Financial Statements
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: CONDENSED CONSOLIDATED BALANCE SHEETS
+Added: CIM GROUP, INC.
+Added: CONDENSED COMBINED AND CONSOLIDATED BALANCE SHEETS
(in thousands, except share and per share amounts) (Unaudited)
−Removed: March 31, 2026 December 31, 2025
−Removed: Real estate assets:
−Removed: Land $ 306,073 $ 311,000
−Removed: Buildings, fixtures and improvements 776,701 794,637
−Removed: Intangible lease assets 167,079 168,901
−Removed: Condominium developments 12,023 11,964
−Removed: Total real estate assets, at cost 1,261,876 1,286,502
−Removed: accumulated depreciation and amortization ( 211,134 ) ( 209,578 )
−Removed: Total real estate assets, net 1,050,742 1,076,924
−Removed: Investment in unconsolidated entities 125,121 149,170
−Removed: Real estate-related securities and other, at fair value, net of credit loss allowances of $ 182,299 and $ 182,104 as of March 31, 2026 and December 31, 2025, respectively
−Removed: 167,582 169,206
−Removed: Loans held-for-investment and related receivables, net 3,379,068 3,752,467
−Removed: Current expected credit losses ( 290,707 ) ( 297,878 )
−Removed: Total loans held-for-investment and related receivables, net 3,088,361 3,454,589
+Added: June 30, 2026
+Added: December 31, 2025
Cash and cash equivalents
Restricted cash
−Removed: Rents and tenant receivables, net 24,137 23,215
−Removed: Prepaid expenses and other assets 34,490 10,000
−Removed: Deferred costs, net 7,189 5,250
−Removed: Accrued interest receivable 16,782 17,471
−Removed: Assets held for sale 5,116 —
−Removed: Total assets $ 4,725,560 $ 5,095,097
−Removed: LIABILITIES, REDEEMABLE COMMON STOCK AND EQUITY
−Removed: Repurchase facilities, notes payable and credit facilities, net $ 2,726,397 $ 3,093,039
−Removed: Accrued expenses and accounts payable 39,197 43,989
−Removed: Due to affiliates 13,988 12,650
−Removed: Intangible lease liabilities, net 13,745 14,293
−Removed: Distributions payable 14,784 14,477
−Removed: Deferred rental income and other liabilities 5,799 6,228
+Added: Management fees and other receivables from related parties
+Added: Other assets, net
+Added: Deferred tax asset
+Added: Contract assets, net
+Added: Credit facilities, notes payable and repurchase facilities, net
+Added: Accrued expenses and other liabilities
+Added: Deferred tax credit
+Added: Earnout liability
+Added: Contract liabilities
+Added: Performance allocations and incentive fee compensation payable
+Added: Due to related parties
Total liabilities
1 unchanged sentence
Redeemable common stock
+Added: Stockholders' Equity:
Preferred stock, $ 0.01 par value per share;
−Removed: 10,000,000 shares authorized, none issued and outstanding
+Added: 1,100,000,000 shares authorized, 907,376,074 shares issued and outstanding as of June 30, 2026
Common stock, $ 0.01 par value per share;
−Removed: 490,000,000 shares authorized, 436,734,553 and 436,908,325 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively
+Added: 2,000,000,000 shares authorized, 437,066,965 shares issued and outstanding as of June 30, 2026
Capital in excess of par value
−Removed: Accumulated distributions in excess of earnings ( 1,769,053 ) ( 1,774,685 )
−Removed: Accumulated other comprehensive loss ( 24,236 ) ( 19,428 )
+Added: Accumulated deficit
+Added: Shares held by consolidated subsidiaries
+Added: Members’ equity
Total stockholders’ equity
−Removed: Non-controlling interests 1,861 1,771
−Removed: Total equity 1,752,068 1,749,933
−Removed: Total liabilities, redeemable common stock, non-controlling interests and stockholders’ equity $ 4,725,560 $ 5,095,097
−Removed: The accompanying notes are an integral part of these condensed consolidated financial statements.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
+Added: Noncontrolling interests in consolidated investments
+Added: Noncontrolling interests in CIM Finance Holdings, LP
+Added: Total liabilities, redeemable common stock, noncontrolling interests and stockholders' equity
+Added: The accompanying notes are an integral part of these condensed combined and consolidated financial statements.
+Added: CIM GROUP, INC.
+Added: CONDENSED COMBINED AND CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except share and per share amounts) (Unaudited)
−Removed: Three Months Ended March 31,
−Removed: Rental and other property income $ 25,768 $ 28,808
−Removed: Interest income 71,818 77,596
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Management fees and other
+Added: Performance allocations revenue
+Added: Revenues from consolidated investments
+Added: Income from equity-method investments
Total revenues
General and administrative
+Added: Compensation and benefits
+Added: Performance allocations expense
+Added: Expenses from consolidated investments
Interest expense, net
−Removed: Property operating 2,701 2,465
−Removed: Real estate tax 1,306 1,004
−Removed: Expense reimbursements to related parties 3,065 3,003
−Removed: Management fees 11,628 11,723
−Removed: Transaction-related — 59
−Removed: Depreciation and amortization 8,830 8,828
−Removed: Real estate impairment — 7,026
−Removed: (Decrease) increase in provision for credit losses
−Removed: ( 7,123 ) 61,777
Total expenses
−Removed: Other income (expense):
−Removed: Gain on disposition of real estate and condominium developments, net 5,743 1,552
−Removed: (Loss) gain on investment in unconsolidated entities ( 971 ) 1,011
−Removed: Unrealized gain on equity securities 3,317 3,300
−Removed: Other income, net 1,799 1,609
−Removed: Loss on extinguishment of debt ( 282 ) —
−Removed: Total other income
−Removed: Net income (loss) $ 43,072 $ ( 32,874 )
−Removed: Net income allocated to non-controlling interest 44 9
−Removed: Net income (loss) attributable to the Company $ 43,028 $ ( 32,883 )
−Removed: Weighted average number of common shares outstanding:
−Removed: Basic and diluted 436,809,143 437,153,747
−Removed: Net income (loss) per common share:
−Removed: Basic and diluted $ 0.10 $ ( 0.08 )
−Removed: The accompanying notes are an integral part of these condensed consolidated financial statements.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
−Removed: (in thousands) (Unaudited)
−Removed: Three Months Ended March 31,
−Removed: Net income (loss) $ 43,072 $ ( 32,874 )
−Removed: Other comprehensive (loss) income
−Removed: Unrealized (loss) gain on CMBS ( 2,672 ) 982
−Removed: Unrealized loss on CLO subordinated note ( 2,136 ) ( 733 )
−Removed: Reclassification adjustment for realized loss included in income as other income — 410
−Removed: Amount of loss reclassified from other comprehensive income into income as an increase in provision for credit losses — 71,022
−Removed: Total other comprehensive (loss) income ( 4,808 ) 71,681
−Removed: Comprehensive income 38,264 38,807
−Removed: Comprehensive income allocated to non-controlling interest 44 9
−Removed: Comprehensive income attributable to the Company $ 38,220 $ 38,798
−Removed: The accompanying notes are an integral part of these condensed consolidated financial statements.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
+Added: Other income (loss):
+Added: Net realized and unrealized losses and impairments
+Added: Transaction-related and other expenses
+Added: Total other income (loss)
+Added: (Loss) income before taxes
+Added: Provision for income taxes
+Added: Net (loss) income
+Added: Net income allocated to noncontrolling interest in consolidated investments
+Added: Net (loss) income allocated to noncontrolling interest in CIM Finance Holdings, LP
+Added: Net income attributable to the Contributed Entities prior to the Transactions
+Added: Net (loss) income attributable to the Company
+Added: Weighted average shares outstanding:
+Added: Earnings per common share:
+Added: The accompanying notes are an integral part of these condensed combined and consolidated financial statements.
+Added: CIM GROUP, INC.
+Added: CONDENSED COMBINED AND CONSOLIDATED STATEMENTS OF EQUITY
(in thousands, except share amounts) (Unaudited)
−Removed: Common Stock Capital in Excess
−Removed: Distributions in Excess of Earnings Accumulated Other Comprehensive (Loss) Total
−Removed: Stockholders’
−Removed: Equity Non-Controlling Interests Total Equity
−Removed: Shares Par Value
−Removed: Balance as of January 1, 2026
−Removed: 436,908,325 $ 4,372 $ 3,537,903 $ ( 1,774,685 ) $ ( 19,428 ) $ 1,748,162 $ 1,771 $ 1,749,933
−Removed: Issuance of common stock 1,402,104 14 7,305 — — 7,319 — 7,319
+Added: Preferred Stock
+Added: Members' Equity
+Added: Number of Shares
+Added: Number of Shares
+Added: Excess of Par Value
+Added: Accumulated Deficit
+Added: Shares Held by Consolidated Subsidiaries
+Added: Total Stockholders’ Equity
+Added: Non-controlling Interests in Consolidated Investments
+Added: Non-controlling Interests in CIM Finance Holdings, LP
+Added: Balance as of December 31, 2025
+Added: Net income (loss)
Equity-based compensation
−Removed: Distributions declared on common stock — $ 0.08 per common share
−Removed: — — — ( 37,396 ) — ( 37,396 ) — ( 37,396 )
−Removed: Redemptions of common stock ( 1,575,876 ) ( 17 ) ( 8,210 ) — — ( 8,227 ) — ( 8,227 )
−Removed: Changes in redeemable common stock — — 906 — — 906 — 906
−Removed: Contributions from non-controlling interests
−Removed: — — — — — — 46 46
−Removed: Comprehensive income (loss) — — — 43,028 ( 4,808 ) 38,220 44 38,264
+Added: Distributions to members
Balance as of March 31, 2026
−Removed: 436,734,553 $ 4,372 $ 3,539,124 $ ( 1,769,053 ) $ ( 24,236 ) $ 1,750,207 $ 1,861 $ 1,752,068
−Removed: Common Stock Capital in Excess
−Removed: of Par Value Accumulated
−Removed: Distributions in Excess of Earnings Accumulated
−Removed: Other Comprehensive (Loss) Income Total
−Removed: Stockholders’
−Removed: Equity Non-Controlling Interests Total Equity
−Removed: Shares Par Value
−Removed: Balance as of January 1, 2025
−Removed: 437,313,001 $ 4,374 $ 3,533,329 $ ( 1,676,562 ) $ ( 86,283 ) $ 1,774,858 $ 344 $ 1,775,202
−Removed: Issuance of common stock 1,416,038 13 8,608 — — 8,621 — 8,621
+Added: Net income (loss) prior to Transactions
+Added: Equity-based compensation prior to Transactions
+Added: Distributions to members prior to Transactions
+Added: Effects of Transactions
+Added: Net (loss) income subsequent to Transactions
+Added: Equity-based compensation subsequent to Transactions
+Added: Balance as of June 30, 2026
+Added: The accompanying notes are an integral part of these condensed combined and consolidated financial statements.
+Added: CIM GROUP, INC.
+Added: CONDENSED COMBINED AND CONSOLIDATED STATEMENTS OF EQUITY
+Added: (in thousands, except share amounts) (Unaudited) - Continued
+Added: Members' Equity
+Added: Noncontrolling Interests
+Added: Balance as of December 31, 2024
+Added: Distributions
Equity-based compensation
−Removed: Distributions declared on common stock — $ 0.08 per common share
−Removed: — — — ( 37,201 ) — ( 37,201 ) — ( 37,201 )
−Removed: Redemptions of common stock ( 1,844,645 ) ( 18 ) ( 11,218 ) — — ( 11,236 ) — ( 11,236 )
−Removed: Changes in redeemable common stock — — 2,625 — — 2,625 — 2,625
−Removed: Contributions from non-controlling interests — — — — — — 200 200
−Removed: Comprehensive (loss) income — — — ( 32,883 ) 71,681 38,798 9 38,807
Balance as of March 31, 2025
−Removed: 436,894,246 $ 4,371 $ 3,534,082 $ ( 1,746,646 ) $ ( 14,602 ) $ 1,777,205 $ 553 $ 1,777,758
−Removed: The accompanying notes are an integral part of these condensed consolidated financial statements.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: Distributions
+Added: Equity-based compensation
+Added: Balance as of June 30, 2025
+Added: The accompanying notes are an integral part of these condensed combined and consolidated financial statements.
+Added: CIM GROUP, INC.
+Added: CONDENSED COMBINED AND CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands) (Unaudited)
−Removed: Three Months Ended March 31,
+Added: Six Months Ended June 30,
Cash flows from operating activities:
−Removed: Net income (loss) $ 43,072 $ ( 32,874 )
−Removed: Adjustments to reconcile net income (loss) to net cash provided by operating activities:
+Added: Net (loss) income
+Added: Adjustments to reconcile net (loss) income to net cash provided by operating activities:
Depreciation and amortization, net
Amortization of deferred financing costs
−Removed: Amortization and accretion on deferred loan fees ( 3,139 ) ( 1,915 )
−Removed: Amortization and accretion of premiums and discounts on credit investments ( 1,325 ) ( 1,241 )
−Removed: Accretion of interest income on CLO subordinated note ( 1,012 ) ( 1,028 )
−Removed: Capitalized interest income on real estate-related securities and loans held-for-investment ( 3,732 ) ( 3,925 )
+Added: Write-off of abandoned Fund start-up costs
+Added: Net deferred income taxes
Equity-based compensation
−Removed: Straight-line rental income ( 884 ) ( 1,551 )
−Removed: Recovery of uncollectible lease-related receivables ( 11 ) ( 1,357 )
−Removed: Gain on disposition of real estate assets and condominium developments, net ( 5,743 ) ( 1,552 )
−Removed: Loss on sale of credit investments, net — 678
−Removed: Loss (gain) on investment in unconsolidated entities 971 ( 1,011 )
−Removed: Unrealized gain on equity securities ( 3,317 ) ( 3,300 )
−Removed: Impairment of real estate assets — 7,026
−Removed: (Decrease) increase in provision for credit losses ( 7,123 ) 61,777
−Removed: Write-off of deferred financing costs 282 —
+Added: Income from equity-method investments
+Added: Net realized and unrealized (gains) losses and impairments
+Added: Net unrealized performance allocations
+Added: Incentive fees settled as investments at fair value
Changes in operating assets and liabilities:
−Removed: Rents and tenant receivables, net 67 628
−Removed: Prepaid expenses and other assets 2,819 1,516
−Removed: Accrued interest receivable 689 243
−Removed: Accrued expenses and accounts payable ( 2,599 ) ( 2,958 )
−Removed: Deferred rental income and other liabilities ( 429 ) 1,046
−Removed: Due to affiliates 1,338 ( 641 )
+Added: Management fees and other receivables from related parties
+Added: Accrued expenses and other liabilities
+Added: Contract assets, net
+Added: Contract liabilities
+Added: Due to related parties
+Added: Performance allocations and incentive fee compensation payable
Net cash provided by operating activities
Cash flows from investing activities:
−Removed: Investment in unconsolidated entities ( 24,375 ) ( 13,998 )
−Removed: Return of investment in unconsolidated entities 47,453 3,893
−Removed: Investment in liquid corporate senior loans — ( 1,253 )
−Removed: Investment in real estate assets and capital expenditures ( 3,590 ) ( 5,624 )
−Removed: Net proceeds from deeds-in-lieu of foreclosure — 1,655
−Removed: Investment in corporate senior loans ( 37,393 ) ( 32,596 )
−Removed: Origination and funding of first mortgage loans ( 66,758 ) ( 92,602 )
−Removed: Origination and exit fees received on first mortgage loans 1,251 1,644
−Removed: Principal payments received on loans held-for-investment 483,840 54,326
−Removed: Principal payments received on real estate-related securities 513 1,848
−Removed: Proceeds from the repayment on the CLO subordinated note 1,092 2,342
−Removed: Net proceeds from sale of real estate-related securities — 43,616
−Removed: Net proceeds from disposition of real estate assets and condominium developments 18,554 29,211
−Removed: Net proceeds from sale of liquid corporate senior loans — 2,943
−Removed: Payment of loan escrow deposits ( 27,309 ) —
+Added: Purchases of property and equipment
+Added: Additions to investments
+Added: Proceeds from investments
+Added: Cash and cash equivalents and restricted cash acquired in connection with the Transactions
Net cash provided by (used in) investing activities
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: (in thousands) (Unaudited) — Continued
−Removed: Three Months Ended March 31,
Cash flows from financing activities:
−Removed: Redemptions of common stock $ ( 8,227 ) $ ( 11,236 )
−Removed: Distributions to stockholders ( 29,770 ) ( 32,519 )
+Added: Distributions to members prior to the Transactions
Proceeds from borrowings
Repayments of borrowings
−Removed: Contributions from non-controlling interests 46 200
Deferred financing costs paid
+Added: Distributions to noncontrolling interests
Net cash used in financing activities
−Removed: Net increase (decrease) in cash and cash equivalents and restricted cash 16,768 ( 42,843 )
+Added: Net increase in cash and cash equivalents and restricted cash
Cash and cash equivalents and restricted cash, beginning of period
Cash and cash equivalents and restricted cash, end of period
−Removed: Reconciliation of cash and cash equivalents and restricted cash to the condensed consolidated balance sheets:
+Added: Reconciliation of cash and cash equivalents and restricted cash to the condensed combined and consolidated balance sheets:
Cash and cash equivalents
1 unchanged sentence
Total cash and cash equivalents and restricted cash
+Added: CIM GROUP, INC.
+Added: CONDENSED COMBINED AND CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: (in thousands) (Unaudited) — Continued
+Added: Six Months Ended June 30,
Supplemental Disclosures of Non-Cash Investing and Financing Activities:
Distributions declared and unpaid
−Removed: Accrued capital expenditures $ 155 $ 1,556
−Removed: Real estate acquired via deed-in-lieu of foreclosure $ — $ 151,043
−Removed: Assumption of other assets and liabilities related to real estate acquired via deed-in-lieu of foreclosure $ — $ ( 3,260 )
−Removed: Transfers of loans held-for-investment to real estate acquired via deed-in-lieu of foreclosure $ — $ ( 149,438 )
−Removed: Common stock issued through distribution reinvestment plan $ 7,319 $ 8,621
−Removed: Change in fair value of real estate-related securities $ ( 4,809 ) $ 659
+Added: Accrued deferred financing costs
+Added: New right-of-use assets obtained in exchange for operating lease liabilities
+Added: Assets acquired from the Transactions
+Added: Debt assumed from the Transactions
+Added: Liabilities assumed from the Transactions
+Added: Earnout liability associated with the Transactions
+Added: Noncontrolling interest assumed from the Transactions
+Added: Deferred tax asset associated with the Transactions
+Added: Deferred tax credit associated with the Transactions
Supplemental Cash Flow Disclosures:
1 unchanged sentence
Cash paid for taxes
−Removed: The accompanying notes are an integral part of these condensed consolidated financial statements.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited)
+Added: The accompanying notes are an integral part of these condensed combined and consolidated financial statements.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited)
NOTE 1 — ORGANIZATION AND BUSINESS
−Removed: CIM Real Estate Finance Trust, Inc.
−Removed: (the “Company”) is a non-exchange traded real estate investment trust (“REIT”) formed as a Maryland corporation on July 27, 2010, that elected to be taxed, and operates its business to qualify, as a REIT for U.S.
−Removed: federal income tax purposes beginning with its taxable year ended December 31, 2012.
−Removed: The Company seeks to attain attractive risk-adjusted returns and create long term value for its investors by investing in a diversified portfolio of senior secured mortgage loans, creditworthy long-term net-leased property investments and other senior loan and liquid credit investments.
−Removed: As of March 31, 2026, the Company’s loan portfolio consisted of 77 loans with a net book value of $ 3.1 billion, and investments in real estate-related securities and other of $ 167.6 million.
−Removed: The Company conducts its commercial real estate lending business through CIM Commercial Lending REIT (“CLR”), a Maryland statutory trust and subsidiary of the Company which the Com pany expects to be taxed as a REIT for U.S.
−Removed: federal income tax purposes.
−Removed: As of March 31, 2026, CLR holds a diversified portfolio of approximately $ 1.5 billion which includes first mortgage loans with a net book value of $ 1.3 billion, commercial mortgage-backed securities (“CMBS”) with an estimated fair value of $ 63.5 million, and an investment in the Unconsolidated Joint Venture (as defined in Note 2 — Summary of Significant Accounting Policies) with a carrying value of $ 115.5 million.
−Removed: As of March 31, 2026, the Company owned 199 commercial real estate properties, comprising approximately 6.6 million rentable square feet of commercial space located in 36 states.
−Removed: As of March 31, 2026, the rentable square feet at these properties was 95.8 % leased, including month-to-month agreements, if any.
−Removed: As of March 31, 2026, the Company owned condominium developments with a net book value of $ 12.0 million.
−Removed: A majority of the Company’s business is conducted through CIM Real Estate Finance Operating Partnership, LP, a Delaware limited partnership, of which the Company is the sole general partner and owns, directly or indirectly, 100 % of the partnership interests.
−Removed: The Company is externally managed by CIM Real Estate Finance Management, LLC, a Delaware limited liability company (“CMFT Management”), which is an affiliate of CIM Group, LLC (“CIM Group”).
−Removed: CIM Group is a vertically-integrated community-focused real estate and infrastructure owner, operator, lender and developer.
−Removed: 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.
−Removed: CIM Group also maintains additional offices with distribution staff and joint venture partnerships.
−Removed: 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.
−Removed: 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”.
−Removed: The Company conducted its initial public offering on a “best efforts” basis from January 26, 2012 to April 4, 2014 (the “Initial Offering”), during which a total of approximately 297.4 million shares of common stock were issued, including approximately 292.3 million shares of common stock that were sold to the public pursuant to the primary portion of the Initial Offering and approximately 5.1 million shares of common stock issued pursuant to the distribution reinvestment plan (“DRIP”) portion of the Initial Offering.
−Removed: The Company then issued a total of approximately $ 241.7 million of shares of common stock under the DRIP (the “Initial DRIP Offering”) pursuant to a Registration Statement on Form S-3 until June 30, 2016.
−Removed: Subsequently, the Company registered an additional $ 600.0 million of shares of common stock under the DRIP (the “Secondary DRIP Offering,” and together with the Initial DRIP Offering, the “DRIP Offerings,” and the DRIP Offerings collectively with the Initial Offering, the “Offerings”) pursuant to a Registration Statement on Form S-3 (Registration No.
−Removed: 333-212832), which was filed with the U.S.
−Removed: Securities and Exchange Commission (the “SEC”) on August 2, 2016 and automatically became effective upon filing.
−Removed: The Company began to issue shares under the Secondary DRIP Offering on August 2, 2016 and continues to issue shares under the Secondary DRIP Offering.
−Removed: The Company’s board of directors (the “Board”) establishes an updated estimated per share net asset value (“NAV”) of the Company’s common stock on at least an annual basis for purposes of assisting broker-dealers that participated in the Initial Offering in meeting their customer account reporting obligations under Financial Industry Regulatory Authority Rule 2231.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Distributions are reinvested in shares of the Company’s common stock for participants in the DRIP at the estimated per share NAV as determined by the Board.
−Removed: Additionally, the estimated per share NAV as determined by the Board serves as the per share NAV for purposes of the share redemption program.
−Removed: As of March 31, 2026, the most recent estimated per share NAV of the Company’s common stock was $ 5.14 , which was established by the Board on March 19, 2026 using a valuation date of December 31, 2025.
−Removed: Commencing on March 27, 2026, distributions are reinvested in shares of the Company’s common stock under the DRIP at a price of $ 5.14 per share and $ 5.14 per share serves as the most recent estimated per share NAV for purposes of the share redemption program.
−Removed: The Company’s estimated per share NAVs are not audited or reviewed by its independent registered public accounting firm.
+Added: CIM Group, Inc.
+Added: (the “Company”) is a diversified real assets management platform and an owner, operator, lender and developer of real assets.
+Added: The Company manages assets and pursues opportunities across five platforms:
+Added: Real Estate, Credit, Infrastructure, Opportunity Zones, and Strategic Opportunities, with a focus on generating attractive risk-adjusted returns.
+Added: Through its Asset Management segment, the Company provides real assets management and related services to funds, managed accounts and co-investment vehicles (individually, a “Fund” and collectively, the “Funds”).
+Added: Through its Strategic Holdings segment, the Company owns and manages a portfolio of real estate, credit investments, holdings in and alongside managed Funds and other strategic holdings designed to generate investment returns and long-term value appreciation.
+Added: CIM Finance Holdings GP, LLC, a wholly-owned subsidiary of the Company (“CMFH GP”), is the sole general partner of CIM Finance Holdings, LP (“CMFH”).
+Added: The Company operates and controls all of the business and affairs of CMFH.
+Added: As a result, CIM Group, Inc.
+Added: consolidates the financial results of CMFH and reports a noncontrolling interest representing the economic interest in CMFH held by the other member(s) of CMFH.
+Added: As of June 30, 2026, the Company held 32.5 % of the economic interest of CMFH.
+Added: The Company was originally organized on July 27, 2010 as CIM Real Estate Finance Trust, Inc., a non-exchange traded real estate investment trust (“REIT”) as a Maryland corporation, that elected to be taxed, and operated its business to qualify, as a REIT until terminating its REIT status effective January 1, 2026 in connection with the Transactions (as defined and discussed in detail below) (“CMFT”).
+Added: In connection with the Transactions described below, the Company amended its charter to change its name from CIM Real Estate Finance Trust, Inc.
+Added: to CIM Group, Inc.
+Added: on June 26, 2026.
+Added: On June 24, 2026, CMFT entered into a contribution and subscription agreement (the “Contribution Agreement”) with CMFH and CIM Group Holdings, LLC (“CMGH”), a subsidiary of CIM Group, LLC.
+Added: Pursuant to the Contribution Agreement, the Company entered into a series of transactions (the “Transactions”) to acquire the real assets management business and portfolio of investments conducted through CIM Group Management, LLC and CIM Group Investments, LLC (collectively, the “Contributed Entities”) and to establish the Company as a diversified owner, operator, lender, developer and real assets management platform.
+Added: The Transactions were completed on June 24, 2026 (the “Transaction Date”).
+Added: In connection with the Transactions, the Company reorganized its ownership structure through CMFH, to which CMGH contributed all of the issued and outstanding equity interests of the Contributed Entities.
