0001562528us-gaap:ValuationTechniqueDiscountedCashFlowMemberus-gaap:FairValueInputsLevel3Memberus-gaap:FairValueMeasurementsRecurringMembersrt:MaximumMemberus-gaap:MortgageReceivablesMember2022-01-012022-03-31

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017March 31, 2022
 OR
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number: 000-55188
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.
(Exact name of registrant as specified in its charter) 
Maryland46-1406086
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
9 West 57th Street,1345 Avenue of the Americas, Suite #492032A
New York, New York
1001910105
(Address of Principal Executive Office)(Zip Code)

(212) 588-6770
(Registrant’s Telephone Number, Including Area Code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.01 per shareFBRTNew York Stock Exchange
7.50% Series E Cumulative Redeemable Preferred Stock, par value $0.01 per shareFBRT PRENew York Stock Exchange
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o


Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).Yes x No o


Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act. (check one):
Act:
Large accelerated filer o
Accelerated filer o
Non-accelerated filerx
Smaller reporting company
Emerging growth filer
Large accelerated filer o
Accelerated filer o
Non-accelerated filer (Do not check if a smaller reporting company) x
Smaller reporting company o
Emerging growth filer o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x


The number of shares of the registrant's common stock, $0.01 par value, outstanding as of October 31, 2017April 29, 2022 was 31,704,950.83,691,399.



FRANKLIN BSP REALTY TRUST, INC.

TABLE OF CONTENTS



Page
Page



i

Table of Contents

PART I
Item 1. Consolidated Financial Statements.Statements and Notes (unaudited)

1

Table of Contents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

CONSOLIDATED BALANCE SHEETS
(In thousands, except for share and per share data)

March 31, 2022December 31, 2021
ASSETS(Unaudited)
Cash and cash equivalents$117,064 $154,929 
Restricted cash12,467 13,270 
Commercial mortgage loans, held for investment, net of allowance of $14,933 and $15,827 as of March 31, 2022 and December 31, 2021, respectively4,530,451 4,211,061 
Commercial mortgage loans, held for sale, measured at fair value107,978 34,718 
Real estate securities, trading, measured at fair value1,949,336 4,566,871 
Derivative instruments, measured at fair value478 436 
Other real estate investments, measured at fair value— 2,074 
Receivable for loan repayment (1)
204,833 252,351 
Accrued interest receivable24,787 30,109 
Prepaid expenses and other assets18,430 13,595 
Intangible lease asset, net of amortization47,752 48,472 
Real estate owned, net of depreciation89,473 90,048 
Cash collateral receivable from derivative counterparties9,106 56,767 
Total assets$7,112,155 $9,474,701 
LIABILITIES AND STOCKHOLDERS' EQUITY
Collateralized loan obligations$2,883,887 $2,162,190 
Repurchase agreements - commercial mortgage loans522,890 1,019,600 
Repurchase agreements - real estate securities1,714,541 4,178,784 
Mortgage note payable23,998 23,998 
Other financing and loan participation - commercial mortgage loans40,199 37,903 
Unsecured debt98,620 148,594 
Derivative instruments, measured at fair value3,753 32,295 
Interest payable3,309 2,692 
Distributions payable36,735 30,346 
Accounts payable and accrued expenses12,857 12,705 
Due to affiliates21,898 17,538 
Total liabilities$5,362,687 $7,666,645 
Commitment and contingencies (See Note 10)00
Redeemable convertible preferred stock Series C, $0.01 par value, 20,000 authorized and 1,400 issued and outstanding as of March 31, 2022 and December 31, 2021, respectively6,973 6,971 
Redeemable convertible preferred stock Series D, $0.01 par value, 20,000 authorized and 17,950 issued and outstanding as of March 31, 2022 and December 31, 2021, respectively89,691 89,684 
Equity:
Preferred stock, $0.01 par value, 10,000,000 authorized and none issued or outstanding as of March 31, 2022 and December 31, 2021, respectively0— 
Preferred stock, $0.01 par value; 100,000,000 shares authorized, 7.5% Cumulative Redeemable Preferred Stock, Series E, 10,329,039 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively258,742 258,742 
Series F Preferred stock, $0.01 par value, 40,000,000 authorized and 39,733,299 issued and outstanding as of March 31, 2022 and December 31, 2021, respectively710,431 710,431 
Common stock, $0.01 par value, 900,000,000 shares authorized, 44,471,127 and 43,965,928 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively441 441 
Additional paid-in capital903,855 903,264 
Accumulated other comprehensive income (loss)— (62)
Accumulated deficit(226,429)(167,179)
Total stockholders' equity$1,647,040 $1,705,637 
Non-controlling interest5,764 5,764 
Total equity$1,652,804 $1,711,401 
Total liabilities, redeemable convertible preferred stock and equity$7,112,155 $9,474,701 
__________________________________
 September 30, 2017 December 31, 2016
ASSETS(Unaudited)  
Cash and cash equivalents$72,262
 $118,048
Restricted cash7,754
 5,021
Commercial mortgage loans, held for investment, net of allowance of $1,959 and $2,1811,285,106
 1,046,556
Commercial mortgage loans, held-for-sale31,180
 21,179
Commercial mortgage loans, held-for-sale, measured at fair value60,950
 
Real estate securities, available-for-sale, at fair value
 49,049
Derivative instruments, at fair value960
 
Receivable for loan repayment (1)
53,077
 401
Accrued interest receivable6,603
 5,955
Prepaid expenses and other assets3,210
 1,916
Total assets$1,521,102
 $1,248,125
LIABILITIES AND STOCKHOLDERS' EQUITY   
Collateralized loan obligations$515,500
 $278,450
Repurchase agreements - commercial mortgage loans319,385
 257,664
Other financing - commercial mortgage loans29,956
 
Repurchase agreements - real estate securities39,035
 66,639
Derivative instruments, at fair value1,003
 
Interest payable1,302
 897
Distributions payable3,766
 5,591
Accounts payable and accrued expenses3,110
 1,170
Due to affiliates4,583
 4,064
Total liabilities$917,640
 $614,475
Commitment and Contingencies (See Note 8)

 

Preferred stock, $0.01 par value, 50,000,000 authorized, none issued and outstanding as of September 30, 2017 and December 31, 2016
 
Common stock, $0.01 par value, 949,999,000 shares authorized, 31,641,275 and 31,884,631 shares issued and outstanding as of September 30, 2017 and December 31, 2016, respectively316
 319
Additional paid-in capital700,362
 704,500
Accumulated other comprehensive income (loss)
 (500)
Accumulated deficit(97,216) (70,669)
Total stockholders' equity603,462
 633,650
Total liabilities and stockholders' equity$1,521,102
 $1,248,125
    
(1) Includes $37.5$177.4 million and $187.0 million of cash held by servicer related to CLO loan payoffsthe CLOs as of September 30, 2017March 31, 2022 and December 31, 2021, respectively, as well as $27.4 million and $65.3 million of RMBS principal paydowns receivable as of March 31, 2022 and December 31, 2021, respectively.

2

Table of Contents
The accompanying notes are an integral part of these unaudited consolidated financial statements.

3
BENEFIT STREET PARTNERS

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except for share and per share data)
(Unaudited)
Three Months Ended March 31,
Three Months Ended September 30, Nine Months Ended September 30,20222021
2017 2016 2017 2016
Interest income:       
Income:Income:
Interest income$22,195
 $20,250
 $61,917
 $60,763
Interest income$75,258 $42,237 
Less: Interest expense8,845
 7,317
 21,990
 17,478
Less: Interest expense22,480 11,369 
Net interest income13,350
 12,933
 39,927
 43,285
Net interest income52,778 30,868 
Revenue from real estate ownedRevenue from real estate owned2,312 716 
Total incomeTotal income$55,090 $31,584 
Expenses:       Expenses:
Asset management and subordinated performance fee2,299
 1,066
 6,952
 7,091
Asset management and subordinated performance fee6,745 5,416 
Acquisition fees and acquisition expenses1,685
 255
 4,175
 635
Acquisition expensesAcquisition expenses315 153 
Administrative services expenses1,480
 2,480
 3,285
 3,835
Administrative services expenses3,353 3,474 
Professional fees1,348
 2,154
 3,320
 4,226
Professional fees6,659 1,997 
Depreciation and amortizationDepreciation and amortization1,295 406 
Other expenses1,411
 686
 2,773
 2,092
Other expenses1,762 495 
Total expenses8,223
 6,641
 20,505
 17,879
Total expenses$20,129 $11,941 
Other (income)/loss:       Other (income)/loss:
Loan loss (recovery)/provision(641) (113) (222) 721
Realized (gain) loss on commercial mortgage loans held-for-sale(378) 
 1,587
 
Realized (gain) loss on sale of real estate securities
 1,032
 (172) 1,032
Unrealized (gain) loss on commercial mortgage loans held-for-sale27
 
 (220) 
Unrealized (gain) loss on derivatives(583) 
 (583) 
Realized (gain) loss on derivatives18
 
 18
 
Provision/(benefit) for credit lossesProvision/(benefit) for credit losses(955)(2,331)
Realized (gain)/loss on sale of real estate securitiesRealized (gain)/loss on sale of real estate securities— 1,060 
Realized (gain)/loss on sale of commercial mortgage loans, held for sale, measured at fair valueRealized (gain)/loss on sale of commercial mortgage loans, held for sale, measured at fair value(1,889)(6,630)
Realized (gain)/loss on other real estate investments, measured at fair valueRealized (gain)/loss on other real estate investments, measured at fair value33 — 
Unrealized (gain)/loss on commercial mortgage loans, held for sale, measured at fair valueUnrealized (gain)/loss on commercial mortgage loans, held for sale, measured at fair value939 (479)
Unrealized (gain)/loss on other real estate investments, measured at fair valueUnrealized (gain)/loss on other real estate investments, measured at fair value(4)(6)
Trading (gain)/lossTrading (gain)/loss88,435 — 
Unrealized (gain)/loss on derivativesUnrealized (gain)/loss on derivatives4,963 (2,109)
Realized (gain)/loss on derivativesRealized (gain)/loss on derivatives(34,030)(1,978)
Total other (income)/loss$(1,557) $919
 $408
 $1,753
Total other (income)/loss$57,492 $(12,473)
Income (loss) before taxes6,684
 5,373
 19,014
 23,653
Income tax expense (benefit)(291) 
 (291) 
Net income$6,975
 $5,373
 $19,305
 $23,653
Income before taxesIncome before taxes(22,531)32,116 
Provision/(benefit) for income taxProvision/(benefit) for income tax(24)1,970 
Net income/(loss)Net income/(loss)$(22,507)$30,146 
       
Basic net income per share$0.22
 $0.17
 $0.61
 $0.75
Diluted net income per share$0.22
 $0.17
 $0.61
 $0.75
Net income/(loss) applicable to common stockNet income/(loss) applicable to common stock$(43,518)$23,408 
Basic earnings per shareBasic earnings per share$(0.99)$0.53 
Diluted earnings per shareDiluted earnings per share$(0.99)$0.53 
Basic weighted average shares outstanding31,741,679
 31,516,876
 31,778,169
 31,622,796
Basic weighted average shares outstanding43,956,965 44,290,177 
Diluted weighted average shares outstanding31,756,503
 31,523,911
 31,790,267
 31,629,070
Diluted weighted average shares outstanding43,956,965 44,306,065 
The accompanying notes are an integral part of these unaudited consolidated financial statements.

