Item 2. Management’s Discussion and Analysis
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
Except where the context suggests otherwise, the terms “Company,” “we,” “us” and “our” refer to Ready Capital
Corporation and its subsidiaries. We make forward-looking statements in this Quarterly Report on Form 10-Q (the
“Form 10-Q”) within the meaning of the Private Securities Litigation Reform Act of 1995 and Section 27A of the
Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”). We intend such statements to be covered by the safe harbor provisions for forward-
looking statements contained therein. Forward-looking statements contained in this Form 10-Q reflect our current views
about future events and are inherently subject to substantial risks and uncertainties, many of which are difficult to predict
and beyond our control, that may cause our actual results to materially differ. These forward-looking statements include
information about possible or assumed future results of our operations, financial condition, liquidity, plans and
objectives. When we use the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,”
“could,” “would,” “may,” “potential” or other comparable terminology, we intend to identify forward-looking
statements, although not all forward-looking statements may contain such words. Statements regarding the following
subjects, among others, may be forward-looking, and the occurrence of events impacting these subjects, or otherwise
impacting our business, may cause our financial condition, liquidity and consolidated results of operations to vary
materially from those expressed in, or implied by, any such forward-looking statements:
• our investment objectives and business strategy;
• our expected leverage;
• our expected investments;
• estimates or statements relating to, and our ability to make, future distributions;
• projected capital and operating expenditures;
• our ability to use our liquidity and capital resources, including cash on hand, anticipated net payments from the
loan portfolio, debt financings and proceeds from the potential disposition of assets, to provide liquidity to fund
ongoing obligations and address upcoming debt maturities;
• our ability to utilize liquidity and capital resources, together with our access to the capital markets and
potentially other balance-sheet actions, such as adjustments to our dividend rate, to meet our liquidity needs;
• availability of qualified personnel;
• prepayment rates;
• projected default rates;
• increased rates of default and/or decreased recovery rates on our investments;
• changes in interest rates, interest rate spreads, the yield curve or prepayment rates;
• our potential entry into certain hedging arrangements related to the delivery of shares of common stock upon
vesting of certain performance-based equity awards and restricted stock awards and the risk that such
arrangements may not have the desired impact and may expose us to additional risks, including the failure of
the counterparty to perform under the contracts;
• the impact of inflation on our business;
• tariffs imposed or threatened to be imposed by the current presidential administration;
64
• changes in prepayments or acceleration of the disposition of our assets;
• risks associated with achieving expected synergies, cost savings and other benefits from recent acquisitions ,
including the acquisition of United Development Funding IV ( “ UDF IV ”) ;
• risks associated with the completed divestiture of our Residential Mortgage Banking segment ;
• market, industry and economic trends;
• our ability to compete in the marketplace;
• the availability of attractive risk-adjusted investment opportunities in lower-to-middle-market commercial real
estate loans (“LMM”), loans guaranteed by the U.S. Small Business Administration (the “SBA”) under its
Section 7(a) loan program (the “SBA Section 7(a) Program”), mortgage backed securities (“MBS”) , residential
mortgage loans and other real estate-related investments that satisfy our investment objectives and strategies;
• general volatility of the capital markets;
• changes in our investment objectives and business strategy;
• the availability, terms and deployment of capital;
• the availability of suitable investment opportunities;
• market developments and actions recently taken and which may be taken by the U.S. Government, including
pursuant to policies of the U.S. administration, the U.S. Department of the Treasury (“Treasury”) and the Board
of Governors of the Federal Reserve System, the Federal Deposit Insurance Corporation, the Federal National
Mortgage Association (“Fannie Mae”), the Federal Home Loan Mortgage Corporation (“Freddie Mac”), the
Government National Mortgage Association (“Ginnie Mae”), Federal Housing Administration (“FHA”)
Mortgagee, USDA, U.S. Department of Veterans Affairs (“VA”) and the U.S. Securities and Exchange
Commission (“SEC”);
• our ability to obtain a license for the Freddie Mac Conventional Small program, which is replacing the Freddie
Mac Small Balance Loan program that expired on April 30, 2026;
• applicable regulatory changes;
• changes in our assets, interest rates or the general economy;
• mortgage loan modification programs and future legislative actions;
• our ability to maintain our qualification as a real estate investment trust (“REIT”) and limitations on our
business as a result of our qualifications as a REIT;
• our ability to maintain our exemption from qualification under the Investment Company Act of 1940, as
amended (the “1940 Act”);
• factors described in our Annual Report on Form 10-K, including those set forth under the captions “Risk
Factors” and “ Business ”;
• our dependence on our external advisor, Waterfall Asset Management, LLC (“Waterfall” or the “Manager”),
and our ability to find a suitable replacement if we or Waterfall were to terminate the management agreement
we have entered into with Waterfall (the “management agreement”);
65
• the degree and nature of our competition, including competition for LMM loans, MBS, residential mortgage
loans, construction loans and other real estate-related investments that satisfy our investment objectives and
strategies;
• geopolitical events such as acts of terrorism, war or other military conflict, and the related impact on
macroeconomic conditions; and
• the impact of future pandemics and epidemics on our borrowers, the real estate industry and global markets, and
on our business and operations, financial condition, results of operations, liquidity and capital resources.
Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot
guarantee future results, levels of activity, performance or achievements, and we caution readers not to place undue
reliance on any forward-looking statements. These forward-looking statements apply only as of the date of this Form 10-
Q. We are not obligated, and do not intend, to update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise, except to the extent required by law. Refer to Item 1A. “Risk Factors” and
Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual
Report on Form 10-K for the fiscal year ended December 31, 2025 (our “Form 10-K”).
Introduction
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to
provide a reader of our interim consolidated financial statements with a narrative from the perspective of our
management on our financial condition, results of operations, liquidity and certain other factors that may affect our
future results. Our MD&A is presented in five main sections:
• Overview
• Results of Operations
• Liquidity and Capital Resources
• Contractual Obligations and Off-Balance Sheet Arrangements
• Critical Accounting Estimates
The following discussion should be read in conjunction with our unaudited interim consolidated financial statements and
accompanying Notes included in Part I, Item 1, “Financial Statements,” of this Form 10-Q and with Items 6, 7, 8, and 9A
of our Form 10-K. Refer to “Forward-Looking Statements” in this Form 10-Q and in our Form 10-K and “Critical
Accounting Estimates” in our Form 10-K for certain other factors that may cause actual results to differ, materially, from
those anticipated in the forward-looking statements included in this Form 10-Q.
Overview
Our Business
We are a multi-strategy real estate finance company that originates, acquires, finances, and services LMM loans, SBA
loans, construction loans and , to a lesser extent, MBS collateralized primarily by LMM loans, or other real estate-related
investments. Our loans generally range in original principal amounts up to $40 million and are used by businesses to
purchase real estate used in their operations or by investors seeking to acquire multi-family, office, retail, mixed use or
warehouse properties. Our objective is to provide attractive risk-adjusted returns to our stockholders. In order to achieve
this objective, we intend to grow our investment portfolio and believe that the breadth of our full-service real estate
finance platform will allow us to adapt to market conditions and deploy capital in our asset classes and segments with the
most attractive risk-adjusted returns.
We completed the disposition of our Residential Mortgage Banking segment effective on June 30, 2025. In connection
with this sale, we classified our Residential Mortgage Banking segment as a discontinued operation. For all periods
presented, the operating results for these operations have been removed from continuing operations. Our MD&A has
been adjusted to exclude discontinued operations unless otherwise noted. We report our activities in the following two
operating segments:
66
• LMM Commercial Real Estate. We originate LMM loans across the full life-cycle of an LMM property
including construction, bridge, stabilized and agency loan origination channels through our subsidiary,
ReadyCap Commercial, LLC . These originated loans are generally held-for-investment or placed into
securitization structures. As part of this segment, we service Freddie Mac multi-family loan products. We
provide construction and permanent financing for the preservation and construction of affordable housing,
primarily utilizing tax-exempt bonds through Ready Capital Affordable, a subsidiary. In addition, we
acquire LMM loans as part of our business strategy. We hold performing LMM loans to term and seek to
maximize the value of the non-performing LMM loans acquired by us through borrower-based resolution
strategies. We typically acquire non-performing loans at a discount to their unpaid principal balance
(“UPB”) when we believe that resolution of the loans will provide attractive risk-adjusted returns.
• Small Business Lending . We acquire, originate and service owner-occupied loans guaranteed by the SBA
under the SBA Section 7(a) Program through our subsidiary, ReadyCap Lending, LLC . We hold an SBA
license as one of only 16 non-bank Small Business Lending Companies and have been granted preferred
lender status by the SBA. These originated loans are either held-for-investment, placed into securitization
structures, or sold . In addition, we originate and service small business loans through our subsidiary
iBusiness Funding LLC and we service USDA loans through our subsidiary, ReadyCap Commercial .
We are organized and conduct our operations to qualify as a REIT under the Internal Revenue Code of 1986, as
amended . To qualify as a REIT, we are required to annually distribute substantially all of our net taxable income,
excluding capital gain, to stockholders. To the extent that we do not distribute all of our net capital gain, or distribute at
least 90%, but less than 100%, of our REIT taxable income, as adjusted, we will be required to pay U.S. federal
corporate income tax on the undistributed income. We are organized in a traditional umbrella partnership REIT
( UpREIT) format pursuant to which we serve as the general partner of, and conduct substantially all of our business
through, Sutherland Partners, LP ( our “operating partnership”) . We also intend to operate our business in a manner that
will permit us to be excluded from registration as an investment company under the 194 0 Act.