+Added: As consideration, CMGH received 907,376,073.663 newly issued CMFH Class A limited partnership units (“CMFH Class A LP Units”) and 907,376,073.663 shares of a newly created series of special voting preferred stock, $ 0.01 par value per share, of the Company (“Special Voting Preferred Shares”), representing 67.5 % of the economic and voting ownership of the combined company immediately following the closing of the Transactions.
+Added: The remaining 32.5 % economic and voting ownership of the combined company is owned by the Company’s pre-transaction stockholders through (i) their continued ownership of the issued and outstanding shares of the Company and (ii) the Company’s retaining 436,884,776.208 limited partnership units in CMFH (“CMFH Class B LP Units”) representing 32.5 % economic ownership of CMFH.
+Added: Additionally, the Company’s board of directors (the “Board”) determined that, as a result of the Transactions, the Company will no longer meet the requirements to qualify as a REIT under the applicable provisions of the Internal Revenue Code of 1986, as amended, and that, accordingly, it was no longer in the best interests of the Company for it to attempt to, or continue to, qualify as a REIT.
+Added: The termination of the Company’s REIT election was effective January 1, 2026.
+Added: In connection therewith, the Company filed a certificate of notice with the State Department of Assessments and Taxation of Maryland notifying stockholders of the Board’s determination that it was no longer in the best interests of the Company to continue to be qualified as a REIT and that therefore the applicable restrictions on ownership and transfer of shares of stock of the Company as set forth in the Company’s charter shall no longer apply.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
−Removed: The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed consolidated financial statements.
−Removed: These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying condensed consolidated financial statements.
+Added: The summary of significant accounting policies presented below is designed to assist in understanding the Company’s condensed combined and consolidated financial statements.
+Added: These accounting policies conform to accounting principles generally accepted in the United States of America (“GAAP”) in all material respects, and have been consistently applied in preparing the accompanying condensed combined and consolidated financial statements.
+Added: Acquisition Accounting
+Added: The Transactions were accounted for as a reverse acquisition in which the Contributed Entities were considered to be the accounting acquirer based upon the terms of the Contribution Agreement and the acquisition of the net assets of CMFT were accounted for as an asset acquisition.
+Added: In reaching this conclusion, management considered the applicable factors in the Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”), including the relative voting interests in the combined entity, the relative size of the combining entities, the composition of the governing body and senior management of the combined entity, and other relevant facts and circumstances.
+Added: The Company evaluated whether the acquired assets and activities of CMFT met the definition of a business under ASC 805.
+Added: The acquired set consisted primarily of real estate assets, credit investments, interests in investment vehicles, cash and related financing arrangements.
+Added: CMFT’s investment and management functions were historically performed by an external manager, and the acquired set did not include an organized workforce or substantive processes capable of significantly contributing to the ability to create outputs.
+Added: The real assets management platform, personnel and related processes were included within the Contributed Entities and therefore were associated with the accounting acquirer rather than the acquired CMFT set.
+Added: Accordingly, the Company concluded that the acquired CMFT set did not meet the definition of a business and accounted for the acquisition of CMFT’s net assets as an asset acquisition.
+Added: Following the Transactions, CMGH, as the pre-Transactions owner of the Contributed Entities, retained a controlling economic and voting interest in the Company through its ownership of 67.5 % of the economic and voting interest in CMFH as a result of its ownership of CMFH Class A LP Units and Special Voting Preferred Shares.
+Added: Based on the determination that the Contributed Entities were the accounting acquirer in the transaction, the assets acquired and liabilities assumed from CMFT were recorded at their relative fair values as of the Transaction Date.
+Added: Accordingly, the accompanying financial statements include (1) the historical financial information for the Contributed Entities for all periods presented, (2) the assets and liabilities of CMFT acquired and assumed on June 24, 2026 in the condensed combined and consolidated balance sheet as of June 30, 2026 and (3) the results of CMFT’s operations and cash flows in the condensed combined and consolidated statements of operations and cash flows for the period from the Transaction Date through June 30, 2026.
+Added: The equity structure presented in the accompanying financial statements reflects the legal capital structure of CIM Group, Inc., while the historical equity balances prior to the Transaction Date are those of the Contributed Entities.
+Added: In connection with the reverse acquisition, for purposes of presenting equity for CIM Group, Inc., the historical stockholders of CMFT were deemed to have been issued 436,884,776 common shares on the Transaction Date.
+Added: In connection with the Transactions, the Company recorded the acquired assets and assumed liabilities of CMFT at their relative fair values as of the Transaction Date.
+Added: The excess of the fair value of the acquired assets over the assumed liabilities was recorded as an equity transaction.
+Added: No goodwill or bargain purchase gain was recognized as a result of the Transactions.
+Added: In exchange for the Contributed Entities, CMGH was issued CMFH Class A LP Units and Special Voting Preferred Shares.
+Added: The Transactions involved a reverse acquisition and recapitalization, a noncash exchange of equity interests and a broader legal-entity and ownership reorganization.
+Added: Although transaction costs directly attributable to an asset acquisition generally are included in the cost of the assets acquired, the Company expensed costs attributable to the overall Transactions as incurred by analogy to the accounting for transaction costs in a business combination.
+Added: The Company believes this reflects the nature of the Transactions and avoids attributing costs of the broader reorganization and recapitalization to the individual assets acquired from CMFT.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Fair Value of Assets Acquired and Liabilities Assumed
+Added: The following table summarizes the identifiable assets acquired and liabilities assumed in the Transactions based on their relative fair values on the Transaction Date (in thousands):
+Added: Cash and cash equivalents and restricted cash
+Added: Real estate assets, net
+Added: Credit investments
+Added: Prepaid expenses and other assets
+Added: Total assets acquired
+Added: Accrued expenses and other liabilities
+Added: Total liabilities assumed
+Added: Net identifiable assets acquired
+Added: Under the Contribution Agreement, CMGH may become entitled to receive additional CMFH Class A LP Units and Special Voting Preferred Shares that could increase CMGH’s economic and voting ownership of the combined company by up to approximately 3.75 %, based on the achievement of fee-related revenues (“FRR”) from January 1, 2026 through December 31, 2028 relative to the threshold amount of $ 1.882 billion as shown in the table below.
+Added: If the earnout were achieved in full, CMGH would be entitled to additional CMFH Class A LP Units in an amount that would be sufficient (assuming no change in the relative number of CMFH Class A LP Units and shares of our common stock outstanding at the closing of the Transactions) such that the economic interest in CMFH held by CMGH and the Company as of the closing of the Transactions would have been 71.25 % and 28.75 %, respectively (or an additional approximately 175.3 million CMFH Class A LP Units to be held by CMGH).
+Added: The Company evaluated this arrangement and determined that the earnout represents contingent consideration associated with the Transactions rather than compensation for future services.
+Added: Cumulative FRR as a Percentage of Threshold
+Added: Incremental Ownership Percentage Points
+Added: Resulting CMGH Economic and Voting Ownership
+Added: Less than 75 %
+Added: At least 75 % - Less than 95 %
+Added: At least 95 % - Less than 110 %
+Added: At least 110 % - Less than 120 %
+Added: At least 120 %
+Added: The Company recorded the earnout at its estimated fair value as part of the accounting for the Transactions.
+Added: The earnout is classified as a liability and will be remeasured at fair value each reporting period until the contingency is resolved, with changes in fair value recognized in earnings.
+Added: As of June 30, 2026, $ 407.5 million was included as an earnout liability in the condensed combined and consolidated balance sheets.
+Added: See Note 3 — Fair Value Measurements for further discussion on the valuation of the earnout liability.
+Added: In connection with the Transactions, deferred taxes related to the Company’s investment in CMFH were recorded through asset acquisition accounting in accordance with applicable provisions of ASC 740.
+Added: As a result, the Company recorded a net deferred tax asset of $ 443.4 million and a deferred tax credit of $ 461.9 million on June 24, 2026.
Principles of Consolidation and Basis of Presentation
−Removed: The condensed consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the SEC regarding interim financial reporting, including the instructions to Form 10-Q and Article 10 of Regulation S-X, and do not include all of the information and footnotes required by GAAP for complete financial statements.
+Added: The condensed combined and consolidated financial statements of the Company have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting, including the
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: instructions to Form 10-Q and Article 10 of Regulation S-X, and do not include all of the information and footnotes required by GAAP for complete financial statements.
In the opinion of management, the statements for the interim periods presented include all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the results for such periods.
1 unchanged sentence
The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2025, and related notes thereto, set forth in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
−Removed: The condensed consolidated financial statements should also be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Quarterly Report on Form 10-Q.
−Removed: The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries.
+Added: As discussed above, the Transactions completed on June 24, 2026 were accounted for as a reverse acquisition.
+Added: Accordingly, the historical financial statements presented herein reflect the historical combined financial information of the Contributed Entities and are not directly comparable to the historical periods previously reported by CMFT prior to the Transactions.
+Added: The condensed combined and consolidated financial statements should also be read in conjunction with Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in this Quarterly Report on Form 10-Q.
+Added: The accompanying condensed combined and consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries.
All intercompany balances and transactions have been eliminated in consolidation.
−Removed: In determining whether the Company has controlling interests in an entity and is required to consolidate the accounts in that entity, the Company analyzes its credit and real estate investments in accordance with standards set forth in GAAP to determine whether the entities are variable interest entities (“VIEs”), and if so, whether the Company is the primary beneficiary.
+Added: In determining whether the Company has controlling interests in an entity and is required to consolidate the accounts in that entity, the Company analyzes its investments in accordance with standards set forth in GAAP to determine whether the entities are variable interest entities (“VIEs”), and if so, whether the Company is the primary beneficiary.
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.
−Removed: 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 condensed consolidated financial statements.
−Removed: As of March 31, 2026, 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.
−Removed: The non-controlling interest on the condensed consolidated balance sheets represents the equity interests in CLR owned by outside investors.
−Removed: As of March 31, 2026, CLR’s loan portfolio consisted of senior secured mortgage loans with a net book value of $ 1.3 billion and investments in real estate-related securities of $ 63.5 million.
−Removed: In addition, as of March 31, 2026, the carrying value of CLR’s investment in CIM NP JV Holdings, LLC (“NP JV Holdings”) was $ 115.5 million.
−Removed: CLR had $ 1.0 billion of debt outstanding, as of March 31, 2026.
−Removed: The Company is invested in a collateralized loan obligation (“CLO”), in which the Company subsequently invested $ 27.6 million in a subordinated note (the “CLO subordinated note”).
−Removed: The CLO is a VIE, given the insufficient equity at risk, evidenced by the tranched capital structure and multiple series of debt instruments issued.
−Removed: 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.
−Removed: 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.
−Removed: As such, the Company was determined to not be the primary beneficiary and the CLO is not consolidated on the Company’s financial statements.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: March 31, 2026, the fair value of the CLO subordinated note is $ 17.3 million and is included in real estate-related securities and other on the Company’s condensed consolidated balance sheets.
−Removed: For more information, refer to Note 7 — Real Estate-Related Securities and Other.
+Added: The Company’s ability to correctly assess its influence or control over an entity affects the presentation of these entities in the Company’s condensed combined and consolidated financial statements.
+Added: CMFH is the primary operating subsidiary through which substantially all of the Company’s operations are conducted and substantially all of the Company’s assets and liabilities are held.
+Added: The Company evaluated CMFH under the VIE guidance of ASC Topic 810, Consolidation, and determined that CMFH is a VIE because the equity holders, as a group, lack the power to direct the activities that most significantly impact CMFH’s economic performance.
+Added: The Company, through its role as the sole owner of the sole general partner of CMFH, has the power to direct the activities that most significantly affect CMFH’s economic performance and has the obligation to absorb losses and the right to receive benefits that could potentially be significant to CMFH.
+Added: Accordingly, the Company has determined that it is the primary beneficiary of CMFH and consolidates CMFH in its condensed combined and consolidated financial statements.
+Added: As of June 30, 2026, CIM Commercial Lending REIT (“CLR”), a Maryland statutory trust and subsidiary of the Company through which the Company conducts its commercial real estate lending business, 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.
+Added: The Company holds an investment in a collateralized loan obligation (“CLO”) subordinated note (the “CLO subordinated note”) issued by an unconsolidated CLO structure that is considered a VIE.
+Added: The Company determined that it is not the primary beneficiary because it does not have the power to direct the activities that most significantly affect the CLO’s economic performance.
+Added: Accordingly, the CLO is not consolidated in the Company’s condensed combined and consolidated financial statements.
+Added: The Company’s investment in the CLO subordinated note is included in investments in the Company’s condensed combined and consolidated balance sheets and is measured at fair value.
Use of Estimates
−Removed: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.
+Added: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed combined and consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.
Actual results could differ from those estimates.
−Removed: Real Estate Assets
−Removed: Real estate assets are stated at cost, less accumulated depreciation and amortization.
−Removed: The Company considers the period of future benefit of each respective asset to determine the appropriate useful life.
−Removed: The estimated useful lives of the Company’s real estate assets by class are generally as follows:
−Removed: Buildings 40 years
−Removed: Site improvements 15 years
−Removed: Tenant improvements Lesser of useful life or lease term
−Removed: Intangible lease assets Lease term
−Removed: The Company may assume legal title or physical possession of the collateral underlying a loan through a foreclosure or the execution of a deed-in-lieu of foreclosure.
−Removed: The acquired property is initially recognized at fair value in accordance with the asset acquisition provisions under the Financial Accounting Standards Board (“FASB”), Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”) within total real estate assets, net on the Company’s condensed consolidated balance sheet when the Company assumes legal title or physical possession.
−Removed: The value of acquired property is allocated based on the relative fair values of assets acquired and liabilities assumed, including, but not limited to, land, buildings, fixtures and improvements, and intangibles.
−Removed: For additional information, refer to Note 4 — Real Estate Assets.
−Removed: Recoverability of Real Estate Assets
−Removed: 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.
−Removed: Impairment indicators that the Company considers include, but are not limited to:
−Removed: bankruptcy or other credit concerns of a property’s major tenant, such as a history of late payments, lease concessions and other factors;
−Removed: a significant decrease in a property’s revenues due to lease terminations;
−Removed: co-tenancy clauses;
−Removed: reduced lease rates;
−Removed: changes in anticipated holding periods;
−Removed: significant increases to budgeted costs for units under development;
−Removed: and a reduction in prevailing market values for assets being considered for disposition.
−Removed: 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.
−Removed: 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.
−Removed: Generally, fair value is determined using a discounted cash flow analysis and recent comparable sales transactions.
−Removed: The Company’s impairment assessment as of March 31, 2026 was based on the most current information available to the Company, including expected holding periods.
−Removed: If the Company’s expected holding periods for assets change, subsequent tests for impairment could result in additional impairment charges in the future.
−Removed: The assumptions and uncertainties utilized in the evaluation of the impairment of real estate assets are discussed in detail in Note 3 — Fair Value Measurements.
−Removed: See also Note 4 — Real Estate Assets for further discussion regarding real estate investment activity.
−Removed: Assets Held for Sale
−Removed: 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.
−Removed: 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.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Dispositions of Real Estate Assets
−Removed: Gains and losses from dispositions are recognized once the various criteria relating to the terms of sale and any subsequent involvement by the Company with the asset sold are met.
−Removed: A discontinued operation includes only the disposal of a component of an entity and represents a strategic shift that has (or will have) a major effect on an entity’s financial results.
−Removed: Given the Company’s current asset portfolio and strategy, the Company’s dispositions during the three months ended March 31, 2026 and 2025 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.
−Removed: See Note 4 — Real Estate Assets for a discussion of the disposition of individual properties and condominiums during the three months ended March 31, 2026 and 2025.
−Removed: Allocation of Purchase Price of Real Estate Assets
−Removed: Upon the acquisition of real properties or after taking control of real assets through deeds-in-lieu of foreclosure as described above, the Company allocates the purchase price to acquired tangible assets, consisting of land, buildings and improvements, and to identified intangible assets and liabilities, consisting of the value of above- and below-market leases and the value of in-place leases and other intangibles, based in each case on their relative fair values.
−Removed: The Company utilizes independent appraisals to assist in the determination of the fair values of the tangible assets of an acquired property (which includes land and buildings).
−Removed: The information in the appraisal, along with any additional information available to the Company’s management, is used in estimating the amount of the purchase price that is allocated to land.
−Removed: Other information in the appraisal, such as building value and market rents, may be used by the Company’s management in estimating the allocation of purchase price to the building and to intangible lease assets and liabilities.
−Removed: The determination of the fair values of the real estate assets and liabilities acquired requires the use of significant assumptions with regard to the current market rental rates, rental growth rates, capitalization and discount rates, interest rates and other variables.
−Removed: The use of alternative estimates may result in a different allocation of the Company’s purchase price, which could materially impact the Company’s results of operations.
−Removed: Certain acquisition-related expenses related to asset acquisitions are capitalized and allocated to tangible and intangible assets and liabilities, as described above.
−Removed: Acquisition-related manager expense reimbursements are expensed as incurred and are included in expense reimbursements to related parties in the accompanying condensed consolidated statements of operations.
−Removed: Other acquisition-related expenses continue to be expensed as incurred and are included in transaction-related expenses in the accompanying condensed consolidated statements of operations.
−Removed: Investment in Unconsolidated Entities
−Removed: 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.
−Removed: Through the Unconsolidated Joint Venture, which holds approximately 91 % of the membership interest in NewPoint JV, LLC (the “NewPoint JV”) pursuant to the terms of the Operating Agreement entered into between the Unconsolidated Joint Venture and NewPoint Bridge Lending, LLC, the Company indirectly owns approximately 46 % of the outstanding equity of the NewPoint JV on a fully diluted basis.
−Removed: The Company accounts for its investment under the equity method.
−Removed: The equity method of accounting requires the investment to be initially recorded at cost, including transaction costs incurred to finalize the investment, and is subsequently adjusted for the Company’s share of equity in NP JV Holdings’ earnings and distributions, including unrealized gains and losses as a result of changes in fair value of the NewPoint JV.
−Removed: 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 condensed consolidated balance sheets and such share is recognized as a profit or loss on the condensed consolidated statements of operations.
−Removed: For more information, refer to Note 6 — Investment in Unconsolidated Entities.
+Added: Management’s estimates are based on historical experience and other factors, including expectations of future events that management believes to be reasonable under the circumstances.
+Added: Assumptions and estimates regarding the valuation of investments and their resulting impact on performance allocations involve a higher degree of judgment and complexity and these assumptions and estimates may be significant to the condensed combined and consolidated financial statements and the resulting impact on performance allocations.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Cash and Cash Equivalents
+Added: Cash and cash equivalents include cash in bank accounts, as well as investments in highly-liquid money market funds.
+Added: The Company deposits cash with several high-quality financial institutions.
+Added: These deposits are guaranteed by the Federal Deposit Insurance Company (“FDIC”) up to an insurance limit of $ 250,000 .
+Added: At times, the Company’s cash and cash equivalents may exceed federally insured levels.
+Added: Although the Company bears risk on amounts in excess of those insured by the FDIC, it has not experienced and does not anticipate any losses due to the high quality of the institutions where the deposits are held.
Restricted Cash
−Removed: The Company had $ 22.4 million and $ 4.6 million in restricted cash as of March 31, 2026 and December 31, 2025, respectively.
−Removed: Included in restricted cash was $ 1.8 million and $ 2.6 million held by lenders in lockbox accounts, as of March 31, 2026 and December 31, 2025, respectively.
+Added: The Company had $ 45.7 million in restricted cash as of June 30, 2026.
+Added: No amounts were included in restricted cash as of December 31, 2025.
+Added: Included in restricted cash was $ 44.0 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 lenders’ loans agreement as of June 30, 2026.
+Added: Also included in restricted cash was $ 1.7 million held by lenders in lockbox accounts, as of June 30, 2026.
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.
−Removed: Also included in restricted cash was $ 20.6 million of construction reserves, amounts held by lenders in escrow accounts for real estate taxes and
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: other lender reserves for certain properties, in accordance with the associated lender’s loan agreement as of March 31, 2026 and December 31, 2025.
−Removed: Real Estate-Related Securities and Other
−Removed: Real estate-related securities and other consists primarily of the Company’s investments in CMBS, CLOs and equity securities.
−Removed: 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.
−Removed: As of March 31, 2026, the Company classified its investments in CMBS and CLO subordinated note as available-for-sale as the Company is not actively trading the securities;
−Removed: however, the Company may sell them prior to their maturity.
−Removed: These investments are carried at their estimated fair value with unrealized gains and losses reported in other comprehensive (loss) income.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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 condensed consolidated statements of operations.
−Removed: Dividend income is included in other income, net on the condensed consolidated statements of operations, of which the Company recorded $ 821,000 and $ 1.2 million during the three months ended March 31, 2026 and March 31, 2025, respectively.
−Removed: The Company monitors its CMBS and CLO subordinated note for changes in fair value.
−Removed: A loss is recognized when the Company determines that a decline in the estimated fair value of a security below its amortized cost has resulted from a credit loss or other factors, such as market conditions.
−Removed: Such losses that are credit related are recorded as a current expected credit loss in (decrease) increase in provision for credit losses on the Company’s condensed consolidated statements of operations.
−Removed: Subsequent cumulative adverse changes in expected cash flows on the Company’s CMBS and CLO subordinated note are recognized as an increase to current expected credit losses.
−Removed: However, the allowance is limited to the amount by which the CMBS and CLO subordinated note’s amortized cost exceeds its fair value.
−Removed: Favorable changes in expected cash flows are recognized as a decrease to current expected credit losses.
−Removed: For additional information regarding the Company’s process for estimating current expected credit losses for its real estate-related securities, see the Current Expected Credit Losses section below.
−Removed: Interest earned is either received in cash or capitalized to real estate-related securities and other in the Company’s condensed consolidated balance sheets.
−Removed: Interest is capitalized when certain conditions are met as specified in each security agreement.
−Removed: Loans Held-for-Investment
−Removed: The Company’s loans held-for-investment include loans related to real estate assets, as well as credit investments, including commercial mortgage loans and other loans and securities related to commercial real estate assets, as well as corporate loan opportunities that are consistent with the Company’s investment strategy and objectives.
−Removed: The Company intends to hold the loans held-for-investment for the foreseeable future or until maturity.
−Removed: Loans held-for-investment are carried on the Company’s condensed consolidated balance sheets at amortized cost, net of any current expected credit losses and are adjusted for amortization of premiums and accretion of discounts to maturity.
−Removed: Interest earned is either received in cash or capitalized to loans held-for-investment and related receivables, net in the Company’s condensed consolidated balance sheets.
−Removed: Interest is capitalized when certain conditions are met as specified in each loan agreement.
−Removed: Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status.
−Removed: See the Revenue Recognition section below for additional information regarding the Company’s revenue from lending activities.
−Removed: Current Expected Credit Losses
−Removed: Current expected credit losses (“CECL”) required under the FASB, ASC 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-
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: investment, CMBS and CLO included in the condensed consolidated balance sheets.
−Removed: Changes to current expected credit losses are recognized through net income on the Company’s condensed consolidated statements of operations.
−Removed: 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.
−Removed: 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.
−Removed: 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 FASB Staff Q&A Topic 326, No.
−Removed: 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.
−Removed: The Company considers loan investments that are both (i) expected to be substantially repaid through the operation or sale of the underlying collateral, and (ii) for which the borrower is experiencing financial difficulty, to be “collateral-dependent” loans.
−Removed: For such loans that the Company determines that foreclosure of the collateral is probable, the Company measures the expected losses based on the difference between the fair value of the collateral less costs to sell and the amortized cost basis of the loan as of the measurement date.
−Removed: For collateral-dependent loans that the Company determines foreclosure is not probable, the Company applies a practical expedient to estimate expected losses using the difference between the collateral’s fair value (reduced by certain adjustments such as estimated costs to sell the asset if repayment is expected through the sale of the collateral) and the amortized cost basis of the loan.
−Removed: For the Company’s liquid corporate senior loans and corporate senior loans, the Company uses a probability of default and loss given default method using a comparable data set.
−Removed: The Company may use other acceptable alternative approaches in the future depending on, among other factors, the type of loan, underlying collateral, and availability of relevant historical market loan loss data.
−Removed: The Company 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.
−Removed: This is generally at the time a loan is repaid or foreclosed.
−Removed: 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.
−Removed: 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:
−Removed: (i) loan and credit structure, including the as-is loan-to-value (“LTV”) ratio and structural features;
−Removed: (ii) quality and stability of real estate value and operating cash flow, including debt yield, dynamics of the geography, property type and local market, physical condition, stability of cash flow, leasing velocity and quality and diversity of tenancy;
−Removed: (iii) performance against underwritten business plan;
−Removed: and (iv) quality, experience and financial condition of sponsor, borrower and guarantor(s).
−Removed: Based on a 5-point scale, the Company’s loans are rated “1” through “5,” from least risk to greatest risk, respectively, which ratings are defined as follows:
−Removed: 1- Outperform — Most satisfactory asset quality and liquidity, good leverage capacity.
−Removed: A “1” rating maintains predictable and strong cash flows from operations.
−Removed: The trends and outlook for the credit’s operations, balance sheet, and industry are neutral to favorable.
−Removed: Collateral, if appropriate, exceeds performance metrics;
−Removed: 2- Meets or Exceeds Expectations — Acceptable asset quality, moderate excess liquidity, modest leverage capacity.
−Removed: A “2” rating could have some financial/non-financial weaknesses which are offset by strengths;
−Removed: however, the credit demonstrates an ample current cash flow from operations.
−Removed: The trends and outlook for the credit’s operations, balance sheet, and industry are generally positive or neutral.
−Removed: Collateral performance, if appropriate, meets or exceeds substantially all performance metrics included in original or current underwriting / business plan;
−Removed: 3- Satisfactory — Acceptable asset quality, somewhat strained liquidity, minimal leverage capacity.
−Removed: A “3” rating is at times characterized by acceptable cash flows from operations.
−Removed: The trends and conditions of the credit’s operations and balance sheet are neutral.
−Removed: Collateral performance, if appropriate, meets or is on track to meet underwriting;
−Removed: business plan can reasonably be achieved;
−Removed: 4- Underperformance — The debt investment possesses credit deficiencies or potential weaknesses which deserve management’s close and continued attention.
−Removed: 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
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: 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.