4


Table of Contents

BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
(Unaudited)
Three Months Ended March 31,
20222021
Net income/(loss)$(22,507)$30,146 
Unrealized gain/(loss) on available for sale securities— 8,042 
Amounts related to cash flow hedges:
  Change in net unrealized gain/(loss)(220) 
  Reclassification adjustment for amounts included in net income/(loss)282  
$62 $ 
Comprehensive income/(loss) attributable to Franklin BSP Realty Trust, Inc.$(22,445)$38,188 
 Three Months Ended September 30, Nine Months Ended September 30, 
 2017 2016 2017 2016 
Net income$6,975
 $5,373
 $19,305
 $23,653
 
Unrealized gain/(loss) on available-for-sale securities(448) 2,608
 500
 35
 
Comprehensive income attributable to Benefit Street Partners Realty Trust, Inc.
$6,527
 $7,981
 $19,805
 $23,688
 


The accompanying notes are an integral part of these unaudited consolidated financial statements.

5


Table of Contents

BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

CONSOLIDATED STATEMENTSTATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
(In thousands, except for share data)
(Unaudited)

Common Stock
Number of SharesPar ValueAdditional Paid-In CapitalAccumulated Other Comprehensive LossAccumulated DeficitPreferred EPreferred FTotal Stockholders' EquityNon-Controlling InterestTotal Equity
Balance, December 31, 2021Balance, December 31, 202143,965,928 $441 $903,264 $(62)$(167,179)$258,742 $710,431 $1,705,637 $5,764 $1,711,401 
Issuance of common stockIssuance of common stock       —  — 
Common stock repurchasesCommon stock repurchases— — — — — — — — — — 
Common stock issued through distribution reinvestment planCommon stock issued through distribution reinvestment plan5,982 — 91 — — — — 91 — 91 
Share-based compensationShare-based compensation499,217 — 500 — — — — 500 — 500 
Offering costsOffering costs— — — — — — — — — — 
Net income/(loss)Net income/(loss)— — — — (22,507)— — (22,507)— (22,507)
Distributions declaredDistributions declared— — — — (36,743)— — (36,743)— (36,743)
Other comprehensive incomeOther comprehensive income— — — 62 — — — 62 — 62 
Balance, March 31, 2022Balance, March 31, 202244,471,127 $441 $903,855 $ $(226,429)$258,742 $710,431 $1,647,040 $5,764 $1,652,804 
 Common Stock        
 Number of Shares Par Value Additional Paid-In Capital Accumulated Other Comprehensive Income Accumulated Deficit Total Stockholders' Equity
Balance, December 31, 2016 31,884,631
 $319
 $704,500
 $(500) $(70,669) $633,650
Balance, December 31, 2020Balance, December 31, 202044,510,051 $446 $912,725 $(8,256)$(106,471)$ $ $798,444 $ $798,444 
Issuance of common stockIssuance of common stock— — — — — — — — — — 
Common stock repurchases (1,072,708) (11) (20,536) 
 
 (20,547)Common stock repurchases(521,796)(5)(9,142)— — — — (9,147)— (9,147)
Common stock issued through distribution reinvestment plan 823,368
 8
 16,342
 
 
 16,350
Common stock issued through distribution reinvestment plan147,404 2,583 — — — — 2,585 — 2,585 
Share-based compensation 5,984
 
 56
 
 
 56
Share-based compensation— — 55 — — — — 55 — 55 
Net income 
 
 
 
 19,305
 19,305
Offering costsOffering costs— — (21)— — — — (21)— (21)
Net income/(loss)Net income/(loss)— — — — 30,146 — — 30,146 — 30,146 
Distributions declared 
 
 
 
 (45,852) (45,852)Distributions declared— — — — (15,644)— — (15,644)— (15,644)
Other comprehensive income 
 
 
 500
 
 500
Other comprehensive income— — — 8,042 — — — 8,042 — 8,042 
Balance, September 30, 2017 31,641,275
 $316
 $700,362
 $
 $(97,216) $603,462
Balance, March 31, 2021Balance, March 31, 202144,135,659 $443 $906,200 $(214)$(91,969)$ $ $814,460 $ $814,460 
The accompanying notes are an integral part of these unaudited consolidated financial statements.

6


-4

Table of Contents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)



Three Months Ended March 31,
20222021
Cash flows from operating activities:
Net income/(loss)$(22,507)$30,146 
Adjustments to reconcile net income to net cash (used in)/provided by operating activities:
Premium amortization and (discount accretion), net$(2,542)$(1,169)
Accretion of deferred commitment fees(2,219)(1,488)
Amortization of deferred financing costs1,403 1,335 
Share-based compensation500 55 
Realized (gain)/loss from sale of real estate securities— 1,060 
Realized (gain)/loss from sale of other real estate investments33 — 
Realized (gain)/loss on swap terminations(34,378)— 
Realized and unrealized gain/loss on real estate securities, trading88,435 — 
Unrealized (gain)/loss from commercial mortgage loans, held for sale939 (479)
Unrealized (gain)/loss from derivative instruments4,963 (2,109)
Unrealized (gain)/loss from other real estate investments(4)(6)
Depreciation and amortization1,295 406 
Provision/(benefit) for credit losses(955)(2,331)
Origination of commercial mortgage loans, held for sale(150,300)(166,360)
Proceeds from sale of commercial mortgage loans, held for sale76,100 141,372 
Changes in assets and liabilities:
Accrued interest receivable7,542 308 
Prepaid expenses and other assets(5,807)1,850 
Accounts payable and accrued expenses239 1,570 
Due to affiliates4,360 952 
Interest payable617 (664)
Net cash (used in)/provided by operating activities$(32,286)$4,448 
Cash flows from investing activities:
Origination and purchase of commercial mortgage loans, held for investment$(636,465)$(520,849)
Principal repayments received on commercial mortgage loans, held for investment330,130 52,800 
Proceeds from (purchase)/sale of other real estate investments2,045 — 
Proceeds from sale/repayment of real estate securities2,190,143 159,254 
Principal collateral on mortgage investments376,857 — 
Proceeds from (purchase)/sale of derivative instruments148 973 
Net cash (used in)/provided by investing activities$2,262,858 $(307,822)
Cash flows from financing activities:
Proceeds from issuances of redeemable convertible preferred stock$— $15,000 
Common stock repurchases— (9,147)
Borrowings on collateralized loan obligations960,000 573,125 
Repayments of collateralized loan obligations(235,139)(119,425)
Borrowings on repurchase agreements - commercial mortgage loans474,466 168,655 
Repayments of repurchase agreements - commercial mortgage loans(971,176)(292,070)
Borrowings on repurchase agreements - real estate securities11,937,334 168,550 
Repayments of repurchase agreements - real estate securities(14,401,577)(267,106)
7
 Nine Months Ended September 30,
 2017 2016
Cash flows from operating activities:   
Net income$19,305
 $23,653
Adjustments to reconcile net income to net cash provided by operating activities:   
Premium amortization and (discount accretion), net(1,617) (1,761)
Accretion of deferred commitment fees(1,887) (1,169)
Amortization of deferred financing costs3,735
 2,989
Share-based compensation56
 27
Change in unrealized losses on commercial mortgage loans held-for-sale(220) 
Change in unrealized losses on real estate securities
 1,032
Change in unrealized losses on derivative instruments(583) 
Realized loss on sale of commercial mortgage loans1,587
 
Loan loss (recovery)/provision(222) 721
Deferred income taxes(291) 
Changes in assets and liabilities:   
Accrued interest receivable1,240
 1,213
Prepaid expenses and other assets(4,717) 49
Accounts payable and accrued expenses3,084
 1,415
Due to affiliates519
 (1,529)
Interest payable405
 913
Net cash provided by operating activities$20,394
 $27,553
Cash flows from investing activities:   
Origination and purchase of commercial mortgage loans, held for investment$(565,094) $(42,236)
Origination of commercial mortgage loans, held-for-sale, measured at fair value
(60,950) 
Receivable for loan repayment(52,676) 
Proceeds from sale of real estate securities34,888
 
Principal repayments received on real estate securities15,000
 2,218
Purchase of derivative instruments(383) 
Proceeds from sale of commercial mortgage loans, held for sale88,352
 69,957
Principal repayments received on commercial mortgage loans, held for investment228,814
 48,906
Net cash (used in)/provided by investing activities$(312,049) $78,845
Cash flows from financing activities:   
Common stock repurchases$(20,546) $(19,026)
Borrowings under collateralized loan obligations339,500
 
Repayments of collateralized loan obligations(97,470) 
Borrowings on repurchase agreements - commercial mortgage loans368,745
 104,626
Repayments of repurchase agreements - commercial mortgage loans(307,024) (68,997)
Borrowings on repurchase agreements - real estate securities343,151
 1,019,598
Repayments of repurchase agreements - real estate securities(370,754) (1,064,111)
Borrowings on other financing - commercial mortgage loans36,200
 
Repayments on other financing - commercial mortgage loans(5,274) 
Increase (decrease) in restricted cash related to financing activities(2,733) 366
Payments of deferred financing costs(6,598) (2,836)
Distributions paid(31,328) (29,952)

-5


Table of Contents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(In thousands)
(Unaudited)


 Nine Months Ended September 30,
 2017 2016
Net cash (used in) provided by financing activities$245,869
 $(60,332)
Net change in cash and cash equivalents$(45,786) $46,066
Cash and cash equivalents, beginning of period118,048
 14,807
Cash and cash equivalents, end of period$72,262
 $60,873