For additional information on our business, refer to Part I, Item 1, “Business” in our Form 10-K.
Acquisitions
United Development Funding IV. On March 13, 2025, pursuant to the terms of the Agreement and Plan of Merger,
dated as of November 29, 2024, by and among the Company, UDF IV, and RC Merger Sub IV, LLC, a wholly owned
subsidiary of the Company (“RC Merger Sub IV”), the Company acquired UDF IV , a real estate investment trust
providing capital solutions to residential real estate developers and regional homebuilders, (the “UDF IV Merger”). At
the effective time of the UDF IV Merger (the “Effective Time”), each outstanding common share of beneficial interest,
par value $0.01 per share, of UDF IV (“UDF IV Common Shares”), excluding any UDF IV Common Shares held by
UDF IV, the Company, RC Merger Sub IV or their subsidiaries, was automatically cancelled and retired and converted
into the right to receive (i) 0.416 shares of Company common stock, (ii) 0.416 contingent value rights (“CVRs”)
representing the potential right to receive additional shares of Company common stock after the end of each of (1) the
period beginning on October 1, 2024, and ending on December 31, 2025 and (2) the three subsequent calendar years,
based, in part, upon cash proceeds received by the Company and its subsidiaries in respect of a portfolio of five UDF IV
loans and (iii) cash consideration in lieu of any fractional shares of Company common stock . Refer to Notes 1 and 5,
included in Part I, Item 1, “Financial Statements,” of this Form 10-Q, for more information about the UDF IV Merger
and the assets acquired and liabilities assumed as a result of the UDF IV Merger .
Factors Impacting Operating Results
We expect that our results of operations will be affected by a number of factors and will primarily depend on the level of
interest income from our assets, the market and fair value of our assets and the supply of, and demand for, LMM loans,
SBA loans, construction loans, MBS and other assets we may acquire in the future, demand for housing, population
trends, construction costs, the availability of alternative real estate financing from other lenders, changes in credit
spreads, and the financing and other costs associated with our business. These factors may have an impact on our ability
to originate new loans or the performance of our existing loan portfolio. Our net investment income, which includes the
amortization of purchase premiums and accretion of purchase discounts, varies primarily as a result of changes in market
interest rates, the rate at which our distressed assets are liquidated and the prepayment speed of our performing assets.
Interest rates and prepayment speeds vary according to the type of investment, conditions in the financial markets,
competition and other factors, none of which can be predicted with any certainty. Our operating results may also be
67
impacted by changes in our provision for loan losses. Increases in the provision for loan loss are primarily driven by a
deterioration in the contractual performance of a loan. Macroeconomic factors including interest rates and inflation, as
well as supply absorption and cap rate movements, may contribute to a deterioration in a loan’s contractual performance.
In certain circumstances, the Company may choose to modify a loan which had experienced financial difficulty due to
the factors previously described. Our operating results may also be impacted by our available borrowing capacity,
conditions in the financial markets, credit losses in excess of initial estimates or unanticipated credit events experienced
by borrowers whose loans are held directly by us or are included in our MBS. Difficult market conditions as well as
inflation, energy costs, geopolitical issues, health epidemics and outbreaks of contagious diseases, unemployment and
the availability and cost of credit are factors which could also impact our operating results.
For additional information about certain risks we face, including market risk, credit risk, interest rate risk, liquidity risk,
off-balance sheet risk and prepayment risk, refer to Note 23, included in Part I, Item 1, “Financial Statements,” and Part
I, Item 3, “Quantitative and Qualitative Disclosures About Market Risk,” of this Form 10-Q, as well as Part I, Item 1A,
“Risk Factors” in our Form 10-K.
Changes in Market Interest Rates. We own and expect to acquire or originate fixed rate and floating rate loans with
maturities ranging from two to 30 years. Our loans typically have amortization periods of 15 to 30 years or balloon
payments due in two to 10 years. Fixed rate loans bear interest that is fixed for the term of the loan and we typically
utilize derivative financial and hedging instruments in an effort to hedge the interest rate risk associated with such fixed
rate loans. As of March 31, 2026 , all fixed rate loans are match funded in securitization. Floating rate loans generally
have an adjustable interest rate equal to the sum of a fixed spread plus an index rate, such as the Secured Overnight
Financing Rate (“SOFR”) , which typically resets monthly. As of March 31, 2026 , approximat e ly 80% of the loans in our
portfolio were floating rate loans, and 20% wer e fixed rate loans, based on carrying value.
Current market conditions. During the first quarter, macroeconomic concerns persisted including global market
volatility, uncertainty about trade policies , geopolitical tensions , inflationary pressures and interest rates. The U.S.
Federal Reserve did not decrease interest rates in the quarter and there is uncertainty regarding if and when decreases
will occur . Although the full impact of these changes remains uncertain and difficult to predict, concerns and
uncertainties about the economic outlook may adversely impact our financial condition, results of operations and cash
flows.
Results of Operations
Key Financial Measures and Indicators
As a real estate finance company, we believe the key financial measures and indicators for our business are earnings per
share, dividends declared per share, distributable earnings, return on equity, and net book value per share. As further
described below, distributable earnings is a measure that is not prepared in accordance with GAAP. We use distributable
earnings to evaluate our performance and determine dividends, excluding the effects of certain transactions and GAAP
adjustments that we believe are not necessarily indicative of our current loan activity and operations. Refer to “—Non-
GAAP Financial Measures” below for a reconciliation of net income to distributable earnings.
68
The table below sets forth certain information on our operating results.
Three Months Ended March 31,
($ in thousands, except share data)
2026
2025
Net Income (loss) from continuing operations
$ (200,087)
$ 82,410
Earnings per common share from continuing operations - basic
$ (1.25)
$ 0.47
Earnings per common share from continuing operations - diluted
$ (1.25)
$ 0.46
Distributable earnings before realized losses
$ (49,208)
$ 4,140
Distributable earnings before realized losses per common share - basic
$ (0.33)
$ 0.00
Distributable earnings before realized losses per common share - diluted
$ (0.33)
$ 0.00
Distributable earnings
$ (159,834)
$ (11,384)
Distributable earnings per common share - basic
$ (1.00)
$ (0.09)
Distributable earnings per common share - diluted
$ (1.00)
$ (0.09)
Dividends declared per common share
$ 0.01
$ 0.125
Dividend yield (1)
2.5 %
9.8 %
Return on equity from continuing operations
(59.0) %
18.4 %
Distributable return on equity before realized losses
(15.0) %
(0.9) %
Distributable return on equity
(47.3) %
(3.1) %
Book value per common share
$ 7.43
$ 10.61
(1) Dividend yield is based on the respective period end closing share price.
Our Loan Pipeline
We have a large and active pipeline of potential acquisition and origination opportunities that are in various stages of our
investment process. We refer to assets as being part of our acquisition or origination pipeline if (i) an asset or portfolio
opportunity has been presented to us and we have determined, after a preliminary analysis, that the assets fit within our
investment strategy and exhibit the appropriate risk/reward characteristics (ii) in the case of acquired loans, we have
executed a non-disclosure agreement or an exclusivity agreement and commenced the due diligence process or we have
executed more definitive documentation, such as a letter of intent (“LOI”); and (iii) in the case of originated loans, we
have issued an LOI, and the borrower has paid a deposit.
We operate in a competitive market for investment opportunities and competition may limit our ability to originate or
acquire the potential investments in the pipeline. The consummation of any of the potential loans in the pipeline depends
upon, among other things, one or more of the following: available capital and liquidity, our Manager’s allocation policy,
satisfactory completion of our due diligence investigation and investment process, approval of our Manager’s Investment
Committee, market conditions, our agreement with the seller on the terms and structure of such potential loan, and the
execution and delivery of satisfactory transaction documentation. Historically, we have acquired less than a majority of
the assets in our pipeline at any one time and there can be no assurance the assets currently in our pipeline will be
acquired or originated by us in the future.
The table below presents information on our investment portfolio originations (based on fully committed amounts).
