

12/17/2026 I/O N/A 57,225 56,896 —

First mortgage loan (f)

Multifamily / Brooklyn, New York + 3.61 %

12/17/2026 P/I N/A 20,250 20,164 —

12/17/2026 I/O N/A 19,075 18,965 —

First mortgage loan Office / McLean, Virginia + 3.41 %

2/5/2027 P/I N/A 129,977 129,158 —

2/5/2027 I/O N/A 126,279 125,460 126,279

First mortgage loan Multifamily / Gainesville, Florida + 3.20 %

1/7/2027 P/I N/A 70,908 70,661 —

2/6/2027 I/O N/A 70,908 70,737 —

First mortgage loan Office / Boston, Massachusetts + 2.90 %

1/7/2027 P/I N/A 135,009 134,220 —

1/7/2027 I/O N/A 135,828 135,040 135,828

First mortgage loan Multifamily / Miami, Florida + 2.60 %

1/7/2027 P/I N/A 154,000 153,485 —

1/7/2027 I/O N/A 154,000 153,644 —

First mortgage loan Multifamily / Nashville, Tennessee + 3.00 %

1/7/2027 P/I N/A 118,749 118,358 —

1/7/2027 I/O N/A 118,750 118,478 —

First mortgage loan Office / Tampa, Florida + 3.28 %

2/7/2027 P/I N/A 173,690 172,852 —

2/7/2027 I/O N/A 174,012 173,423 —

First mortgage loan Office / Atlanta, Georgia + 3.40 %

3/7/2027 P/I N/A 270,269 268,689 —

3/7/2027 I/O N/A 278,266 277,141 —

First mortgage loan Office / Phoenix, Arizona + 3.34 %

4/7/2027 P/I N/A 304,703 302,699 —

4/7/2027 I/O N/A 327,317 325,873 —

First mortgage loan Mixed-Use / Alpharetta, Georgia + 4.70 %

4/7/2027 P/I N/A 69,355 68,966 —

4/7/2027 I/O N/A 70,068 69,786 —

First mortgage loan Multifamily / Phoenix, Arizona + 3.05 %

5/7/2027 P/I N/A 145,519 144,916 —

5/7/2027 I/O N/A 143,919 143,480 —

First mortgage loan Office / Washington D.C.

6/6/2027 P/I N/A 185,350 184,274 —

6/6/2027 I/O N/A 190,879 190,085 —

First mortgage loan Industrial / Spanish Fork, Utah + 3.50 %

7/7/2025 P/I N/A 81,000 80,668 —

7/7/2026 I/O N/A 81,000 80,725 —

First mortgage loan Self-Storage / Various + 3.95 %

9/7/2027 P/I N/A 61,120 60,722 —

9/7/2027 I/O N/A 61,120 60,818 —

First mortgage loan Industrial / Various + 2.40 %

8/9/2027 P/I N/A 269,430 264,104 —

8/9/2027 I/O N/A 254,568 250,545 —

First mortgage loan Hospitality / Orlando, Florida + 4.40 %

9/7/2028 P/I N/A 34,950 34,619 —

9/7/2028 I/O N/A 34,950 34,676 —

First mortgage loan Hospitality / Tampa, Florida + 4.15 %

8/7/2028 P/I N/A 25,900 25,627 —

8/7/2028 I/O N/A 27,124 26,900 —

First mortgage loan Multifamily / Los Angeles, California + 3.25 %

1/5/2029 P/I N/A 47,500 47,245 —

1/5/2029 I/O N/A 47,500 47,300 —

First mortgage loan Hospitality / Philadelphia, Pennsylvania + 4.05 %

1/7/2029 I/O N/A 31,249 30,958 —

First mortgage loan

Hospitality / Salt Lake City, Utah + 4.25 %

3/7/2029 I/O N/A 14,459 14,300 —

CIM REAL ESTATE FINANCE TRUST, INC.

7 unchanged sentences

Liens Mortgages (d)

First mortgage loan Hospitality / Philadelphia, Pennsylvania + 4.05 %

1/7/2029 P/I N/A $ 29,900 $ 29,552 $ —

First mortgage loan

Hospitality / Alexandria, Virginia + 3.65 %

9/7/2029 I/O N/A $ 31,000 $ 30,707 $ —

First mortgage loan

Multifamily / Salt Lake City, Utah + 3.05 %

11/9/2029 I/O

N/A 32,500 32,185 —

Total loans $ 3,483,454 $ 3,466,929 $ 375,732

5 unchanged sentences

(b) Final maturity date assumes all extension options are exercised.

(d) The tax basis of the loans included above is $ 3.6 billion as of December 31, 2023.

(e) As of December 31, 2023, the first mortgage loan was in maturity default.

During January 2024, the loan was refinanced with a fully extended maturity date of January 7, 2028 and is no longer in maturity default.

Upon closing of the refinance, the accrued default interest was waived.

(d) Face amount of mortgages includes $ 15.6 million in protective advances as of December 31, 2024.

(e) The tax basis of the loans included above is $ 3.5 billion as of December 31, 2024.

(f) As of December 31, 2024, 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.

15 unchanged sentences

Total deductions $ ( 358,823 ) $ ( 128,667 ) $ ( 94,889 )

(Provision for) reversal of credit losses ( 88,888 ) ( 10,422 ) 50,698

Provision for credit losses

( 272,585 ) ( 88,888 ) ( 10,422 )

Net balance, end of period $ 3,085,104 $ 3,539,111 $ 3,264,841

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.

What changed 10-K

Item 9A. Controls and Procedures