Proceeds from other financing and loan participation - commercial mortgage loansProceeds from other financing and loan participation - commercial mortgage loans2,296 2,638 
Borrowings on unsecured debtBorrowings on unsecured debt— 100,000 
Repayments of unsecured debtRepayments of unsecured debt(50,000)— 
Payments of deferred financing costsPayments of deferred financing costs(3,595)(3,944)
Cash collateral received on interest rate swapsCash collateral received on interest rate swaps47,661 — 
Proceeds from interest rate swap settlementsProceeds from interest rate swap settlements744 — 
Distributions paidDistributions paid(30,254)(14,136)
Net cash (used in)/provided by financing activities:Net cash (used in)/provided by financing activities:$(2,269,240)$322,140 
Net change in cash, cash equivalents and restricted cashNet change in cash, cash equivalents and restricted cash(38,668)18,766 
Cash, cash equivalents and restricted cash, beginning of periodCash, cash equivalents and restricted cash, beginning of period168,199 92,141 
Cash, cash equivalents and restricted cash, end of periodCash, cash equivalents and restricted cash, end of period$129,531 $110,907 
Supplemental disclosures of cash flow information:Supplemental disclosures of cash flow information:
Taxes paidTaxes paid$— $— 
Interest paidInterest paid20,460 10,698 
Supplemental disclosures of non - cash flow information:Supplemental disclosures of non - cash flow information:
Distribution payableDistribution payable$36,735 $14,585 
Common stock issued through distribution reinvestment planCommon stock issued through distribution reinvestment plan91 2,585 
Nine Months Ended September 30,
Real estate owned received in foreclosureReal estate owned received in foreclosure— 37,523 
2017 2016
Supplemental disclosures of cash flow information:   
Interest paid$17,850
 $13,576
Supplemental disclosures of non-cash flow information:   
Distributions payable$3,766
 $
Common stock issued through distribution reinvestment plan16,349
 19,099
Loans transferred to commercial real estate loans, held-for-sale, transferred
at fair value
31,207
 
Reconciliation of cash, cash equivalents and restricted cash at end of period:Reconciliation of cash, cash equivalents and restricted cash at end of period:
Cash and cash equivalentsCash and cash equivalents$117,064 $99,099 
Restricted cashRestricted cash12,467 11,808 
Cash, cash equivalents and restricted cash, end of periodCash, cash equivalents and restricted cash, end of period$129,531 $110,907 
The accompanying notes are an integral part of these unaudited consolidated financial statements.

8
-6

BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)




Note 1 - Organization and Business Operations
Benefit Street PartnersFranklin BSP Realty Trust, Inc. (the "Company"), formerly known as Realty Finance Trust, Inc., is a real estate finance company that primarily originates, acquires and manages a diversified portfolio of commercial real estate debt investments secured by properties located within and outside the United States. The Company was incorporated inis a Maryland on November 15, 2012corporation and commenced business operations on May 14, 2013.
The Companyhas made a tax electionelections to be treated as a real estate investment trust ("REIT"(a "REIT") for U.S. federal income tax purposes commencing with its taxable year ended December 31,since 2013.
The Company believes that it has qualified as a REIT and intends to continue to meet the requirements for qualification and taxation as a REIT. In addition, the Company, through certain of its subsidiaries which are treated as taxable REIT subsidiaries (each a “TRS”), is indirectly subject to U.S. federal, state and local income taxes. Substantially all of the Company's business is conducted through Benefit Street Partners Realty Operating Partnership, L.P. (the “OP”), a Delaware limited partnership. The Company is the sole general partner and directly or indirectly holds all of the units of limited partner interests in the OP. In addition, the Company, through one or more subsidiaries which are treated as a taxable REIT subsidiary (a “TRS”), is indirectly subject to U.S. federal, state and local income taxes.
The Company has no direct employees. Benefit Street Partners L.L.C. serves as the Company's advisor (the "Advisor") pursuant to an advisory agreement, executedas amended on September 29, 2016August 18, 2021 (the “Advisory Agreement”"Advisory Agreement"). The Advisor, an investment adviser registered with the U.S. Securities and Exchange Commission (“SEC”),SEC, is a credit-focused alternative asset management firm.
Established in 2008, the Advisor's credit platform manages funds for institutions and high-net-worth investors across various credit funds and complementary strategies including high yield, levered loans, private / private/opportunistic debt, liquid credit, structured credit and commercial real estate debt. These strategies complement each other as they all leverage the sourcing, analytical, compliance, and operational capabilities that encompass the platform. The Advisor is in partnership with Providence Equity Partners L.L.C., a global private equity firm. The Advisor manages the Company's affairs on a day-to-day basis. The Advisor receives compensation fees and feesreimbursements for services related to the investment and management of the Company's assets and the operations of the Company. Prior to September 29, 2016, Realty Finance Advisor, LLC ("Former Advisor") was the Company's advisor. The Former Advisor was controlled by AR Global Investments, LLC ("AR Global")advisor is a wholly-owned subsidiary of Franklin Resources, Inc., which together with its various subsidiaries operates as "Franklin Templeton”.
The Company invests in commercial real estate debt investments, which may include first mortgage loans, subordinated mortgage loans, mezzanine loans and participations in such loans. The Company also originates conduit loans which the Company intends to sell through its TRS into commercial mortgage-backed securities ("CMBS") securitization transactions at a profit.
The Company may also invest in commercial real estate securities. Real estate securities may includetransactions. Historically this business has focused primarily on CMBS, senior unsecured REIT debt, of publicly traded REITs, debt or equity securities of other publicly traded real estate companies and collateralized debt obligations ("CDOs").
Realty Capital Securities, LLC, (the “Former Dealer Manager”) served as the dealer manager and other securities. As a result of the public offeringOctober 2021 acquisition of common stock conductedCapstead Mortgage Corporation ("Capstead"), the Company acquired and continues to hold a significant portfolio of residential mortgage backed securities (“RMBS”) in the form of residential adjustable-rate mortgage pass-through securities ("ARM Agency Securities") issued and guaranteed by government-sponsored enterprises or by an agency of the federal government. The Company also owns real estate acquired by the Company until January 2016. The Former Advisorthrough foreclosure and Former Dealer Manager are under common control with AR Global, the parentdeed in lieu of American Realty Capital VIII, LLC (the "Former Sponsor"). As a result they are related partiesforeclosure, and each of them received compensation and feespurchased for services relatedinvestment, typically subject to such offering, the investment and management of the Company's assets and the operations of the Company.triple net leases.

Note 2 - Summary of Significant Accounting Policies
Basis of Accounting
The accompanyingCompany's unaudited consolidated financial statements and related footnotes are unaudited and have been prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America (“GAAP”("GAAP") for interim financial statements and pursuant to the requirements for reporting on Form 10-Q and Regulation S-X, as appropriate. Accordingly, the consolidated financial statements may not include all of the information and notes required by GAAP for annual consolidated financial statements.
These financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of, and for the year ended December 31, 2021, which are included in the Company's Annual Report on Form 10-K filed with the Securities and Exchange Commission ("SEC") on February 25, 2022.
Use of Estimates
GAAP requires management to make estimates and assumptions that affect the reported amount of assets and liabilities as of the date of the financial statements and the reported amounts of income and expenses during the reported periods. Changes in the economic environment, financial markets and any other parameters used in determining these estimates could cause actual results to differ materially. In the opinion of management, the interim data includes all adjustments, of a normal and recurring nature, necessary for a fair statement of the results for the periods presented. The current period’s results of operations will not necessarily be indicative of results that ultimately may be achieved for the entire year or any subsequent interim periods.

-79

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

These financial statements should be read in conjunction with the audited consolidated financial statementsThe global coronavirus (COVID-19) pandemic has caused economic disruptions and notes thereto as of, and for the year ended December 31, 2016, which are included in the Company's Annual Report on Form 10-K filed with the SEC on March 29, 2017. There have been no significant changes to the Company'sreal estate market. Certain jurisdictions, including those where our corporate headquarters and/or properties that secure our investments, or properties that the Company owns, are located, have at times imposed “stay-at-home” guidelines or orders or other restrictions to help prevent its spread. The effects of COVID-19 may negatively and materially impact significant accounting policies duringestimates and assumptions used by the three months ended September 30, 2017.
Certain prior-period amounts have been reclassifiedCompany including, but not limited to conform with current presentation. Inestimates of expected credit losses, valuation of our equity investments and the opinion of management, all normal recurring adjustments considered necessary for a fair statementvalue estimates of the Company's assets and liabilities. Actual results of the interim periods have been included. The operating results for the three and nine months ended September 30, 2017 are not necessarily indicative of the results that may be expected for the full year.could differ from those estimates.
Principles of Consolidation
The accompanying consolidated financial statements include the accounts of the Company, the OP and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation.In determining whether the Company has a controlling financial interest in a joint venture and the requirement to consolidate the accounts of that entity, management considers factors such as ownership interest, authority to make decisions and contractual and substantive participating rights of the other partners or members, as well as whether the entity is a variable interest entity ("VIE") for which the Company is the primary beneficiary.
The Company has determined the OP is a VIE of which the Company is the primary beneficiary. Substantially all of the Company's assets and liabilities are held by the OP.
The Company consolidates all entities that it controls through either majority ownership or voting rights. In addition, the Company consolidates all VIEs of which the Company is considered the primary beneficiary. VIEs are entities in which equity investors (i) do not have the characteristics of a controlling financial interest and/or (ii) do not have sufficient equity at risk for the entity to finance its activities without additional subordinated financial support from other parties. The entity that consolidates a VIE is its primary beneficiary and is generally the entity with (i) the power to direct the activities that most significantly affect the VIE’s economic performance and (ii) the right to receive benefits from the VIE or the obligation to absorb losses of the VIE that could be significant to the VIE. Non-controlling interest represents the equity of a consolidated joint venture that is not owned by the Company.
The accompanying consolidated financial statements include the accounts of collateralized loan obligations ("CLOs") issued and securitized by wholly owned subsidiaries of the Company. The Company has determined the CLOs are VIEs of which the Company's subsidiary is the primary beneficiary. The assets and liabilities of the CLOs are consolidated in the accompanying consolidated balance sheetsheets in accordance with ASCFinancial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 810, Consolidation.Consolidation.
Acquisition Fees and Acquisition Expenses
The Company incurs acquisition fees and acquisition expenses payable to the Advisor. The Company pays the Advisor an acquisition fee based on the principal amount funded by the Company to originate or acquire commercial mortgage loan investments or on the anticipated net equity funded by the Company to acquire real estate securities. Acquisition fees and acquisition expenses paid to the Company's Advisor in connection with the origination and acquisition of commercial mortgage loan investments and acquisition of real estate securities are evaluated based on the nature of the expense to determine if they should be expensed in the period incurred or capitalized and amortized over the life of the investment. The Company capitalizes certain direct costs relating to the loan origination activities and theactivities. The cost is amortized over the life of the loan.loan and recognized in interest income in the Company's consolidated statements of operations. Acquisition expenses paid on future funding amounts are expensed within the acquisition expenses line in the Company's consolidated statements of operations.
Cash and Cash Equivalents
Cash consists of amounts deposited with high quality financial institutions. These deposits are guaranteed by the Federal Deposit Insurance Company up to an insurance limit. Cash equivalents include short-term, liquid investments in money market funds with original maturities of 90 days or less when purchased.
Restricted Cash
Restricted cash primarily consists of cash pledged as margin on repurchase agreements and derivative transactions. The Advisor receives an acquisition feeduration of 1.0%this restricted cash generally matches the duration of the principal amount funded by the Company to originaterelated repurchase agreements or acquire commercial mortgage loans (or anticipated net equity funded by the Company in the case of acquisition of real estate securities) and receives reimbursement for insourced acquisition expenses of 0.5%; provided, however, that if and when the aggregate purchase price for all investments acquired after the date of the Advisory Agreement reaches $600,000,000, the Company’s obligation to pay acquisition fees to the Advisor shall terminate. There is no such limitation on the acquisition expense reimbursements. In September 2017, the Company's aggregate purchase price for all investments acquired reached $600,000,000, and concurrently terminated the 1.0% acquisition fee payments to the Advisor for all investments subsequent to the limit being reached.derivative transaction.
Commercial Mortgage Loans
Held-for-InvestmentHeld for Investment - Commercial mortgage loans that are held for investment purposes and are anticipated to be held until maturity, are carried at cost, net of unamortized acquisition expenses, discounts or premiums and unfunded commitments. Commercial mortgage loans, held for investment purposes, that are deemed to be impaired are carried at amortized cost less a specific allowance for loancredit losses. Interest income is recorded on the accrual basis and related discounts, premiums and acquisition expenses on investments are amortized over the life of the investment using the effective interest method. Amortization is reflected as an adjustment to interest income in the Company’s consolidated statements of operations. Guaranteed loan exitcommitment fees payable by the borrower upon maturity are accreted over the life of the investment using the effective