Three Months Ended March 31,
(in thousands)
2026
2025
Loan originations:
LMM loans
$ 287,581
$ 78,657
SBL loans
176,749
387,388
Total loan investment activity
$ 464,330
$ 466,045
69
Balance Sheet Analysis and Metrics
(in thousands)
March 31, 2026
December 31, 2025
$ Change
% Change
Assets
Cash and cash equivalents
$ 200,430
$ 207,841
$ (7,411)
(3.6) %
Restricted cash
38,906
39,746
(840)
(2.1)
Loans, net (including $462 and $737 held at fair value)
3,350,560
3,500,298
(149,738)
(4.3)
Loans, held for sale (including $87,198 and $73,094 held at fair value
and net of valuation allowance of $74,315 and $67,612)
360,228
585,820
(225,592)
(38.5)
Mortgage-backed securities
31,649
34,501
(2,852)
(8.3)
Investment in unconsolidated joint ventures (including $5,517 and
$5,737 held at fair value)
167,251
161,424
5,827
3.6
Derivative instruments
4,104
6,740
(2,636)
(39.1)
Servicing rights
123,687
126,279
(2,592)
(2.1)
Real estate owned
610,215
620,225
(10,010)
(1.6)
Other assets
466,383
508,238
(41,855)
(8.2)
Assets of consolidated VIEs
960,875
1,978,684
(1,017,809)
(51.4)
Total Assets
$ 6,314,288
$ 7,769,796
$ (1,455,508)
(18.7) %
Liabilities
Secured borrowings
2,321,443
2,788,926
(467,483)
(16.8)
Securitized debt obligations of consolidated VIEs, net
526,535
1,174,785
(648,250)
(55.2)
Senior secured notes, net
723,707
722,729
978
0.1
Corporate debt, net
536,972
652,487
(115,515)
(17.7)
Guaranteed loan financing
501,736
524,091
(22,355)
(4.3)
Contingent consideration
20,441
18,698
1,743
9.3
Derivative instruments
948
1,432
(484)
(33.8)
Dividends payable
3,685
3,633
52
1.4
Loan participations sold
56,616
56,616
—
—
Due to third parties
12,304
3,135
9,169
292.5
Accounts payable and other accrued liabilities
161,201
171,636
(10,435)
(6.1)
Total Liabilities
$ 4,865,588
$ 6,118,168
$ (1,252,580)
(20.5) %
Preferred stock Series C, liquidation preference $25.00 per share
8,361
8,361
—
—
Commitments & contingencies
Stockholders’ Equity
Preferred stock Series E, liquidation preference $25.00 per share
111,378
111,378
—
—
Common stock, $0.0001 par value, 500,000,000 shares authorized,
165,255,559 and 163,010,012 shares issued and outstanding,
respectively
17
17
—
—
Additional paid-in capital
2,265,534
2,264,355
1,179
0.1
Retained deficit
(1,012,927)
(807,522)
(205,405)
25.4
Accumulated other comprehensive loss
(24,476)
(24,196)
(280)
1.2
Total Ready Capital Corporation equity
1,339,526
1,544,032
(204,506)
(13.2)
Non-controlling interests
100,813
99,235
1,578
1.6
Total Stockholders’ Equity
$ 1,440,339
$ 1,643,267
$ (202,928)
(12.3) %
Total Liabilities, Redeemable Preferred Stock, and Stockholders’
Equity
$ 6,314,288
$ 7,769,796
$ (1,455,508)
(18.7) %
As of March 31, 2026 , total assets in our consolidated balance sheet were $6.3 billion , a decrease of $1.5 billion from
December 31, 2025 , primarily reflecting a decrease in Assets of consolidated VIEs, Loans, held for sale and Loans, net.
Assets of consolidated VIEs decreased $1.0 billion , primarily due to the collapse of RCMF 2021-FL7 , RCMF 2023-
FL11 and RCMF 2023-FL12 and paydowns on securitized loans. Loans, held for sale decreased $0.2 billion , primarily
due to loans sold, partially offset by loans transferred from Loans, net. Loans, net decreased $0.1 billion , primarily due
to loan sales and loans transferred from Loans, net to Loans, held for sale, partially offset by the collapse of RCMF
2021-FL7, RCMF 2023-FL11 and RCMF 2023-FL12.
As of March 31, 2026 , total liabilities in our consolidated balance sheet were $4.9 billion , a decrease of $1.3 billion from
December 31, 2025 , primarily reflecting a decrease in Securitized debt obligations of consolidated VIEs, net and
Secured borrowings. Securitized debt obligations of consolidated VIEs, net decreased $0.6 billion due to the collapse of
70
RCMF 2021-FL7, RCMF 2023-FL11 and RCMF 2023-FL12. Secured borrowings decreased $0.5 billion due to payoffs,
partially offset by the collapse of RCMF 2021-FL7, RCMF 2023-FL11 and RCMF 2023-FL12.
As of March 31, 2026 , total stockholders’ equity was $1.4 billion , a decrease of $0.2 billion from December 31, 2025 ,
primarily due to net losses.
Selected Balance Sheet Information by Business Segment. The table below presents certain selected balance sheet data
by business segments, with the remaining amounts reflected in Unallocated –Corporate .
(in thousands)
LMM Commercial
Real Estate
Small Business
Lending
Total
March 31, 2026
Assets
Loans, net
$ 3,111,107
$ 1,056,768
$ 4,167,875
Loans, held for sale
281,520
78,708
360,228
MBS
31,649
—
31,649
Investment in unconsolidated joint ventures
166,950
301
167,251
Servicing rights
60,008
63,679
123,687
Real estate owned
624,960
543
625,503
Liabilities
Secured borrowings
2,001,132
320,311
2,321,443
Securitized debt obligations of consolidated VIEs
460,971
65,564
526,535
Senior secured notes, net
716,054
7,653
723,707
Corporate debt, net
536,972
—
536,972
Guaranteed loan financing
—
501,736
501,736
Loan participations sold
56,616
—
56,616
In the table above,
• Loans, net includes assets of consolidated VIEs.
• Loans, held for sale includes assets of consolidated VIEs, net of valuation allowance.
• Real estate owned includes assets of consolidated VIEs.
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Statement of Operations Analysis and Metrics
Three Months Ended March 31,
(in thousands)
2026
2025
$ Change
Interest income
LMM commercial real estate
$ 58,893
$ 124,973
$ (66,080)
Small business lending
22,837
29,994
(7,157)
Total interest income
$ 81,730
$ 154,967
$ (73,237)
Interest expense
LMM commercial real estate
(80,672)
(120,354)
39,682
Small business lending
(16,162)
(20,112)
3,950
Total interest expense
$ (96,834)
$ (140,466)
$ 43,632
Net interest income before (provision for) recovery of loan losses
$ (15,104)
$ 14,501
$ (29,605)
(Provision for) recovery of loan losses
LMM commercial real estate
(66,523)
117,941
(184,464)
Small business lending
(4,384)
(8,373)
3,989
Total (provision for) recovery of loan losses
$ (70,907)
$ 109,568
$ (180,475)
Net interest income (loss) after (provision for) recovery of loan losses
$ (86,011)
$ 124,069
$ (210,080)
Non-interest income (loss)
LMM commercial real estate
(68,004)
(114,475)
46,471
Small business lending
19,053
36,449
(17,396)
Unallocated corporate income
934
103,762
(102,828)
Total non-interest income (loss)
$ (48,017)
$ 25,736
$ (73,753)
Non-interest expense
LMM commercial real estate
(40,939)
(27,763)
(13,176)
Small business lending
(29,212)
(30,060)
848
Unallocated corporate expenses
(12,582)
(14,779)
2,197
Total non-interest expense
$ (82,733)
$ (72,602)
$ (10,131)
Net income (loss) before provision for income taxes
LMM commercial real estate
(197,245)
(19,678)
(177,567)
Small business lending
(7,868)
7,898
(15,766)
Unallocated corporate expenses
(11,648)
88,983
(100,631)
Total net income (loss) before provision for income taxes
$ (216,761)
$ 77,203
$ (293,964)
72
Results of Operations – Supplemental Information. Realized and unrealized gains (losses) on financial instruments are
recorded in the consolidated statements of operations and classified based on the nature of the underlying asset or
liability.
The table below presents the components of realized and unrealized gains (losses) on financial instruments.
Three Months Ended March 31,
(in thousands)
2026
2025
$ Change
Realized gain (loss) on financial instruments
Creation of mortgage servicing rights
SBA - 7(a)
$ 1,412
$ 4,859
$ (3,447)
Multi-family
1,673
515
1,158
USDA
470
750
(280)
Small business loans
440
544
(104)
Total Creation of mortgage servicing rights
$ 3,995
$ 6,668
$ (2,673)
Loans
SBA - 7(a)
5,164
18,937
(13,773)
Multi-family
164
413
(249)
USDA
671
179
492
Total loans
$ 5,999
$ 19,529
$ (13,530)
Gain on sale business
SBA - 7(a)
6,576
23,796
(17,220)
Multi-family
1,837
928
909
USDA
1,141
929
212
Small business loans
440
544
(104)
Total gain on sale business
$ 9,994
$ 26,197
$ (16,203)
Loans, held for sale
Bridge
(23,131)
(16,885)
(6,246)
Construction
—
(19)
19
Other
(3,481)
—
(3,481)
Total loans, held for sale
$ (26,612)
$ (16,904)
$ (9,708)
Loans, net
Bridge
(47,730)
(393)
(47,337)
Fixed rate
135
(13)
148
Construction
(1,074)
(145)
(929)
Other
(3)
(70)
67
Total loans, net
$ (48,672)
$ (621)
$ (48,051)
Net realized gain (loss) on derivatives, at fair value
$ (82)
$ 1,946
$ (2,028)
Net realized gain (loss) - all other
$ 5,287
$ 51
$ 5,236
Net realized gain (loss) on financial instruments
$ (60,085)
$ 10,669
$ (70,754)
Unrealized gain (loss) on financial instruments
Loans, held for sale
Fixed rate
—
10
(10)
Freddie Mac
(54)
(309)
255
SBA - 7(a)
1,360
(1,169)
2,529
Other
405
—
405
Total Loans, held for sale
$ 1,711
$ (1,468)
$ 3,179
Net unrealized gain (loss) on preferred equity, at fair value
$ (7,236)
$ —
$ (7,236)
Net unrealized gain (loss) on derivatives, at fair value
$ 1,520
$ (515)
$ 2,035
Net unrealized gain (loss) - all other
$ (2,915)
$ 233
$ (3,148)
Net unrealized gain (loss) on financial instruments
$ (6,920)
$ (1,750)
$ (5,170)
LMM Commercial Real Estate Segment Results.
