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Based upon that evaluation, our Managing Trustees, our President and our Chief Financial Officer and Treasurer concluded that our disclosure controls and procedures are effective.
−Removed: There have been no changes in our internal control over financial reporting during the quarter ended June 30, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
+Added: There have been no changes in our internal control over financial reporting during the quarter ended September 30, 2022 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
Warning Concerning Forward-Looking Statements
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• Our ability to carry out our business strategy and take advantage of opportunities for our business that we believe exist;
−Removed: • Our expectations of the impact of inflation, geopolitical risk and possible economic recession on the CRE lending market, us and our borrowers;
+Added: • Our expectations of the impact of inflation, geopolitical risk, rising interest rates and existing or possible economic recession on the CRE lending market, us and our borrowers;
• Our expectations of the market demand for CRE debt and the volume of transactions and opportunities that will exist in the CRE debt market, including the middle market;
• Our ability to utilize our existing available Secured Financing Facilities and to obtain additional capital to enable us to attain our target leverage, to make additional investments and to increase our potential returns;
−Removed: • The impact of the COVID-19 pandemic on us and our borrowers;
+Added: • Market changes arising during or in response to the COVID-19 pandemic and the extent to which they may continue;
• Our ability to pay distributions to our shareholders and to increase and sustain the amount of such distributions;
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• Our belief that there will be significant opportunities for us to provide creative, flexible debt capital for a wide array of circumstances and business plans and our ability to successfully act on those opportunities and to benefit as a result;
−Removed: • The expectation that the secondary debt markets will stabilize in the latter half of 2022;
• Our belief that we are well positioned to lend to private equity sponsors of middle market and transitional CRE assets;
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However, these mechanisms may not adequately cover the debt service amount and will likely not be able to fully fund the debt service obligations owed to us if the tenants’ businesses fail or they default on their debt service obligations owed to us;
−Removed: • The impact of the COVID-19 pandemic affected all parts of the economy and continues to particularly affect certain aspects of the economy, including certain of our borrowers.
−Removed: In addition, current inflationary pressures, supply chain issues and geopolitical risks may adversely impact the economy and our borrowers' businesses and their ability and willingness to fund their obligations to us.
+Added: • Current inflationary pressures, rising interest rates, supply chain issues, geopolitical risks and possible economic recession may adversely impact our borrowers' businesses and their ability and willingness to fund their obligations to us.
As a result, we may not have sufficient capital to fund our debt obligations or to satisfy any margin calls or other commitments we may have under our Secured Financing Facilities, including as a result of any actions that our lenders under our Master Repurchase Facilities may take if our borrowers default on their loan obligations to us or the value of our collateral that secures those loans declines below required levels;
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• Although, to date, we have not received a margin call under our Master Repurchase Agreements, these lenders may do so in the future in accordance with such agreements;
−Removed: • Continued availability of additional advancements under our Secured Financing Facilities is subject to us identifying suitable loans to invest in and our satisfying certain financial covenants and other conditions, as applicable, that we may be unable to satisfy;
+Added: • Continued availability of additional advancements under our Secured Financing Facilities is subject to the available liquidity of our lenders, our lenders' willingness to lend, our ability to identify suitable loans to invest in and our satisfying certain financial covenants and other conditions, as applicable, that we may be unable to satisfy;
• Financing for floating rate mortgages and other related assets that we may seek to sell pursuant to our Secured Financing Facilities is subject to approval by those lenders, whose approval we may not obtain;
• The phase out of LIBOR could negatively impact our investments and our debt financing arrangements;
−Removed: • Actual costs under our Secured Financing Facilities and our other debt facilities will be higher than the applicable interest index rate plus a premium because of fees and expenses associated with our debt;
+Added: • Actual costs under our Secured Financing Facilities and our other debt facilities will be higher than the applicable benchmark interest rate plus a premium because of fees and expenses associated with our debt;
• We are dependent upon Tremont, its affiliates and their personnel.
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• Our failure to remain qualified for taxation as a REIT could have significant adverse consequences.
−Removed: Currently unexpected results could occur due to many different circumstances, some of which are beyond our control, such as acts of terrorism, pandemics, such as a continuation of the COVID-19 pandemic, inflation, war, geopolitical risks, natural disasters, global climate change or changes in capital markets or the economy generally.
−Removed: The information contained elsewhere in this Quarterly Report on Form 10-Q and our 2021 Annual Report, or in our other filings with the SEC, including under the caption “Risk Factors”, herein or therein, or incorporated herein or therein, identifies other important factors that could cause differences from our forward-looking statements.
+Added: Currently unexpected results could occur due to many different circumstances, some of which are beyond our control, such as acts of terrorism, pandemics, such as a continuation of the COVID-19 pandemic, inflation, recession or economic downturn, war, geopolitical risks, natural disasters, global climate change, changes in our borrowers' financial conditions or changes in capital markets or the economy generally.
+Added: The information contained elsewhere in this Quarterly Report on Form 10-Q and our 2021 Annual Report, or in our other filings with the SEC, including under the caption “Risk Factors”, herein or therein, or incorporated herein or therein, identifies
+Added: other important factors that could cause differences from our forward-looking statements.
Our filings with the SEC are available on the SEC’s website at www.sec.gov.
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Other Information
+Added: There have been no material changes to the risk factors previously disclosed in our 2021 Annual Report.
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.