-8

Table of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

interest method. The accretion of guaranteed loan exitcommitment fees is recognized in interest income in the Company's consolidated statements of operation.operations.
Held-for-Sale
10

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Held for Sale - Commercial mortgage loans that are intended to be sold in the foreseeable future are reported as held-for-saleheld for sale and are transferred at fair value and recorded at the lower of cost or fair value with changes recorded through the statements of operations. Unamortized loan origination costs for commercial mortgage loans held-for-saleheld for sale that are carried at the lower of cost or fair value are capitalized as part of the carrying value of the loans and recognized upon the sale of such loans. Amortization of origination costs ceases upon transfer of commercial mortgage loans to held-for-sale.held for sale.
Held-for-Sale,Held for Sale, Accounted for Under the Fair Value Option -The fair value option provides an option to elect fair value as an alternative measurement for selected financial assets, financial liabilities, unrecognized firm commitments, and written loan commitments. As of September 30, 2017, theThe Company has elected to measure commercial mortgage loans held-for-saleheld for sale in the Company's TRS under the fair value option to better reflect those commercial mortgage loans that are part of securitization warehousing activity.option. These commercial mortgage loans are included in the Commercial mortgage loans, held-for-sale,held for sale, measured at fair value in the consolidated balance sheet.sheets. Interest income received on Commercialcommercial mortgage loans, held-for-saleheld for sale, measured at fair value is recorded on the accrual basis of accounting and is included in interest income in the consolidated statements of operations.
As of September 30, 2017, the fair value carrying amount and the contractual principal outstanding of commercial mortgage loans accounted for under the fair value option was $61.0 million. None of the Company's commercial mortgage loans accounted for under the fair value option are in default or greater than ninety days past due. For the three and nine months ended September 30, 2017, there were no gains or losses relating Costs to the Company's commercial mortgage loans that are accounted for under the fair value option. Acquisition expenses on originatingoriginate these investments are expensed when incurred. As
Real estate owned
The Company classifies its real estate owned as long-lived assets held for investment or as long-lived assets held for sale. Held for investment assets are stated at cost, as adjusted for any impairment loss, less accumulated depreciation.
Real estate owned is classified as held for sale in the period in which the six criteria under ASC Topic 360, "Property, Plant, and Equipment" are met: (1) we commit to a plan and have the authority to sell the asset; (2) the asset is available for sale in its current condition; (3) we have initiated an active marketing plan to locate a buyer for the asset; (4) the sale of December 31, 2016,the asset is both probable and expected to qualify for full sales recognition within a period of 12 months; (5) the asset is being actively marketed for sale at a price that is reflective of its current fair value; and (6) we do not anticipate changes to our plan to sell the asset. Held for sale assets are carried at the lower of depreciated cost or estimated fair value, less estimated costs to sell.
Amounts capitalized to real estate owned consist of the cost of acquisition or construction, any tenant improvements or major improvements, betterments that extend the useful life of the related asset, and transaction costs associated with the acquisition of an individual asset that does not qualify as a business combination. All repairs and maintenance are expensed as incurred. Additionally, the Company didcapitalizes interest while the development, or redevelopment, of a real estate owned asset is in progress. No development or redevelopments of real estate owned assets are in progress as of March 31, 2022.
The Company’s real estate owned assets are depreciated or amortized using the straight-line method over the following useful lives:
Buildings40 years
Furniture, fixtures, and equipment15 years
Site Improvements5 - 25 years
Intangible lease assetsLease term
The Company continually monitors events and changes in circumstances that could indicate that the carrying amounts of the real estate and related intangible assets of either operating properties or properties under construction in which the Company has an ownership interest, either directly or through investments in joint ventures, may not accountbe recoverable. When indicators of potential impairment are present, management assesses whether the respective carrying values will be recovered from the undiscounted future operating cash flows expected from the use of the asset and its eventual disposition for anyassets held for use, or from the estimated fair values, less costs to sell, for assets held for sale. In the event that the expected undiscounted future cash flows for assets held for use or the estimated fair value, less costs to sell, for assets held for sale do not exceed the respective asset carrying value, management adjusts such assets to the respective estimated fair values and recognizes an impairment loss. Estimated fair values are calculated based on the following information, depending upon availability, in order of preference: (i) recently quoted market prices, (ii) market prices for comparable properties, or (iii) the present value of undiscounted cash flows, including estimated sales value (which is based on key assumptions such as estimated market rents, lease-up periods, estimated lease terms, and capitalization and discount rates) less estimated selling costs.
Real estate owned assets that are probable to be sold within one year are reported as held for sale. Real estate owned assets classified as held for sale are measured at the lower of its commercial mortgage loans undercarrying amount or fair value less cost to sell. Real estate owned assets are not depreciated or amortized while they are classified as held for sale. Interest and other expenses attributable to the liabilities of a disposal group classified as held for sale continue to be accrued. Upon the disposition of a real estate owned asset, the Company calculates realized gains and losses as net proceeds received less the carrying value of the real estate owned asset. Net proceeds received are net of direct selling costs associated with the disposition of the real estate owned asset.
11

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Fair Value of Assets and Liabilities of Acquired Properties
Upon the acquisition of real properties, the Company records the fair value option.of properties (plus any related acquisition costs) allocated based on relative fair value as tangible assets, consisting of land and building, and identified intangible assets and liabilities, consisting of the value of above-market and below-market leases and the value of in-place leases, based on their estimated fair values. Substantially all of the Company’s property acquisitions qualify as asset acquisitions under Accounting Standards Codification ("ASC") 805, Business Combinations.
AllowanceThe estimated fair values of the tangible assets of an acquired property are determined by valuing the property as if it were vacant, and the “as-if-vacant” value is then allocated to land and building based on management’s determination of the estimated fair value of these assets. Management relies on a sales comparison approach using closed land sales and listings in determining the land value, and determines the as-if-vacant estimated fair value of a property using methods similar to those used by independent appraisers. Factors considered by management in performing these analyses include an estimate of carrying costs during the expected lease-up periods considering current market conditions and costs to execute similar leases. In estimating carrying costs, management includes real estate taxes, insurance, and other operating expenses and estimates of lost rental revenue during the expected lease-up periods based on current market demand. Management also estimates the cost to execute similar leases including leasing commissions, legal, and other related costs.
The estimated fair values of above-market and below-market in-place leases are recorded based on the present value (using an interest rate which reflects the risks associated with the leases acquired) of the difference between (i) the contractual amounts to be paid pursuant to the in-place leases and (ii) management’s estimate of market rates for Loanthe corresponding in-place leases, measured over a period equal to the remaining terms of the leases, taking into consideration the probability of renewals for any below-market leases. The capitalized above-market and below-market lease values are recorded as intangible lease assets or liabilities and amortized as an adjustment to rental revenues over the remaining terms of the respective leases.
The estimated fair values of in-place leases include an estimate of the direct costs associated with obtaining the acquired or "in place" tenant and estimates of opportunity costs associated with lost rentals that are avoided by acquiring an in-place lease. The amount capitalized as direct costs associated with obtaining a tenant include commissions, tenant improvements, and other direct costs and are estimated based on management’s consideration of current market costs to execute a similar lease. These direct lease origination costs are included in deferred lease costs in the accompanying consolidated balance sheets and are amortized to expense over the remaining terms of the respective leases. The value of opportunity costs is calculated using the contractual amounts to be paid pursuant to the in-place leases over a market absorption period for a similar lease. These lease intangibles are included in intangible lease assets in the accompanying consolidated balance sheets and are amortized to expense over the remaining terms of the respective leases.
Credit Losses
The allowance for loancredit losses reflects management's estimate of loan losses inherent inrequired under Accounting Standards Update ("ASU") No. 2016-13, Financial Instruments Credit Losses, is deducted from the loan portfolio as of the balance sheet date. The reserve is increased through the loan loss provisionrespective loans’ amortized cost basis on the Company'sCompany’s consolidated statements of operations and is decreased by charge-offs when losses are confirmed through the receipt of assets, such as cash in a pre-foreclosure sale or upon ownership control of the underlying collateral in full satisfaction of the loan upon foreclosure or when significant collection efforts have ceased. The Company uses a uniform process for determining its allowance for loan losses.balance sheets. The allowance for credit losses attributed to unfunded loan commitments is included in Accounts payable and accrued expenses on the consolidated balance sheets.
Allowance for credit losses
The allowance for credit losses includesfor the Company’s financial instruments carried at amortized cost and off-balance sheet credit exposures, such as loans held for investment and unfunded loan commitments represents a general, formula-based componentlifetime estimate of expected credit losses. Factors considered by the Company when determining the allowance for credit losses reserve include loan-specific characteristics such as loan-to-value (“LTV”) ratio, vintage year, loan term, property type, occupancy and geographic location, financial performance of the borrower, expected payments of principal and interest, as well as internal or external information relating to past events, current conditions and reasonable and supportable forecasts.
The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist for multiple financial instruments. If similar risk characteristics do not exist, the Company measures the allowance for credit losses on an asset-specific component.individual instrument basis. The determination of whether a particular financial instrument should be included in a pool can change over time. If a financial asset’s risk characteristics change, the Company evaluates whether it is appropriate to continue to keep the financial instrument in its existing pool or evaluate it individually.
General reserves
12