Q1 2026 versus Q1 2025 . Interest income of $58.9 million represented a decrease of $66.1 million , primarily due to
decreased loan balances primarily driven by loan sales and an increased balance of loans on non-accrual status driven by
a higher probability that principal and interest will not be collected under the original contractual terms. Interest expense
of $80.7 million represented a decrease of $39.7 million , driven by decreased loan balances and interest rates. Provision
for loan losses of $66.5 million represented an increase of $184.5 million , due to changes in the forecasted
macroeconomic inputs for reserve modeling and an increase in asset specific reserves, partially offset by loans
transferred from Loans, net to Loans, held for sale . Non-interest loss of $68.0 million represented a decrease of $46.5
million , primarily due to a decrease in the transfer of Loans, net to Loans, held for sale and the recovery of the valuation
allowance from loans sold, partially offset by n et realized losses on financial instruments and real estate owned driven by
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loan sales . Non-interest expense of $40.9 million represented an increase of $13.2 million , due to an increase in other
operating expenses primarily driven by hotel expenses.
Small Business Lending Segment Results.
Q1 2026 versus Q1 2025 . Interest income of $22.8 million represented a decrease of $7.2 million , primarily due to
decreased loan balances and interest rates. Interest expense of $16.2 million represented a decrease of $4.0 million ,
driven by decreased loan balances and interest rates. Provision for loan losses of $4.4 million represented a decrease of
$4.0 million , due to changes in the forecasted macroeconomic inputs for reserve modeling, partially offset by an increase
in specific loan reserves. Non-interest income of $19.1 million represented a decrease of $17.4 million , primarily due to
a decrease in n et realized gains on financial instruments . Non-interest expense of $29.2 million was essentially
unchanged from the prior year period.
Unallocated - Corporate.
Q1 2026 versus Q1 2025 . Non-interest income of $0.9 million represented a decrease of $102.8 million due to a gain on
bargain purchase recognized from the UDF IV Merger in the prior year period, primarily driven by a discount in UDF
IV’s market valuation due to factors such as the illiquid nature of UDF IV’s shares, and a change in our stock price
between the date of the agreement and the closing date of the UDF IV Merger . Non-interest expense of $12.6 million
represented a decrease of $2.2 million , primarily due to decreased transaction related expenses.
Non-GAAP financial measures
We believe that providing investors with distributable earnings, formerly referred to as core earnings, gives investors
greater transparency into the information used by management in our financial and operational decision-making,
including the determination of dividends.
We calculate distributable earnings as GAAP net income (loss) excluding the following:
i) any unrealized gains or losses on certain MBS not retained by us as part of our loan origination businesses
ii) any realized gains or losses on sales of certain MBS
iii) any unrealized gains or losses on Residential MSRs from discontinued operations
iv) any unrealized change in current expected credit loss reserve and valuation allowances
v) any unrealized gains or losses on de-designated cash flow hedges
vi) any unrealized gains or losses on foreign exchange hedges
vii) any unrealized gains or losses on certain unconsolidated joint ventures
viii) any non-cash compensation expense related to stock-based incentive plan
ix) any unrealized gains or losses on preferred equity , at fair value
x) any unrealized gain or losses or other non-cash items related to real estate owned
xi) one-time non-recurring gains or losses, such as gains or losses on discontinued operations, bargain
purchase gains, or merger related expenses
In calculating distributable earnings, net income (in accordance with GAAP) is adjusted to exclude unrealized gains and
losses on MBS acquired by us in the secondary market but is not adjusted to exclude unrealized gains and losses on
MBS retained by us as part of our loan origination businesses, where we transfer originated loans into an MBS
securitization and retain an interest in the securitization. In calculating distributable earnings, we do not adjust net
income (in accordance with GAAP) to take into account unrealized gains and losses on MBS retained by us as part of
our loan origination businesses because we consider the unrealized gains and losses that are generated in the loan
origination and securitization process to be a fundamental part of this business and an indicator of the ongoing
performance and credit quality of our historical loan originations. In calculating distributable earnings, net income (in
accordance with GAAP) is adjusted to exclude realized gains and losses on certain MBS securities due to a variety of
reasons which may include collateral type, duration, and size.
In addition, in calculating distributable earnings, net income (in accordance with GAAP) is adjusted to exclude
unrealized gains or losses on residential MSRs, held at fair value from discontinued operations. Servicing rights relating
74
to our small business commercial business are accounted for under ASC 860, Transfer and Servicing. In calculating
distributable earnings, we do not exclude realized gains or losses on commercial MSRs, as servicing income is a
fundamental part of our business and an indicator of the ongoing performance.
Furthermore, we believe it is useful to present distributable earnings before realized losses on certain investments, such
as charge-offs and losses realized on sales of real estate owned assets and LMM loans, to reflect our direct operating
results. We utilize distributable earnings before realized losses as an additional performance metric to consider when
assessing our ability to declare and pay dividends. Distributable earnings and distributable earnings before realized
losses are non-U.S. GAAP financial measures and because these non-U.S. GAAP measures are incomplete measures of
our financial performance and involve differences from net income computed in accordance with U.S. GAAP, they
should be considered along with, but not as alternatives to, our net income as measures of our financial performance. In
addition, because not all companies use identical calculations, our presentations of distributable earnings and
distributable earnings before realized losses may not be comparable to other similarly-titled measures of other
companies.
To qualify as a REIT, we must distribute to our stockholders each calendar year dividends equal to at least 90% of our
REIT taxable income (including certain items of non-cash income), determined without regard to the deduction for
dividends paid and excluding net capital gain. There are certain items, including net income generated from the creation
of MSRs, that are included in distributable earnings but are not included in the calculation of the current year’s taxable
income. These differences may result in certain items that are recognized in the current period’s calculation of
distributable earnings not being included in taxable income, and thus not subject to the REIT dividend distribution
requirement, until future years.
The table below presents a reconciliation of net income to distributable earnings before realized losses and distributable
earnings.
Three Months Ended
March 31,
(in thousands)
2026
2025
$ Change
Net income (loss)
$ (200,087)
$ 81,965
$ (282,052)
Reconciling items:
Unrealized (gain) loss on MSR - discontinued operations
—
8,952
(8,952)
Unrealized (gain) loss on joint ventures
(1,137)
5,639
(6,776)
Increase (decrease) in CECL reserve
26,673
(112,127)
138,800
Increase (decrease) in valuation allowance
6,557
99,718
(93,161)
Non-recurring REO impairment
(469)
2,346
(2,815)
Depreciation and amortization on real estate owned
1,576
—
1,576
Non-cash compensation
1,629
1,785
(156)
Unrealized (gain) loss on preferred equity, at fair value
7,236
—
7,236
Merger transaction costs and other non-recurring expenses
654
2,993
(2,339)
Bargain purchase (gain) loss
—
(102,471)
102,471
Realized losses on sale of investments
119,520
20,084
99,436
Total reconciling items
$ 162,239
$ (73,081)
$ 235,320
Income tax adjustments
(11,360)
(4,744)
(6,616)
Distributable earnings (loss) before realized losses
$ (49,208)
$ 4,140
$ (53,348)
Realized losses on sale of investments, net of tax
(110,626)
(15,524)
(95,102)
Distributable earnings (loss)
$ (159,834)
$ (11,384)
$ (148,450)
Less: Distributable earnings attributable to non-controlling interests
1,725
1,985
(260)
Less: Income attributable to participating shares
2,059
2,228
(169)
Distributable earnings (loss) attributable to common stockholders
$ (163,618)
$ (15,597)
$ (148,021)
Distributable earnings (loss) before realized losses on investments, net of tax per
common share - basic
$ (0.33)
$ 0.00
$ (0.33)
Distributable earnings (loss) before realized losses on investments, net of tax per
common share - diluted
$ (0.33)
$ 0.00
$ (0.33)
Distributable earnings (loss) per common share - basic
$ (1.00)
$ (0.09)
$ (0.91)
Distributable earnings (loss) per common share - diluted
$ (1.00)
$ (0.09)
$ (0.91)
Q1 2026 versus Q1 2025 . Consolidated net loss of $200.1 million for the three months ended March 31, 2026
represented an increase of $282.1 million from the three months ended March 31, 2025 , primarily due to provision for
75
loan losses due to changes in the forecasted macroeconomic inputs for reserve modeling and an increase in asset specific
reserves, partially offset by a decrease in the provision for loan losses related to loans transferred from Loans, net to
Loans, held for sale, a gain on bargain purchase recognized from the UDF IV Merger in the prior year period, primarily
driven by a discount in UDF IV’s market valuation due to factors such as the illiquid nature of UDF IV’s shares, and a
change in our stock price between the date of the agreement and the closing date of the UDF IV Merger and net r ealized
losses on financial instruments and real estate owned driven by loan sales , partially offset by decrease in the valuation
allowance related to the transfer of Loans, net to Loans, held for sale driven by loan sales. Consolidated distributable
losses before realized losses of $49.2 million for the three months ended March 31, 2026 represented an increase of
$53.3 million from the three months ended March 31, 2025 . The increase in the distributable earnings reconciling items
is primarily due to an increase in the provision for loan losses, a gain on bargain purchase recognized from the UDF IV
Merger in the prior year period and realized losses on sale of investments, partially offset by a decrease in the valuation
allowance related to the transfer of Loans, net to Loans, held for sale . Consolidated distributable losses of $159.8 million
for the three months ended March 31, 2026 represented an increase of $148.5 million from the three months ended
March 31, 2025 due to certain charge-offs and losses realized on sales of real estate owned assets and LMM loans.