−Removed: Collateral performance, if appropriate, falls short of original underwriting, material differences exist from business plan, or both;
−Removed: technical milestones have been missed;
−Removed: defaults may exist, or may soon occur absent material improvement;
−Removed: 5- Default/Possibility of Loss — The debt investment is protected inadequately by the current enterprise value or paying capacity of the obligor or of the collateral, if any.
−Removed: The underlying company’s operations have well-defined weaknesses based upon objective evidence, such as recurring or significant decreases in revenues and cash flows.
−Removed: Major variance from business plan;
−Removed: loan covenants or technical milestones have been breached;
−Removed: timely exit from loan via sale or refinancing is questionable;
−Removed: risk of principal loss.
−Removed: Collateral performance, if appropriate, is significantly worse than underwriting.
−Removed: 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.
−Removed: In estimating credit losses related to real estate-related securities, management considers a variety of factors, including, but not limited to, the extent to which the fair value is less than the amortized cost basis, recent events specific to the security, industry or geographic area, the payment structure of the security, the failure of the issuer of the security to make scheduled interest or principal payments, and external credit ratings and recent changes in such ratings.
−Removed: Credit losses, if any, are estimated by calculating the difference between (i) the present value of estimated cash flows expected to be collected from the security discounted at the yield determined as of the initial acquisition date or, if since revised, as of the last date previously revised, and (ii) the net amortized cost basis of the security.
−Removed: Significant judgment is used in estimating future cash flows for the Company’s real estate-related securities.
−Removed: The Company has lease agreements with lease and non-lease components.
−Removed: The Company has elected to not separate non-lease components from lease components for all classes of underlying assets (primarily real estate assets) and will account for the combined components as rental and other property income.
−Removed: Non-lease components included in rental and other property income include certain tenant reimbursements for maintenance services (including common-area maintenance services or “CAM”), real estate taxes, insurance and utilities paid for by the lessor but consumed by the lessee.
−Removed: As a lessor, the Company has further determined that this policy will be effective only on a lease that has been classified as an operating lease and the revenue recognition pattern and timing is the same for both types of components.
−Removed: The Company is not a party to any material leases where it is the lessee.
−Removed: 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.
−Removed: 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.
−Removed: Lease costs represent the initial direct costs incurred in the origination, negotiation and processing of a lease agreement.
−Removed: Such costs include outside broker commissions and other independent third-party costs and are amortized over the life of the lease on a straight-line basis.
−Removed: Costs related to salaries and benefits, supervision, administration, unsuccessful origination efforts and other activities not directly related to completed lease agreements are expensed as incurred.
−Removed: Upon successful lease execution, leasing commissions are capitalized.
−Removed: Development Activities
−Removed: Project costs and expenses, including interest incurred, associated with the development, construction and lease-up of a real estate project are capitalized as construction in progress.
−Removed: For additional information, refer to Note 4 — Real Estate Assets.
−Removed: Revenue Recognition
−Removed: Revenue from leasing activities
−Removed: Rental and other property income is primarily derived from fixed contractual payments from operating leases and, therefore, is generally recognized on a straight-line basis over the term of the lease, which typically begins the date the tenant takes control of the space.
−Removed: When the Company acquires a property, the terms of existing leases are considered to commence as
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: of the acquisition date for the purpose of this calculation.
−Removed: Variable rental and other property income consists primarily of tenant reimbursements for recoverable real estate taxes and operating expenses which are included in rental and other property income in the period when such costs are incurred, with offsetting expenses in real estate taxes and property operating expenses, respectively, within the condensed consolidated statements of operations.
−Removed: 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.
−Removed: The Company continually reviews whether collection of future lease payments and current and future operating expense reimbursements from tenants are probable.
−Removed: 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.
−Removed: 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.
−Removed: Revenue from leases where collection is deemed to be not probable is recorded on a cash basis until collectability becomes probable.
−Removed: Management’s estimate of the collectability of lease-related receivables is based on the best information available at the time of estimate.
−Removed: The Company does not use a general reserve approach and lease-related receivables are adjusted and taken against rental and other property income only when collectability becomes not probable.
−Removed: Revenue from lending activities
−Removed: 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).
−Removed: 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.
+Added: Revenue Recognition - Real Assets Management Activities
+Added: Revenues from real assets management activities primarily consist of management fees, reimbursements from the Company’s Funds and affiliates, incentive fees and performance allocations.
+Added: Revenue from real assets management activities consists of the following (in thousands):
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Management fees and servicing fees
+Added: Reimbursements
+Added: Incentive fees
+Added: Total management fees and other
+Added: Performance allocations revenue
+Added: Total real assets management revenues
+Added: Management Fees and Other
+Added: Management fees and servicing fees and incentive fees are accounted for as contracts with customers.
+Added: Under the guidance for contracts with customers, an entity is required to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation.
+Added: In determining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the uncertainty associated with the variable consideration is resolved.
+Added: Management Fees and Servicing Fees — The Company provides real assets management and related real property services including property management, development management, leasing, sales brokerage, acquisition, and disposition services, as well as advisory, security sales, and dealer management services.
+Added: All management fees are based on contractual terms specified in the underlying agreements.
+Added: Accrued but unpaid management fees as of the reporting date are included in management fees and other receivables from related parties in the condensed combined and consolidated balance sheets.
+Added: The Company, through its subsidiaries, serves as manager of the Funds.
+Added: In exchange for managing the Funds and their assets and for providing its full array of integrated real property services, the Company is entitled to receive management fees generally up to 2.0 % per annum of the net asset value, gross asset value, invested capital, and/or committed capital, and, in
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: some cases, an additional percentage of net operating income, as identified in the applicable agreements.
+Added: The Company records revenue related to these fees as services are performed.
+Added: Property management fees are earned under the terms of the underlying property management agreements.
+Added: These fees are based upon a percentage, generally up to 5.0 %, of the revenues generated by the properties under management.
+Added: As most of the contractual terms and conditions set forth in individual agreements for each development project are complex and unique, the Company must often use judgment to determine the timing of revenue recognition of development management fees.
+Added: These fees are recognized monthly when specific criteria have been met per the underlying agreements.
+Added: For most of the projects, the Company generally charges development management fees of up to 4.0 % of the aggregate project costs expended prior to or during the term of the respective agreement and also earns fees based on the project’s profitability.
+Added: Commissions on leases are earned and recognized in full when the lease is executed, unless it is deemed probable, in accordance with the Company’s estimates and judgment, that a significant reversal of revenue will occur.
+Added: Based on the terms and conditions of a commission agreement, the Company generally collects a portion of a lease commission upon the execution of the lease agreement by the tenant and landlord, with the remaining portion of the lease commission collected at a later date, typically upon tenant occupancy or first payment of rent.
+Added: Sales commissions are earned under the terms of the underlying brokerage agreements.
+Added: These fees are based upon a percentage, generally up to 6.0 %, of the aggregate dollar amount of the sale of condominium units at a project.
+Added: Certain subsidiaries of the Company are registered with the SEC as broker-dealers and are members of the Financial Industry Regulatory Authority (“FINRA”).
+Added: These subsidiaries provide distribution-related services for certain Funds, including acting as dealer manager, principal distributor or placement agent in connection with securities offerings conducted by such Funds.
+Added: As compensation for these services, the Company may earn selling commissions, dealer manager fees and stockholder servicing fees in accordance with the terms of the applicable distribution and dealer manager agreements.
+Added: The Company’s registered broker-dealer subsidiaries may receive selling commissions based on the gross offering proceeds related to the sale in primary offerings of common and preferred stock of certain Funds that are managed by subsidiaries of the Company.
+Added: The Company reallows 100 % of selling commissions earned to participating broker-dealers.
+Added: No selling commissions are paid to the Company or other broker-dealers with respect to shares issued under distribution reinvestment plans, under which the stockholders may elect to have distributions reinvested in additional shares.
+Added: The Company records securities sales commissions as revenue upon the sale of the common stock and preferred stock.
+Added: Through its registered broker-dealer subsidiaries, the Company also serves as dealer manager or principal distributor for certain Funds pursuant to dealer manager agreements.
+Added: In return, the Company receives dealer manager and stockholder servicing fees.
+Added: Dealer manager fees may be received upfront based on the gross offering proceeds related to the sale of shares or in arrears based on the net asset value for each class of common stock.
+Added: Stockholder servicing fees are received in arrears based on the net asset value for each class of common stock.
+Added: The Company records upfront dealer manager fees upon the sale of shares.
+Added: Stockholder servicing fees and dealer manager fees received in arrears are recorded as revenue when the fees are fixed or determinable.
+Added: The Company earns acquisition fees related to the acquisition, development, or construction of properties on behalf of certain Funds and other affiliates.
+Added: In addition, the Company earns disposition fees related to the sale of one or more properties, including those held indirectly through unconsolidated joint ventures, and other affiliates.
+Added: The Company records revenue related to acquisition and disposition fees upon completion of a transaction or when the Company determines it has fulfilled its performance obligations.
+Added: Reimbursements — The Company incurs costs on behalf of the assets owned by the Funds and receives reimbursement of payroll, general and administrative expenses, and other related costs that are incurred in connection with services or functions provided or made available to a Fund and/or its assets.
+Added: Incentive Fees — Contractual fees earned based on the performance of certain Funds (“Incentive Fees”) are a form of variable consideration in the Company’s contracts with customers to provide real assets management services.
+Added: Incentive Fees are earned based on Fund performance during a contractual period, subject to the achievement of minimum return levels, or high-water marks, in accordance with the respective terms set out in the applicable Fund’s governing agreements.
+Added: Incentive Fees are not recognized as revenue until (a) it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur, or (b) the uncertainty associated with the variable consideration is subsequently resolved.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Fees are typically recognized as revenue when realized at the end of the measurement period.
+Added: Once realized, such fees are typically not subject to clawback or reversal.
+Added: Performance Allocations
+Added: Performance Allocations are made to the general partner or a special limited partner (“SLP”) based on cumulative Fund performance to date, subject to a preferred return to limited partners.
+Added: Depending upon future performance of these Funds, the performance allocations may be subject to clawback.
+Added: The performance allocations vary by Fund structure and strategy.
+Added: For most Funds, the performance allocations generally represent up to 20.0 % of the Funds’ cumulative net investment returns, subject to a preferred return generally ranging from 8.0 % to 10.0 %, as defined in the applicable governing documents of the related Funds.
+Added: If the Fund does not achieve specified cumulative returns and the SLP or sponsor receives distributions in excess of its share of the Fund’s net profits over the life of the Fund, the Company will be obligated to repay (“clawback”) the amount by which the performance allocations that were previously distributed to the Company exceeds amounts due to the Company based on the cumulative results.
+Added: At the end of each reporting period, the Company determines if any potential clawback obligation exists based upon a hypothetical liquidation of the Fund’s net assets at current fair value.
+Added: If contingencies exist, the Company records an accrued clawback obligation for potential repayment to the Fund’s clients of previously received performance allocations, which is presented as a component of due to related parties in the condensed combined and consolidated balance sheets.
+Added: Generally, any clawback liability does not become realized until the dissolution and winding up of the applicable Fund.
+Added: Performance allocations are accounted for as variable consideration arising from contracts with customers under ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”), as the Company earns such amounts in its capacity as manager to the underlying Funds.
+Added: Accordingly, performance allocations are not recognized through the Company’s share of earnings of the underlying Funds under the equity method of accounting.
+Added: Performance allocations are recorded as revenue when it is determined that a significant reversal of cumulative revenue recognized is no longer probable or upon the termination of the applicable Fund.
+Added: In making this determination, the Company evaluates the probability of a significant reversal based on the applicable Fund's cumulative investment performance and the contractual terms governing the performance allocation.
+Added: The Company applies a practical expedient for the portfolio of contracts with similar characteristics because the Company expects that the effects of applying the guidance on a portfolio basis would not differ materially from applying the guidance on an individual contract-by-contract basis.
+Added: Revenue Recognition - Strategic Holdings Activities
+Added: Income from Equity-Method Investments
+Added: The Company records income from equity-method investments based on its proportionate share of the underlying earnings or losses of the equity-method investees.
+Added: Realized gains and losses recognized from sales and dispositions of underlying investments and net investment income earned from the operating activities of the equity-method investees are presented in the condensed combined and consolidated statements of operations in income from equity-method investments income.
+Added: Income from equity-method investments also includes changes in the fair value of the underlying investments of the equity-method investees.
+Added: Since the Company recognizes income as it is earned by the equity-method investees, the eventual payment of dividends is accounted for as a reduction of carrying value in the investment account.
+Added: Revenues from Consolidated Investments
+Added: Revenues from consolidated investments primarily include rental and other property income from consolidated real estate assets and interest income from consolidated credit investments.
+Added: Revenue from Rental Activities — Rental and other property income is included in revenues from consolidated investments in the condensed combined and consolidated statements of operations.
+Added: Fixed rental income from operating leases is recognized on a straight-line basis over the term of the lease over the applicable lease term.
+Added: For properties acquired with existing leases, the lease term is considered to commence on the acquisition date for purposes of recognizing rental income.
+Added: Variable rental and other property income consists primarily of tenant reimbursements for recoverable real estate taxes and property operating expenses and is recognized in the period in which the related expenses are incurred.
+Added: Other variable rental income, including percentage rent, is recognized when the applicable contractual thresholds are achieved.
+Added: The Company assesses the collectability of lease payments and tenant reimbursements based on the tenant’s payment history, financial condition and relevant business and economic conditions.
+Added: If collectability is not probable, previously
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: recognized amounts are reversed against rental and other property income and subsequent revenue is recognized on a cash basis until collectability becomes probable.
+Added: Revenue from Lending Activities — Interest income from the Company’s credit investments is included in revenues from consolidated investments in the condensed combined and consolidated statements of operations.
+Added: Interest income is generally recognized using the effective interest method and includes the accretion and amortization of applicable origination fees and discounts.
+Added: Interest income on the CLO subordinated note is recognized using the effective yield method based on estimated cash flows, which are reevaluated periodically.
Interest income on loans is accrued as earned, with the accrual of interest suspended when the related loan becomes a nonaccrual loan.
−Removed: Interest income on the Company’s liquid corporate senior loans and corporate senior loans is accrued as earned beginning on the settlement date.
−Removed: Upon the sale of a security, the realized net gain or loss is computed on the specific identification method.
−Removed: The Company recognizes interest income on its CLO subordinated note using the effective yield method utilizing expected cash flows from the underlying positions.
−Removed: 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.
−Removed: 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.
−Removed: Upon the sale of a security, the realized net gain or loss is computed on the specific identification method.
−Removed: Accrual of interest income is suspended on nonaccrual loans.
Loans that are past due 90 days or more as to principal or interest, or where reasonable doubt exists as to timely collection, are generally considered nonperforming and placed on nonaccrual status.
−Removed: Interest collected is recognized on a cash basis 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.
+Added: Interest collected is recognized on a cash basis when received as interest income or as a reduction in the investment’s carrying amount based on the relevant facts and circumstances.
+Added: Accrual generally resumes when the loan becomes contractually current and the collection of future principal and interest is reasonably assured.
+Added: Expenses are recognized as incurred and consist of general and administrative costs, compensation and benefits, performance allocations expense, expenses from consolidated investments and interest expense.
+Added: General and Administrative — General and administrative expenses primarily include professional fees, travel and related expenses, rent and facilities charges, reallowed selling commissions, subadvisor fees, organizational costs, placement fees, depreciation and amortization of fixed assets, and other administrative overhead costs.
+Added: Compensation and Benefits — Compensation and benefits consist of employee compensation, comprised of salary and bonus, and benefits paid and payable to employees and principals.
+Added: Compensation and benefits also includes incentive fee bonus compensation, which consists of compensation paid and payable to employees and principals based on incentive fees.
+Added: Performance Allocations Expense — Performance allocations expense consists of profit participation interests granted to, or paid and payable to, employees and principals in respect of performance allocations.
+Added: The compensation may be structured as a fixed percentage and may be subject to vesting and continued employment or service.
+Added: Other limitations may apply to the compensation as set forth in the applicable governing documents.
+Added: Performance allocations compensation is expensed over its anticipated life.
+Added: Expenses from Consolidated Investments — Expenses from consolidated investments consist primarily of property operating expenses, real estate taxes, asset-level operating costs, costs associated with managing investment properties, and other expenses directly related to the Company’s investment portfolio.
+Added: Transaction-Related and Other Expenses — Transaction-related and other expenses represent amounts incurred in connection with business acquisitions and reorganizations, potential transactions that are not completed, and the wind-down or termination of certain Funds.
+Added: These primarily consist of legal, advisory, and other professional fees.
+Added: During the three and six months ended June 30, 2026, the Company incurred transaction-related and other expenses of $ 27.5 million, including $ 17.2 million directly related to the Transactions, along with $ 10.3 million of other non-recurring abandoned Fund start-up costs.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Contract Assets, Net
+Added: Contract assets, net consist of the following (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Management fees and other
+Added: Performance allocations
+Added: Third-party placement fees
+Added: accumulated amortization
+Added: Total contract assets, net
+Added: The following table summarizes the amortization expense related to contract assets for the three and six months ended June 30, 2026 and 2025 (in thousands):
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Third-party placement fees and other (1)
+Added: Compensation (2)
+Added: ____________________________________
+Added: (1) Included in general and administrative expenses in the condensed combined and consolidated statements of operations.
+Added: (2) Included in compensation and benefits expenses in the condensed combined and consolidated statements of operations.
+Added: Contract assets include amounts recognized as revenue for which the Company’s right to payment is conditioned on something other than the passage of time, but which condition should not constrain revenue recognition.
+Added: The related revenue streams were accelerated and recorded as contract assets when earned, as determined in accordance with ASC 606.
+Added: Additionally, in accordance with ASC 340, Other Assets and Deferred Costs , which addresses the accounting for costs incurred as part of obtaining or fulfilling a contract with a customer, the Company deferred expenses as contract assets.
+Added: As such, the Company capitalized third-party placement fees and compensation that was directly related to transactions that will generate future revenue, performance allocations compensation, and other costs.
+Added: The capitalized placement fees and compensation are amortized over the life of the applicable investments while the capitalized performance allocations compensation are expensed as the related performance allocations compensation is paid.
+Added: Contract Liabilities
+Added: Contract liabilities consist of the following (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Performance allocations revenues
+Added: Fees received in advance
+Added: Total contract liabilities
+Added: Contract liabilities consist of performance allocations revenues and management fees received in advance.
+Added: The Company is allocated performance allocations from its Funds upon exceeding performance thresholds.
+Added: Depending upon future performance of these Funds, the allocated performance allocations may be subject to clawback.
+Added: Generally, the actual clawback liability does not become realized until the dissolution and winding up of the Fund.
+Added: The Company’s investments consist of interests held directly and indirectly through CMFH and its subsidiaries, including consolidated investments and investments accounted for under the equity method of accounting.
+Added: The Company’s investment activities are conducted primarily through its Strategic Holdings segment.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Real Estate Assets
+Added: Real estate assets are stated at cost, less accumulated depreciation and amortization.
+Added: Depreciation and amortization are recognized on a straight-line basis over the estimated useful lives of the assets, which are generally 40 years for buildings, 15 years for site improvements, the shorter of the useful life or lease term for tenant improvements, and the applicable lease term for intangible lease assets.
+Added: Real estate acquired through a foreclosure or a deed-in-lieu of foreclosure is initially recognized at fair value when the Company assumes legal title or physical possession.
+Added: The value of the acquired property is allocated to the acquired tangible and intangible assets and liabilities based on their relative fair values.
+Added: Recoverability of Real Estate Assets
+Added: The Company evaluates real estate assets for impairment when events or changes in circumstances indicate that their carrying amounts may not be recoverable.
+Added: Such indicators may include tenant financial difficulties, lease terminations, vacancies, declining operating performance, changes in anticipated holding periods and reduction in estimated market values.
+Added: If the carrying amount of an asset is not recoverable through its expected undiscounted cash flows, the Company recognizes an impairment loss for the excess of the carrying amount over fair value.
+Added: Fair value is generally estimated using discounted cash flow analyses and comparable market transactions.
+Added: Assets Held for Sale and Dispositions
+Added: Real estate assets are classified as held for sale when the applicable accounting criteria are met and are reported at the lower of carrying amount or fair value less costs to sell.
+Added: Depreciation and amortization cease upon classification as held for sale.
+Added: Gains and losses from real estate dispositions are recognized when control of the real estate transfers to the buyer.
+Added: A disposition is reported as a discontinued operation only when it represents a strategic shift that has, or will have, a major effect on the Company’s operations and financial results.
+Added: No dispositions took place during the six months ended June 30, 2026 or 2025.
+Added: Real Estate Acquisition and Development Activities
+Added: The cost of an acquired real estate asset is allocated to land, buildings and improvements, and identifiable intangible lease assets and liabilities based on their relative fair values.
+Added: The Company generally utilizes third-party appraisals and other available market information in determining fair values, which may include assumptions regarding market rents, rental growth, capitalization and discount rates, interest rates and other variables.
+Added: Direct acquisition costs associated with asset acquisitions are capitalized as part of the cost of the acquired assets;
+Added: other transaction-related costs are expensed as incurred.
+Added: Costs directly associated with the development, construction and lease-up of real estate projects, including qualifying interest costs are capitalized as construction in progress.
+Added: Equity-Method Investments
+Added: The Company accounts for investments over which it has the ability to exercise significant influence, but does not meet the requirements for consolidation, under the equity method of accounting.
+Added: Equity-method investments are initially recognized at cost and subsequently adjusted for the Company’s allocable share of the investee’s earnings or losses, contributions made and distributions received.
+Added: For certain eligible equity-method investments, the Company has elected the fair value option on an instrument-by-instrument basis.
+Added: Investments for which the fair value option has been elected are measured at fair value at each reporting date.
+Added: See Note 3 — Fair Value Measurements, for additional information regarding the valuation of these investments.
+Added: The Company’s allocable share of investee earnings or losses and changes in fair value, as applicable, are recognized in income from equity-method investments in the condensed combined and consolidated statements of operations.
+Added: Equity-method investments for which the fair value option has not been elected are evaluated for impairment when events or changes in circumstances indicate that the carrying amount may not be recoverable.
+Added: An impairment loss is recognized when a decline in value is determined to be other than temporary.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The Company’s equity-method investments primarily include interests in managed Funds, unconsolidated joint ventures and other owner-operators of real assets.
+Added: See Note 4 — Investments, for additional information regarding these investments.
+Added: Credit Investments
+Added: Credit investments consists primarily of the Company’s investments in commercial mortgage-backed securities (“CMBS”), a CLO subordinated note, commercial real estate loans, corporate senior loans and other credit investments.
+Added: The Company has elected the fair value option for substantially all of its credit investments.
+Added: Accordingly, these investments are initially recognized at cost and subsequently measured at fair value, with changes in fair value reported in net realized and unrealized losses from consolidated investments in the accompanying condensed combined and consolidated statements of operations.
+Added: Interest earned is either received in cash or capitalized to investments in the Company’s condensed combined and consolidated balance sheets.
+Added: Interest is capitalized when certain conditions are met as specified in each loan agreement.
+Added: Because the Company has elected the fair value option for these investments, it does not establish an allowance for credit losses on loans measured at fair value.
+Added: Credit risk is reflected in the determination of fair value and recognized through changes in earnings.
+Added: Equity Securities
+Added: The Company’s investments in equity securities of public and private companies are carried at their estimated fair values with net realized and unrealized losses from consolidated investments reported on the condensed combined and consolidated statements of operations.
+Added: Dividend income is recognized when the Company’s right to receive payment is established.
+Added: Equity securities without readily determinable fair values that do not qualify for the net asset value practical expedient are measured at cost, less impairment, and adjusted for observable price changes in orderly transactions for identical or similar investments of the same issuer.
+Added: The Company evaluates these investments for impairment at each reporting date.
+Added: Other Assets, Net
+Added: Other assets, net consist of the following (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Property and equipment, net (1)
+Added: Accounts receivable, net
+Added: Prepaid expenses
+Added: Right-of-use assets
+Added: Deferred financing costs, net
+Added: Other assets, net
+Added: Total other assets, net
+Added: ____________________________________
+Added: (1) Net of accumulated depreciation and amortization of $ 8.4 million and $ 7.0 million as of June 30, 2026 and December 31, 2025, respectively.
+Added: Depreciation and amortization expense related to property and equipment was $ 816,000 and $ 518,000 for the three months ended June 30, 2026 and 2025, respectively, and $ 1.3 million and $ 1.0 million for the six months ended June 30, 2026 and 2025, respectively, which was recorded in general and administrative expenses in the condensed combined and consolidated statements of operations.
+Added: Accrued Expenses and Other Liabilities
+Added: Accrued expenses and other liabilities consist of the following (in thousands):
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Accrued expenses
+Added: Distributions payable
+Added: Operating lease liabilities
+Added: Accrued income taxes
+Added: Accrued compensation and benefits
+Added: Accrued interest
+Added: Intangible lease liabilities, net (1)
+Added: Other liabilities
+Added: Total accrued expenses and other liabilities
+Added: ____________________________________
+Added: (1) Consists of acquired below-market leases, with a weighted average life remaining of 5.7 years.
+Added: No amortization was recorded for the three and six months ended June 30, 2026 and 2025, respectively as an increase to revenues from consolidated investments in the accompanying condensed combined and consolidated statements of operations.
+Added: Goodwill represents the excess cost over identifiable net assets of an acquired business.
+Added: As of June 30, 2026, the Company’s goodwill reflected on the condensed combined and consolidated balance sheets relates to goodwill existing within the Contributed Entities prior to the Transactions.
+Added: The Company has determined that it has one reporting unit for goodwill impairment testing purposes.
+Added: Goodwill is tested annually for impairment or more frequently if circumstances indicate impairment may have occurred.
+Added: No impairment was identified during the most recent annual impairment assessment or during management's evaluation of impairment indicators as of June 30, 2026.
+Added: Redeemable Common Stock
+Added: Under the Company’s share redemption program, the Company’s obligation to redeem shares of its outstanding common stock is limited, among other things, to the net proceeds received by the Company from the sale of shares under the distribution reinvestment plan (“DRIP”), net of shares redeemed to date.
+Added: The Company records the maximum amount that is redeemable under the share redemption program as redeemable common stock outside of permanent equity in its condensed combined and consolidated balance sheets.
+Added: Changes in the amount of redeemable common stock from period to period are recorded as an adjustment to capital in excess of par value.