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
In measuring the allowance for credit losses for financial instruments including our unfunded loan commitments that share similar risk characteristics, the Company primarily applies a probability of default (“PD”)/loss given default (“LGD”) model for instruments that are recordedcollectively assessed, whereby the allowance for credit losses is calculated as the product of PD, LGD and exposure at default (“EAD”). The Company’s model principally utilizes historical loss rates derived from a commercial mortgage backed securities database with historical losses from 1998 to 2021 provided by a reputable third party, forecasting the loss parameters using a scenario-based statistical approach over a reasonable and supportable forecast period of twelve months, followed by an immediate reversion to average historical losses. For financial instruments assessed on an individual basis, including when (i) available information as of each balance sheet date indicates that it is probable that the Company will be unable to collect the full payment of principal and interest on the instrument, the Company applies a loss has occurred indiscounted cash flow (“DCF”) methodology.
For financial instruments where the portfolioborrower is experiencing financial difficulty based on the Company’s assessment at the reporting date and (ii) the amountrepayment is expected to be provided substantially through the operation or sale of the loss can be reasonably estimated. The Company estimates loss rates based on historical realized losses experienced in the industry, given the factcollateral, the Company has not experienced any losses, and takes into account currentmay elect to use as a practical expedient the fair value of the collateral and economic conditions affectingat the probability and severity of lossesreporting date when establishingdetermining the allowance for loancredit losses. The
In developing the allowance for credit losses for its loans held for investment, the Company performs a comprehensive analysis of its loan portfolio and assigns risk ratings to loans that incorporate management's current judgments about their credit quality based on all known and relevant internal and external factors that may affect collectability. The Company considers, among other things, payment status, lien position, borrower financial resources and investmentcollectability, using similar factors as those in collateral, collateral type, project economics and geographic location as well as national and regional economic factors.developing the allowance for credit losses. This methodology results in loans being segmented by risk classification into risk rating categories that are associated with estimated probabilities of default and principal loss. RatingsRisk rating categories range from "1" to "5" with "1" representing the lowest risk of loss and "5" representing the highest risk of loss.loss with the ratings updated quarterly. At the time of origination or purchase, loans held for investment are ranked as a “2” and will move accordingly going forward based on the ratings which are defined as follows:
1.Very Low Risk- Investment exceeding fundamental performance expectations and/or capital gain expected. Trends and risk factors since time of investment are favorable.
2.Low Risk- Performing consistent with expectations and a full return of principal and interest expected. Trends and risk factors are neutral to favorable.
3.Average Risk- Performing investments requiring closer monitoring. Trends and risk factors show some deterioration.
4.High Risk/Delinquent/Potential for Loss- Underperforming investment with the potential of some interest loss but still expecting a positive return on investment. Trends and risk factors are negative.
5.Impaired/Defaulted/Loss Likely- Underperforming investment with expected loss of interest and some principal.
The asset-specific reserve component relatesCompany also considers qualitative and environmental factors, including, but not limited to, reserveseconomic and business conditions, nature and volume of the loan portfolio, lending terms, volume and severity of past due loans, concentration of credit and changes in the level of such concentrations in its determination of the allowance for credit losses.
Changes in the allowance for credit losses for the Company’s financial instruments are recorded in Provision/(benefit) for credit losses on individual impaired loans. the consolidated statements of operations with a corresponding offset to the financial instrument’s amortized cost recorded on the consolidated balance sheets, or as a component of Accounts payable and accrued expenses for unfunded loan commitments.
The Company considershas elected to not measure an allowance for credit losses for accrued interest receivable as it is timely, following three months' time, reversed against interest income when a loan, real estate security or preferred equity investment is placed on nonaccrual status. The Company did not record reversals of accrued interest receivable during the three months ended March 31, 2022. Loans are charged off against the Provision/(benefit) for credit losses when all or a portion of the principal amount is determined to be uncollectible.
Past due and nonaccrual status
Loans are placed on nonaccrual status and considered non-performing when full payment of principal and interest is unpaid for 90 days or more or where reasonable doubt exists as to timely collection, unless the loan is both well secured and in the process of collection. Interest received on nonaccrual status loans are accounted for under the cost-recovery method, until qualifying for return to accrual. Upon restructuring the nonaccrual loan, the Company may return a loan to be impairedaccrual status when based upon current informationrepayment of principal and events,interest is reasonably assured.
13

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Troubled Debt Restructuring (“TDR”)
The Company classifies an individual financial instrument as a TDR when it believes that it is probablehas a reasonable expectation that the Companyfinancial instrument’s contractual terms will be unablemodified in a manner that grants concession to collectthe borrower who is experiencing financial difficulty. Concessions could include term extensions, payment deferrals, interest rate reductions, principal forgiveness, forbearance, or other actions designed to maximize the Company’s collection on the financial instrument. The Company determines the allowance for credit losses for financial instruments that are TDRs individually.
Real Estate Securities
Available For Sale
On the acquisition date, all amounts due under the contractual terms of the loan agreement. This assessment is made on an individual loan basis each quarter basedCompany’s commercial real estate securities were classified as available for sale ("AFS") and carried at fair value, and subsequently any unrealized gains or losses are recognized as a component of accumulated other comprehensive income or loss. The Company may elect the fair value option for its real estate securities, and as a result, any unrealized gains or losses on such factorsreal estate securities will be recorded in the Company’s consolidated statements of operations. No such election was made as payment status, lien position,of March 31, 2022. Related discounts, premiums and acquisition expenses on investments are amortized over the life of the investment using the effective interest method. Amortization is reflected as an adjustment to interest income in the Company’s consolidated statements of operations. The Company uses the specific identification method in determining the cost relief for real estate securities sold. Realized gains and losses from the sale of real estate securities are included in the Company’s consolidated statements of operations.
AFS real estate securities which have experienced a decline in the fair value below their amortized cost basis (i.e., impairment) are evaluated each reporting period to determine whether the decline in fair value is due to credit-related factors. Any impairment that is not credit-related is recognized in accumulated other comprehensive income, while credit-related impairment is recognized as an allowance on the consolidated balance sheets with a corresponding adjustment on the consolidated statements of operations. If the Company intends to sell an impaired real estate security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in the consolidated statements of operations with a corresponding adjustment to the security’s amortized cost basis.
The Company analyzes the AFS security portfolio on a periodic basis for credit losses at the individual security level using the same criteria described above for those amortized cost financial assets subject to an allowance for credit losses including but not limited to; performance of the underlying assets in the security, borrower financial resources and investment in collateral, collateral type, credit ratings, project economics and geographicalgeographic location as well as national and regional economic factors. A reserve
The non-credit loss component of the unrealized loss within the Company’s AFS portfolio is established forrecognized as an impaired loan whenadjustment to the presentindividual security’s asset balance with an offsetting entry to accumulated other comprehensive income in the consolidated balance sheets.
Trading
In the merger with Capstead, the Company acquired a portfolio of residential mortgage pass-through securities consisting primarily of adjustable-rate mortgage ("ARM") securities issued and guaranteed by government-sponsored enterprises, either Fannie Mae, Freddie Mac, or by an agency of the federal government, Ginnie Mae. Together these securities are referred to as "ARM Agency Securities" and are classified as "trading".
ARM Agency Securities are recorded at fair value on the balance sheet with trading gains and losses on the paydowns and sales of payments expectedthese securities recorded in the Company's consolidated statements of operations. Fair values fluctuate with current and projected changes in interest rates, prepayment expectations and other factors such as market liquidity conditions and the perceived credit quality of agency securities. Judgment is required to be received, observableinterpret market prices or thedata and develop estimated fair valuevalues, particularly in circumstances of deteriorating credit quality and market liquidity.
Repurchase Agreements
Commercial mortgage loans and real estate securities sold under repurchase agreements have been treated as collateralized financing transactions because the collateral (forCompany maintains effective control over the transferred securities. Commercial mortgage loans that are dependentand real estate securities financed through a repurchase agreement remain on the collateral for repayment)Company’s consolidated balance sheets as an asset and cash received from the purchaser is lower thanrecorded as a liability. Interest paid in accordance with repurchase agreements is recorded in interest expense on the carrying valueCompany's consolidated statements of that loan.
For collateral dependent impaired loans, impairment is measured using the estimated fair value of collateral less the estimated cost to sell. Valuations are performed or obtained at the time a loan is determined to be impaired and designated non-performing, and they are updated if circumstances indicate that a significant change in value has occurred. The Advisor generally will use the income approach through internally developed valuation models to estimate the fair value of the collateral for such loans. In more limited cases, the Advisor will obtain external "as is" appraisals for loan collateral, generally when third

operations.
-9
14

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

Deferred Financing Costs
party participations exist.The deferred financing costs related to the Company's various Master Repurchase Agreements as well as certain prepaid subscription costs are included in Prepaid expenses and other assets on the consolidated balance sheets. Deferred financing cost on the Company's collateralized loan obligations ("CLO") are netted against the Company's CLO payable in the Collateralized loan obligations on the consolidated balance sheets. Deferred financing costs are amortized over the terms of the respective financing agreement using the effective interest method and included in interest expense on the Company's consolidated statements of operations. Unamortized deferred financing costs are generally expensed when the associated debt is refinanced or repaid before maturity.
A loan is also considered impaired if its terms are modified inShare Repurchase Program
Until the merger with Capstead, the Company had a troubled debt restructuring ("TDR"Share Repurchase Program (the "SRP"). A TDR occurs that enabled stockholders to sell their shares to the Company, subject to certain conditions. Under the SRP, when a concession is grantedstockholder requested a redemption and the debtor is experiencing financial difficulties. Impairments on TDR loans are generally measuredredemption was approved by the board of directors, the Company reclassified such obligation from equity to a liability based on the presentsettlement value of expectedthe obligation. Shares repurchased under the SRP have the status of authorized but unissued shares.
Offering and Related Costs
Since 2018, the Company has from time to time offered, and may in the future cash flows discounted at the effective interest rateoffer, shares of the original loans.Company’s common stock or one or more series of its preferred stock, including its Series C convertible preferred stock (the “Series C Preferred Stock,”) and Series D convertible preferred stock (the “Series D Preferred Stock”) in private placements exempt from the registration requirements of the Securities Act of 1933, as amended. In connection with these offerings, the Company incurs various offering costs. These offering costs include but are not limited to legal, accounting, printing, mailing and filing fees, and diligence expenses of broker-dealers. Offering costs for the common stock are recorded in the Company’s stockholders’ equity, while the offering costs for the Series C Preferred Stock and Series D Preferred Stock are included within Series C Preferred Stock and Series D Preferred Stock, respectively, on the Company’s consolidated balance sheets.
Equity Incentive Plan
The Company designates non-performing loans at suchmaintains the Franklin BSP Realty Trust, Inc. 2021 Equity Incentive Plan (the “2021 Incentive Plan”), pursuant to which the Company may, from time as (i) loan payments become 90-days past due; (ii)to time, grant equity awards to the loanCompany’s directors, officers and employees (if it ever has employees), employees of the Advisor and its affiliates, or certain of the Company’s consultants, advisors or other service providers to the Company or an affiliate of the Company. The 2021 Incentive Plan, which is administered by the Compensation Committee of the Board of Directors, provides for the grant of awards of share options, share appreciation rights, restricted shares, restricted share units, deferred share units, unrestricted shares, dividend equivalent rights, performance shares and other performance-based awards, other equity-based awards, LTIP units and cash bonus awards.
In January 2022, the Company began issuing awards of restricted stock units ("RSUs") to its officers and certain other personnel of the Advisor who provide services to the Company. These awards are service-based and vest in equal annual installments beginning on the anniversary of the date of grant over a maturity default; or (iii)period of three years, subject to continuing service. One share of the Company’s common stock will be issued for each unit that vests. These awards also grant non-forfeitable dividend equivalent rights equal to the cash dividend paid in the opinionordinary course on a common share to the Company's common shareholders. Upon termination for any reason, all unvested RSUs will be forfeited by the grantee, who will be given no further rights to such RSUs.
Restricted Share Plan
The Company also has an Amended and Restated Employee and Director Incentive Restricted Share Plan (the "RSP"), which provides the Company with the ability to grant awards of restricted shares to the Company’s directors, officers and employees (if the Company ever has employees), employees of the Company, it is probableAdvisor and its affiliates, employees of entities that provide services to the Company, will be unable to collect all amounts due accordingdirectors of the Advisor or of entities that provide services to the contractualCompany, the Advisor and its affiliates. The total number of common shares granted under the RSP shall not exceed 5% of the Company’s authorized common shares, and in any event, will not exceed 4.0 million shares (as such number may be adjusted for stock splits, stock distributions, combinations and similar events). The RSP will expire on February 7, 2023.
Restricted share awards entitle the recipient to receive common shares from the Company under terms that provide for vesting over a specified period of time or upon attainment of pre-established performance objectives. Such awards would typically be forfeited with respect to the unvested shares upon the termination of the recipient’s employment or other relationship with the Company. Restricted shares may not, in general, be sold or otherwise transferred until restrictions are removed and the shares have vested. Holders of restricted shares may receive cash distributions prior to the time that the restrictions on the shares have lapsed. Any distributions payable in common shares shall be subject to the same restrictions as the underlying restricted shares. The fair value of the restricted share awards are expensed over the vesting period.
15