Incentive distribution payable to our Manager
Under the partnership agreement of our operating partnership, our Manager, the holder of the Class A special unit in our
operating partnership, is entitled to receive an incentive distribution, distributed quarterly in arrears in an amount, not
less than zero, equal to the difference between (i) the product of (A) 15% and (B) the difference between (x) IFCE (as
described below) of our operating partnership, on a rolling four-quarter basis and before the incentive distribution for the
current quarter, and (y) the product of (1) the weighted average of the issue price per share of common stock or operating
partnership unit (“OP unit”) (without double counting) in all of our offerings multiplied by the weighted average number
of shares of common stock outstanding (including any restricted shares of common stock and any other shares of
c ommon stock underlying awards granted under our 2013 Equity Incentive Plan, our 2023 Equity Incentive Plan and
Broadmark's 2019 Stock Incentive Plan (the “Broadmark Equity Plan”), and OP units (without double counting) in such
quarter and (2) 8%, and (ii) t he sum of any incentive distribution paid to our Manager with respect to the first three
quarters of such previous four quarters; provided, however, that no incentive distribution is payable with respect to any
calendar quarter unless cumulative IFCE is greater than zero for the most recently completed 12 calendar quarters.
The incentive distribution shall be calculated within 30 days after the end of each quarter and such calculation shall
promptly be delivered to our Company. We are obligated to pay the incentive distribution 50% in cash and 50% in either
common stock or OP units, as determined in our discretion, within five business days after delivery to our Company of
the written statement from the holder of the Class A special unit setting forth the computation of the incentive
distribution for such quarter. Subject to certain exceptions, our Manager may not sell or otherwise dispose of any portion
of the incentive distribution issued to it in common stock or OP units until after the three-year anniversary of the date
that such shares of common stock or OP units were issued to our Manager. The price of shares of our common stock for
purposes of determining the number of shares payable as part of the incentive distribution is the closing price of such
shares on the last trading day prior to the approval by our Board of the incentive distribution.
For purposes of determining the incentive distribution payable to our Manager, incentive fee core earnings (“IFCE”) is
defined under the partnership agreement of the operating partnership as GAAP net income (loss) of the operating
partnership excluding non-cash equity compensation expense, the expenses incurred in connection with the operating
partnership's formation or continuation, the incentive distribution, real estate depreciation and amortization (to the extent
that we forecloses on any properties underlying our assets ) and any unrealized gains, losses, or other non-cash items
recorded in the period, regardless of whether such items are included in other comprehensive income or loss, or in net
income. The amount will be adjusted to exclude one-time events pursuant to changes in GAAP and certain other non-
cash charges after discussions between our Manager and our independent directors and after approval by a majority of
the independent directors.
Liquidity and Capital Resources
Liquidity is a measure of our ability to turn non-cash assets into cash and to meet potential cash requirements. We use
significant cash to purchase LMM loans and other target assets, originate new LMM loans, pay dividends, repay
principal and interest on our borrowings, fund our operations and meet other general business needs. Certain of our loans
pay PIK interest rather than cash interest payments and from time to time, we may grant concessions to borrowers
experiencing significant financial difficulties in the form of modified terms such as interest rate reductions and other
76
terms described elsewhere in this Form 10-Q . These factors may increase our reliance on our primary sources of
liquidity, including our existing cash balances, borrowings, including securitizations, re-securitizations, repurchase
agreements, warehouse facilities, bank credit facilities and other financing agreements (including term loans and
revolving facilities), the net proceeds of offerings of equity and secured and unsecured debt securities , and net cash
provided by operating and investing activities.
We believe that our sources of liquidity will provide sufficient liquidity to fund ongoing obligations and address
upcoming debt maturities, including the approximately $450.0 million of debt maturing in 2026. We had approximately
$200.0 million of unrestricted cash and approximately $700.0 million of unencumbered assets as of March 31, 2026 . We
expect approximately $450 million in net liquidity from portfolio maturities and pending asset resolutions over the next
12 months, and may also sell additional assets. We expect the combination of these items to de-lever the balance sheet,
which may impact book value depending on the size, timing and pricing of such actions. We expect to utilize these
resources, together with our access to the capital markets, to meet our liquidity needs .
We are continuing to monitor the impact of shifts in interest rates, credit spreads and inflation on the Company, the
borrowers underlying our real estate-related assets, the tenants in the properties we own, our financing sources, and the
economy as a whole. Because the severity, magnitude and duration of these economic events remain uncertain, rapidly
changing and difficult to predict, the impact on our operations and liquidity also remains uncertain and difficult to
predict .
Cash flow
Three Months Ended March 31, 2026 . Cash and cash equivalents as of March 31, 2026 , decreased by $8.3 million to
$241.2 million from December 31, 2025 , primarily due to net cash used for financing activities, partially offset by net
cash provided by investing and operating activities. T he net cash used for financing activities primarily reflected
repayments of securitized debt obligations of consolidated VIEs and net repayments of secured borrowings. The net cash
provided by investing activities primarily reflected proceeds from disposition and principal payments of loans, partially
offset by net cash used for loan originations. The net cash provided by operating activities primarily reflected the sale of
Loans, held for sale, realized losses on financial instruments and provision for loan losses, partially offset by net losses .
Three Months Ended March 31, 2025 . C ash and cash equivalents as of March 31, 2025 , increased by $65.6 million to
$248.4 million from December 31, 2024 , primarily due to net cash provided by investing and operating activities,
partially offset by net cash used for financing activities. The net cash provided by investing activities primarily reflected
proceeds from disposition and principal payments of loans, partially offset by net cash used for loan originations. The net
cash provided by operating activities reflected a valuation allowance related to the transfer of Loans, net to Loans held
for sale, the sale of Loans, held for sale, and net income, partially offset by a recovery of loan losses related to the
transfer of Loans, net to Loans, held for sale and a bargain purchase gain in connection with the UDF IV Merger, which
was primarily driven by a discount in UDF IV’s market valuation due to factors such as the illiquid nature of UDF IV’s
shares and a change in our stock price between the date of the agreement and the closing date of the merger . The net cash
used for financing activities primarily reflected repayments of securitized debt obligations of consolidated VIEs, partially
offset by net proceeds from secured borrowings.
Financing Strategy and Leverage
In addition to raising capital through offerings of our public equity and debt securities, we finance our investment
portfolio through securitization and secured borrowings. We generally seek to match-fund our investments to minimize
the differences in the terms of our investments and our liabilities. Our secured borrowings have various recourse levels
including full recourse, partial recourse and non-recourse, as well as varied mark-to-market provisions including full
mark-to-market, credit mark only and non-mark-to-market. Securitizations allow us to match fund loans pledged as
collateral on a long-term, non-recourse basis. Securitization structures typically consist of trusts with principal and
interest collections allocated to senior debt and losses on liquidated loans to equity and subordinate tranches, and provide
debt equal to 50% to 90% of the cost basis of the assets.
We also finance originated SBL with secured borrowings until the loans are sold, generally within 30 days.
77
As of March 31, 2026 , we had a total leverage ratio of 3.0x and recourse leverage ratio of 1.8x . Our operating segments
have different levels of recourse debt according to the differentiated nature of each segment. Our LMM Commercial
Real Estate and Small Business Lending segments have recourse leverage ratios of 0.7x and 0.2x , respectively. The
remaining recourse leverage ratio is from our corporate debt offerings.
Secured Borrowings
Credit Facilities and Other Financing Agreements. We utilize credit facilities and other financing arrangements to
finance our business. The financings are collateralized by the underlying mortgages, assets, related documents, and
instruments, and typically contain index-based financing rate and terms, haircut and collateral posting provisions which
depend on the types of collateral and the counterparties involved. These agreements often contain customary negative
covenants and financial covenants, including maintenance of minimum liquidity, minimum tangible net worth,
maximum debt to net worth ratio and current ratio and limitations on capital expenditures, indebtedness, distributions,
transactions with affiliates and maintenance of positive net income.
The table below presents certain characteristics of our credit facilities and other financing arrangements.
Pledged Assets
Carrying Value at
Lenders (1)
Asset Class
Current Maturity (2)
Pricing (3)
Facility Size
Carrying Value
March 31, 2026
December 31, 2025
3
SBA loans
April 2026 to June 2027
SOFR + 2.55%
Prime - 0.82%
$ 335,000
$ 382,817
$ 301,025
$ 307,522
1
LMM loans - USD
May 2026
SOFR + 1.35%
40,000
8,490
8,277
16,425
1
LMM loans - Non-USD (4)
January 2027
EURIBOR +
3.00%
58,696
21,356
29,413
29,965
2
USDA loans
June 2027 - August 2028
SOFR + 2.75%
198,500
33,851
19,285
31,204
Total borrowings under credit facilities and other financing agreements
$ 632,196
$ 446,514
$ 358,000
$ 385,116
(1) Represents the total number of facility lenders.