+Added: The Company acts as both a lessor and lessee in the ordinary course of business.
+Added: As a lessor, lease revenues are primarily derived from operating leases associated with real estate assets held within the Strategic Holdings segment and are included in revenues from consolidated investments in the accompanying condensed combined and consolidated statements of operations.
+Added: The Company has elected to not separate lease and non-lease components for its real estate operating leases when the revenue recognition timing and pattern of transfer are the same for both types of components.
+Added: As a lessee, the Company leases office space and other facilities under operating lease arrangements.
+Added: Right-of-use assets and lease liabilities are recognized based on the present value of future lease payments over the lease term.
+Added: The Company uses judgment in determining lease terms and discount rates where applicable.
+Added: See Note 11 — Leases for additional quantitative information on the Company’s leases.
+Added: Noncontrolling Interests
+Added: Noncontrolling Interests in Consolidated Entities
+Added: Noncontrolling interests in consolidated entities represent third-party noncontrolling interests in consolidated investments of CMFH.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Noncontrolling Interests in CIM Finance Holdings, LP
+Added: Noncontrolling interests in CIM Finance Holdings, LP represent the economic interests in CMFH held by CMGH through its ownership of CMFH Class A LP Units.
+Added: Because CMFH is consolidated by the Company, the portion of CMFH not owned by CIM Group, Inc.
+Added: is presented as noncontrolling interests in the condensed combined and consolidated financial statements.
+Added: The Company is a domestic corporation for U.S.
+Added: federal income tax purposes and is subject to U.S.
+Added: federal, state and local income taxes at the corporate level on its share of taxable income.
+Added: ASC Topic 740, Income Taxes (“ASC 740”), provides guidance for how uncertain tax positions should be recognized, measured, presented, and disclosed in the consolidated financial statements.
+Added: ASC 740 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the Company’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority.
+Added: Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current period.
+Added: No such items existed in 2025.
+Added: In addition, certain subsidiaries of the Company are subject to state and local income, franchise, and other forms of taxation imposed by certain state and local jurisdictions on their taxable income.
+Added: The Company’s tax returns for tax years 2022 through 2025 remain subject to examination by federal and state taxing authorities.
Reportable Segments
−Removed: The Company’s segment information reflects how the chief operating decision makers review information for operational decision-making purposes.
−Removed: The Company has two reportable segments:
−Removed: 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.
−Removed: This segment also includes investments in real estate-related and other securities, equity securities, liquid corporate senior loans and corporate senior loans.
−Removed: The Company’s credit segment derives its revenues from the lending activities described above under “Revenue Recognition”.
−Removed: 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.
−Removed: The Company’s real estate segment derives its revenues from the leasing activities described above under “Revenue Recognition”.
−Removed: See Note 15 — Segment Reporting for a further discussion regarding these segments.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
+Added: The Company’s segment information reflects how the chief operating decision maker reviews information for operational decision-making purposes.
+Added: The Company conducts its business through two reportable segments:
+Added: Asset Management and Strategic Holdings.
+Added: The Company’s segment accounting policies are generally consistent with the accounting policies described herein.
+Added: See Note 12 — Segment Reporting, for additional information regarding the Company’s reportable segments, segment profitability measures and the basis on which segment results are presented.
Recent Accounting Pronouncements
From time to time, new accounting pronouncements are issued by various standard setting bodies that may have an impact on the Company’s accounting and reporting.
−Removed: 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 condensed consolidated financial statements.
−Removed: In November 2024, the FASB issued Accounting Standards Update (“ASU”) No.
+Added: 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 condensed combined and consolidated financial statements.
+Added: In December 2023, the FASB issued ASU No.
+Added: 2023-09, Income Taxes (Topic 740):
+Added: Improvements to Income Tax Disclosures (“ASU 2023-09”), introducing changes to income tax disclosures, primarily relating to effective tax rates and cash paid for taxes.
+Added: This ASU requires companies to provide an annual rate reconciliation in both dollar figures and percentages, and changes the way annual income taxes paid are disclosed by all entities, necessitating a breakdown by federal, state, and foreign jurisdictions.
+Added: The standard becomes effective for public business entities for fiscal years beginning after December 15, 2024 and December 15, 2025 for all other entities.
+Added: ASU 2023-09 may be applied prospectively or retrospectively.
+Added: The impact of adoption is subject to the disclosure requirements of ASC 740, Income Taxes .
+Added: The Company adopted the standard for the fiscal year ended December 31, 2025 with no material effect on its disclosures due to its historical REIT status.
+Added: Following the termination of its REIT election effective January 1, 2026, the adoption of ASU will result in additional incremental disclosures beginning with the Company’s 2026 annual financial statements.
+Added: In November 2024, the FASB issued ASU No.
2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) (“ASU 2024-03”).
1 unchanged sentence
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.
−Removed: The Company is currently evaluating whether the adoption of ASU 2024-03 will have a material impact on its consolidated financial statements and disclosures.
−Removed: In December 2025, the FASB issued ASU No.
−Removed: 2025-08, Financial Instruments - Credit Losses (Topic 326):
−Removed: Purchased Loans (“ASU 2025-08”).
−Removed: ASU 2025-08 eliminates the distinction between purchased credit-deteriorated and non-credit-deteriorated loans and expands the use of the gross-up approach for substantially all purchased financial assets.
−Removed: ASU 2025-08 is effective for annual periods beginning after December 15, 2026 and interim periods within that year, with early adoption permitted.
−Removed: The Company is currently evaluating whether the adoption of ASU 2025-08 will have a material impact on its consolidated financial statements and disclosures.
+Added: The Company is currently evaluating whether the adoption of ASU 2024-03 will have a material impact on its condensed combined and consolidated financial statements and disclosures.
+Added: In May 2025, the FASB issued ASU No.
+Added: 2025-03, an update to ASC Topic 805, Business Combinations , and ASC Topic 810, Consolidation (“ASU 2025-03”).
+Added: ASU 2025-03 amends the guidance for determining the accounting acquirer in a business combination in which the legal acquiree is a VIE.
+Added: This amendment aligns the determination of the accounting acquirer for VIEs
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: with the guidance used for other business combinations.
+Added: ASU 2025-03 is effective for fiscal years beginning after December 15, 2026, with early adoption permitted.
+Added: The Company has early adopted ASU 2025-03 beginning January 1, 2026.
NOTE 3 — FAIR VALUE MEASUREMENTS
9 unchanged sentences
The following describes the methods the Company uses to estimate the fair value of the Company’s financial assets and liabilities:
−Removed: 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.
−Removed: 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.
−Removed: Depending upon the significance of the fair value inputs used in determining these fair values, these securities are valued using Level 1, Level 2 or Level 3 inputs.
−Removed: The Company’s CLO subordinated note is valued using Level 3 inputs.
−Removed: 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
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: provided by broker-dealers.
−Removed: Operating metrics related to the specific CLO subordinated note are also considered in determining the fair value of the investment.
−Removed: 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.
+Added: Investments in Managed Funds — at Fair Value — Investments in managed funds — at fair value accounted for under the equity-method of accounting consist of the Company’s interests in certain Funds, which are not redeemable or are subject to redemption restrictions.
+Added: For investments in managed Funds that do not have readily determinable fair values, the Company uses NAV per share, or its equivalent, as a practical expedient to estimate fair value.
+Added: The practical expedient is used when the underlying Fund calculates NAV in a manner consistent with the measurement principles applicable to investment companies under ASC Topic 946 as of the Company’s measurement date.
+Added: NAV generally represents the Company’s proportionate interest in the net assets of the underlying Fund, which are measured principally at fair value under the Fund’s valuation policies.
+Added: The Company evaluates the reported NAV, the underlying Fund’s valuation process and any relevant restrictions on redemption or transfer in determining whether NAV is an appropriate estimate of fair value.
+Added: Investments measured using the NAV practical expedient are not categorized within the fair value hierarchy and are presented separately in the recurring fair value table.
+Added: Investments in Unconsolidated Joint Ventures — at Fair Value — Investments in unconsolidated joint ventures at fair value that were classified within Level 3 of the fair value hierarchy were valued using a discounted cash flow methodology.
+Added: As of both June 30, 2026 and December 31, 2025, these investments had an aggregate fair value of $ 14.7 million, based on a 30.0 % discount rate and a 10.0 x multiple of earnings before interest, taxes, depreciation and amortization.
+Added: Credit Investments — Credit investments measured at fair value consist primarily of CMBS, a CLO subordinated note, first mortgage loans, corporate senior loans and liquid corporate senior loans.
+Added: The Company values these investments using available market quotations, pricing-service information, broker-dealer indications and discounted cash flow analyses, as applicable.
+Added: CMBS and liquid corporate senior loans are generally classified within Level 2 when valuation inputs are observable and sufficient market activity exists.
+Added: These investments are classified within Level 3 when observable market information is limited or significant unobservable inputs are required.
+Added: The Company’s CLO subordinated note, first mortgage loans and corporate senior loans are generally classified within Level 3.
+Added: Their fair values are determined using discounted cash flow models and other valuation techniques that consider applicable market yields, credit risk, expected cash flows, collateral performance, prepayment, default and recovery assumptions, and other investment-specific factors.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Equity Securities — 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.
−Removed: A breakout of the Company’s CMBS, CLO subordinated note, and equity securities’ levels of the fair value hierarchy as of March 31, 2026 and December 31, 2025 can be found in the tables under Items Measured at Fair Value on a Recurring Basis below.
−Removed: 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.
+Added: A breakout of the Company’s CMBS, CLO subordinated note, and equity securities’ levels of the fair value hierarchy as of June 30, 2026 and December 31, 2025 can be found in the tables under Items Measured at Fair Value on a Recurring Basis below.
+Added: Credit Facilities, Notes Payable and Repurchase Facilities, Net — 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.
These financial instruments are valued using Level 2 inputs.
−Removed: 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.
−Removed: All derivative instruments are carried at fair value and are generally valued using Level 2 inputs.
−Removed: The fair value of these instruments is determined using interest rate market pricing models.
−Removed: In addition, credit valuation adjustments are incorporated into the fair values to account for the Company’s potential nonperformance risk and the performance risk of the respective counterparties.
−Removed: 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.
−Removed: Loans held-for-investment — The Company’s loans held-for-investment are recorded at cost upon origination, net of loan origination fees and discounts.
−Removed: The Company estimates the fair value of its loans held-for-investment by performing a present value analysis for the anticipated future cash flows using an appropriate market discount rate taking into consideration the credit risk.
−Removed: The Company has determined that its commercial real estate (“CRE”) loans held-for-investment and corporate senior loans are classified in Level 3 of the fair value hierarchy.
−Removed: The Company’s liquid corporate senior loans are classified as Level 2 or Level 3 depending on the number of market quotations or indicative prices from pricing services that are available, and whether the depth of the market is sufficient to transact at those prices in amounts approximating the Company’s investment position at the measurement date.
−Removed: 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 March 31, 2026 and December 31, 2025 (in thousands):
−Removed: March 31, 2026 December 31, 2025
−Removed: Net Book Value
−Removed: Net Book Value Fair Value Level
−Removed: Financial assets:
−Removed: First mortgage loans
−Removed: $ 2,672,202 $ 2,709,416 $ 3,074,451 $ 3,131,673 3
−Removed: Liquid corporate senior loans
−Removed: 22,732 18,860 22,664 19,294 (1)
−Removed: Corporate senior loans
−Removed: 393,427 398,473 357,474 361,845 3
−Removed: Total financial assets
−Removed: $ 3,088,361 $ 3,126,749 $ 3,454,589 $ 3,512,812
−Removed: Financial liabilities:
−Removed: Repurchase facilities, notes payable and credit facilities
−Removed: $ 2,734,649 $ 2,684,233 $ 3,102,195 $ 3,052,010 2
−Removed: Total financial liabilities
−Removed: $ 2,734,649 $ 2,684,233 $ 3,102,195 $ 3,052,010
−Removed: ____________________________________
−Removed: (1) As of March 31, 2026, $ 15.3 million and $ 3.6 million of the Company’s liquid corporate senior loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.
−Removed: As of December 31, 2025, $ 15.6 million and $ 3.7 million of the Company’s liquid corporate senior loans were classified in Level 2 and Level 3 of the fair value hierarchy, respectively.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: 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.
−Removed: Due to the short-term maturities of these instruments, Level 1 inputs are utilized to estimate the fair value of these financial instruments.
+Added: As of June 30, 2026, the estimated fair value of the Company’s debt was $ 3.0 billion, compared to a carrying value of $ 3.0 billion.
+Added: The estimated fair value of the Company’s debt as of December 31, 2025 was $ 336.6 million, compared to a carrying value of $ 335.7 million.
+Added: Earnout Liability — The earnout liability is measured at fair value using a Monte Carlo simulation model that considers management’s projections of cumulative fee-related revenues during the earnout period, the probability of achieving the applicable revenue thresholds, the resulting ownership interest that may be issued and the expected timing of settlement.
+Added: Because the valuation utilizes significant unobservable inputs, the earnout liability is classified within Level 3 of the fair value hierarchy.
+Added: Other Financial Instruments — The Company considers the carrying values of its cash and cash equivalents, receivables, accrued expense and other short-term assets and liabilities 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.
Considerable judgment is necessary to develop estimated fair values of financial assets and liabilities.
2 unchanged sentences
The Company does not expect that changes in classifications between levels will be frequent.
−Removed: Items Measured at Fair Value on a Recurring Basis
−Removed: In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s financial assets that are required to be measured at fair value on a recurring basis as of March 31, 2026 and December 31, 2025 (in thousands):
−Removed: Balance as of
−Removed: March 31, 2026 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3)
−Removed: Financial assets:
−Removed: CMBS $ 109,039 $ — $ 63,472 $ 45,567
−Removed: CLO subordinated note
−Removed: 17,337 — — 17,337
−Removed: Equity securities
−Removed: 41,206 40,449 — 757
−Removed: Total financial assets $ 167,582 $ 40,449 $ 63,472 $ 63,661
−Removed: Balance as of December 31, 2025 Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3)
−Removed: Financial assets:
−Removed: CMBS $ 111,762 $ — $ 64,222 $ 47,540
+Added: Fair Value Option
+Added: The fair value option provides an option to elect fair value for selected financial assets, financial liabilities, unrecognized firm commitments, and written loan commitments.
+Added: The Company has elected to measure certain instruments at fair value for several reasons including to mitigate income statement volatility caused by the differences between the measurement basis of elected instruments (e.g., certain instruments that otherwise would be accounted for on an accrual basis) and the associated risk management arrangements that are accounted for on a fair value basis, as well as to better reflect those instruments that are managed on a fair value basis.
+Added: The Company has elected the fair value option for the following instruments:
• CLO subordinated note
+Added: • First mortgage loans
+Added: • Corporate senior loans
+Added: • Liquid corporate senior loans
+Added: • Investments in unconsolidated joint ventures — at fair value
+Added: Interest income continues to be recognized in accordance with the contractual terms of the underlying instruments, and changes in the fair value of these investments are recognized in earnings in the period in which they occur and are recorded in net realized and unrealized losses and impairments on the condensed combined and consolidated statements of operations.
+Added: Gains and losses related to investment funds are recorded in income from equity-method investments on the condensed combined and consolidated statements of operations.
+Added: Gains and losses related to investments of consolidated VIEs are recorded in revenues from consolidated investments on the condensed combined and consolidated statements of operations.
+Added: Additional information regarding debt investments for which the fair value option has been elected, including principal balances and fair values, is included in Note 4 — Investments.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Items Measured at Fair Value on a Recurring Basis
+Added: In accordance with the fair value hierarchy described above, the following tables show the fair value of the Company’s assets and liabilities that are measured at fair value on a recurring basis as of June 30, 2026 and December 31, 2025 (in thousands):
+Added: Balance as of June 30, 2026
+Added: Quoted Prices in Active Markets for Identical Assets (Level 1)
+Added: Significant Other Observable Inputs (Level 2)
+Added: Significant Unobservable Inputs (Level 3)
+Added: Net Asset Value (NAV)
+Added: Investments in managed funds — at fair value
+Added: Investments in unconsolidated joint ventures — at fair value
+Added: First mortgage loans
+Added: Corporate senior loans and liquid corporate senior loans
+Added: CMBS and CLO subordinated note
Equity securities
−Removed: 37,889 37,165 — 724
−Removed: Total financial assets
−Removed: $ 169,206 $ 37,165 $ 64,222 $ 67,819
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: The following are reconciliations of the changes in financial assets with Level 3 inputs in the fair value hierarchy for the three months ended March 31, 2026 (in thousands):
−Removed: Beginning Balance, January 1, 2026
−Removed: Total gains and losses:
−Removed: Unrealized loss included in other comprehensive (loss) income
−Removed: Current expected credit losses
−Removed: Unrealized loss on CLO subordinated note
−Removed: Purchases and payments received:
−Removed: Proceeds from the repayment on the CLO subordinated note
−Removed: Accreted interest income
−Removed: Discounts, net 316
−Removed: Capitalized interest income 326
−Removed: Ending Balance, March 31, 2026
−Removed: Items Measured at Fair Value on a Non-Recurring Basis (Including Impairment Charges)
−Removed: Certain financial and nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment.
−Removed: The Company’s process for identifying and recording impairment related to credit investments, real estate assets and intangible assets is discussed in Note 2 — Summary of Significant Accounting Policies.
−Removed: Properties acquired through deeds-in-lieu of foreclosure are recognized at fair value and included in total real estate assets, net on the Company’s condensed consolidated balance sheets upon foreclosure in accordance with the asset acquisition provisions of ASC 805.
−Removed: The Company is required to disclose real estate owned, a nonfinancial asset, at fair value on a non-recurring basis, in accordance with ASC 820, Fair Value Measurement and Disclosures (“ASC 820”).
−Removed: Under ASC 820, the Company may utilize the income, market or cost approach (or combination thereof) to determine the fair value of real estate owned.
−Removed: During the three months ended March 31, 2025, the Company took control of the assets securing two of its risk-rated 5 first mortgage loans, which are comprised of two office buildings, through deeds-in-lieu of foreclosure.
−Removed: The company utilized independent appraisals to assist in the determination of the fair value of the net real estate assets.
−Removed: The Company considered a variety of inputs including cash flow estimates, market data and comparable sales, as applicable.
−Removed: For the two properties, the independent appraisals utilized significant unobservable inputs, including discount rates of 10.8 % and 10.0 %, respectively, and capitalization rates of 9.0 % and 8.5 %, respectively.
−Removed: At the time of acquisition, the Company determined the aggregate fair value of the net real estate assets to be $ 151.0 million.
−Removed: As of March 31, 2026, the Company had an aggregate $ 244.9 million asset-specific credit loss reserve on funded and unfunded commitments related to six of the Company’s first mortgage loans with an aggregate carrying value of $ 860.3 million.
−Removed: 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, and reflects adjustments for estimated costs to sell, as well as the timing and manner in which the collateral is expected to be monetized as of March 31, 2026.
−Removed: 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.
−Removed: The Company considered a variety of inputs in estimating the collateral fair value including property performance, market data and comparable sales, as applicable.
−Removed: The significant unobservable inputs used include the terminal capitalization rate, which ranged from 8.3 % to 9.5 %, and the discount rate, which ranged from 9.5 % to 11.5 %.
−Removed: For additional information regarding the first mortgage loans, refer to Note 8 — Loans Held-For-Investment.
−Removed: As discussed in Note 4 — Real Estate Assets, during the three months ended March 31, 2026, no properties were deemed to be impaired.
−Removed: During the three months ended March 31, 2025, one property was deemed to be impaired due to a sales price or a revised cash flow estimate that was less than its respective carrying value, and its carrying value was reduced to an estimated fair value of $ 15.0 million, resulting in impairment charges of $ 7.0 million.
−Removed: Additionally, during the three months ended March 31, 2026 and 2025, no condominium units were deemed to be impaired.
−Removed: 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.
−Removed: The evaluation of real estate assets for potential impairment requires the Company’s management to exercise significant judgment and to make certain key assumptions, including, but not limited to, the following:
−Removed: (1) terminal capitalization rates;
−Removed: (2) discount rates;
−Removed: (3) the number of years the property will be held;
−Removed: (4) property operating expenses;
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: (5) re-leasing assumptions, including the number of months to re-lease, market rental income and required tenant improvements.
−Removed: There are inherent uncertainties in making these estimates such as market conditions and the future performance and sustainability of the Company’s tenants.
−Removed: The Company determined that the selling prices used to determine the fair values were Level 2 inputs.
−Removed: The following summarizes the ranges of discount rates and terminal capitalization rates used for the Company’s impairment test for the real estate assets during the three months ended March 31, 2025:
−Removed: Three Months Ended March 31,
−Removed: Discount Rate Terminal Capitalization Rate
−Removed: 9.5 % - 11.9 %
−Removed: 9.0 % - 11.4 %
−Removed: The following table presents the impairment charges by asset class recorded during the three months ended March 31, 2025 (in thousands):
−Removed: Three Months Ended March 31,
−Removed: Asset class impaired:
−Removed: Buildings, fixtures and improvements 6,042
−Removed: Intangible lease assets 531
−Removed: Total impairment loss $ 7,026
−Removed: NOTE 4 — REAL ESTATE ASSETS
−Removed: Property Acquisitions
−Removed: During the three months ended March 31, 2026, the Company did not acquire any properties.
−Removed: During the three months ended March 31, 2025, the Company took control of the assets securing two of its risk-rated 5 first mortgage loans, which are comprised of two office buildings, through deeds-in-lieu of foreclosure, with an aggregate fair value at the time of acquisition of $ 151.0 million, (together, the “2025 Property Acquisitions”).
−Removed: The following table summarizes the purchase price allocation for the 2025 Property Acquisitions (in thousands):
−Removed: 2025 Property Acquisitions
−Removed: Land $ 69,189
−Removed: Buildings, fixtures and improvements 46,544
−Removed: Acquired in-place leases and other intangibles (1)
−Removed: Acquired above-market leases (1)
−Removed: Acquired below-market leases (2)
−Removed: Total purchase price $ 151,043
−Removed: ____________________________________
−Removed: (1) The amortization period for acquired in-place leases and other intangibles and above-market leases is 5.5 years.
−Removed: (2) The amortization period for acquired below-market leases is 5.7 years
−Removed: Condominium Development Project
−Removed: During the three months ended March 31, 2026 and 2025, the Company capitalized $ 58,000 and $ 3.9 million, respectively, of expenditures associated with the development of condominiums acquired via foreclosure, which is included in condominium
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: developments in the accompanying condensed consolidated balance sheets.
−Removed: No capitalized interest expense was included in the capitalized expenditures during the three months ended March 31, 2026 or 2025.
−Removed: Condominium Dispositions
−Removed: During the three months ended March 31, 2026, the Company did not dispose of any condominium units.
−Removed: During the three months ended March 31, 2025, the Company disposed of condominium units for an aggregate sales price of $ 18.4 million, resulting in proceeds of $ 16.9 million after closing costs and a gain of $ 1.1 million.
−Removed: The Company has no continuing involvement that would preclude sale treatment with these condominium units.
−Removed: The gain on sale of condominium units is included in gain on disposition of real estate and condominium developments, net in the condensed consolidated statements of operations.
−Removed: Property Dispositions and Real Estate Assets Held for Sale
−Removed: During the three months ended March 31, 2026, the Company disposed of three retail properties for an aggregate gross sales price of $ 20.1 million, resulting in proceeds of $ 18.6 million after closing costs and a gain of $ 5.7 million.
−Removed: The gain on sale of real estate is included in gain on disposition of real estate and condominium developments, net in the condensed consolidated statements of operations.
−Removed: During the three months ended March 31, 2025, the Company disposed of three retail properties for an aggregate gross sales price of $ 13.0 million, resulting in proceeds of $ 12.3 million after closing costs and a gain of $ 418,000 .
−Removed: The Company has no continuing involvement with the 2026 or 2025 dispositions that would preclude sale treatment with these properties.
−Removed: As of March 31, 2026, the Company identified two properties with an aggregate net book value of $ 5.1 million as held for sale.
−Removed: Subsequent to March 31, 2026, the Company disposed of these properties for $ 6.0 million, as further discussed in Note 16 — Subsequent Events.
−Removed: The Company performs quarterly impairment review procedures, primarily through continuous monitoring of events and changes in circumstances that could indicate that the carrying value of certain of its real estate assets may not be recoverable.
−Removed: See Note 2 — Summary of Significant Accounting Policies for a discussion of the Company’s accounting policies regarding impairment of real estate assets.
−Removed: No properties or condominium units were deemed to be impaired during the three months ended March 31, 2026.
−Removed: During the three months ended March 31, 2025, one property totaling approximately 136,000 square feet with a carrying value of $ 22.0 million was deemed to be impaired and its carrying value was reduced to an estimated fair value of $ 15.0 million, resulting in impairment charges of $ 7.0 million, which was recorded in the condensed consolidated statements of operations.
−Removed: Additionally, during the three months ended March 31, 2025, no condominium units were deemed to be impaired.
−Removed: See Note 3 — Fair Value Measurements for a further discussion regarding these impairment charges during the three months ended March 31, 2026 and 2025.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: NOTE 5 — INTANGIBLE LEASE ASSETS AND LIABILITIES
−Removed: Intangible lease assets and liabilities consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands, except weighted average life remaining):
−Removed: March 31, 2026 December 31, 2025
−Removed: Intangible lease assets:
−Removed: In-place leases and other intangibles, net of accumulated amortization of $ 61,255 and $ 59,881 , respectively (with a weighted average life remaining of 11.5 years and 11.6 years, respectively)
−Removed: $ 90,662 $ 93,674
−Removed: Acquired above-market leases, net of accumulated amortization of $ 5,819 and $ 5,332 , respectively (with a weighted average life remaining of 7.9 years and 7.9 years, respectively)
−Removed: Total intangible lease assets, net $ 100,005 $ 103,688
−Removed: Intangible lease liabilities:
−Removed: Acquired below-market leases, net of accumulated amortization of $ 7,052 and $ 7,078 , respectively (with a weighted average life remaining of 12.4 years and 12.5 years, respectively)
−Removed: $ 13,745 $ 14,293
−Removed: Amortization of the above-market leases is recorded as a reduction to rental and other property income, and amortization expense for the in-place leases and other intangibles is included in depreciation and amortization in the accompanying condensed consolidated statements of operations.