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Distribution Reinvestment Plan
Pursuant to the terms of the loan. IncomeCompany's distribution reinvestment plan ("DRIP") in effect until December 17, 2021, stockholders had the option to elect to reinvest distributions by purchasing shares of common stock in lieu of receiving cash. No dealer manager fees or selling commissions were paid with respect to shares purchased pursuant to the DRIP. The purchase price for shares purchased through the DRIP was the lesser of (i) the Company’s most recent estimated per share NAV, and (ii) the Company’s GAAP book value per share. The Company had the right to amend any aspect of the DRIP or terminate the DRIP with ten days’ notice to participants. Shares issued under the DRIP were recorded to equity in the consolidated balance sheets in the period distributions are declared.
On December 17, 2021, the Company amended and restated the DRIP (the “Amended DRIP”) in recognition of the listing of the Company’s common stock on the New York Stock Exchange (“NYSE”). Shares of common stock purchased through the Amended DRIP for dividend reinvestments are supplied either directly by the Company as newly issued shares or via purchases by the DRIP administrator of shares of common stock on the open market, at the Company’s option. If the shares are purchased in the open market, the purchase price will be suspended whenthe average price per share of shares purchased; if the shares are purchased directly from the Company, the purchase price will generally be the average of the daily high and low sales prices for a loanshare of common stock reported by the NYSE on the dividend payment date authorized by the Company’s board of directors. The Company may suspend, modify or terminate the Amended DRIP at any time in its sole discretion.
Income Taxes
The Company has conducted its operations to qualify as a REIT for U.S. federal income tax purposes beginning with its taxable year ended December 31, 2013. As a REIT, if the Company meets certain organizational and operational requirements and distributes at least 90% of its "REIT taxable income" (determined before the deduction of dividends paid and excluding net capital gains) to its stockholders in a year, it will not be subject to U.S. federal income tax to the extent of the income that it distributes. However, even if the Company qualifies for taxation as a REIT, it may be subject to certain state and local taxes on income in addition to U.S. federal income and excise taxes on its undistributed income. The Company, through its TRSs, is designated non-performingindirectly subject to U.S. federal, state and resumed only whenlocal income taxes. The Company’s TRSs are not consolidated for U.S. federal income tax purposes, but are instead taxed as C corporations. For financial reporting purposes, the suspended loan becomes contractuallyTRSs are consolidated and a provision for current and performancedeferred taxes is demonstratedestablished for the portion of earnings recognized by the Company with respect to have resumed. A loan willits interest in its TRSs. Total income tax provision/(benefit) for the three months ended March 31, 2022 and March 31, 2021 was $(24) thousand and $2.0 million, respectively.
The Company uses a more-likely-than-not threshold for recognition and derecognition of tax positions taken or to be written off when ittaken in a tax return. The Company has assessed its tax positions for all open tax years beginning with December 31, 2017 and concluded that there were no uncertainties to be recognized. The Company’s accounting policy with respect to interest and penalties related to tax uncertainties is no longer realizableto classify these amounts as provision for income taxes.
The Company utilizes the TRSs to reduce the impact of the prohibited transaction tax and legally discharged.to avoid penalty for the holding of assets not qualifying as real estate assets for purposes of the REIT asset tests. Any income associated with a TRS is fully taxable because the TRS is subject to federal and state income taxes as a domestic C corporation based upon its net income.
Derivatives and Hedging Activities
In the normal course of business, the Company is exposed to the effect of interest rate changes and may undertake a strategy to limit these risks through the use of derivatives.  The Company uses derivatives primarily to economically hedge against interest rates, CMBS spreads and macro market risk in order to minimize volatility. The Company may use a variety of derivative instruments that are considered conventional, such asincluding but not limited to: Treasury note futures and credit derivatives on various indices including CMBX and CDX.
The Company recognizes all derivatives on the consolidated balance sheets at fair value.  The Company does not designate derivatives as hedges to qualify for hedge accounting for financial reporting purposes and therefore any net payments under, or fluctuations in the fair value of these derivatives have been recognized currently in gain/(loss)unrealized (gain)/loss on derivative instruments in the accompanying consolidated statements of operations. The Company records derivative asset and liability positions on a gross basis with any collateral posted with or received from counterparties recorded separately within Restricted cash on the Company’s consolidated balance sheets. Certain derivatives that the Company has entered into are subject to master netting agreements with its counterparties, allowing for netting of the same transaction, in the same currency, on the same date.
16

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Per Share Data
The Series C Preferred Stock, Series D Preferred Stock and Series F Preferred Stock are each considered a participating security and the Company calculates basic earnings per share using the two-class method. The Company’s dilutive earnings per share calculation is computed using the more dilutive result of the treasury stock method, assuming the participating security is a potential common share, or the two-class method, assuming the participating security is not converted. The Company calculates basic earnings per share by dividing net income attributableapplicable to the Companycommon stock for the period by the weighted-average number of shares of common stock outstanding for that period. Diluted earnings per share reflects the potential dilution that could occur from shares issuableoutstanding if potential shares of common stock with a dilutive effect have been issued in connection with the restricted stock plan or upon conversion of the outstanding shares of Series C Preferred Stock and if convertible shares were exercised,Series D Preferred Stock, except when doing so would be anti-dilutive.
Reportable Segments
The Company has determined that it has three4 reportable segments based on how the chief operating decision maker reviews and manages the business. The three4 reporting segments are as follows:
The real estate debt business which is focused on originating, acquiring and asset managing commercial real estate debt investments, including first mortgage loans, subordinate mortgages, mezzanine loans and participations in such loans.
The real estate securities business which is focusedfocuses on investing in and asset managing commercial real estate securitiessecurities. Historically this business has focused primarily consisting ofon CMBS, and may include unsecured REIT debt, CDO notes and other securities. As a result of the October 2021 acquisition of Capstead, the Company acquired and continues to hold a significant portfolio of RMBS in the form of the ARM Agency Securities. The Company intends to reinvest the cash and proceeds from dividends, interest, repayments and sales of these assets into its other segments and does not intend to continue to invest in ARM Agency Securities or RMBS in general. As of March 31, 2022, all of the real estate securities in this segment were ARM Agency Securities acquired in the Capstead acquisition.
The commercial conduit operated business throughin the Company's TRS, which is focused on originating and subsequently selling fixed-rate commercial real estate loans into the CMBS securitization market at a profit.market.
The real estate owned business represents real estate acquired by the Company through foreclosure, deed in lieu of foreclosure, or purchase.
See Note 1316 - Segment Reporting for further information regarding the Company's segments.
Recently Issued Redeemable Convertible Preferred Stock
The Company’s outstanding Series C and Series D classes of preferred stock are classified outside of permanent equity in the consolidated balance sheets.
Series C Preferred Stock
The Series C Preferred Stock ranks senior to the Common Stock and while it was outstanding, ranked senior to the Company's Series F Convertible Preferred Stock ("Series F Preferred Stock") and on parity with the Series D Preferred Stock and the Company’s 7.50% Series E Cumulative Redeemable Preferred Stock (“Series E Preferred Stock”) with respect to priority in dividends and in the distribution of assets in the event of the liquidation, dissolution or winding-up of the Company. The liquidation preference of each share of Series C Preferred Stock is the greater of (i) $5,000 plus accrued and unpaid dividends, and (ii) the amount that would be received upon a conversion of the Series C Preferred Stock into the Common Stock.
Dividends on the Series C Preferred Stock, which are typically declared and paid quarterly, accrue at a rate equal to the greater of (i) an annual amount equal to 4.0% of the liquidation preference per share and (ii) the dividends that would have been paid had such share of Series C Preferred Stock been converted into a share of common stock on the first day of such quarter, subject to proration in the event the share of Series C preferred stock is not outstanding for the full quarter. Dividends are paid in arrears. Dividends will accumulate and be cumulative from the most recent date to which dividends had been paid.
Each outstanding share of Series C Preferred Stock shall convert into 299.2 shares of common stock (the “Conversion Rate”), subject to anti-dilution adjustments described in the Articles Supplementary for the Series C Preferred Stock, on October 19, 2022 or at any time before then upon the election of the Company with 10 days’ prior notice to the holders.
17