(2) Current maturity does not reflect extension options available beyond original commitment terms.
(3) Asset class pricing is determined using an index rate plus a weighted average spread.
(4) Non-USD denominated credit facilities have been converted into USD for purposes of this disclosure.
Repurchase Agreements. Under the loan repurchase facilities and securities repurchase agreements, we may be required
to pledge additional assets to our counterparties in the event that the estimated fair value of the existing pledged
collateral under such agreements declines and such lenders demand additional collateral, which may take the form of
additional assets or cash. Generally, the loan repurchase facilities and securities repurchase agreements contain a SOFR-
based financing rate, term and haircuts depending on the types of collateral and the counterparties involved. The loan
repurchase facilities also include financial maintenance covenants.
If the estimated fair values of the assets increase due to changes in market interest rates or other market factors, lenders
may release collateral back to us. Margin calls may result from a decline in the value of the investments securing the
loan repurchase facilities and securities repurchase agreements, prepayments on the loans securing such investments and
from changes in the estimated fair value of such investments generally due to principal reduction of such investments
from scheduled amortization and resulting from changes in market interest rates and other market factors. Counterparties
also may choose to increase haircuts based on credit evaluations of our Company and/or the performance of the assets in
question. Historically, disruptions in the financial and credit markets have resulted in increased volatility in these levels,
and this volatility could persist as market conditions continue to change. Should prepayment speeds on the mortgages
underlying our investments or market interest rates suddenly increase, margin calls on the loan repurchase facilities and
securities repurchase agreements could result, causing an adverse change in our liquidity position. To date, we have
satisfied all of our margin calls and have never sold assets in response to any margin call under these borrowings.
Our borrowings under repurchase agreements are renewable at the discretion of our lenders and, as such, our ability to
roll-over such borrowings are not guaranteed. The terms of the repurchase transaction borrowings under our repurchase
agreements generally conform to the terms in the standard master repurchase agreement as published by the Securities
Industry and Financial Markets Association, as to repayment, margin requirements and the segregation of all assets we
have initially sold under the repurchase transaction. In addition, each lender typically requires that we include
supplemental terms and conditions to the standard master repurchase agreement. Typical supplemental terms and
conditions, which differ by lender, may include changes to the margin maintenance requirements, required haircuts and
78
purchase price maintenance requirements, requirements that all controversies related to the repurchase agreement be
litigated in a particular jurisdiction, and cross default and setoff provisions.
We maintain certain assets, which, from time to time, may include cash, unpledged LMM loans, LMM ABS and short-
term investments (which may be subject to various haircuts if pledged as collateral to meet margin requirements) and
collateral in excess of margin requirements held by our counterparties, or collectively, the “Cushion”, to meet routine
margin calls and protect against unforeseen reductions in our borrowing capabilities. Our ability to meet future margin
calls will be impacted by the Cushion, which varies based on the fair value of our investments, our cash position and
margin requirements. Our cash position fluctuates based on the timing of our operating, investing and financing activities
and is managed based on our anticipated cash needs.
The table below presents certain characteristics of our repurchase agreements.
Pledged Assets
Carrying Value at
Lenders (1)
Asset Class
Current Maturity (2)
Pricing (3)
Facility Size
Carrying Value
March 31, 2026
December 31, 2025
7
LMM loans
June 2026 -
September 2028
SOFR + 2.56%
$ 3,425,000
$ 2,997,237
$ 1,841,176
$ 2,277,028
5
MBS
April 2026 -
September 2026
5.38%
122,267
212,800
122,267
126,782
Total borrowings under repurchase agreements
$ 3,547,267
$ 3,210,037
$ 1,963,443
$ 2,403,810
(1) Represents the total number of facility lenders.
(2) Current maturity does not reflect extension options available beyond original commitment terms.
(3) Asset class pricing is determined using an index rate plus a weighted average spread.
Collateralized borrowings under repurchase agreements
The table below presents the amount of collateralized borrowings outstanding under repurchase agreements as of the end
of each quarter, the average amount of collateralized borrowings outstanding under repurchase agreements during the
quarter and the highest balance of any month end during the quarter.
(in thousands)
Quarter End Balance
Average Balance in Quarter
Highest Month End Balance in Quarter
Q2 2024
2,087,661
2,058,766
2,087,661
Q3 2024
1,882,327
1,971,347
2,049,273
Q4 2024
1,718,131
1,795,627
1,846,677
Q1 2025
2,425,258
1,922,525
2,425,258
Q2 2025
3,135,931
2,673,449
3,135,931
Q3 2025
2,460,953
2,699,935
3,021,745
Q4 2025
2,403,810
2,402,929
2,431,561
Q1 2026
1,963,443
2,178,978
2,628,893
The net decrease in the outstanding balances during the first quarter of 2026 was primarily due to the sales and
paydowns of warehouse loans, partially offset by the collapse of RCMF 2021-FL7, RCMF 2023-FL11 and RCMF 2023-
FL12.
Paycheck Protection Program Liquidity Facility borrowings. The Company uses the PPPLF from the Federal Reserve
to finance PPP loans. The program charges an interest rate of 0.35%. As of March 31, 2026 , we had approximately $3.8
million outstanding under this credit facility.
79
Senior Secured Notes and Corporate Debt, Net
The table below presents information about senior secured notes and corporate debt issued through public and private
transactions .
(in thousands)
Coupon Rate
Maturity Date
March 31, 2026
Senior secured notes principal amount (1)
4.50 %
10/20/2026
$ 350,000
Senior secured notes principal amount (2)
9.375 %
3/1/2028
270,000
Term loan principal amount (3)
SOFR + 5.50%
4/12/2029
115,250
Unamortized discount
(1,747)
Unamortized deferred financing costs
(9,796)
Total senior secured notes, net
$ 723,707
Corporate debt principal amount (4)
5.50 %
12/30/2028
110,000
Corporate debt principal amount (5)
6.20 %
7/30/2026
67,443
Corporate debt principal amount (6)
7.375 %
7/31/2027
100,000
Corporate debt principal amount (7)
5.00 %
11/15/2026
100,000
Corporate debt principal amount (8)
9.00 %
12/15/2029
129,371
Unamortized discount - corporate debt
(4,600)
Unamortized deferred financing costs - corporate debt
(1,492)
Junior subordinated notes principal amount (9)
SOFR + 3.10%
3/30/2035
15,000
Junior subordinated notes principal amount (10)
SOFR + 3.10%
4/30/2035
21,250
Total corporate debt, net
$ 536,972
Total carrying amount of debt
$ 1,260,679
(1) Interest on the senior secured notes is payable semiannually on April 20 and October 20 of each year.
(2) Interest on the senior secured notes is payable semiannually on March 1 and September 1 of each year.
(3) Interest on the term loan is payable quarterly on January 12, April 12, July 12 and October 12 of each year.
(4) Interest on the corporate debt is payable semiannually on June 30 and December 30 of each year.
(5) Interest on the corporate debt is payable quarterly on January 30, April 30, July 30, and October 30 of each year.
(6) Interest on the corporate debt is payable semiannually on January 31 and July 31 of each year.
(7) Interest on the corporate debt is payable semiannually on May 15 and November 15 of each year; assumed as part of the Broadmark Merger (as defined below).
(8) Interest on the corporate debt is payable quarterly on March 15, June 15, September 15, and December 15 of each year.
(9) Interest on the Junior subordinated notes I-A is payable quarterly on March 30, June 30, September 30, and December 30 of each year.
(10) Interest on the Junior subordinated notes I-B is payable quarterly on January 30, April 30, July 30, and October 30 of each year.
The table below presents the contractual maturities for senior secured notes and corporate debt.
(in thousands)
March 31, 2026
2026
$ 517,443
2027
100,000
2028
380,000
2029
244,621
2030
—
Thereafter
36,250
Total contractual amounts
$ 1,278,314
Unamortized deferred financing costs, discounts, and premiums, net
(17,635)
Total carrying amount of debt
$ 1,260,679
ReadyCap Holdings 4.50% senior secured notes due 2026. On October 20, 2021, ReadyCap Holdings, an indirect
subsidiary of the Company, completed the offer and sale of $350.0 million of its 4.50% Senior Secured Notes due 2026
(the “2026 Senior Secured Notes”). The 2026 Senior Secured Notes are fully and unconditionally guaranteed by the
Company, each direct parent entity of ReadyCap Holdings, and other direct or indirect subsidiaries of the Company from
time to time that is a direct parent entity of Sutherland Asset III, LLC or otherwise pledges collateral to secure the 2026
Senior Secured Notes (collectively, the “2026 SSN Guarantors”).
ReadyCap Holdings’ and the 2026 SSN Guarantors’ respective obligations under the 2026 Senior Secured Notes are
secured by a perfected first-priority lien on certain capital stock and assets (collectively, the “2026 SSN Collateral”)
owned by certain subsidiaries of the Company.
The 2026 Senior Secured Notes are redeemable by ReadyCap Holdings’ following a non-call period, through the
payment of the outstanding principal balance of the 2026 Senior Secured Notes plus a “make-whole” or other premium
that decreases the closer the 2026 Senior Secured Notes are to maturity. ReadyCap Holdings is required to offer to
repurchase the 2026 Senior Secured Notes at 101% of the principal balance of the 2026 Senior Secured Notes in the
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event of a change in control and a downgrade of the rating on the 2026 Senior Secured Notes in connection therewith, as
set forth more fully in the note purchase agreement governing the 2026 Senior Secured Notes.