−Removed: Amortization of below-market leases is recorded as an increase to rental and other property income in the accompanying condensed consolidated statements of operations.
−Removed: The following table summarizes the amortization related to the intangible lease assets and liabilities for the three months ended March 31, 2026 and 2025 (in thousands):
−Removed: Three Months Ended March 31,
−Removed: In-place lease and other intangible amortization $ 2,711 $ 2,876
−Removed: Above-market lease amortization $ 530 $ 513
−Removed: Below-market lease amortization $ 326 $ 269
−Removed: As of March 31, 2026, the estimated amortization relating to the intangible lease assets and liabilities is as follows (in thousands):
−Removed: In-Place Leases and
−Removed: Other Intangibles Above-Market Leases
−Removed: Below-Market Leases
−Removed: Remainder of 2026 $ 7,754 $ 1,563 $ 965
−Removed: 2027 10,149 2,050 1,287
−Removed: 2028 9,151 1,729 1,287
−Removed: 2029 8,397 1,208 1,287
−Removed: 2030 7,962 1,037 1,278
−Removed: Thereafter 47,249 1,756 7,641
−Removed: Total $ 90,662 $ 9,343 $ 13,745
−Removed: NOTE 6 — INVESTMENT IN UNCONSOLIDATED ENTITIES
−Removed: During the year ended December 31, 2021, the Company entered into the Unconsolidated Joint Venture, of which the Company currently owns as of March 31, 2026, indirectly through CMFT MT JV Holdings, LLC and CLR NP Holdings, LLC, a subsidiary of CLR, approximately 50 % of the outstanding equity.
−Removed: The Unconsolidated Joint Venture holds approximately 91 % of the membership interest in the NewPoint JV.
−Removed: Through the Unconsolidated Joint Venture, the Company holds an approximate 46 % interest in the NewPoint JV and accounts for its investment under the equity method.
−Removed: The primary purpose of the NewPoint JV is to source, underwrite, close and service on an ongoing basis multifamily bridge loans, participation interests, and other debt instruments such as loans.
−Removed: As of March 31, 2026 and December 31, 2025, the carrying value of the
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Company’s investment in NP JV Holdings was $ 125.1 million and $ 149.2 million, respectively, which approximates fair value and is included in investment in unconsolidated entities on the condensed consolidated balance sheets.
−Removed: The Company recorded a loss totaling $ 971,000 and a gain totaling $ 1.0 million, which represented its share of NP JV Holdings’ loss and gain, during the three months ended March 31, 2026 and 2025, respectively, in the condensed consolidated statements of operations.
−Removed: During the three months ended March 31, 2026, the Company contributed an additional $ 24.4 million in NP JV Holdings.
−Removed: The Company also received $ 47.5 million in distributions during the three months ended March 31, 2026, $ 45.4 million of which can be called back by NewPoint JV through NP JV Holdings as a capital call on a future date.
−Removed: Furthermore, the $ 47.5 million in distributions received during the three months ended March 31, 2026 was recognized as a return of investment and reduced the invested capital and the carrying amount.
−Removed: As of March 31, 2026, the Company had $ 81.3 million of unfunded commitments related to NewPoint JV.
−Removed: These commitments are not reflected in the accompanying condensed consolidated balance sheets.
−Removed: 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.
−Removed: The following tables provide summarized financial information of the Unconsolidated Joint Venture for the periods set forth below (in thousands):
−Removed: March 31, 2026 December 31, 2025
−Removed: Real estate investments - at fair value
−Removed: $ 91,300 $ 96,109
−Removed: Loans held-for-investment - at fair value, net of deferred fees
−Removed: $ 423,587 $ 813,069
−Removed: $ 534,421 $ 932,250
−Removed: Liabilities and equity:
−Removed: Repurchase facilities and securitized debt, net of deferred fees
−Removed: $ 257,209 $ 604,347
+Added: Earnout liability (1)
Total liabilities
+Added: Balance as of December 31, 2025
+Added: Quoted Prices in Active Markets for Identical Assets (Level 1)
+Added: Significant Other Observable Inputs (Level 2)
+Added: Significant Unobservable Inputs (Level 3)
+Added: Net Asset Value (NAV)
+Added: Investments in managed funds — at fair value
+Added: Investments in unconsolidated joint ventures — at fair value
+Added: Equity securities
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The following table summarizes the valuation techniques and significant unobservable inputs used for the Company’s financial assets and liabilities that are categorized within Level 3 of the fair value hierarchy as of June 30, 2026:
+Added: Fair Value as of June 30, 2026
+Added: (in thousands)
+Added: (Weighted Average)
+Added: First mortgage loans
+Added: Discounted cash flow
+Added: Market yield / discount rate
6.17 % - 11.50 %
+Added: Credit spread
2.55 % - 12.00 %
−Removed: Three Months Ended March 31,
−Removed: Total revenues
+Added: Corporate senior loans and liquid corporate senior loans
+Added: Discounted cash flow
+Added: Discount rate
3.50 % - 19.15 %
−Removed: Total expenses
−Removed: Net realized and unrealized loss
+Added: Discounted cash flow;
+Added: market comparable transactions
+Added: Discount margin (discount rate)
8.03 % - 35.15 %
−Removed: Net (loss) income
+Added: Yield assumption
12.00 % - 40.00 %
−Removed: NOTE 7 — REAL ESTATE-RELATED SECURITIES AND OTHER
−Removed: As of March 31, 2026, the Company’s real estate-related securities and other had an aggregate estimated fair value of $ 167.6 million, which included nine CMBS investments, one CLO subordinated note and four equity securities.
−Removed: The CMBS investments have initial maturity dates ranging from November 2026 through June 2058 and have interest rates ranging from 0.2 % to 7.9 % as of March 31, 2026, with one CMBS earning a zero coupon rate.
−Removed: As of March 31, 2026, two tranches of a CMBS position held by the Company did not mature as anticipated in July 2025 and were therefore in maturity default.
−Removed: As of March 31, 2026, the CLO subordinated note has an initial maturity date of July 2037 and an estimated effective yield of 15.6 %.
−Removed: The following is a summary of the Company’s real estate-related securities and other as of March 31, 2026 (in thousands):
−Removed: Real Estate-Related Securities and Other
−Removed: Gross Unrealized
−Removed: Amortized Cost Basis Gains
−Removed: CECL Fair Value
−Removed: CMBS $ 305,754 $ 75 $ ( 14,491 ) $ ( 182,299 ) $ 109,039
CLO subordinated note
−Removed: 27,139 — ( 9,802 ) — 17,337
−Removed: Equity securities
−Removed: 58,447 — ( 17,241 ) — 41,206
−Removed: Total real estate-related securities and other
−Removed: $ 391,340 $ 75 $ ( 41,534 ) $ ( 182,299 ) $ 167,582
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: The following table provides the activity for the real estate-related securities and other during the three months ended March 31, 2026 (in thousands):
−Removed: Amortized Cost Basis Unrealized (Loss) Gain
−Removed: CECL Fair Value
−Removed: Real estate-related securities and other as of January 1, 2026
+Added: Discounted cash flow
+Added: Discount rate
16.50 % - 22.50 %
−Removed: Accretion of discount on real estate-related securities
−Removed: Accretion of interest income on CLO subordinated note
+Added: Constant default rate
+Added: Recovery rate
+Added: The fair value of the Earnout liability was estimated using a Monte Carlo simulation model that incorporated significant unobservable inputs, including projected fee-related revenues, revenue volatility of 15.1 %, CMFH equity volatility of 47.0 %, a 15.0 % correlation between projected revenues and equity value, a risk-free discount rate of 4.14 %, and an expected term of approximately 2.5 years.
+Added: The following are reconciliations of the changes in assets and liabilities measured at fair value with Level 3 inputs in the fair value hierarchy for the six months ended June 30, 2026 (in thousands):
+Added: Beginning balance, January 1, 2026
+Added: Assets acquired in the Transactions
+Added: Initial recognition of earnout liability in connection with the Transactions
+Added: Ending balance June 30, 2026
+Added: Items Measured at Fair Value on a Non-Recurring Basis
+Added: Certain financial and nonfinancial assets and liabilities are measured at fair value on a nonrecurring basis and are subject to fair value adjustments in certain circumstances, such as when there is evidence of impairment.
+Added: The Company’s process for identifying and recording impairment related to credit investments, real estate assets and intangible assets is discussed in Note 2 — Summary of Significant Accounting Policies.
+Added: During the six months ended June 30, 2026, real estate assets acquired and debt assumed from the Transactions were measured at fair value as further described in Note 2 — Summary of Significant Accounting Policies.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The following table summarizes the valuation techniques and significant unobservable inputs used for the Company’s real estate assets and debt that are categorized within Level 3 of the fair value hierarchy as of June 30, 2026.
+Added: Fair Value as of June 30, 2026
+Added: (in thousands)
+Added: (Weighted Average)
+Added: Discounted cash flow;
+Added: direct capitalization
+Added: Discount rate
6.75 % - 12.00 %
−Removed: Capitalized interest income on real estate-related securities 326 — — 326
−Removed: Principal payments received on real estate-related securities
+Added: Terminal capitalization rate
5.75 % - 10.50 %
−Removed: Proceeds from the repayment on the CLO subordinated note
+Added: Market capitalization rate
4.50 % - 8.50 %
−Removed: Unrealized loss on real estate-related securities and other, net
+Added: Credit facilities, notes payable and repurchase facilities
+Added: Discounted cash flow
+Added: Market borrowing rate
4.67 % - 7.92 %
−Removed: Provision for credit losses
+Added: Credit spread
1.05 % - 7.21 %
−Removed: Real estate-related securities and other as of March 31, 2026
+Added: NOTE 4 — INVESTMENTS
+Added: Investments consist of the following (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Real estate assets, net
+Added: Credit investments
+Added: Investments in managed funds and unconsolidated joint ventures
+Added: Investments in other owner-operators of real assets
+Added: Total investments
+Added: Real Estate Assets, Net
+Added: Real estate assets, net consist of the following (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Buildings, fixtures and improvements
+Added: In-place leases and other intangibles (1)
+Added: Above-market leases (2)
+Added: Real estate assets held for sale
+Added: Other real estate assets
+Added: accumulated depreciation and amortization
+Added: Total real estate assets, net
____________________________________
−Removed: During the three months ended March 31, 2026, the Company sold no CMBS.
−Removed: 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 income, net in the accompanying condensed consolidated statements of operations as securities are sold and gains and losses are recognized.
−Removed: During the three months ended March 31, 2026, the Company recorded $ 1.5 million of net unrealized loss on its real estate-related securities and other, comprised of a $ 2.7 million unrealized loss on CMBS and a $ 2.1 million unrealized loss on the CLO subordinated note, which are included in other comprehensive (loss) income in the accompanying condensed consolidated statements of comprehensive income, and a $ 3.3 million unrealized gain on the Company’s equity securities, which is included in unrealized gain on equity securities in the accompanying condensed consolidated statements of operations.
−Removed: During the three months ended March 31, 2025, the Company recorded $ 3.5 million of net unrealized gain on its real estate-related securities and other, comprised of a $ 982,000 unrealized gain on CMBS and a $ 733,000 unrealized loss on the CLO subordinated note, which are included in other comprehensive (loss) income in the accompanying condensed consolidated statements of comprehensive income and a $ 3.3 million unrealized gain on the Company’s equity securities, which is included in unrealized gain on equity securities in the accompanying condensed consolidated statements of operations.
−Removed: The scheduled maturities of the Company’s CMBS and CLO subordinated note as of March 31, 2026 are as follows (in thousands):
−Removed: CMBS and CLO Subordinated Note (1)
−Removed: Amortized Cost Estimated Fair Value
−Removed: Due within one year $ 43,335 $ 43,299
−Removed: Due after one year through five years 20,105 20,173
−Removed: Due after five years through ten years 15,327 11,452
−Removed: Due after ten years 61,341 40,968
−Removed: Total $ 140,108 $ 115,892
+Added: (1) Weighted average life remaining of 7.5 years as of June 30, 2026.
+Added: Amortization expense is included in other income (loss) in the accompanying condensed combined and consolidated statements of operations.
+Added: No amounts were recorded during the three and six months ended June 30, 2026 and 2025.
+Added: (2) Weighted average life remaining of 5.5 years as of June 30, 2026.
+Added: Amortization expense is recorded as a reduction to revenues from consolidated investments in the accompanying condensed combined and consolidated statements of operations.
+Added: No amounts were recorded during the three and six months ended June 30, 2026 and 2025.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: As of June 30, 2026, the estimated amortization relating to the Company’s intangible lease assets and liabilities is as follows (in thousands):
+Added: In-Place Leases and Other Intangibles
+Added: Above-Market Leases
+Added: Below-Market Leases (1)
+Added: Remainder of 2026
____________________________________
−Removed: (1) Excludes two tranches of a CMBS position held by the Company that were in maturity default as of March 31, 2026.
−Removed: The CMBS had an aggregate amortized cost and estimated fair value of $ 192.8 million and $ 10.5 million, respectively, as of March 31, 2026.
−Removed: Actual maturities of real estate-related securities can differ from contractual maturities because borrowers on certain corporate credit securities may have the right to prepay their respective debt obligations at any time.
−Removed: In addition, factors such as prepayments and interest rates may affect the yields on such securities.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Current Expected Credit Losses – Real Estate-Related Securities
−Removed: Current expected credit losses reflect the Company’s current estimate for potential credit losses related to real estate-related securities included in the Company’s condensed consolidated balance sheets.
−Removed: Current expected credit related losses are recorded in (decrease) increase in provision for credit losses on the Company’s condensed consolidated statements of operations.
−Removed: Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s current expected credit losses.
−Removed: The following table presents the activity in the Company’s current expected credit losses related to its positions in two different tranches of a CMBS instrument for the three months ended March 31, 2026 and 2025 (in thousands):
−Removed: Current expected credit losses as of January 1, 2026
−Removed: Provision for credit losses
−Removed: Current expected credit losses as of March 31, 2026
−Removed: Current expected credit losses as of January 1, 2025
−Removed: Provision for credit losses
−Removed: Current expected credit losses as of March 31, 2025
−Removed: During the year ended December 31, 2023, the loan collateralizing one of the Company’s CMBS positions went into payment default and was appraised by a special servicer, resulting in an appraisal reduction that reduced cash flows received from the respective CMBS position during the year ended December 31, 2023.
−Removed: During the year ended December 31, 2024, the CMBS was modified to provide for an extended maturity date of July 2025 plus a six-month extension option, and to reduce the interest rate to a fixed 0.019 % per annum.
−Removed: Additionally, 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.
−Removed: The Company considered various factors, including the factors noted above, in determining whether a credit loss existed.
−Removed: The present value of cash flows expected to be collected from the CMBS positions did not exceed their amortized cost basis.
−Removed: As such, the Company determined both tranches of the security the Company is invested in had incurred a credit loss.
−Removed: During the year ended December 31, 2025, the property collateralizing the CMBS positions was re-appraised by the special servicer resulting in a further reduction to the appraisal value.
−Removed: As a result, the Company concluded it is considered more likely than not that the Company will not be able to recover the amortized cost prior to disposal, resulting in a reclassification of unrealized losses previously determined to be driven by non-credit specific factors, as further discussed below.
−Removed: As of March 31, 2026, the CMBS was in maturity default as it was not repaid as anticipated during July 2025 and the extension option was not exercised.
−Removed: As a result of the credit loss incurred, the Company recorded a $ 195,000 increase to the provision for credit losses on the condensed consolidated statements of operations during the three months ended March 31, 2026.
−Removed: During the three months ended March 31, 2025, the Company recorded a $ 1.2 million increase to the provision for credit losses and reclassified $ 71.0 million of unrealized loss previously recorded in other comprehensive (loss) income in the condensed consolidated statements of operations.
−Removed: As of March 31, 2026, 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.
−Removed: The Company will continue to monitor for changes in expected cash flows in order to continue to measure the credit loss.
−Removed: As of March 31, 2026, the Company had four CMBS positions and one CLO subordinated note with aggregate fair values of $ 59.0 million and $ 17.3 million, respectively, with unrealized losses reflected in other comprehensive (loss) income in the accompanying condensed consolidated statements of comprehensive income.
−Removed: Upon evaluating these securities at the individual security level, the Company concluded that the unrealized losses included in other comprehensive (loss) income as of March 31, 2026 were noncredit-related and would be recovered from the securities’ estimated future cash flows.
−Removed: 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.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: NOTE 8 — LOANS HELD-FOR-INVESTMENT
−Removed: The Company’s loans held-for-investment consisted of the following as of March 31, 2026 and December 31, 2025 (in thousands):
−Removed: As of March 31, As of December 31,
+Added: (1) Below-market leases are included in accrued expenses and other liabilities on the condensed combined and consolidated balance sheets as of June 30, 2026 .
+Added: Credit Investments
+Added: The following is a summary of the carrying value of the Company’s credit investments as of June 30, 2026 and December 31, 2025 (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
First mortgage loans (1)
−Removed: $ 2,951,719 $ 3,361,679
−Removed: Total CRE loans held-for-investment and related receivables, net 2,951,719 3,361,679
−Removed: Liquid corporate senior loans 26,880 26,909
−Removed: Corporate senior loans 400,469 363,879
−Removed: Loans held-for-investment and related receivables, net $ 3,379,068 $ 3,752,467
−Removed: Current expected credit losses $ ( 290,707 ) $ ( 297,878 )
−Removed: Total loans held-for-investment and related receivables, net $ 3,088,361 $ 3,454,589
−Removed: The following table details overall statistics for the Company’s loans held-for-investment as of March 31, 2026 and December 31, 2025 (dollar amounts in thousands):
−Removed: CRE Loans (1) (2)
−Removed: Liquid Corporate Senior Loans Corporate Senior Loans
−Removed: March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025 March 31, 2026 December 31, 2025
−Removed: Number of loans 30 35 8 8 39 35
−Removed: Principal balance $ 2,965,205 $ 3,377,417 $ 27,318 $ 27,386 $ 405,937 $ 368,341
−Removed: Net book value $ 2,672,202 $ 3,074,451 $ 22,732 $ 22,664 $ 393,427 $ 357,474
−Removed: Weighted-average interest rate (3)
−Removed: 6.7 % 7.0 % 10.0 % 10.0 % 9.4 % 9.5 %
−Removed: Weighted-average maximum years to maturity
−Removed: 2.4 2.5 2.8 3.0 3.0 3.0
−Removed: Unfunded loan commitments (4)
−Removed: $ 150,816 $ 165,818 $ — $ — $ 68,973 $ 51,464
−Removed: ____________________________________
−Removed: (1) As of March 31, 2026, 89.8 % of the Company’s CRE loans by principal balance earned a floating rate of interest primarily indexed to the Secured Overnight Financing Rate (“SOFR”).
−Removed: (2) Maximum maturity date assumes all extension options are exercised by the borrowers and assumes all relevant conditions are met for such extensions;
−Removed: however, the loans may be repaid prior to such date.
−Removed: (3) The weighted-average interest rate is based on the relevant fixed rate or floating benchmark plus a spread.
−Removed: Excludes loans on nonaccrual status.
−Removed: (4) Unfunded loan commitments are subject to the satisfaction of borrower milestones and are not reflected in the accompanying condensed consolidated balance sheets.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Activity relating to the Company’s loans held-for-investment portfolio was as follows for the three months ended March 31, 2026 (in thousands):
−Removed: Liquid Corporate Senior Loans Corporate Senior Loans Total Loan Portfolio
−Removed: Balance, January 1, 2026
−Removed: $ 3,074,451 $ 22,664 $ 357,474 $ 3,454,589
−Removed: Loan originations, acquisitions and funding
−Removed: 66,758 — 38,991 105,749
−Removed: Principal repayments received
−Removed: ( 482,315 ) ( 68 ) ( 1,457 ) ( 483,840 )
−Removed: Capitalized interest 3,345 — 62 3,407
−Removed: Deferred fees and other items (1)
−Removed: ( 1,251 ) — ( 1,598 ) ( 2,849 )
−Removed: Accretion and amortization of fees and other items 3,503 39 592 4,134
−Removed: Reversal of (provision for) credit losses (2)
−Removed: 7,711 97 ( 637 ) 7,171
−Removed: Balance, March 31, 2026
−Removed: $ 2,672,202 $ 22,732 $ 393,427 $ 3,088,361
+Added: Corporate senior loans and liquid corporate senior loans (1)
+Added: CMBS and CLO Subordinated note (1)
+Added: Loans to other owner-operators of real assets (2)
+Added: Equity securities (1)
+Added: Loans to Funds
____________________________________
−Removed: (1) Other items primarily consist of purchase discounts or premiums and deferred origination expenses.
−Removed: (2) Does not include current expected losses for unfunded or unsettled loan commitments.
−Removed: Such amounts are included in accrued expenses and accounts payable on the accompanying condensed consolidated balance sheets.
−Removed: As of March 31, 2026, the Company’s CRE loans had the following characteristics based on carrying value (dollar amounts in thousands):
+Added: (1) Includes amounts held at fair value, as further described in Note 3 — Fair Value Measurements .
+Added: (2) See further discussion under “Investments in Other Owner-Operators of Real Estate” below.
+Added: As of June 30, 2026, the Company’s first mortgage loans had the following characteristics based on carrying value (dollar amounts in thousands):
Collateral Property Type
−Removed: As of March 31, 2026
−Removed: $ 1,761,637 59.7 %
−Removed: Multifamily 405,134 13.7 %
−Removed: Industrial 362,877 12.3 %
−Removed: Hospitality 336,280 11.4 %
−Removed: Mixed Use 85,791 2.9 %
−Removed: Self-Storage — — %
−Removed: Total first mortgage loans
−Removed: $ 2,951,719 100 %
−Removed: current expected credit losses
−Removed: Total first mortgage loans, net
−Removed: Geographic Location
−Removed: As of March 31, 2026
−Removed: $ 1,149,314 38.9 %
−Removed: 880,537 29.8 %
−Removed: 574,764 19.5 %
−Removed: 347,104 11.8 %
−Removed: Total first mortgage loans
−Removed: $ 2,951,719 100 %
−Removed: current expected credit losses
−Removed: Total first mortgage loans, net
−Removed: Current Expected Credit Losses – Loans Held-For-Investment
−Removed: Current expected credit losses reflect the Company’s current estimate of potential credit losses related to loans held-for-investment included in the Company’s condensed consolidated balance sheets.
−Removed: Refer to Note 2 — Summary of Significant Accounting Policies for further discussion of the Company’s current expected credit losses.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: The following table presents the activity in the Company’s current expected credit losses related to loans held-for-investment by loan type for the three months ended March 31, 2026 and 2025 (in thousands):
−Removed: First Mortgage Loans Unfunded First Mortgage Loans (1)
−Removed: Liquid Corporate Senior Loans Unfunded or Unsettled Liquid Corporate Senior Loans (1)
−Removed: Corporate Senior Loans Unfunded Corporate Senior Loans (1)
−Removed: Current expected credit losses as of January 1, 2026
−Removed: $ 287,228 $ 18,130 $ 4,245 $ — $ 6,405 $ 840 $ 316,848
−Removed: (Reversal of) provision for credit losses ( 7,711 ) ( 550 ) ( 97 ) — 637 403 ( 7,318 )
−Removed: Charge-offs of CECL — — — — —
−Removed: Current expected credit losses as of March 31, 2026
−Removed: $ 279,517 $ 17,580 $ 4,148 $ — $ 7,042 $ 1,243 $ 309,530
−Removed: Current expected credit losses as of January 1, 2025
−Removed: $ 381,825 $ 13,917 $ 5,814 $ — $ 4,497 $ 677 $ 406,730
−Removed: (Reversal of) provision for credit losses
−Removed: ( 11,922 ) 5,486 ( 2 ) — 260 ( 63 ) ( 6,241 )
−Removed: Charge-offs of CECL ( 87,475 ) — ( 3,371 ) — — — ( 90,846 )
−Removed: Current expected credit losses as of March 31, 2025
−Removed: $ 282,428 $ 19,403 $ 2,441 $ — $ 4,757 $ 614 $ 309,643
−Removed: ____________________________________
−Removed: (1) Current expected losses for unfunded or unsettled loan commitments are included in accrued expenses and accounts payable on the condensed consolidated balance sheets.
−Removed: Changes to current expected credit losses are recognized through net income (loss) on the Company’s condensed consolidated statements of operations.
−Removed: During the three months ended March 31, 2026, the Company recorded a net decrease of $ 7.3 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 $ 309.5 million.
−Removed: The current expected credit loss reserve reflects certain loans assessed for impairment as well as macroeconomic and current portfolio conditions.
−Removed: As of March 31, 2026, the Company did not have any first mortgage loan investments on nonaccrual status.
−Removed: As of March 31, 2026, the Company’s asset-specific credit loss reserve totaled $ 248.5 million on funded and unfunded commitments, which related to the Company’s risk-rated 5 first mortgage loans and liquid corporate senior loans.
−Removed: 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 March 31, 2026.
−Removed: As further described in Note 2 — Summary of Significant Accounting Policies, the Company evaluates its loans held-for-investment portfolio on a quarterly basis.
−Removed: Each quarter, the Company assesses the risk factors of each loan, and assigns a risk rating based on several factors.
−Removed: Factors considered in the assessment include, but are not limited to, loan and credit structure, current LTV ratio, debt yield, collateral performance, and the quality and condition of the sponsor, borrower, and guarantor(s).
−Removed: Loans are rated “1” (less risk) through “5” (greater risk), which ratings are defined in Note 2 — Summary of Significant Accounting Policies.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: The Company’s primary credit quality indicator is its risk ratings, which are further discussed above.