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
In the event of the sale of all or substantially all of the business or assets of the Company (by sale, merger, consolidation or otherwise) or the acquisition by any person of more than 50% of the total economic interests or voting power of all securities of the Company (a “ Change of Control”), in each case prior to the automatic conversion dates set forth above, each holder of Series C Preferred Stock will have the right, prior to consummation of such transaction, to convert its Series C Preferred Stock into common stock at the Conversion Rate. In addition, in the event of a change of control (as defined in the Articles Supplementary of the Series C Preferred Stock) of the Advisor or a Change of Control that is not a "Liquidity Event" and that is related to the removal of the Advisor, both the Company and the holder shall have the right, prior to consummation of the transaction, to require the redemption of the Series C Preferred Stock for the liquidation preference. A "Liquidity Event" is defined as (i) the listing of the Common Stock on a national securities exchange or quotation on an electronic inter-dealer quotation system; (ii) a merger or business combination involving the Company pursuant to which outstanding shares of Common Stock are exchanged for securities of another company which are listed on a national securities exchange or quoted on an electronic inter-dealer quotation system; or (iii) any other transaction or series of transaction that results in all shares of Common Stock being transferred or exchanged for cash or securities which are listed on a national securities exchange or quoted on an electronic inter-dealer quotation system.
Holders of the Series C Preferred Stock (voting as a single class with holders of common stock) are entitled to vote on each matter submitted to a vote of the stockholders of the Company upon which the holders of common stock are entitled to vote. The number of votes applicable to a share of outstanding Series C Preferred Stock will be equal to the number of shares of common stock a share of Series C Preferred Stock could have been converted into as of the record date set for purposes of such stockholder vote (rounded down to the nearest whole number of shares of common stock). In addition, the affirmative vote of the holders of two-thirds of the outstanding shares of Series C Preferred Stock, voting as a single class with other shares of parity preferred stock, is required to approve the issuance of any equity securities senior to the Series C Preferred Stock and to take certain actions materially adverse to the holders of the Series C Preferred Stock.
Series D Preferred Stock
The Series D Preferred Stock is on parity with the Series C Preferred Stock and Series E Preferred Stock with respect to preference on liquidation and dividend rights. The terms of the Series D Preferred Stock are substantially the same as the terms of the Series C Preferred Stock, except that the holders of the Series D Preferred Stock have the option to accelerate the mandatory conversion date, which is October 19, 2022, to a date no earlier than April 19, 2022.
Automatically Convertible Preferred Stock - Series F Preferred Stock
The Series F Preferred Stock ranked junior to all other outstanding classes of the Company’s preferred stock with respect to priority in dividends and in the distribution of assets in the event of the liquidation, dissolution or winding-up of the Company. The liquidation preference of each share of Series F Preferred Stock was $2.00.
Dividends on the Series F Preferred Stock were equal to, and were paid at the same time as, dividends that were authorized and declared on the Company’s common stock. The Series F Preferred Stock ranked senior to the Company’s Common Stock with respect to the distribution of assets upon any liquidation, dissolution or winding up of the Company (other than a liquidation, dissolution or winding up of the Company that results in the automatic conversion of such Series F Preferred Stock into Common Stock).
Each share (or fractional share) of Series F Preferred Stock automatically converted into 1 share of Common Stock (or equivalent fractional share, as applicable) on April 19, 2022, in accordance with the terms of the Series F Preferred Stock. Following the conversion, there were no shares of Series F Preferred Stock issued or outstanding.
The Series F Preferred Stock had no stated maturity and was not redeemable.
Holders of Series F Preferred Stock (voting as a single class with holders of Common Stock and other series of Company equity securities entitled to vote with the common stockholders) were entitled to vote on each matter submitted to a vote of the stockholders of the Company upon which the holders of Common Stock are entitled to vote. The number of votes applicable to a share of outstanding Series F Preferred Stock would have been equal to the number of shares of Common Stock a share of Series F Preferred Stock could have been converted into as of the record date set for purposes of such stockholder vote (rounded down to the nearest whole number of shares of Common Stock). In addition, the affirmative vote of the holders of two-thirds of the outstanding shares of Series F Preferred Stock would have been required to take certain actions materially adverse to the holders of the Series F Preferred Stock.
18

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Perpetual Preferred Stock—Series E Preferred Stock
The Series E Preferred Stock has no stated maturity and is not subject to any sinking fund or mandatory redemption. The Series E Preferred Stock ranks, with respect to rights to the payment of dividends and the distribution of assets upon its liquidation, dissolution or winding up, senior to the common stock and Series F Preferred Stock and on a parity with the Series C Preferred Stock and Series D Preferred Stock. The liquidation preference is $25.00 per share, plus an amount equal to any accumulated and unpaid dividends.
Holders of shares of the Series E Preferred Stock are entitled to receive, when, as and if authorized by our board of directors and declared by the Company, out of funds legally available for the payment of dividends, cumulative cash dividends at the rate of 7.50% of the $25.00 per share liquidation preference per annum (equivalent to $1.875 per annum per share). Dividends on the Series E Preferred Stock are cumulative and payable quarterly in arrears.
Dividends on the Series E Preferred Stock will accumulate whether or not the Company has earnings, whether or not there are funds legally available for the payment of those dividends and whether or not those dividends are declared.
The Company may, at its option, upon not less than 30 nor more than 60 days’ written notice, redeem the Series E Preferred Stock, in whole or in part, at any time or from time to time, for cash at a redemption price of $25.00 per share, plus any accumulated and unpaid dividends thereon to, but not including, the date fixed for redemption. Upon a change of control of the Company, in the event the Company does not redeem the Series E Preferred Stock, a holder of Series E Preferred Stock will have the right to convert to Common Stock upon the terms set forth in the applicable Articles Supplementary.
The Series E Preferred Stock is listed on the New York Stock Exchange under the symbol “FBRT PRE”.
Summary of Preferred Stock Conversion Terms
The complete terms of the Series C Preferred Stock, Series D Preferred Stock, Series E Preferred Stock and Series F Preferred Stock are set forth in the Articles Supplementary applicable to each class, which have been filed as exhibits to the Company’s periodic reports filed pursuant to the Securities Exchange Act of 1934, as amended.
The below table summarizes the timing of the conversion of the Company’s outstanding classes of convertible preferred stock into common stock:
Series/Shares Outstanding at 3/31/22Conversion DateConversion Amount Per One Share of Preferred*
Redeemable Convertible Series C Preferred Stock / 1,400 shares outstandingOctober 19, 2022, subject to the Company’s right to accelerate the conversion starting April 19, 2022299.2 shares of Common Stock
Redeemable Convertible Series D Preferred Stock / 17,950 shares outstandingOctober 19, 2022, subject to the holder’s right to accelerate the conversion starting April 19, 2022299.2 shares of Common Stock
Series F Preferred Stock / 39,733,299 shares outstandingApril 19, 20221 share of Common Stock
*Subject to anti-dilution adjustments as set forth in Articles Supplementary.
Accounting Pronouncements Not Yet Adopted
In March 2016,2022, the Financial Accounting Standards Board ("FASB")FASB issued ASU 2022-02 "Financial Instruments-Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures," or ASU 2022-02. ASU 2022-02 eliminates the accounting guidance whichfor troubled debt restructurings and requires an entitydisclosure of current-period gross write-offs by year of loan origination. Additionally, ASU 2022-02 updates the accounting for credit losses under ASC 326 and adds enhanced disclosures with respect to determine whetherloan refinancing and restructuring in the natureform of its promise to provide goodsprincipal forgiveness, interest rate concessions, other-than-insignificant payment delays, or services to a customerterm extensions when the borrower is performed in a principal or agent capacity and to recognize revenue in a gross or net manner based on its principal/agent designation. This guidanceexperiencing financial difficulties. ASU 2022-02 is effective for public business entities for fiscal years, and for interim periods within those fiscal years beginning after December 15, 2017. Early2022, and early adoption is permitted. The Company isamendments should be applied prospectively, however for the recognition and measurement of troubled debt restructurings, the entity has the option to apply a modified retrospective transition method, resulting in a cumulative-effect adjustment to retained earnings in the period of adoption. We are currently evaluating thewhat impact, of this new guidance.

if any ASU 2022-02 will have on our consolidated financial statements.
-10
19

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

In June 2016,March 2020, the FASB issued guidance that changes how entities measure credit losses for financial assets carried at amortized cost. The update eliminates the requirement that a credit loss must be probable before it can be recognized and instead requires an entity to recognize the current estimate of all expected credit losses. Additionally, the update requires credit losses on available-for-sale debt securities to be carried as an allowance rather than as a direct write-downASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the asset. The amendments become effective for reporting periods beginning after December 15, 2019. The amendments may be adopted early for reporting periods beginning after December 15, 2018. The Company is currently evaluatingEffects of Reference Rate Reform on Financial Reporting, which provides temporary optional expedients and exceptions to the impact of this new guidance.
In August 2016, the FASB issuedUS GAAP guidance on how certain transactions should be classifiedcontract modifications and presented inhedge accounting to ease the statementfinancial reporting burdens of cash flows as either operating, investing or financing activities. Amongthe expected market transition from LIBOR and other things, the update provides specific guidance on whereinterbank offered rates to classify debt prepayment and extinguishment costs, payments for contingent consideration made after a business combination and distributions received from equity method investments. The revised guidance is effective for reporting periods beginning after December 15, 2017. Early adoption is permitted. The Company is currently evaluating the impact of this new guidance.
In October 2016, the FASB issued guidance where a reporting entity will need to evaluate if it should consolidate a VIE. The amendments change the evaluation of whether a reporting entity is the primary beneficiary of a VIE by changing how a single decision maker of a VIE treats indirect interests in the entity held through related parties that are under common control with the reporting entity. The revised guidance is effective for reporting periods beginning after December 15, 2016. The Company adopted this guidance on January 1, 2017. The application of this guidance does not have a material impact on the Company’s consolidated financial statements.
In November 2016, the FASB issued guidance on the classification of restricted cash in the statement of cash flows. The amendment requires restricted cash to be included in the beginning-of-period and end-of-period total cash amounts. Therefore, transfers between cash and restricted cash will no longer be shown on the statement of cash flows.alternative reference rates. The guidance is effective for reporting periods beginning afterupon issuance and generally can be applied through December 15, 2017. Early31, 2022. The Company has not adopted any of the optional expedients or exceptions through March 31, 2022, but will continue to evaluate the possible adoption is permitted. We do not expect this guidance to have a material impact onof any such expedients or exceptions during the Company’s consolidated financial statements.effective period as circumstances evolve.
Note 3 - Commercial Mortgage Loans
The following table is a summary of the Company's commercial mortgage loans, held-for-investment,held for investment, carrying values by class (in thousands):
 September 30, 2017 December 31, 2016
Senior loans$1,254,879
 $901,907
Mezzanine loans32,186
 136,830
Subordinated loans
 10,000
Total gross carrying value of loans1,287,065
 1,048,737
Less: Allowance for loan losses1,959
 2,181
Total commercial mortgage loans, held for investment, net$1,285,106
 $1,046,556
The following table presents the activity(dollars in the Company's allowance for loan losses (in thousands):
March 31, 2022December 31, 2021
Senior loans$4,517,879 $4,204,464 
Mezzanine loans27,505 22,424 
Total gross carrying value of loans4,545,384 4,226,888 
Less: Allowance for credit losses (1)
14,933 15,827 
Total commercial mortgage loans, held for investment, net$4,530,451 $4,211,061 
________________________
 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
Beginning of period$2,181
 $888
Provision for loan losses(222) 721
Charge-offs
 
Recoveries
 
Ending allowance for loan losses$1,959
 $1,609
(1)As of March 31, 2022 and December 31, 2021, there have been no specific reserves for loans in non-performing status.
As of September 30, 2017March 31, 2022 and December 31, 2016,2021, the Company's total commercial mortgage loan portfolio, excluding commercial mortgage loans accounted for under the fair value option, was comprised of 73166 and 71165 loans, respectively.