The 2026 Senior Secured Notes were issued pursuant to a note purchase agreement, which contains certain customary
negative covenants and requirements relating to the collateral and the Company, ReadyCap Holdings, and the 2026 SSN
Guarantors, including maintenance of minimum liquidity, minimum tangible net worth, maximum debt to net worth
ratio, and limitations on transactions with affiliates.
ReadyCap Holdings 9.375% senior secured notes due 2028. On February 21, 2025, ReadyCap Holdings completed the
offer and sale of $220.0 million of its 9.375% Senior Secured Notes due 2028 (the “2028 Senior Secured Notes” and,
with the 2026 Senior Secured Notes, collectively, the “Senior Secured Notes”) for net proceeds of $216.7 million before
expenses. The 2028 Senior Secured Notes are fully and unconditionally guaranteed by the Company and other direct or
indirect subsidiaries of the Company from time to time that pledge collateral to secure the 2028 Senior Secured Notes
(collectively, the “2028 SSN Guarantors”).
ReadyCap Holdings’ and the 2028 SSN Guarantors’ respective obligations under the 2028 Senior Secured Notes are
secured by a perfected first-priority lien on certain capital stock and assets (collectively, the “2028 SSN Collateral”)
owned by certain subsidiaries of the Company.
The 2028 Senior Secured Notes are redeemable by ReadyCap Holdings following a non-call period, through the
payment of the outstanding principal balance of the 2028 Senior Secured Notes plus a “make-whole” or other premium
that decreases the closer the 2028 Senior Secured Notes are to maturity. ReadyCap Holdings is required to offer to
repurchase the 2028 Senior Secured Notes at 101% of the principal balance of the 2028 Senior Secured Notes in the
event of a change in control and a downgrade of the rating on the 2028 Senior Secured Notes in connection therewith, as
set forth more fully in the note purchase agreement governing the 2028 Senior Secured Notes.
The 2028 Senior Secured Notes were issued pursuant to a note purchase agreement, which contains certain customary
negative covenants and requirements relating to the collateral and the Company, ReadyCap Holdings, and the 2028 SSN
Guarantors, including maintenance of minimum tangible net worth, maximum debt to net worth ratio, unencumbered
cash and asset requirements, and limitations on transactions with affiliates.
On April 16, 2025, ReadyCap Holdings issued an additional $50.0 million in aggregate principal amount of its 2028
Senior Secured Notes for net proceeds of $49.3 million before expenses. The additional notes are fungible with and
treated as a single series of debt securities as the Company’s 2028 Senior Secured Notes issued on February 21, 2025.
The Company used the net proceeds from the issuance of the additional notes to repay its indebtedness and for general
corporate purposes.
Ready Term Holdings, LLC (“Ready Term Holdings”) term loan due 2029. On April 12, 2024, Ready Term Holdings,
an indirect subsidiary of the Company, entered into a credit agreement which provides for a delayed draw term loan to
the Company in an aggregate principal amount not to exceed $115.25 million (the “Term Loan”). The Term Loan is fully
and unconditionally guaranteed by the Company and other direct or indirect subsidiaries of the Company from time to
time that pledge collateral to secure the Term Loan (collectively, the “Term Loan Guarantors”).
Ready Term Holdings’ and the Term Loan Guarantors’ respective obligations under the Term Loan are secured by a
perfected first-priority lien on certain capital stock and assets (collectively, the “Term Loan Collateral”) owned by
certain subsidiaries of the Company.
The Term Loan matures on April 12, 2029, and may be drawn at any time on or prior to January 12, 2025, subject to the
satisfaction of customary conditions. The Company borrowed $75.0 million in connection with the initial closing of the
Term Loan. On August 19, 2024, the Company borrowed an additional $20.0 million. The Term Loan bears interest on
the outstanding principal amount thereof at a rate equal to (a) SOFR plus 5.50% per annum or (b) base rate plus 4.50%
per annum; provided that if at any time the Term Loan is rated below investment grade, the interest rate shall increase to
(x) SOFR plus 6.50% per annum or (y) base rate plus 5.50% per annum until the rating is no longer below investment
grade. In connection with the entry into the credit agreement, the Company also agreed to pay certain upfront fees on the
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initial borrowing date. The Company will also pay, with respect to any unused portion of the Term Loan, a commitment
fee of 1.00% per annum.
The Term Loan was issued pursuant to a credit agreement, which contains certain customary representations and
warranties and affirmative and negative covenants and requirements relating to the collateral and the Company, Ready
Term Holdings, and the Term Loan Guarantors, including maintenance of a minimum asset coverage ratio and a
maximum debt to equity ratio.
Corporate debt
We issue senior unsecured notes in public and private transactions. The notes are governed by a base indenture and
supplemental indentures. Often, the notes are redeemable by us following a non-call period, through the payment of the
outstanding principal balance plus a “make-whole” or other premium that typically decreases the closer the notes are to
maturity. We are often required to offer to repurchase the notes, in some cases at 101% of the principal balance of the
notes, in the event of a change in control or fundamental change pertaining to our company, as defined in the applicable
supplemental indentures. The notes rank equal in right of payment to any of our existing and future unsecured and
unsubordinated indebtedness; effectively junior in right of payment to any of our existing and future secured
indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all existing and
future indebtedness, other liabilities (including trade payables) and (to the extent not held by us) preferred stock, if any,
of our subsidiaries. The supplemental indentures governing the notes often contain customary negative covenants and
financial covenants relating to maintenance of minimum liquidity, minimum tangible net worth, maximum debt to net
worth ratio and limitations on transactions with affiliates.
In addition, in connection with the merger among the Company, Broadmark Realty Capital Inc. (“Broadmark”), and
RCC Merger Sub, LLC, a wholly owned subsidiary of the operating partnership (“RCC Merger Sub”), in which
Broadmark merged with and into RCC Merger Sub, with RCC Merger Sub remaining as a wholly owned subsidiary of
the operating partnership (the “Broadmark Merger”), RCC Merger Sub assumed Broadmark’s obligations on certain
senior unsecured notes. The note purchase agreement governing these notes contains financial covenants that require
compliance with leverage and coverage ratios and maintenance of minimum tangible net worth, as well as other
customary affirmative and negative covenants.
Securitization transactions
Our Manager’s extensive experience in loan acquisition, origination, servicing and securitization strategies has enabled
us to complete several securitizations of LMM and SBA loan assets since January 2011. These securitizations allow us
to match fund the LMM and SBA loans on a long-term, non-recourse basis. The assets pledged as collateral for these
securitizations were contributed from our portfolio of assets. By contributing these LMM and SBA assets to the various
securitizations, these transactions created capacity for us to fund other investments.
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The table below presents information on the securitization structures and related issued tranches of notes to investors.