−Removed: The following table presents the net book value of the Company’s loans held-for-investment portfolio as of March 31, 2026 by year of origination, loan type, and risk rating (dollar amounts in thousands):
−Removed: Amortized Cost of Loans Held-For-Investment by Year of Origination (1)
−Removed: As of March 31, 2026
−Removed: Number of Loans 2026 2025 2024 2023 2022 Prior
−Removed: First mortgage loans by internal risk rating:
−Removed: 1 — $ — $ — $ — $ — $ — $ — $ —
−Removed: 2 — — — — — — — —
−Removed: 3 21 55,456 560,184 80,877 230,550 552,382 302,422 1,781,871
−Removed: 4 3 — — 102,637 34,756 172,150 — 309,543
−Removed: — — — — 503,852 356,453 860,305
+Added: June 30, 2026
Total first mortgage loans
−Removed: Liquid corporate senior loans by internal risk rating:
−Removed: 1 — — — — — — — —
−Removed: 2 — — — — — — — —
−Removed: 3 3 — — 1,867 1,711 13,518 — 17,096
−Removed: 4 2 — — — — — 3,798 3,798
−Removed: 5 3 — — 4,299 — — 1,687 5,986
−Removed: Total liquid corporate senior loans 8 — — 6,166 1,711 13,518 5,485 26,880
−Removed: Corporate senior loans by internal risk rating:
−Removed: 1 — — — — — — — —
−Removed: 2 — — — — — — — —
−Removed: 3 36 34,712 129,270 95,411 72,811 30,469 — 362,673
−Removed: 4 3 — — — 11,685 26,111 — 37,796
−Removed: 5 — — — — — — — —
−Removed: Total corporate senior loans 39 34,712 129,270 95,411 84,496 56,580 — 400,469
−Removed: Current expected credit losses ( 290,707 )
−Removed: Total loans held-for-investment and related receivables, net 77 $ 3,088,361
−Removed: Weighted Average Risk Rating (3)
−Removed: ____________________________________
−Removed: (1) Date loan was originated or acquired by the Company.
−Removed: Origination dates are subsequently updated to reflect material loan modifications.
−Removed: (2) As of March 31, 2026, three of the Company’s liquid corporate senior loan investments were on nonaccrual status with an aggregate carrying value of $ 6.0 million, which represented less than 1.0 % of the carrying value of the Company’s loans held-for-investment portfolio.
−Removed: (3) Weighted average risk rating calculated based on carrying value at period end.
−Removed: Loan Modifications
−Removed: The Company may amend or modify a loan depending on the loan’s specific facts and circumstances, which are disclosable under ASU No.
−Removed: 2022-02, Financial Instruments - Credit Losses (Topic 326):
−Removed: Troubled Debt Restructurings and Vintage Disclosures (“ASU 2022-02”) .
−Removed: 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.
−Removed: Loan modifications that allow for the option to pay
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: interest in-kind (“PIK”) result in the interest being capitalized and added to the outstanding principal balance of the respective loan.
−Removed: During the three months ended March 31, 2026, the Company had no loan modifications that require disclosure pursuant to ASC 326.
−Removed: NOTE 9 — REPURCHASE FACILITIES, NOTES PAYABLE AND CREDIT FACILITIES
−Removed: As of March 31, 2026, the Company had $ 2.7 billion of debt outstanding, including net deferred financing costs, with a weighted average years to maturity of 1.9 years and a weighted average interest rate of 4.7 %.
−Removed: The weighted average years to maturity is computed using the scheduled repayment date as specified in each loan agreement where applicable.
−Removed: The weighted average interest rate is computed using the interest rate in effect until the scheduled repayment date.
−Removed: The following table summarizes the debt balances as of March 31, 2026 and December 31, 2025, and the debt activity for the three months ended March 31, 2026 (in thousands):
−Removed: During the Three Months Ended March 31, 2026
−Removed: Balance as of December 31, 2025 Debt Issuances & Assumptions (1)
+Added: Equity-method investments
+Added: Investments in Managed Funds and Unconsolidated Joint Ventures
+Added: Investments in Managed Funds and Unconsolidated Joint Ventures consist of the following (in thousands):
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Investments in managed funds — at fair value
+Added: Investments in managed funds — at cost
+Added: Investments in unconsolidated joint ventures — at fair value
+Added: Total investments in managed funds and unconsolidated joint ventures
+Added: Investments in managed funds consist primarily of general partner interests, co-investments and other interests in Funds sponsored or managed by the Company.
+Added: Investments in unconsolidated joint ventures primarily include the Company’s indirect interest in NewPoint JV, LLC (“NewPoint JV”), and other strategic joint ventures.
+Added: These investments are accounted for under the equity method, including certain eligible investments for which the Company elected the fair value option.
+Added: Investments in Other Owner-Operators of Real Estate
+Added: Investments in other owner-operators of real assets represent equity-method interests in joint ventures that own and operate real assets platforms.
+Added: These investments consisted of the following (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Owner-operator of real assets in Europe
+Added: Owner-operator of real assets in Latin America
+Added: Investments in owner-operators of real assets
+Added: The Company has a lending agreement with one of its owner-operator investments.
+Added: As of June 30, 2026 and December 31, 2025, outstanding principal balance of $ 30.8 million and $ 28.1 million, respectively, and accrued interest of $ 192,000 and $ 144,000 respectively, were included in loans to other owner-operators of real assets.
+Added: Summarized Financial Information
+Added: The Company evaluates each of its equity method investments to determine if any are significant as defined in the regulations promulgated by the SEC.
+Added: As of June 30, 2026, no individual equity method investment held by the Company met the significance criteria.
+Added: As such, the Company is not required to present separate financial statements for any of its equity method investments.
+Added: The following table shows summarized financial information relating to the condensed combined and consolidated balance sheets as of June 30, 2026 and December 31, 2025, and the condensed combined and consolidated statements of operations for the three and six months ended June 30, 2026 and 2025, for all the Company’s equity method investments on an aggregate basis (in thousands):
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Liabilities and equity:
+Added: Other liabilities
+Added: Total liabilities
+Added: Total liabilities and equity
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Net investment income (loss)
+Added: Realized and unrealized gain (loss) on investments
+Added: Net income (loss)
+Added: NOTE 5 — CREDIT FACILITIES, NOTES PAYABLE AND REPURCHASE FACILITIES
+Added: As of June 30, 2026, the Company had $ 3.0 billion of debt outstanding, including net deferred financing costs.
+Added: The following table summarizes the debt balances as of June 30, 2026 and December 31, 2025, and the debt activity for the six months ended June 30, 2026 (in thousands):
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: During the Six Months Ended June 30, 2026
+Added: Debt Activity:
+Added: Balance as of December 31, 2025
+Added: Debt Assumed in the Transactions
+Added: Debt Issuances & Assumptions (1)
Repayments & Modifications
−Removed: Amortization Balance as of
−Removed: March 31, 2026
+Added: Balance as of June 30, 2026
+Added: Corporate subsidiary borrowings:
+Added: Revolving credit facility
+Added: Total debt - corporate
+Added: Deferred costs - senior notes
+Added: Total - unallocated subsidiary borrowings
+Added: Strategic Holdings Borrowings:
+Added: Mortgage payable
Notes payable – variable rate debt
2 unchanged sentences
Repurchase facilities
−Removed: Total debt 3,102,195 33,510 ( 401,056 ) — 2,734,649
−Removed: Deferred costs – variable rate debt ( 679 ) — 282
−Removed: Deferred costs – ABS mortgage notes ( 8,477 ) — — 531 ( 7,946 )
−Removed: Total debt, net $ 3,093,039 $ 33,510 $ ( 400,774 ) $ 622 $ 2,726,397
+Added: Total - Strategic holdings
+Added: Deferred costs - Strategic holdings borrowings
+Added: Total - Strategic holdings borrowings
____________________________________
(1) Includes deferred financing costs incurred during the period, if any.
−Removed: For more information regarding the Company’s debt activity during the year ended December 31, 2025, see Note 10 - Repurchase Facilities, Notes Payable and Credit Facilities in the Notes to Consolidated Financial Statements of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
−Removed: Notes Payable
−Removed: As of March 31, 2026, the Company had $ 252.2 million of variable rate debt outstanding, the borrowings of which are financed through note on note financing arrangements with Massachusetts Mutual Life Insurance Company (“Mass Mutual” and such financing, the “Mass Mutual Financing”), Citibank, N.A.
−Removed: (“Citibank” and such financing, the “Citibank Financing”), and Barclays Bank PLC (“Barclays” and such financing, the “Barclays Financing”) to provide financing for the Company’s CRE mortgage loans (the “Note on Note Financing Arrangements”).
−Removed: The following table is a summary of the Note on Note Financing Arrangements as of March 31, 2026 (dollar amounts in thousands):
−Removed: Note on Note Financing Arrangement
−Removed: Date of Agreement
−Removed: Maturity Date
−Removed: Remaining Extension Options (1)
−Removed: Weighted Average Interest Rate
−Removed: Loans Financed under Note on Note Financing
−Removed: Amount Financed
−Removed: 6/16/2023 8/9/2026 1 / 1 yr.
−Removed: 5.0 % $ 83,948 $ 62,961
−Removed: 10/20/2023 8/9/2026 1 / 1 yr.
−Removed: 5.0 % 148,852 111,639
−Removed: Mass Mutual 3/16/2022 10/13/2027 N/A 6.0 % 195,197 77,643
−Removed: $ 427,997 $ 252,243
−Removed: ____________________________________
−Removed: (1) Represents the number of extension options remaining and the term of each option.
−Removed: Such extension options are subject to certain conditions as set forth within each respective note on note financing agreement.
−Removed: (2) Note on Note Financing Arrangement is held through CLR.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
+Added: Corporate Subsidiary Borrowings
+Added: Corporate subsidiary borrowings consists of debt used to support the Company’s real assets management platform, general corporate activities, working capital and other permitted purposes.
+Added: Interest expense related to these borrowings are not allocated to either of the Company’s reportable segments.
+Added: Revolving Credit Facility
+Added: As of June 30, 2026, a subsidiary of CMFH had a revolving credit agreement with an aggregate commitment of $ 250.0 million and a maturity date of March 28, 2028.
+Added: The maturity date can be extended for up to two additional terms, each no longer than twelve months , subject to satisfaction of certain conditions.
+Added: Outstanding advances under the revolving credit facility bear interest at Term Secured Overnight Financing Rate (“SOFR”) plus an applicable margin ranging from 2.75 % – 3.50 %, depending on the Company subsidiary’s ratio of Consolidated Net Funded Indebtedness to Consolidated Adjusted EBITDA (as such terms are defined in the amended and restated credit agreement).
+Added: The revolving credit facility is subject to customary financial covenants such as a consolidated net leverage ratio and a minimum fee earning equity owned and operated.
+Added: The Company does not guarantee the revolving credit facility.
+Added: As of June 30, 2026, the outstanding balance on the revolving credit facility was $ 180.0 million.
+Added: The Company believes it was in compliance with the financial covenants under the revolving credit facility as of June 30, 2026.
+Added: As of June 30, 2026, a subsidiary of CMFH had $ 150.0 million of senior notes outstanding, comprising (a) $ 50.0 million aggregate principal amount of 6.42 % Series A Senior Notes due August 30, 2029, (b) $ 75.0 million aggregate principal amount of 6.50 % Series B Senior Notes due August 30, 2032 and (c) $ 25.0 million aggregate principal amount of 6.75 % Series C Senior Notes due August 30, 2034 (collectively, the “Senior Notes”).
+Added: The interest is payable semiannually in February and
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The Senior Notes are subject to customary financial covenants such as a consolidated net leverage ratio and a minimum fee earning equity owned and operated.
+Added: The Company does not guarantee the Senior Notes.
+Added: The entire unpaid principal balance of each Senior Note is due and payable on its respective maturity date.
+Added: The Company believes it was in compliance with the financial covenants under the Senior Notes as of June 30, 2026.
+Added: Strategic Holdings Borrowings
+Added: Strategic Holdings borrowings primarily consists of financing arrangements secured by commercial real estate loans, real estate-related securities and other investment assets acquired in connection with the Transactions completed on June 24, 2026.
+Added: Mortgage Payable
+Added: As of June 30, 2026, the Company had $ 20.1 million outstanding under a mortgage payable (the “Mortgage Note”), which bears interest based on SOFR or the prime rate plus an applicable margin.
+Added: The Mortgage Note has a maturity date of March 1, 2027, with an option to extend until August 30, 2027, subject to certain conditions.
+Added: A subsidiary of the Company provides a limited guarantee of up to $ 6.0 million, which may be reduced by certain qualifying property expenditures.
+Added: Notes Payable - Variable Rate Debt
+Added: As of June 30, 2026, a subsidiary of CMFH had $ 67.6 million of variable rate debt outstanding, the borrowings of which are financed through note on note financing arrangements with Massachusetts Mutual Life Insurance Company (“Mass Mutual” and such financing, the “Mass Mutual Financing”) to provide financing for the Company’s commercial real estate (“CRE”) mortgage loans.
+Added: Interest accrues at SOFR or the prime referenced rate plus the applicable margin.
+Added: The note agreement was originally entered into on March 16, 2022 with a maturity date of October 13, 2027 and no renewal options.
+Added: The note financed by the Mass Mutual Financing had a principal value of $ 196.7 million as of June 30, 2026.
ABS Mortgage Notes
−Removed: 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:
−Removed: Class of Notes Initial Principal Balance Principal Balance as of March 31, 2026
−Removed: Note Rate Anticipated Repayment Date Rated Final Payment Date Credit Rating (1)
−Removed: A-1 (AAA) $ 146,400,000 $ 140,208,000 2.09 % July 2028 July 2051 AAA (sf)
−Removed: A-2 (AAA) 219,600,000 210,312,000 2.57 % July 2031 July 2051 AAA (sf)
−Removed: A-3 (AA) 39,200,000 39,200,000 2.51 % July 2028 July 2051 AA (sf)
−Removed: A-4 (AA) 58,800,000 58,800,000 3.04 % July 2031 July 2051 AA (sf)
−Removed: A-5 (A) 124,000,000 124,000,000 2.91 % July 2028 July 2051 A (sf)
−Removed: A-6 (A) 186,000,000 186,000,000 3.44 % July 2031 July 2051 A (sf)
−Removed: $ 774,000,000 $ 758,520,000
+Added: A subsidiary of CMFH has outstanding asset backed securities (“ABS”) mortgage notes collateralized by a portfolio of net leased real estate assets and related lease cash flows (the “Class A Notes”).
+Added: As of June 30, 2026, amounts outstanding on the Class A Notes totaled $ 758.5 million with a weighted average interest rate of 2.8 % and anticipated repayment dates ranging from July 2028 through July 2031.
+Added: The collateral pool for the Class A Notes is comprised of 160 of the Company’s net leased properties with an aggregate gross asset value of $ 1.0 billion.
+Added: Other Credit Facilities
+Added: The following is a summary of the Company’s other credit facility as of June 30, 2026 (dollar amounts in thousands):
+Added: Credit Facility
+Added: Maximum Commitment
+Added: Outstanding Balance
+Added: Final Maturity Date
+Added: Weighted Average Interest Rate
+Added: Ally Bank Loan Facility
____________________________________
−Removed: (1) Reflects credit rating from Standard & Poor’s Financial Services LLC (“Standard & Poor’s”).
−Removed: The collateral pool for the Class A Notes is comprised of 169 of the Company’s double- and triple-net leased single tenant properties, together with the related leases and certain other rights and interests.
−Removed: The aggregate balance of gross real estate assets, net of gross intangible lease liabilities, securing the Class A Notes was $ 984.6 million.
−Removed: As of March 31, 2026, amounts outstanding on the Class A Notes totaled $ 758.5 million with a weighted average interest rate of 2.8 %.
−Removed: The Company may prepay the Class A Notes in full on or after the payment date beginning in July 2026 for the Class A-1 (AAA) Notes, the Class A-3 (AA) Notes and the Class A-5 (A) Notes, and on or after the payment date in July 2028 for the Class A-2 (AAA) Notes, the Class A-4 (AA) Notes and the Class A-6 (A) Notes.
−Removed: Credit Facilities
−Removed: As of March 31, 2026, CMFT CL Lending Sub AB, LLC (the “Borrower”), an indirect wholly owned subsidiary of the Company, had a revolving loan and security agreement (the “Second Amended 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”), and U.S.
−Removed: Bank Trust Company, National Association, as the collateral custodian, which provides for borrowings in an aggregate principal amount up to $ 300.0 million (the “Loan Facility”), which may be increased during the revolving period (as defined below) to an aggregate principal amount up to $ 500.0 million as agreed to by the Borrower, any applicable Lender and Ally Bank.
−Removed: Borrowings under the Second Amended Loan and Security Agreement will bear interest equal to SOFR for the relevant interest period, plus an applicable rate.
−Removed: The applicable rate is 2.10 % per annum (and an additional 2.00 % per annum following an event of default under the Second Amended Loan and Security Agreement).
−Removed: 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 6, 2029, (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.
−Removed: The termination date is the earlier to occur of (i) February 6, 2031 ( 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.
−Removed: As of March 31, 2026, the amounts borrowed and outstanding under the Loan Facility totaled $ 200.0 million at a weighted average interest rate of 5.8 %.
−Removed: 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.
−Removed: 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”).
−Removed: The Credit Securities Revolver may be increased from time to time pursuant to the Fourth Amended Credit and Security Agreement.
−Removed: As of March 31, 2026, the amounts borrowed and outstanding under the Credit Securities Revolver totaled $ 12.5 million at a weighted average interest rate of 6.4 %.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: 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.
−Removed: 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).
−Removed: The reinvestment period began on December 31, 2019 and concluded on August 29, 2024 (the “Reinvestment Period”).
−Removed: 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”).
−Removed: The final maturity date is the earliest to occur of:
−Removed: (i) the date that the Credit Securities Revolver is paid down and (ii) the second anniversary after the Reinvestment Period concludes.
−Removed: 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.
−Removed: The Company believes it was in compliance with the financial covenants under the Company’s various fixed and variable rate debt agreements, as of March 31, 2026.
+Added: (1) May be increased until the scheduled revolving period end date of February 6, 2029 to an aggregate principal amount up to $ 500.0 million as agreed to by the borrower, any applicable lender under the Ally Bank Loan Facility and Ally Bank.
+Added: In addition to the Ally Bank Loan Facility, other credit facilities assumed in the Transactions included an additional credit facility with outstanding borrowings of $ 12.5 million which was repaid in full and terminated as of June 30, 2026.
+Added: Borrowings under the Ally Bank Loan Facility bears interest based on SOFR plus an applicable spread and is secured by eligible commercial real estate loans, liquid corporate senior loans and other related collateral.
+Added: The Ally Bank Loan Facility contains customary representations, warranties, financial covenants and events of default.
+Added: The Company believes it was in compliance with the financial covenants under the Ally Bank Loan Facility as of June 30, 2026.
Repurchase Facilities
−Removed: As of March 31, 2026, indirectly owned subsidiaries of the Company (individually, a “Lending Sub”, and collectively, the “Lending Subs”), had Master Repurchase Agreements with Citibank, Barclays, Wells Fargo Bank, N.A.
−Removed: (“Wells Fargo”), Deutsche Bank AG (“Deutsche Bank”), and J.P.
−Removed: Morgan Securities LLC (“J.P.
−Removed: Morgan”) (collectively, the “Repurchase Agreements”) to provide financing primarily through each bank’s purchase of the Company’s CRE mortgage loans and CMBS and future funding advances each, a “Repurchase Facility,” and collectively, (the “Repurchase Facilities”).
−Removed: The following table is a summary of the Repurchase Facilities as of March 31, 2026 (dollar amounts in thousands):
−Removed: Repurchase Facility Date of Agreement Maturity Date
+Added: As of June 30, 2026, indirectly owned subsidiaries of the Company (the “Lending Subs”) maintained secured repurchase facilities with multiple financial institutions that provide financing for commercial real estate loans, CMBS and other eligible investment assets held within the Strategic Holdings segment (the “Repurchase Facilities”).
+Added: Borrowings under these facilities
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: generally bear interest at rates based on SOFR plus an applicable spread and are collateralized by the underlying financed assets.
+Added: The following table is a summary of the Company’s repurchase facilities as of June 30, 2026 (dollar amounts in thousands):
+Added: Repurchase Facilities
+Added: Maturity Date
Remaining Extension Options (1)
−Removed: Maximum Facility Size Weighted Average Interest Rate Loans Financed under Repurchase Facility (2)
+Added: Maximum Facility Size
+Added: Weighted Average Interest Rate
+Added: Loans Financed under Repurchase Facilities (2)
Amount Financed
−Removed: Citibank 6/4/2020 3/5/2027 2 / 1 yr.
−Removed: $ 26,537 6.2 % (3)
−Removed: $ 85,574 $ 26,537
−Removed: 12/19/2023 12/19/2026 2 / 1 yr.
−Removed: 600,790 5.4 % (3)
−Removed: 518,463 397,906
−Removed: Barclays 9/21/2020 9/22/2026 1 / 1 yr.
−Removed: 558,947 5.5 % (3)
−Removed: 728,669 359,417
−Removed: 12/4/2023 12/4/2026 2 / 1 yr.
−Removed: 691,053 5.5 % (3)
−Removed: 119,056 89,528
−Removed: Wells Fargo 5/20/2021 8/30/2026 1 / 1 yr.
−Removed: 277,516 5.3 % (3)
−Removed: 459,976 277,517
Wells Fargo (4)
−Removed: 8/15/2025 8/15/2027 3 / 1 yr.
−Removed: 500,000 5.4 % (3)
−Removed: 285,250 216,050
Deutsche Bank (4)
−Removed: 10/8/2021 10/8/2026 1 / 1 yr.
__________________________________
−Removed: 170,936 99,913
−Removed: 63,464 44,518
−Removed: Total $ 2,954,843 $ 2,431,388 $ 1,511,386
−Removed: __________________________________
(1) Represents the number of extension options remaining and the term of each option.
−Removed: Such extension options are subject to certain conditions as set forth within each respective Repurchase Agreement.
+Added: Such extension options are subject to certain conditions as set forth within each respective Master repurchase agreement entered into with the applicable financial institution (each, a “Repurchase Agreement” and collectively, the “Repurchase Agreements”).
(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.
5 unchanged sentences
Such facilities carry no maximum facility size.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: (6) Under the Master Repurchase Agreement with J.P.
+Added: (6) Under the repurchase agreement with J.P.
Morgan, advances under the repurchase agreement may be made based on one-month Term SOFR plus a spread designated by J.P.
−Removed: Morgan, which as of March 31, 2026, ranges from 1.05 % to 1.35 %.
−Removed: The Repurchase Agreements provide for agreements by each of Citibank, Barclays, Wells Fargo, Deutsche Bank and J.P.
+Added: Morgan, which as of June 30, 2026, ranges from 1.05 % to 1.35 %.
+Added: The repurchase agreements provide for commitments by each of Citibank, Barclays, Wells Fargo, Deutsche Bank and J.P.
Morgan to re-sell such purchased CRE mortgage loans and CMBS back to Lending Subs at a certain future date or upon demand.
−Removed: In connection with certain of the Repurchase Agreements, the Company (as the guarantor) entered into guaranties with Citibank, Barclays, Wells Fargo, and Deutsche Bank (the “Initial Guaranties”), under which the Company agreed to guarantee up to 25 % of the obligations of the applicable Lending Sub under certain Repurchase Agreements.
−Removed: In addition, in connection with certain of the Repurchase Agreements, the Company (as the “Initial Guarantor”) and CLR (as a “Replacement Guarantor” and together with the Initial Guarantor, the “Guarantors”) entered into or amended guaranties with Citibank, Barclays and Deutsche Bank during the year ended December 31, 2023 (the “2023 Guaranties”, and together with the Initial Guaranties, the “Guaranties”), on a joint and several basis until the satisfaction of certain conditions as set forth in the guaranties, at which point the Replacement Guarantor will become the sole guarantor under the guaranty (the “Guarantor Replacement Event”).
−Removed: Under the 2023 Guaranties, the Initial Guarantor and the Replacement Guarantors agreed to guarantee the respective Lending Subs’ obligations under the applicable Repurchase Agreements.
−Removed: Additionally, during the year ended December 31, 2025, in connection with the J.P.
−Removed: Morgan Repurchase Facility and the Wells Fargo Repurchase Facility, the Company and CLR (as the guarantors) entered into a guaranty with each of J.P.
−Removed: Morgan and Wells Fargo, under which the Company and CLR agreed to guarantee the obligations of the Lending Sub under the Repurchase Agreements with J.P.
−Removed: Morgan and Wells Fargo on a joint and several basis until the Company is permitted to be removed as a guarantor upon the satisfaction of certain conditions set forth in the guaranty, leaving CLR as the sole guarantor under the guaranties with J.P.
−Removed: Morgan and Wells Fargo.
−Removed: The Repurchase Agreements and the Guaranties contain representations, warranties, covenants, conditions precedent to funding, events of default and indemnities that are customary for agreements of these types.
−Removed: In addition, the Guaranties contain financial covenants that require the Company to maintain:
−Removed: (i) minimum liquidity of not less than the lower of (a) $ 50.0 million and (b) the greater of (A) $ 10.0 million and (B) 5 % of the then-current Guarantors’ recourse indebtedness, as defined in the Guaranties;
−Removed: (ii) minimum consolidated net worth greater than or equal to $ 1.0 billion plus (a) prior to the Guarantor Replacement Event, as applicable, 75 % of the equity issued by the Guarantors following the respective closing dates of the Repurchase Agreements (the “Repurchase Closing Dates”) or, from and after the Guarantor Replacement Event, as applicable, 75 % of the equity issued by the Replacement Guarantor following the Guarantor Replacement Event, as applicable, minus (b) prior to the Guarantor Replacement Event, as applicable, the aggregate amount of any redemptions or similar transaction by the Guarantors from the Repurchase Closing Dates or, from and after the Guarantor Replacement Event, as applicable, the aggregate amount of any redemptions or similar transaction by the Replacement Guarantor following the Guarantor Replacement Event, as applicable;
−Removed: (iii) maximum leverage ratio of total indebtedness to total equity less than or equal to 80 %;
−Removed: and (iv) minimum interest coverage ratio of EBITDA (as defined in the Guaranties) to interest expense equal to or greater than 1.40 .
−Removed: The Company believes it was in compliance with the financial covenants under the Repurchase Agreements as of March 31, 2026.
+Added: The repurchase facilities contain customary borrowing base requirements, collateral eligibility provisions, representations and warranties, financial covenants and events of default.
+Added: Certain facilities are guaranteed by the Company and/or specified subsidiaries.
+Added: The Company believes it was in compliance with the financial covenants under its repurchase facilities as of June 30, 2026.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
Liquidity and Financial Condition — The Company has $ 1.3 billion of debt maturing within the next 12 months following the date these financial statements are issued.
1 unchanged sentence
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.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: The following table summarizes the scheduled aggregate principal repayments for the Company’s outstanding debt subsequent to March 31, 2026 (in thousands):
+Added: The following table summarizes the scheduled aggregate principal repayments for the Company’s outstanding debt subsequent to June 30, 2026 (in thousands):
Principal Repayments
Remainder of 2026
−Removed: Thereafter 655,112
−Removed: Total $ 2,734,649
NOTE 6 — COMMITMENTS AND CONTINGENCIES
−Removed: In the ordinary course of business, the Company may become subject to litigation and claims.
+Added: Litigation and Legal and Regulatory Matters
+Added: In the ordinary course of business, the Company and/or its subsidiaries may become subject to litigation and claims.
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.
+Added: The Company and/or its subsidiaries are also subject to oversight by various local, state and federal regulatory authorities, including, but not limited to, real estate, finance, and/or securities regulators and tax authorities.
+Added: From time to time, the Company and/or its subsidiaries receive requests for information from governmental authorities conducting inquiries regarding business activities.
+Added: The Company has cooperated and will continue to cooperate with such requests.
+Added: The Company believes that the ultimate resolution of any governmental inquiry will not have a material impact on the Company’s condensed combined and consolidated financial position or its results of operations.
Unfunded Commitments
−Removed: As of March 31, 2026, the Company had $ 219.8 million of unfunded loan commitments related to its existing CRE loans held-for-investment and corporate senior loans, and $ 81.3 million of unfunded commitments related to NewPoint JV.
−Removed: These commitments are not reflected in the accompanying condensed consolidated balance sheets.
−Removed: Current expected credit losses for unfunded or unsettled loan commitments are included in accrued expenses and accounts payable on the accompanying condensed consolidated balance sheets.
+Added: As of June 30, 2026, the Company had $ 210.6 million of unfunded loan commitments related to its existing first mortgage loans and corporate senior loans and $ 63.4 million of unfunded commitments related to NewPoint JV.
+Added: These commitments are not reflected in the accompanying condensed combined and consolidated balance sheets.
+Added: As of June 30, 2026, the Company had aggregate unfunded capital commitments of $ 18.4 million into the Funds and other investments.
+Added: These commitments will be funded as required through the end of the respective commitment periods.
Environmental Matters
5 unchanged sentences
The Company is not aware of any environmental matters which it believes are reasonably likely to have a material effect on its results of operations, financial condition or liquidity.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The Company enters into contracts and agreements that may commit the Company to certain performance and completion guarantees in connection with the Company’s services in the normal course of business of managing the Funds.
+Added: The Company’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred.
+Added: Tax Receivable Agreement
+Added: In connection with the Transactions, the Company entered into a Tax Receivable Agreement (“TRA”) with CMFH and CMGH.
+Added: Pursuant to the TRA, the Company generally is required to pay CMGH 85 % of certain tax benefits, if any, that the Company realizes as a result of increases in tax basis and certain other tax attributes arising from the Transactions, future exchanges of CMFH Class A LP Units and other transactions contemplated by the TRA.
+Added: As of June 30, 2026, the Company had not recorded a liability related to the TRA.
+Added: Any future payments under the TRA are dependent upon, among other factors, the generation of sufficient taxable income and the actual realization of the applicable tax benefits.
+Added: Accordingly, the potential obligation under the TRA is contingent and cannot be reasonably estimated as of June 30, 2026.
NOTE 7 — RELATED-PARTY TRANSACTIONS AND ARRANGEMENTS
−Removed: Management, investment advisory fees and incentive compensation
−Removed: The Company has incurred fees and expenses payable to CMFT Management and certain of its affiliates in connection with the acquisition, management and disposition of its assets.
−Removed: On 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.
−Removed: 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).
−Removed: CMFT Securities has an investment advisory and management agreement dated December 6, 2019 (the “Investment Advisory and Management Agreement”) with the Investment Advisor.
−Removed: CMFT Securities was formed for the purpose of holding any securities investments and certain other investments made by the Company.
−Removed: The Investment Advisor, a wholly-owned subsidiary of CIM Group, is registered as an investment advisor under the Investment Advisers Act of 1940, as amended (the
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: “Advisers Act”).
−Removed: Pursuant to the Investment Advisory and Management Agreement, the Investment Advisor manages the day-to-day business affairs of CMFT Securities and its investments in corporate credit and real estate-related securities (collectively, the “Managed Assets”), subject to the supervision of the Board.
−Removed: In connection with the services provided by the Investment Advisor, CMFT Securities pays the Investment Advisor an investment advisory fee (the “Investment Advisory Fee”), payable quarterly in arrears, equal to 1.50 % per annum ( 0.375 % per quarter) of CMFT Securities’ Equity (as defined in the Investment Advisory and Management Agreement).
−Removed: Because the Managed Assets are excluded from the calculation of management fees payable by the Company to CMFT Management pursuant to the Management Agreement, the total management and advisory fees payable by the Company to its external advisors are not increased as a result of the Investment Advisory and Management Agreement.
−Removed: In addition, the Investment Advisor has a sub-advisory agreement dated May 12, 2025 (the “Sub-Advisory Agreement”) with OFS Capital Management, LLC (the “Sub-Advisor”) to act as an investment sub-advisor to CMFT Securities.
−Removed: The Sub-Advisor is registered as an investment adviser under the Advisers Act and is an affiliate of the Investment Advisor.
−Removed: The Sub-Advisor principally provides investment management services with respect to the corporate credit-related securities held by CMFT Securities and its subsidiaries.
−Removed: The Sub-Advisor may allocate a portion of these corporate credit-related securities to its other clients, including affiliates of CIM Group.
−Removed: On a quarterly basis, the Investment Advisor designates 50 % (or 25 % if related to CMBS) 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.
−Removed: CMFT Management is entitled to receive incentive compensation, payable with respect to each quarter, which is generally equal to the excess of (a) the product of (i) 20 % and (ii) the excess of (A) Core Earnings (as defined in the Management Agreement) of the Company for the previous 12-month period, over (B) the product of (1) the Company’s Consolidated Equity (as defined in the Management Agreement) in the previous 12-month period, and (2) 7 % per annum, over (b) the sum of any incentive compensation paid to CMFT Management with respect to the first three calendar quarters of such previous 12-month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable).
−Removed: During the three months ended March 31, 2026 and 2025, no incentive compensation fees were incurred.
−Removed: In addition, the Investment Advisor is eligible to receive a portion of the incentive compensation payable to CMFT Management pursuant to the Management Agreement.
−Removed: 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.
−Removed: 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).
−Removed: 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.
−Removed: 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.
−Removed: Thereafter, CMFT Management is entitled to receive 10 % of CLR’s Core Earnings.
−Removed: 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.
−Removed: 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.
−Removed: Because the CLR Managed Assets are excluded from the calculation of management fees payable by
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: CLR to CMFT Management pursuant to the Management Agreement, the total management and advisory fees payable by CLR to its external advisors are not increased as a result of the CLR Investment Advisory and Management Agreement.
−Removed: The CLR Management Agreement and CLR Investment Advisory and Management Agreement (together, the “CLR Advisory Agreements”) each have an initial three-year term and shall be deemed renewed automatically each year thereafter for an additional one-year period unless CLR provides 180 days’ written notice of termination of a CLR Advisory Agreement after the affirmative vote of CLR’s independent trustees.
−Removed: 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.
−Removed: 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 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.
−Removed: 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.
−Removed: 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.
−Removed: During the three months ended March 31, 2026 and 2025, the Company did not receive any reimbursements from CMFT Management for organization and offering expenses paid by the Company for CLR.
−Removed: The Investment Advisor has engaged the Sub-Advisor to act as an investment sub-advisor with respect to the assets held by CLR Securities.
−Removed: The Sub-Advisor principally provides investment management services with respect to the real estate related securities held by CLR Securities and its subsidiaries.
−Removed: 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.
−Removed: The Sub-Advisory Agreement may be terminated by either party with 30 days’ advance written notice to the other party.
−Removed: 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.
−Removed: From time to time, the Company guarantees certain of CLR’s indebtedness, as discussed further in Note 9 — Repurchase Facilities, Notes Payable and Credit Facilities.
−Removed: Expense reimbursements to related parties
−Removed: The Company reimburses CMFT Management, the Investment Advisor or their affiliates for certain expenses paid or incurred in connection with the services provided to the Company.
−Removed: The Company will reimburse CMFT Management, the Investment Advisor, or their affiliates for salaries and benefits paid to personnel who provide services to the Company, excluding the Company’s executive officers (other than the chief financial officer) and any portfolio management, acquisitions or investment professionals.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: The Company recorded fees and expense reimbursements as shown in the table below for services provided by CMFT Management or its affiliates related to the services described above during the periods indicated (in thousands):
−Removed: Three Months Ended March 31,
−Removed: Management fees $ 11,628 $ 11,723
−Removed: Expense reimbursements to related parties
+Added: Revenues Earned from Related Party Funds and Affiliates
+Added: Substantially all of the Company’s revenues are earned from the Funds being managed, directly or indirectly, by the Company, including management fees, incentive fees, performance allocations, and reimbursements.
+Added: The related receivables are presented in management fees and other receivables from related parties in the condensed combined and consolidated balance sheets.
+Added: Management fees and incentive fees earned from Funds consolidated by the Company are eliminated in consolidation.
+Added: Certain subsidiaries of CMFH provide leasing, property management, development and other real estate services to entities affiliated with certain founders.
+Added: Fees for these services are established under the applicable service agreements and are generally based on fee arrangements used for similar services provided to Funds or other managed accounts.
+Added: In certain arrangements, the Company serves as manager of record and engages an affiliated entity as sub-manager.
+Added: Substantially all fees earned under those arrangements are paid to the affiliated sub-manager (and so are not recognized as revenues or expenses by the Company), resulting in no net economic benefit to the Company.
+Added: The following table details the management and other revenue earned from other entities affiliated with certain founders of the Company for the three and six months ended June 30, 2026 and 2025 (in thousands):
+Added: Three months ended June 30,
+Added: Six months ended June 30,
+Added: Management fees and other revenue - affiliates
+Added: Management Fees and Other Receivables from Related Party Funds and Affiliates
+Added: Management fees and other receivables from related parties include unpaid management fees, transaction fees and reimbursable expenses from the Funds the Company manages and their portfolio companies, reimbursable payments for certain operating costs incurred by these Funds as well as their related parties and other related party amounts arising from transactions.
+Added: The following table details the components of management fees and other receivables from related party Funds, as well as from entities affiliated with certain founders of the Company as of June 30, 2026 and December 31, 2025 (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Management fees receivable
+Added: Other receivables
__________________________________
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: (1) Includes amounts due from entities affiliated with certain founders of the Company as of June 30, 2026 and December 31, 2025 of $ 7.3 million and $ 8.7 million, respectively.
+Added: Management fees receivable represent fees receivable for real property management and related real property services (including property management, development management, leasing, and sales brokerage services) performed for related parties and for entities affiliated with certain founders of the Company at rates agreed upon and set forth in the applicable agreements.
+Added: Other receivables from related parties represents amounts receivable for operating costs and expenses paid or incurred by the Company on behalf of related parties and for entities affiliated with certain founders of the Company pursuant to the applicable agreements.
+Added: These amounts include costs associated with due diligence services provided in connection with potential acquisitions of properties, organizational costs of new Funds and certain Fund expenses.
+Added: The Company is also reimbursed for payroll, general and administrative expenses, and other related costs incurred in connection with services or functions provided or made available to the Funds and/or their assets.
+Added: Such reimbursement is generally at cost with no profit to, or markup by, the Company.
+Added: Earnout Arrangement
+Added: In connection with the Transactions, the Company and CMFH entered into an earnout arrangement with CMGH, the holder of the CMFH Class A LP Units and the Company’s Special Voting Preferred Shares.
+Added: Under the arrangement, CMGH may become entitled to receive additional CMFH Class A LP Units and an equivalent number of Special Voting Preferred Shares based on the achievement of specified cumulative fee-related revenue thresholds during the period from January 1, 2026 through December 31, 2028.
+Added: If additional CMFH Class A LP Units are issued pursuant to the earnout, CMFH also will be required to make a special cash distribution to CMGH equal to the distributions CMGH would have received with respect to such units during the period from the day immediately following the end of the earnout period through the date the earnout consideration is issued.
+Added: If the earnout were achieved in full, CMGH would be entitled to additional CMFH Class A LP Units in an amount that would be sufficient (assuming no change in the relative number of CMFH Class A LP Units and shares of our common stock outstanding at the closing of the Transactions) such that the economic interest in CMFH held by CMGH and the Company as of the closing of the Transactions would have been 71.25 % and 28.75 %, respectively (or an additional approximately 175.3 million CMFH Class A LP Units to be held by CMGH).
+Added: As of June 30, 2026, the fair value of the earnout liability was $ 407.5 million.
+Added: See Note 2 — Summary of Significant Accounting Policies, and Note 3 — Fair Value Measurements, for additional information regarding the earnout arrangement and its valuation.
+Added: Tax Receivable Agreement
+Added: In connection with the Transactions, the Company entered into a Tax Receivable Agreement with CMFH and CMGH.
+Added: Pursuant to the agreement, the Company generally is required to pay CMGH 85 % of certain tax benefits, if any, realized by the Company as a result of future exchanges of CMFH Class A LP Units and other transactions contemplated by the agreement.
+Added: As of June 30, 2026, the Company had not recorded a liability under the Tax Receivable Agreement.
+Added: See Note 6 — Commitments and Contingencies, for additional information regarding the Tax Receivable Agreement.
+Added: The Company guarantees certain of CLR’s indebtedness, including as a joint and several guarantor of the applicable Lending Subs’ obligations under the Repurchase Facilities, until the Company is permitted to be removed as a guarantor upon satisfaction of certain conditions set forth in the applicable guaranty, as discussed further in Note 5 — Credit Facilities, Notes Payable and Repurchase Facilities.
+Added: Affiliate Transactions
+Added: Services and Cost-Sharing Arrangements with Affiliates
+Added: Certain subsidiaries of CMFH enter into service, cost-sharing and expense-reimbursement arrangements with entities affiliated with certain founders of the Company.
+Added: Under these arrangements, the Company may receive executive, administrative, office, travel, asset oversight, monitoring, sub-advisory and other services and may also provide services or incur costs on behalf of related parties.
+Added: Reimbursable travel costs under these arrangements include, from time to time, the use of aircraft owned or operated by founder-affiliated entities.
+Added: Such aircraft usage is reimbursed at an hourly rate that management believes is below the cost of third-party charter services for comparable aircraft.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The following table details expenses to founder-affiliates included in general and administrative expenses in the condensed combined and consolidated statements of operations for the three and six months ended June 30, 2026 and 2025 including sub-adviser fees paid to affiliates in accordance with sub-advisory agreements (in thousands):
+Added: Three months ended June 30,
+Added: Six months ended June 30,
+Added: Sub-adviser fees
+Added: Travel expenses
+Added: Certain subsidiaries of CMFH lease office space and corporate housing from entities affiliated with certain founders.
+Added: The Company also shares certain office locations with an affiliated sub-adviser and is allocated lease costs based on the relative usage of the applicable space.
+Added: Additionally, certain subsidiaries of the Company lease office space from related Funds.
+Added: The following table details rent expense included in general and administrative expenses in the condensed combined and consolidated statements of operations for the three and six months ended June 30, 2026 and 2025 (in thousands):
+Added: Three months ended June 30,
+Added: Six months ended June 30,
+Added: Rent expense to affiliates
+Added: Rent expense to related Funds
Due to Affiliates
−Removed: Of the amounts shown above, $ 14.0 million and $ 13.0 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 three months ended March 31, 2026 and 2025, respectively, and such amounts were recorded as liabilities of the Company as of such dates.
−Removed: The following table details the components of due to affiliates (in thousands):
−Removed: March 31, 2026 December 31, 2025
−Removed: Accrued management fees
−Removed: $ 12,965 $ 11,703
−Removed: Accrued expense reimbursement to related parties
−Removed: Total due to affiliates
−Removed: $ 13,988 $ 12,650
−Removed: Development and Property Management Agreements
−Removed: 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.
−Removed: Upon foreclosure, and with the approval of the Board’s former valuation, compensation and affiliate transactions committee, CIM NY Management, LLC, an affiliate of the Company’s manager, CMFT Management, entered into a Development Management Agreement with the indirect wholly owned subsidiaries of the Company that own each of the four buildings (the “Building Owners”), wherein CIM NY Management, LLC will act as project manager in overseeing the development and construction of property improvements in accordance with each respective Development Management Agreement (the “Development Services”).
−Removed: In consideration for the Development Services, CIM NY Management, LLC will receive a development management fee from the Building Owners equal to 4 % of the aggregate gross project costs expended during the term of the Development Management Agreement, subject to the conditions in each respective Development Management Agreement.
−Removed: During the three months ended March 31, 2026 the Company recorded no development management fees and during the three months ended March 31, 2025 the Company recorded $ 142,000 in development management fees.
−Removed: Additionally, CIM NY Management, LLC is reimbursed by the Building Owners for expenses incurred in connection with the Development Services, including services provided that are incidental to but not part of the Development Services.
−Removed: The Development Management Agreement shall remain in effect until the project completion date and is terminable by either party with fifteen days prior notice to the other party, with or without cause.
−Removed: 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 4 — Real Estate Assets.
−Removed: Upon taking control of the asset, and with the approval of the Board, CIM Management, Inc.
−Removed: (“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 own 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”).
−Removed: 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.
−Removed: 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.
−Removed: 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
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: incidental to but not part of the Management and Development Services.
−Removed: 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.
−Removed: Investments with Affiliates of the Manager
−Removed: In September 2021, the Company co-invested $ 68.4 million in preferred units and $ 138.8 million in a first mortgage loan to a third-party for the purchase of a multi-family, office and retail building in Fort Lauderdale, Florida with CIM Real Assets & Credit Fund, a fund that is advised by affiliates of CMFT Management (“CIM RACR”).
−Removed: The Company redeemed its investment in the preferred units during the year ended December 31, 2022 in exchange for an investment in a first mortgage loan.
−Removed: During the three months ended March 31, 2026, the first mortgage loan, which was in maturity default, was repaid in full.
−Removed: 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.
−Removed: As of March 31, 2026, $ 98.0 million of the first mortgage loan was outstanding.
−Removed: In November 2021, the Company entered into the Unconsolidated Joint Venture (the “MT-FT JV”) with CMMT Holdings, LLC, a fund that is advised by an affiliate of CMFT Management, for the purposes of investing in the NewPoint JV.
−Removed: As of March 31, 2026, 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 $ 131.2 million has been funded, net of $ 158.0 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.
−Removed: For more information on the NewPoint JV, see Note 2 — Summary of Significant Accounting Policies and Note 6 — Investment in Unconsolidated Entities.
−Removed: In December 2021, the Company invested in a $ 155.0 million first mortgage loan, with an initial advance of $ 154.0 million, to a third-party, the proceeds of which were used to finance the acquisition of a property from a fund that is advised by an affiliate of CMFT Management.
−Removed: As of March 31, 2026, the first mortgage loan is held by the Company’s consolidated subsidiary, CLR, and $ 155.0 million of the first mortgage loan was outstanding.
−Removed: In April 2022, the Company invested in a $ 147.0 million first mortgage loan, with an initial advance of $ 143.0 million, to a third-party, which was previously funded by a fund that is advised by an affiliate of CMFT Management.
−Removed: During the year ended December 31, 2025, the Company sold the first mortgage loan to its consolidated subsidiary, CLR, for $ 120.0 million.
−Removed: As of March 31, 2026, $ 120.4 million of the first mortgage loan was outstanding.
−Removed: As of March 31, 2026, the Company and CIM RACR were co-invested in 11 corporate senior loans with an outstanding balance of $ 154.6 million.
−Removed: The Sub-Advisor provided investment management services related to these corporate senior loans pursuant to the Sub-Advisory Agreement.
−Removed: 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.
+Added: As of June 30, 2026 and December 31, 2025, the Company had the following payables due to entities affiliated with certain founders of the Company included in due to related parties (in thousands):
+Added: June 30, 2026
+Added: December 31, 2025
+Added: Due to affiliates
+Added: Investments with Affiliates
+Added: The Company may acquire interests alongside its affiliated Funds or its other affiliates in accordance with the Company’s investment objectives and applicable allocation policies.
+Added: Such interests may include interests in commercial real estate loans, corporate credit investments, equity interests and other real estate-related assets.
+Added: As of June 30, 2026 , the Company held certain investments that were originated, acquired or co-invested alongside affiliated Funds.
+Added: These investments are managed in the ordinary course of business in accordance with the Company's investment allocation and conflict management policies.
+Added: During the six months ended June 30, 2026, the Company co-invested alongside affiliated Funds in certain credit investments.
+Added: As of June 30, 2026, the aggregate principal balance of such loans was approximately $ 527.0 million.
+Added: The Company holds an interest in a CLO subordinated note issued by OFSI BSL XIV CLO, Ltd., an affiliate of the Company’s sub-advisor.
The collateral manager for OFSI BSL XIV CLO, Ltd.
is OFS CLO Management II, LLC, an affiliate of the sub-advisor.
−Removed: 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.
−Removed: 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.
−Removed: NOTE 12 — ECONOMIC DEPENDENCY
−Removed: Under various agreements, the Company has engaged and may in the future engage CMFT Management or its affiliates to provide certain services that are essential to the Company, including asset management services, supervision of the management and leasing of properties owned by the Company, asset acquisition and disposition decisions, as well as other administrative responsibilities for the Company including accounting services and stockholder relations.
−Removed: As a result of these relationships, the Company is dependent upon CMFT Management or its affiliates.
−Removed: In the event that these companies are unable to provide the Company with these services, the Company would be required to find alternative providers of these services.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
+Added: As of June 30, 2026, the fair value of the Company’s interest in the CLO subordinated note was approximately $ 15.8 million.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Joint Ventures with Affiliates
+Added: The Company maintains interests in certain joint ventures with affiliated Funds.
+Added: As of June 30, 2026, the Company had interests in NewPoint JV with a carrying value of $ 140.3 million.
+Added: NOTE 8 — EARNINGS PER SHARE
+Added: The computation of basic EPS is based on the Company’s weighted average shares outstanding.
+Added: The Special Voting Preferred Shares were excluded from basic and diluted EPS because they do not participate in the Company’s earnings or dividends and do not independently represent potential common shares.
+Added: Any potential dilution associated with the related CMFH Class A LP Units is evaluated separately.
+Added: EPS for year-to-date periods may differ from the sum of quarterly EPS amounts due to the required method for computing EPS in the respective periods.
+Added: In addition, EPS is calculated independently for each component and may not be additive due to rounding.
+Added: In connection with the Transactions on June 24, 2026, the Company reorganized its ownership structure.
+Added: The Company’s current capital structure is not reflective of the capital structure of the Contributed Entities prior to the transaction.
+Added: Therefore, earnings per share for the three and six months ended June 30, 2026, has been calculated based solely on the period subsequent to the Transactions, as earnings per share is not meaningful for the period from January 1, 2026 to June 23, 2026, due to the different capital structure.
+Added: Basic and diluted EPS is calculated utilizing net loss available to common stockholders of the Company from June 24, 2026 to June 30, 2026, divided by the weighted average number of shares of common stock outstanding during the same period.
+Added: The Company’s outstanding equity-based compensation awards under its equity-based compensation arrangements (as further described in Note 9 — Stockholders’ Equity) were anti-dilutive during the period.
+Added: The following table reconciles the numerator and denominator used in computing the Company’s basic and diluted per-share amounts for net loss attributable to common stockholders for the period presented (in thousands, except per share amounts):
+Added: Period from June 24, 2026 to June 30, 2026
+Added: Net loss attributable to the Company
+Added: Basic weighted average shares of Common Stock outstanding
+Added: Effect of dilutive securities—contingently issuable shares
+Added: Diluted weighted average shares and common stock equivalents outstanding
+Added: Net loss attributable to common stockholders per share:
NOTE 9 — STOCKHOLDERS’ EQUITY
+Added: The Company’s outstanding common stock was originally issued primarily through a public offering conducted by CMFT from January 2012 to April 2014 (the “Initial Offering”) and related DRIP offerings (the “DRIP Offerings”).
+Added: The Company continues to issue shares of common stock under its DRIP pursuant to a registration statement covering up to $ 600.0 million of shares.
+Added: All shares of such stock have a par value of $ 0.01 per share.
+Added: The par value of stockholder proceeds raised from the DRIP Offerings is classified as common stock, with the remainder allocated to capital in excess of par value.
+Added: In connection with the Transactions, on June 23, 2026, the Company amended its charter to authorize 3,100,000,000 shares of capital stock, consisting of 2,000,000,000 shares of common stock and 1,100,000,000 shares of preferred stock, $ 0.01 par value per share (“Preferred Stock”).
+Added: 1,000,000,000 shares of Preferred Stock were classified as Special Voting Preferred
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Each Special Voting Preferred Share provides its holder with voting rights corresponding to one CMFH Class A LP Unit held by the holder.
+Added: The Special Voting Preferred Shares do not provide their holders with economic rights or entitlements.
+Added: The Board establishes an updated estimated per share value of the Company’s common stock on at least an annual basis.
+Added: Distributions are reinvested in shares of the Company’s common stock for participants in the DRIP at the estimated per share value as determined by the Board.
+Added: Additionally, the estimated per share value as determined by the Board serves as the per share value for purposes of the share redemption program.
+Added: The most recent estimated per share value of the Company’s common stock was $ 5.14 , which was established by the Board on March 19, 2026 using a valuation date of December 31, 2025.
+Added: Until the next valuation is approved and established by the Board, the per share value used for purposes of reinvesting in the Company’s common stock pursuant to the Company’s DRIP program and redeeming shares pursuant to the Company’s share redemption program will continue to be $ 5.14 .
Equity-Based Compensation
−Removed: On April 27, 2022, the Board and the compensation committee of the Board approved the Amended and Restated CIM Real Estate Finance Trust, Inc.
−Removed: 2022 Equity Incentive Plan (the “2022 Plan”) and the 2022 Plan was approved by the Company’s stockholders at the Company’s 2022 Annual Meeting of Stockholders held on July 12, 2022.
−Removed: 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.
−Removed: 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, and awards of approximately 4,000 shares of common stock are available for future grant at March 31, 2026.
−Removed: 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.
−Removed: The Board or the compensation committee of the Board also has the authority to determine the terms of any award granted pursuant to the 2022 Plan, including vesting schedules, restrictions and acceleration of any restrictions.