(in millions)
Collateral Asset Class
Issuance
Active / Collapsed
Bonds Issued
Trusts (Firm sponsored)
Waterfall Victoria Mortgage Trust 2011-1 (SBC1)
LMM Acquired loans
February 2011
Collapsed
$ 40.5
Waterfall Victoria Mortgage Trust 2011-3 (SBC3)
LMM Acquired loans
October 2011
Collapsed
143.4
Sutherland Commercial Mortgage Trust 2015-4 (SBC4)
LMM Acquired loans
August 2015
Collapsed
125.4
Sutherland Commercial Mortgage Trust 2018 (SBC7)
LMM Acquired loans
November 2018
Collapsed
217.0
ReadyCap Lending Small Business Trust 2015-1 (RCLT 2015-1)
Acquired SBA 7(a) loans
June 2015
Collapsed
189.5
ReadyCap Lending Small Business Loan Trust 2019-2 (RCLT 2019-2)
Originated SBA 7(a) loans,
Acquired SBA 7(a) loans
December 2019
Active
131.0
ReadyCap Lending Small Business Loan Trust 2023-3 (RCLT 2023-3)
Originated SBA 7(a) loans,
Acquired SBA 7(a) loans
July 2023
Active
132.0
Real Estate Mortgage Investment Conduits (REMICs)
ReadyCap Commercial Mortgage Trust 2014-1 (RCMT 2014-1)
LMM Originated conventional
September 2014
Collapsed
181.7
ReadyCap Commercial Mortgage Trust 2015-2 (RCMT 2015-2)
LMM Originated conventional
November 2015
Collapsed
218.8
ReadyCap Commercial Mortgage Trust 2016-3 (RCMT 2016-3)
LMM Originated conventional
November 2016
Active
162.1
ReadyCap Commercial Mortgage Trust 2018-4 (RCMT 2018-4)
LMM Originated conventional
March 2018
Active
165.0
Ready Capital Mortgage Trust 2019-5 (RCMT 2019-5)
LMM Originated conventional
January 2019
Active
355.8
Ready Capital Mortgage Trust 2019-6 (RCMT 2019-6)
LMM Originated conventional
November 2019
Active
430.7
Ready Capital Mortgage Trust 2022-7 (RCMT 2022-7)
LMM Originated conventional
April 2022
Active
276.8
Waterfall Victoria Mortgage Trust 2011-2 (SBC2)
LMM Acquired loans
March 2011
Collapsed
97.6
Sutherland Commercial Mortgage Trust 2018 (SBC6)
LMM Acquired loans
August 2017
Collapsed
154.9
Sutherland Commercial Mortgage Trust 2019 (SBC8)
LMM Acquired loans
June 2019
Active
306.5
Sutherland Commercial Mortgage Trust 2020 (SBC9)
LMM Acquired loans
June 2020
Collapsed
203.6
Sutherland Commercial Mortgage Trust 2021 (SBC10)
LMM Acquired loans
May 2021
Active
232.6
Collateralized Loan Obligations (CLOs)
Ready Capital Mortgage Financing 2017– FL1
LMM Originated bridge
August 2017
Collapsed
198.8
Ready Capital Mortgage Financing 2018 – FL2
LMM Originated bridge
June 2018
Collapsed
217.1
Ready Capital Mortgage Financing 2019 – FL3
LMM Originated bridge
April 2019
Collapsed
320.2
Ready Capital Mortgage Financing 2020 – FL4
LMM Originated bridge
June 2020
Collapsed
405.3
Ready Capital Mortgage Financing 2021 – FL5
LMM Originated bridge
March 2021
Collapsed
628.9
Ready Capital Mortgage Financing 2021 – FL6
LMM Originated bridge
August 2021
Collapsed
652.5
Ready Capital Mortgage Financing 2021 – FL7
LMM Originated bridge
November 2021
Collapsed
927.2
Ready Capital Mortgage Financing 2022 – FL8
LMM Originated bridge
March 2022
Collapsed
1,135.0
Ready Capital Mortgage Financing 2022 – FL9
LMM Originated bridge
June 2022
Collapsed
754.2
Ready Capital Mortgage Financing 2022 – FL10
LMM Originated bridge
October 2022
Collapsed
860.1
Ready Capital Mortgage Financing 2023 – FL11
LMM Originated bridge
February 2023
Collapsed
586.0
Ready Capital Mortgage Financing 2023 – FL12
LMM Originated bridge
June 2023
Collapsed
648.6
Trusts (Non-firm sponsored)
Freddie Mac Small Balance Mortgage Trust 2016-SB11
Originated agency multi-family
January 2016
Active
110.0
Freddie Mac Small Balance Mortgage Trust 2016-SB18
Originated agency multi-family
July 2016
Active
118.0
Freddie Mac Small Balance Mortgage Trust 2017-SB33
Originated agency multi-family
June 2017
Active
197.9
Freddie Mac Small Balance Mortgage Trust 2018-SB45
Originated agency multi-family
January 2018
Active
362.0
Freddie Mac Small Balance Mortgage Trust 2018-SB52
Originated agency multi-family
September 2018
Active
505.0
Freddie Mac Small Balance Mortgage Trust 2018-SB56
Originated agency multi-family
December 2018
Active
507.3
Key Commercial Mortgage Trust 2020-S3 (1)
LMM Originated conventional
September 2020
Active
263.2
(1) Contributed portion of assets into trust
We used the proceeds from the sale of the tranches issued to purchase and originate LMM and SBL loans . We are the
primary beneficiary of all firm sponsored securitizations; therefore they are consolidated in our financial statements.
Contractual Obligations and Off-Balance Sheet Arrangements
Other than the items referenced above, there have been no material changes to our contractual obligations for the three
months ended March 31, 2026 . Refer to Item 7, "Management’s Discussion and Analysis of Financial Condition and
Results of Operations – Contractual Obligations," in the Company's Form 10-K for further details. As of the date of this
Form 10-Q, we had no off-balance sheet arrangements, other than as disclosed.
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Critical Accounting Estimates
Our consolidated financial statements are prepared in accordance with GAAP, which requires the use of estimates and
assumptions that affect the reported amounts of assets and liabilities as of the date of the consolidated financial
statements and the reported amounts of revenues and expenses during the reporting period. We believe that all of the
decisions and assessments upon which our consolidated financial statements are based were reasonable at the time made,
based upon information available to us at that time. The following discussion describes the critical accounting estimates
that apply to our operations and require complex management judgment. This summary should be read in conjunction
with our accounting policies and use of estimates included in “Notes to Consolidated Financial Statements, Note 3 –
Summary of Significant Accounting Policies” included in Item 8, “Financial Statements and Supplementary Data,” in the
Company’s Form 10-K.
Allowance for credit losses
The allowance for credit losses consists of the allowance for losses on loans and lending commitments accounted for at
amortized cost. Such loans and lending commitments are reviewed quarterly considering credit quality indicators,
including probable and historical losses, collateral values, LTV ratio and economic conditions. The allowance for credit
losses increases through provisions charged to earnings and reduced by charge-offs, net of recoveries.
We utilize loan loss forecasting models for estimating expected life-time credit losses, at the individual loan level, for its
loan portfolio. The Current Expected Credit Loss (“CECL”) forecasting methods used by the Company include (i) a
probability of default and loss given default method using underlying third-party CMBS/CRE loan database with
historical loan losses and (ii) probability weighted expected cash flow method, depending on the type of loan and the
availability of relevant historical market loan loss data. We might 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.
We estimate the CECL expected credit losses for our loan portfolio at the individual loan level. Significant inputs to our
forecasting methods include (i) key loan-specific inputs such as LTV, vintage year, loan-term, underlying property type,
occupancy, geographic location, and others, and (ii) a macro-economic forecast. These estimates may change in future
periods based on available future macro-economic data and might result in a material change in our future estimates of
expected credit losses for its loan portfolio.
In certain instances, we consider relevant loan-specific qualitative factors to certain loans to estimate its CECL expected
credit losses. We consider 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. For such loans that we determine that foreclosure of the collateral is probable, we measure the
expected losses based on the difference between the fair value of the collateral (less costs to sell the asset if repayment is
expected through the sale of the collateral) and the amortized cost basis of the loan as of the measurement date. For
collateral-dependent loans that we determine foreclosure is not probable, we apply a practical expedient to estimate
expected losses using the difference between the collateral’s fair value (less costs to sell the asset if repayment is
expected through the sale of the collateral) and the amortized cost basis of the loan.
While we have a formal methodology to determine the adequate and appropriate level of the allowance for credit losses,
estimates of inherent loan losses involve judgment and assumptions as to various factors, including current economic
conditions. Our determination of adequacy of the allowance for credit losses is based on quarterly evaluations of the
above factors. Accordingly, the provision for loan losses will vary from period to period based on management's ongoing
assessment of the adequacy of the allowance for credit losses.
Significant judgment is required when evaluating loans for impairment; therefore, actual results over time could be
materially different. Refer to “Notes to Consolidated Financial Statements, Note 6 – Loans and Allowance for Credit
Losses” included in this Form 10-Q for results of our loan impairment evaluation .
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Valuation of financial assets and liabilities carried at fair value
We measure our MBS, derivative assets and liabilities, and any assets or liabilities where we have elected the fair value
option at fair value, including certain loans we have originated that are expected to be sold to third parties or securitized
in the near term.
We have established valuation processes and procedures designed so that fair value measurements are appropriate and
reliable, that they are based on observable inputs where possible, that the valuation approaches are consistently applied,
and the assumptions and inputs are reasonable. We also have established processes to provide that the valuation
methodologies, techniques and approaches for investments that are categorized within Level 3 of the ASC 820 Fair
Value Measurement fair value hierarchy (the “fair value hierarchy”) are fair, consistent and verifiable. Our processes
provide a framework that ensures the oversight of our fair value methodologies, techniques, validation procedures, and
results.
When actively quoted observable prices are not available, we either use implied pricing from similar assets and liabilities
or valuation models based on net present values of estimated future cash flows, adjusted as appropriate for liquidity,
credit, market and/or other risk factors. Refer to “Notes to Consolidated Financial Statements, Note 7 – Fair Value
Measurements” included in Item 8, “Financial Statements and Supplementary Data,” in the Form 10-K for a more
complete discussion of our critical accounting estimates as they pertain to fair value measurements.
Servicing rights impairment
Servicing rights, at amortized cost, are initially recorded at fair value and subsequently carried at amortized cost.
For purposes of testing our servicing rights, carried at amortized cost, for impairment, we first determine whether facts
and circumstances exist that would suggest the carrying value of the servicing asset is not recoverable. If so, we then
compare the net present value of servicing cash flow with its carrying value. The estimated net present value of servicing
cash flows of the intangibles is determined using discounted cash flow modeling techniques which require management
to make estimates regarding future net servicing cash flows, taking into consideration historical and forecasted loan
prepayment rates, delinquency rates and anticipated maturity defaults. If the carrying value of the servicing rights
exceeds the net present value of servicing cash flows, the servicing rights are considered impaired and an impairment
loss is recognized in earnings for the amount by which carrying value exceeds the net present value of servicing cash
flows. We monitor the actual performance of our servicing rights by regularly comparing actual cash flow, credit, and
prepayment experience to modeled estimates.
Significant judgment is required when evaluating servicing rights for impairment therefore, actual results over time
could be materially different. Refer to “Notes to Consolidated Financial Statements, Note 8 – Servicing Rights” included
in this Form 10-Q for a more complete discussion of our critical accounting estimates as they pertain to servicing rights
impairment.
Refer to “Notes to Consolidated Financial Statements, Note 4– Recent Accounting Pronouncements” included in Item 8,
“Financial Statements and Supplementary Data,” in the Company’s Form 10-K for a discussion of recent accounting
developments and the expected impact to the Company.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.