−Removed: 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.
−Removed: On January 9, 2024, the compensation committee of the Board approved and adopted the CIM Real Estate Finance Trust, Inc.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: As of March 31, 2026, there were approximately 6.4 million shares remaining that may be subject to awards granted under the Manager Plan.
−Removed: The Manager Plan will expire on January 9, 2034, unless terminated earlier by the Board or the compensation committee.
−Removed: 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 March 31, 2026 (dollar amounts in thousands):
+Added: The Company maintains the Amended and Restated CIM Real Estate Finance Trust, Inc.
+Added: 2022 Equity Incentive Plan (the “2022 Plan”) and the CIM Real Estate Finance Trust, Inc.
+Added: 2024 Manager Equity Incentive Plan (the “Manager Plan”).
+Added: The 2022 Plan provides for the issuance of 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.
+Added: 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 CIM Real Estate Finance Management, LLC, the Company’s external manager prior to the effectiveness of the Transactions and, following the effectiveness of the Transactions, an indirect subsidiary of the Company (“CMFT Management”), which in turn historically has transferred such incentives to employees, advisors, or consultants of CMFT Management and its affiliates who provide services to CMFT Management or its affiliates in support of the Company and its subsidiaries.
+Added: The terms of individual awards, including vesting and settlement provisions, are determined by the Board or its compensation committee.
+Added: The 2022 Plan authorizes the issuance of up to 250,000 shares, and awards of approximately 4,000 shares of common stock are available for future grant at June 30, 2026.
+Added: The Manager Plan authorizes awards covering up to 12,000,000 shares, of which approximately 4.2 million shares remained available for future grant as of June 30, 2026.
+Added: The Contribution Agreement includes an acknowledgement by the parties that the Transactions do not constitute a “Change of Control” as defined under the Company’s equity plans, and that accordingly, all unvested existing equity awards will continue to operate and vest in accordance with their existing terms.
+Added: Legacy Incentive Unit Awards
+Added: Prior to the Transactions, CIM Group Management Holdings, LLC (“Holdings”), the previous parent of one of the Contributed Entities, entered into a grant agreement with an affiliated company, pursuant to which the affiliated company was granted incentive units in Holdings.
+Added: These interests were granted in connection with admitting new principals and granting certain equity-based compensation awards to such principals.
+Added: The awards generally vest over periods ranging from five to seven years and are accounted for as equity-classified share-based payment awards under ASC 718.
+Added: Compensation expense is measured based on the grant-date fair value of the awards and recognized over the applicable requisite service periods, net of estimated forfeitures.
+Added: The Transactions did not result in the settlement, cancellation or acceleration of the outstanding awards, which continue to vest in accordance with their existing terms.
+Added: The Company recognized $ 503,000 and $ 1.0 million of compensation expense related to these awards during the three and six months ended June 30, 2026, respectively and $ 814,000 and $ 1.6 million during the three and six months ended June 30, 2025, respectively.
+Added: As of June 30, 2026, unrecognized compensation cost related to the awards was $ 7.0 million and is expected to be recognized over a weighted-average period of 2.0 years.
+Added: The following tables summarize, beginning on June 24, 2026, the date of the Transactions, 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 Company as of June 30, 2026 (dollar amounts in thousands):
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
Restricted Stock Grants (2022 Plan)
1 unchanged sentence
Grant Date Fair Value (2)
−Removed: Outstanding as of January 1, 2026
−Removed: 57,471 3,674,435
−Removed: Granted — — $ —
−Removed: Vested — — N/A
−Removed: Forfeited — — N/A
−Removed: Outstanding as of March 31, 2026
−Removed: 57,471 3,674,435
+Added: Outstanding as of June 24, 2026
+Added: Outstanding as of June 30, 2026
____________________________________
(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.
−Removed: (2) The fair value of the Company’s share awards is determined using the Company’s per share NAV on the date of grant.
+Added: (2) The fair value of the Company’s share awards was 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.
−Removed: The Company recorded compensation expense of $ 2.4 million and $ 1.4 million for the three months ended March 31, 2026 and 2025, respectively, related to the restricted shares and restricted stock units, which is included in general and administrative expenses in the accompanying condensed consolidated statements of operations.
−Removed: As of March 31, 2026, there was $ 12.9 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.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Below is a summary of restricted stock and restricted stock units vesting dates as of March 31, 2026:
+Added: The Company recorded compensation expense of $ 242,000 for both the three and six months ended June 30, 2026, respectively, which is included in general and administrative expenses in the accompanying condensed combined and consolidated statements of operations.
+Added: As of June 30, 2026, there was $ 21.7 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.
+Added: Below is a summary of restricted stock and restricted stock units vesting dates as of June 30, 2026:
Restricted Stock Grants (2022 Plan)
Restricted Stock Units (Manager Plan)
−Removed: Remainder of 2026
−Removed: 57,471 1,852,347
−Removed: 57,471 3,674,435
+Added: NOTE 10 — INCOME TAXES
+Added: In connection with the Transactions completed on June 24, 2026 as further described in Note 1 — Organization and Business, the Board determined that, as a result of the Transactions, the Company will no longer meet the requirements to quality as a REIT under the applicable provisions of the Internal Revenue Code of 1986, as amended, and that, accordingly, it was no longer in the best interests of the Company for it to attempt to, or continue to, qualify as a REIT.
+Added: The termination of the Company’s REIT election was effective January 1, 2026.
+Added: The Company is a domestic corporation for U.S.
+Added: federal income tax purposes and is subject to U.S.
+Added: federal, state and local income taxes at the corporate level on its share of taxable income.
+Added: The Company’s income tax provision includes corporate income taxes and other entity level income taxes, as well as income taxes incurred by certain subsidiaries that are consolidated in these financial statements.
+Added: The Company’s effective income tax rate is dependent on many factors, including the estimated nature and amounts of income and expenses allocated to the noncontrolling interests without being subject to federal, state and local income taxes at the corporate level.
+Added: For the three and six months ended June 30, 2026 and 2025, the Company recorded its interim income tax provision utilizing the estimated annual effective tax rate, adjusted for discrete items, if any, that arise during the period.
+Added: For the six months ended June 30, 2026, the Company’s estimated effective tax rate was approximately 9.1 %.
+Added: The effective tax rate is primarily driven by the change in structure resulting from the Transactions and associated change in REIT status.
+Added: Significant reconciling items between the effective rate and the U.S.
+Added: federal statutory tax rate of 21.0 % are primarily related to income allocable to noncontrolling interests, and the remeasurement of deferred tax balances as a result of the Transactions.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The income tax effects of temporary differences give rise to significant portions of deferred tax assets and liabilities.
+Added: As of June 30, 2026, the Company recorded a net deferred tax asset of $ 443.4 million and a deferred tax credit of $ 461.9 million.
+Added: In connection with the Transactions completed on June 24, 2026 as further described in Note 1 — Organization and Business, deferred taxes related to the acquired assets was recorded through asset acquisition accounting in accordance with applicable provisions of ASC 740.
+Added: Deferred taxes related to the Company no longer qualifying as a REIT were recorded through deferred tax expense within provision for income taxes in the condensed combined and consolidated statements of operations.
+Added: A valuation allowance is recorded on our net deferred tax assets when it is more likely than not that such assets will not be realized or when timing is unknown.
+Added: The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates.
+Added: In the normal course of business, the Company is subject to examination by U.S.
+Added: federal, state, local and foreign tax authorities.
+Added: With limited exceptions, the Company is generally no longer subject to corporate income tax audits by taxing authorities for any years prior to 2021.
+Added: Although the outcome of tax audits is always uncertain, the Company does not believe the outcome of any future audit will have a material adverse effect on the Company’s unaudited condensed combined and consolidated financial statements.
+Added: On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was signed into law, which contains a broad range of tax reforms that amend, eliminate, and extend various tax provisions under the expiring portions of the Tax Cuts and Jobs Act.
+Added: In particular, the OBBBA contains several changes to corporate taxation including modifications to capitalization of research and development expenses, limitations on deductions for interest expense and accelerated fixed asset depreciation.
+Added: The OBBBA has multiple effective dates concerning its tax provisions, with certain provisions effective in 2025 and other implemented through 2027.
+Added: The Company will continue to monitor the potential future impacts of the OBBBA and will reflect any material changes in its accompanying condensed combined and consolidated financial statements.
NOTE 11 — LEASES
−Removed: The Company’s real estate assets are leased to tenants under operating leases for which the terms, expirations and extension options vary.
−Removed: The Company’s operating leases do not convey to the lessee the right to purchase the underlying asset upon expiration of the lease period.
−Removed: To determine whether a contract contains a lease, the Company reviews contracts to determine if the agreement conveys the right to control the use of an asset.
−Removed: The Company accounts for lease and non-lease components as a single, combined operating lease component.
−Removed: 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.
−Removed: Non-lease components are considered to be variable rental and other property income and are recognized in the period incurred.
−Removed: As of March 31, 2026, the Company’s leases had a weighted-average remaining term of 10.2 years.
−Removed: Certain leases include provisions to extend the lease agreements, options for early termination after paying a specified penalty, rights of first refusal to purchase the property at competitive market rates, and other negotiated terms and conditions.
−Removed: The Company retains substantially all of the risks and benefits of ownership of the real estate assets leased to tenants.
−Removed: The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.
−Removed: As of March 31, 2026, the future minimum rental income from the Company’s real estate assets under non-cancelable operating leases, assuming no exercise of renewal options for the succeeding five fiscal years and thereafter, was as follows (in thousands):
+Added: The Company acts as both a lessor and lessee in the ordinary course of business.
+Added: The Company's lease activities consist primarily of (i) operating leases associated with its real estate assets within Strategic Holdings and (ii) office leases for corporate and real assets management operations.
+Added: Lessor Activities
+Added: The Company’s real estate assets are leased to tenants under operating leases.
+Added: As of June 30, 2026, the Company’s leases had a weighted-average remaining term of 10 years.
+Added: As of June 30, 2026, the future minimum rental income from the Company’s real estate assets under non-cancelable operating leases, assuming no exercise of renewal options for the succeeding five fiscal years and thereafter, was as follows (in thousands):
Future Minimum Rental Income
Remainder of 2026
−Removed: Thereafter 595,156
−Removed: Total $ 1,021,326
−Removed: A certain amount of the Company’s rental and other property income is from tenants with leases which are subject to contingent rent provisions.
−Removed: These contingent rents are subject to the tenant achieving periodic revenues in excess of specified levels.
−Removed: For the three months ended March 31, 2026 and 2025, the amount of the contingent rent earned by the Company was not significant .
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Rental and other property income during the three months ended March 31, 2026 and 2025 consisted of the following (in thousands):
−Removed: Three Months Ended March 31,
+Added: Contingent rent earned by the Company for the three and six months ended June 30, 2026 and 2025 was not significant.
+Added: Rental and other property income during the three and six months ended June 30, 2026 and 2025 is included in revenues from consolidated investments in the accompanying condensed combined and consolidated statements of operations and consisted of the following (in thousands):
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
Fixed rental and other property income (1)
−Removed: $ 24,416 $ 26,588
Variable rental and other property income (2)
3 unchanged sentences
(2) Consists primarily of tenant reimbursements for recoverable real estate taxes and property operating expenses, and percentage rent.
−Removed: The Company has one property subject to a non-cancelable operating ground lease with a remaining term of 7.4 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 $ 1.6 million in the condensed consolidated balance sheets.
−Removed: 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 %.
−Removed: This reflects the Company’s incremental borrowing rate, which was calculated based on the interest rate the Company would incur to borrow on a fully collateralized basis over a term similar to the lease.
−Removed: The Company recognized $ 63,000 of ground lease expense during the three months ended March 31, 2026, of which $ 61,000 was paid in cash during the period it was recognized.
−Removed: As of March 31, 2026, the Company’s scheduled future minimum rental payments related to its operating ground lease is approximately $ 187,000 for the remainder of 2026, $ 250,000 annually for 2027 through 2031, and $ 417,000 thereafter through the maturity date of the lease in August 2033.
−Removed: NOTE 15 — SEGMENT REPORTING
−Removed: The Company has two reportable segments:
−Removed: Credit and Real Estate.
−Removed: Corporate/other represents all corporate level and unallocated items and includes the Company’s other asset management activities and expenses.
−Removed: 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.
−Removed: The CODM evaluates performance and allocates resources based on segment net income (loss).
−Removed: All expense categories on the statement of operations are significant and there are no other significant segment expenses that would require disclosure.
−Removed: 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.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: The following tables present segment reporting for the three months ended March 31, 2026 and 2025 (in thousands):
−Removed: Real Estate Credit Corporate/Other (1)
−Removed: Company Total
−Removed: Three Months Ended March 31, 2026
−Removed: Rental and other property income $ 25,768 $ — $ — $ 25,768
−Removed: Interest income — 71,818 — 71,818
−Removed: Total revenues 25,768 71,818 — 97,586
−Removed: General and administrative 132 357 5,855 6,344
−Removed: Interest expense, net 5,814 31,555 — 37,369
−Removed: Property operating 1,862 — 839 2,701
−Removed: Real estate tax 1,234 — 72 1,306
−Removed: Expense reimbursements to related parties — — 3,065 3,065
−Removed: Management fees 3,062 8,566 — 11,628
−Removed: Transaction-related — — — —
−Removed: Depreciation and amortization 8,830 — — 8,830
−Removed: Decrease in provision for credit losses
−Removed: — ( 7,123 ) — ( 7,123 )
−Removed: Total expenses 20,934 33,355 9,831 64,120
−Removed: Other income (expense):
−Removed: Gain on disposition of real estate and condominium developments, net
−Removed: 5,743 — — 5,743
−Removed: Loss on investment in unconsolidated entities
−Removed: — ( 971 ) — ( 971 )
−Removed: Unrealized gain on equity securities
−Removed: — 3,317 — 3,317
−Removed: Other income, net 23 1,069 707 1,799
−Removed: Loss on extinguishment of debt — ( 282 ) — ( 282 )
−Removed: Total other income
−Removed: 5,766 3,133 707 9,606
−Removed: Segment net income (loss)
−Removed: $ 10,600 $ 41,596 $ ( 9,124 ) $ 43,072
−Removed: Segment net income allocated to non-controlling interest
−Removed: Segment net income (loss) attributable to the Company $ 10,600 $ 41,552 $ ( 9,124 ) $ 43,028
−Removed: Total assets as of March 31, 2026
−Removed: $ 1,051,999 $ 3,568,017 $ 105,544 $ 4,725,560
−Removed: __________________________________
−Removed: (1) Includes condominium and rental units acquired via foreclosure during the year ended December 31, 2021.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: Real Estate Credit Corporate/Other (1)
−Removed: Company Total
−Removed: Three Months Ended March 31, 2025
−Removed: Rental and other property income
−Removed: $ 28,740 $ — $ 68 $ 28,808
−Removed: Interest income
−Removed: — 77,596 — 77,596
−Removed: Total revenues
+Added: Lessee Activities
+Added: The Company has operating lease agreements in which the Company is the lessee, primarily consisting of office leases.
+Added: The tables below present certain supplemental quantitative disclosures regarding the Company’s operating leases (in thousands):
+Added: Maturity of Operating Lease Liabilities
+Added: Remainder of 2026
+Added: Total future payments
+Added: Total operating lease liabilities
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Fixed lease costs
+Added: Variable lease costs
+Added: Sublease income (1)
+Added: Total operating lease costs (1)
____________________________________
+Added: (1) Included in general and administrative in the accompanying condensed combined and consolidated statements of operations.
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Cash payments for operating leases
+Added: New operating lease right-of-use assets obtained in exchange for operating lease liabilities
+Added: As of June 30,
+Added: As of December 31,
+Added: Weighted-average remaining lease terms (in years)
+Added: Weighted-average discount rate
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: NOTE 12 — SEGMENT REPORTING
+Added: The Company conducts its business through two reportable segments which are presented below and reflect how its chief operating decision maker (“CODM”), the Company’s Chief Executive Officer, reviews financial information to allocate capital, assess operating performance and make strategic business decisions.
+Added: – Asset Management:
+Added: The Asset Management segment represents the Company’s primary operating business and provides real assets management, development, property management, leasing, servicing, capital markets and other real asset services to Funds and other entities managed or sponsored by the Company or its affiliates.
+Added: – Strategic Holdings:
+Added: The Strategic Holdings segment consists of principal capital invested through Funds, owner-operator partnerships, warehoused investments, strategic investments and other balance-sheet investments.
+Added: Following the Transactions, the Strategic Holdings segment also includes the assets and liabilities of CMFT from the Transaction Date.
+Added: The Company’s CODM is its Chief Executive Officer.
+Added: The CODM evaluates each segment based on segment earnings, which are presented before income taxes and may differ from consolidated results prepared in accordance with GAAP due to the exclusion or reclassification of certain items described in the reconciliations below.
+Added: Asset Management Segment Earnings
+Added: Asset Management segment earnings is the segment profitability measure used by the CODM to evaluate the performance of the Asset Management segment.
+Added: Asset Management segment earnings include management fees and other, the Company’s share of realized net investment income from other owner operators of real assets, and net realized performance allocations.
+Added: These are reduced by compensation and benefits and general and administrative expenses.
+Added: Asset Management segment earnings is presented net of net income allocated to noncontrolling interests of underlying consolidated entities and excludes unrealized performance allocations, net of related expense, transaction-related and other expenses, income taxes and other items that the Company does not consider indicative of realized segment performance, unless such items are included in the measure reviewed by management.
+Added: Strategic Holdings Segment Earnings
+Added: Strategic Holdings segment earnings is the segment profitability measure used by the CODM to evaluate the performance of the Strategic Holdings segment.
+Added: Strategic Holdings segment earnings consists of the net investment income, including revenues from consolidated investments and investment income from equity-method investments, and net realized gains and losses from investments, including impairment losses.
+Added: These are reduced by interest expense allocated to the Strategic Holdings segment, expenses from consolidated investments, and general and administrative expenses included in the measure reviewed by the CODM and are presented net of net income allocated to noncontrolling interests of underlying consolidated entities.
+Added: Inter-segment Transactions
+Added: Inter-segment transactions are not eliminated from segment results when such transactions are considered by the CODM in assessing the results of the respective segments.
+Added: These transactions primarily include management fees and other fees and reimbursement revenues earned by the Asset Management segment from the Strategic Holdings segment, resulting in an increase to Asset Management segment earnings and as reduction to Strategic Holdings segment earnings.
+Added: All inter-segment transactions are recorded by each segment based on the applicable governing agreements.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The following tables present the Company’s segment results for the three and six months ended June 30, 2026 and 2025 (in thousands):
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Asset Management
+Added: Management fees and other (1)(2)
+Added: Share of fee-related earnings from other owner-operators (2)
+Added: Compensation and benefits (3)
General and administrative (3)
−Removed: 67 679 4,869 5,615
−Removed: Interest expense, net 5,821 39,429 — 45,250
−Removed: Property operating
−Removed: 1,643 — 822 2,465
−Removed: Real estate tax
−Removed: 886 — 118 1,004
−Removed: Expense reimbursements to related parties — — 3,003 3,003
−Removed: Management fees 2,296 9,427 — 11,723
−Removed: Transaction-related
−Removed: Depreciation and amortization
−Removed: 8,828 — — 8,828
−Removed: Real estate impairment 7,026 — — 7,026
−Removed: Increase in provision for credit losses — 61,777 — 61,777
−Removed: Total expenses 26,620 111,312 8,818 146,750
−Removed: Other income:
−Removed: Gain on disposition of real estate and condominium developments, net
−Removed: 418 — 1,134 1,552
−Removed: Gain on investment in unconsolidated entities
−Removed: — 1,011 — 1,011
−Removed: Unrealized gain on equity security
−Removed: — 3,300 — 3,300
−Removed: Other income, net
−Removed: 41 682 886 1,609
−Removed: Total other income
−Removed: 459 4,993 2,020 7,472
−Removed: Segment net income (loss)
−Removed: $ 2,579 $ ( 28,723 ) $ ( 6,730 ) $ ( 32,874 )
−Removed: Segment net income allocated to noncontrolling interest
−Removed: Segment net income (loss) attributable to the Company $ 2,579 $ ( 28,732 ) $ ( 6,730 ) $ ( 32,883 )
−Removed: Total assets as of March 31, 2025
−Removed: $ 1,033,963 $ 3,979,735 $ 160,414 $ 5,174,112
+Added: Net realized performance allocations
+Added: Other net loss - Asset Management
+Added: Asset Management segment earnings
+Added: Strategic Holdings
+Added: Net investment income (1)
+Added: Net realized loss on investments
+Added: Strategic Holdings Segment earnings
+Added: Total segment earnings
____________________________________
−Removed: (1) Includes condominium and rental units acquired via foreclosure during the year ended December 31, 2021.
+Added: (1) Includes inter-segment management fees and other of $ 3.5 million and $ 5.5 million earned by the Asset Management segment from the Strategic Holdings segment for the three and six months ended June 30, 2026, respectively, and $ 736,000 and $ 1.3 million for the three and six months ended June 30, 2025, respectively.
+Added: (2) The sum of these items represent fee-related revenues.
+Added: Fee-related revenues consist of real assets management fees, incentive fees, expense reimbursements, and the Company’s share of fee-related earnings from its investment in other owner-operators of real assets.
+Added: (3) The sum of these items plus fee-related revenues represent fee-related earnings.
+Added: Fee-related earnings represents fee-related revenues, less fee-related compensation, operating and general and administrative expenses.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: The following table reconciles Segment Earnings to net income attributable to the Company (in thousands):
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Reconciliation of Total Segment Earnings to Net (loss) income attributable to the Company:
+Added: Total segment earnings
+Added: Net unrealized performance allocations
+Added: Net unrealized gain on investments - Strategic Holdings
+Added: Interest expense related to corporate subsidiary borrowings
+Added: Transaction-related and other expenses
+Added: Equity-based compensation - CMFH
+Added: Net loss allocated to noncontrolling interest in CMFH
+Added: Provision for income taxes
+Added: Non-segment general and administrative expenses - CIM Group, Inc.
+Added: Equity-based compensation - CIM Group, Inc.
+Added: Net income attributable to the Contributed Entities prior to the Transactions
+Added: Net (loss) income attributable to the Company
+Added: The following table reconciles Segment Revenues to total consolidated revenues (in thousands):
+Added: Three Months Ended June 30,
+Added: Six Months Ended June 30,
+Added: Reconciliation of total segment revenues to total consolidated revenues:
+Added: Management fees and other (1)
+Added: Share of fee-related earnings from investments in other owner-operators
+Added: Realized performance allocations, net
+Added: Other net loss - Asset Management
+Added: Total Asset Management segment revenues
+Added: Strategic Holdings net investment income (1)
+Added: Performance allocations - unrealized
+Added: Unrealized gain from equity method investments
+Added: Realized loss from unconsolidated investments
+Added: Net income allocated to noncontrolling interests in consolidated investments
+Added: Interest expense from consolidated investments (2)
+Added: Expenses from consolidated investments (2)
+Added: General and administrative expenses - Strategic Holdings (2)
+Added: Total consolidated revenues
+Added: (1) Includes inter-segment management fees and other of $ 3.5 million and $ 5.5 million earned by the Asset Management segment from the Strategic Holdings segment for the three and six months ended June 30, 2026, respectively, and $ 736,000 and $ 1.3 million for the three and six months ended June 30, 2025, respectively.
+Added: (2) Represents expenses from consolidated investments of Strategic Holdings which are included in Strategic Holdings net investment income.
NOTE 13 — SUBSEQUENT EVENTS
−Removed: Redemption of Shares of Common Stock
−Removed: Subsequent to March 31, 2026, the Company redeemed approximately 1.5 million shares for $ 7.6 million (at an average redemption price of $ 5.14 per share).
−Removed: The remaining redemption requests received during the three months ended March 31, 2026 totaling approximately 43.7 million shares went unfulfilled.
−Removed: Investment, Acquisition and Disposition Activity
−Removed: Subsequent to March 31, 2026, the Company’s investment, acquisition and disposition activity included the following:
−Removed: • Disposed of one condominium unit for a gross sales price of $ 7.6 million, resulting in net proceeds of $ 7.0 million after closing costs and a gain of approximately $ 570,000 .
−Removed: • Disposed of five net lease properties for a gross sales price of $ 19.0 million, resulting in net proceeds of $ 17.9 million after closing costs and a gain of approximately $ 1.7 million.
−Removed: CIM REAL ESTATE FINANCE TRUST, INC.
−Removed: NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
−Removed: March 31, 2026 (Unaudited) – (Continued)
−Removed: • Settled $ 6.7 million on the purchase of one corporate senior loan.
−Removed: • Originated two first mortgage loans with an aggregate principal balance of $ 155.1 million, funded an aggregate amount of $ 12.1 million to eight of the Company’s first mortgage loans, and received $ 193.9 million of principal repayments on one of the Company’s first mortgage loans.
+Added: In addition to subsequent events previously disclosed, the following events also occurred subsequent to June 30, 2026.
+Added: CIM GROUP, INC.
+Added: NOTES TO CONDENSED COMBINED AND CONSOLIDATED FINANCIAL STATEMENTS
+Added: June 30, 2026 (Unaudited) – (Continued)
+Added: Redemptions of Shares of Common Stock
+Added: Subsequent to June 30, 2026, the Company redeemed approximately 1.5 million shares for $ 7.9 million (at an average redemption price of $ 5.14 per share).
+Added: The remaining redemption requests received during the three months ended June 30, 2026 totaling approximately 55.0 million shares went unfulfilled.
+Added: Investment and Disposition Activity
+Added: Subsequent to June 30, 2026, the Company’s investment and disposition activity included the following:
+Added: • Disposed of two net lease properties for a gross sales price of $ 4.0 million.
Financing Activity
−Removed: • Repaid $ 145.5 million of borrowings under the note on note financing arrangements with Barclays and Citibank, both of which are held through CLR.
−Removed: • Borrowed $ 134.8 million under the repurchase facilities with Wells Fargo, held through CLR.
+Added: Subsequent to June 30, 2026, the Company’s financing activity included the following:
+Added: • Repaid $ 17.5 million of borrowings under the credit facility with Ally Bank.
+Added: • Repaid $ 5.0 million of borrowings under the Company’s revolving credit facility.
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.