Allowance for Credit Losses
The following table presents the activity in the Company's allowance for credit losses, excluding the unfunded loan commitments, as of March 31, 2022 (dollars in thousands):
Three Months Ended March 31, 2022
MultiFamilyRetailOfficeIndustrialMixed UseHospitalitySelf-StorageManufactured HousingTotal
Beginning Balance$9,681 $288 $776 $86 $169 $4,597 $152 $78 $15,827 
Current Period:
Provision/(benefit) for credit losses32 234 (103)15 (108)(807)(110)(47)(894)
Write offs— — — — — — — — — 
Ending Balance$9,713 $522 $673 $101 $61 $3,790 $42 $31 $14,933 
The Company recorded a decrease in its provision for credit losses during the three months ended March 31, 2022 of $0.9 million. The primary driver for the improvement in the reserve balance is the positive economic outlook since the end of the prior year.
-11
20

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

The following table presents the activity in the Company's allowance for credit losses, for the unfunded loan commitments, as of March 31, 2022 (dollars in thousands):
Three Months Ended March 31, 2022
MultiFamilyRetailOfficeIndustrialMixed UseHospitalitySelf-StorageManufactured HousingTotal
Beginning Balance$137 $1 $13 $3 $10 $79 $ $ $243 
Current Period:
Provision/(benefit) for credit losses(32)15 (4)(2)(10)(28)— — (61)
Ending Balance$105 $16 $9 $1 $ $51 $ $ $182 
 September 30, 2017December 31, 2016
Loan Type Par Value Percentage Par Value Percentage
Office $433,110
 32.7% $340,944
 31.6%
Multifamily 441,431
 33.4% 329,203
 30.6%
Hospitality 126,673
 9.6% 143,582
 13.3%
Retail 223,315
 16.9% 154,684
 14.4%
Mixed Use 45,235
 3.4% 56,136
 5.2%
Industrial 53,208
 4.0% 52,688
 4.9%
Total (1)
 $1,322,972
 100.0% $1,077,237
 100.0%
         
(1) Excludes $60.95 million in commercial mortgage loans held-for-sale, measured at fair value in the Company's TRS segment
The following tables represent the composition by loan type and region of the Company's commercial mortgage loans, held for investment portfolio (dollars in thousands):

March 31, 2022December 31, 2021
Loan TypePar ValuePercentagePar ValuePercentage
Multifamily$3,264,959 71.6 %$2,953,938 69.6 %
Hospitality542,171 11.9 %460,884 10.9 %
Office479,607 10.5 %485,575 11.4 %
Retail84,215 1.8 %104,990 2.5 %
Industrial69,985 1.5 %88,956 2.1 %
Mixed Use52,500 1.2 %62,965 1.5 %
Self Storage44,895 1.0 %56,495 1.3 %
Manufactured Housing24,152 0.5 %29,159 0.7 %
Total$4,562,484 100.0 %$4,242,962 100.0 %
March 31, 2022December 31, 2021
Loan RegionPar ValuePercentagePar ValuePercentage
Southwest$1,784,211 39.1 %$1,764,905 41.6 %
Southeast1,380,246 30.1 %1,106,439 26.2 %
Mideast784,182 17.2 %646,125 15.2 %
Far West262,728 5.8 %301,040 7.1 %
Great Lakes168,114 3.7 %183,930 4.3 %
New England67,117 1.5 %67,651 1.6 %
Plains60,172 1.3 %60,225 1.4 %
Rocky Mountain43,751 1.0 %43,751 1.0 %
Various11,963 0.3 %68,896 1.6 %
Total$4,562,484 100.0 %$4,242,962 100.0 %
As of September 30, 2017March 31, 2022 and December 31, 2016,2021, the Company's total commercial mortgage loans, held for sale, measured at fair value were comprised of 49 loans and 01 loan, respectively. As of March 31, 2022 and December 31, 2021, the contractual principal outstanding of commercial mortgage loans, held for sale, measured at fair value was $108.5 million and $34.3 million, respectively. As of March 31, 2022 and December 31, 2021, none of the Company's commercial mortgage loans, held for sale, measured at fair value were in default or greater than ninety days past due.
21

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
 September 30, 2017December 31, 2016
Loan Type Par Value Percentage Par Value Percentage
Industrial $11,600
 19.1% $
 %
Mixed Use 14,150
 23.2% 
 %
Multifamily 7,200
 11.8% 
 %
Retail 28,000
 45.9% 
 %
Total $60,950
 100.0% $
 %
         
   
The following tables represent the composition by loan type and region of the Company's commercial mortgage loans, held for sale, measured at fair value (dollars in thousands):

March 31, 2022December 31, 2021
Loan TypePar ValuePercentagePar ValuePercentage
Retail$54,550 50.3 %$— — %
Hospitality32,457 30.0 %— — %
Office12,193 11.2 %34,250 100.0 %
Multifamily6,500 6.0 %— — %
Mixed Use2,750 2.5 %— — %
Total$108,450 100.0 %$34,250 100.0 %
March 31, 2022December 31, 2021
Loan RegionPar ValuePercentagePar ValuePercentage
Far West$47,300 43.6 %$— — %
Southeast44,750 41.3 %34,250 100.0 %
Great Lakes10,000 9.2 %— — %
Rocky Mountain6,400 5.9 %— — %
Total$108,450 100.0 %$34,250 100.0 %
Loan Credit Quality and Vintage
The following tables present the amortized cost of our commercial mortgage loans, held for investment as of March 31, 2022 and December 31, 2021, by loan type, the Company’s internal risk rating and year of origination. The risk ratings are updated as of March 31, 2022.
As of March 31, 2022
202220212020201920182017Total
Multifamily:
Risk Rating:
1-2 internal grade$388,347 $2,426,914 $229,560 $67,567 $83,619 $— $3,196,007 
3-4 internal grade— — 18,669 037,025 — 55,694 
Total Multifamily Loans$388,347 $2,426,914 $248,229 $67,567 $120,644 $ $3,251,701 
Retail:
Risk Rating:
1-2 internal grade$20,480 $33,843 $11,952 $17,596 $— $— $83,871 
3-4 internal grade— — 00— — — 
Total Retail Loans$20,480 $33,843 $11,952 $17,596 $ $ $83,871 
Office:
Risk Rating:
1-2 internal grade$— $50,320 $254,583 $137,233 $36,291 $— $478,427 
3-4 internal grade— — — 0— — — 
Total Office Loans$ $50,320 $254,583 $137,233 $36,291 $ $478,427 
Industrial:
Risk Rating:
1-2 internal grade$54,730 $— $14,931 $— $— $— $69,661 
22

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
3-4 internal grade— — 0— — — — 
Total Industrial Loans$54,730 $ $14,931 $ $ $ $69,661 
Mixed Use:
Risk Rating:
1-2 internal grade$19,902 $32,411 $— $— $— $— $52,313 
3-4 internal grade— — — — — — — 
Total Mixed Use Loans$19,902 $32,411 $ $ $ $ $52,313 
Hospitality:
Risk Rating:
1-2 internal grade$90,726 $154,543 $26,932 $33,945 $— $— $306,146 
3-4 internal grade— — — 103,130 52,234 79,041 234,405 
Total Hospitality Loans$90,726 $154,543 $26,932 $137,075 $52,234 $79,041 $540,551 
Self-Storage:
Risk Rating:
1-2 internal grade$— $14,957 $29,820 $— $— $— $44,777 
3-4 internal grade— — — — — — — 
Total Self-Storage Loans$ $14,957 $29,820 $ $ $ $44,777 
Manufactured Housing:
Risk Rating:
1-2 internal grade$— $6,668 $17,415 $— $— $— $24,083 
3-4 internal grade— — — — — — — 
Total Manufactured Housing Loans$ $6,668 $17,415 $ $ $ $24,083 
Total$574,185 $2,719,656 $603,862 $359,471 $209,169 $79,041 $4,545,384 

December 31, 2021
20212020201920182017Total
Multifamily:
Risk Rating:
1-2 internal grade$2,438,376 $270,953 $103,989 $90,877 $— $2,904,195 
3-4 internal grade— — — 37,025 — 37,025 
Total Multifamily Loans$2,438,376 $270,953 $103,989 $127,902 $ $2,941,220 
Retail:
Risk Rating:
1-2 internal grade$33,830 $11,928 $29,515 $29,452 $— $104,725 
3-4 internal grade— — — — — — 
Total Retail Loans$33,830 $11,928 $29,515 $29,452 $ $104,725 
Office:
Risk Rating:
23

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
1-2 internal grade$50,291 $253,759 $136,800 $43,308 $— $484,158 
3-4 internal grade— — — — — — 
Total Office Loans$50,291 $253,759 $136,800 $43,308 $ $484,158 
Industrial:
Risk Rating:
1-2 internal grade$— $31,906 $— $— $— $31,906 
3-4 internal grade— — 56,933 — — 56,933 
Total Industrial Loans$ $31,906 $56,933 $ $ $88,839 
Mixed Use:
Risk Rating:
1-2 internal grade$32,395 $30,325 $— $— $— $62,720 
3-4 internal grade— — — — — — 
Total Mixed Use Loans$32,395 $30,325 $ $ $ $62,720 
Hospitality:
Risk Rating:
1-2 internal grade$153,032 $26,920 $34,054 $— $— $214,006 
3-4 internal grade— — 113,961 52,790 79,102 245,853 
Total Hospitality Loans$153,032 $26,920 $148,015 $52,790 $79,102 $459,859 
Self-Storage:
Risk Rating:
1-2 internal grade$14,948 $41,382 $— $— $— $56,330 
3-4 internal grade— — — — — — 
Total Self-Storage Loans$14,948 $41,382 $ $ $ $56,330 
Manufactured Housing:
Risk Rating:
1-2 internal grade$6,665 $22,372 $— $— $— $29,037 
3-4 internal grade— — — — — — 
Total Manufactured Housing Loans$6,665 $22,372 $ $ $ $29,037 
Total$2,729,537 $689,545 $475,252 $253,452 $79,102 $4,226,888 
24

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Past Due Status
The following table presents an aging summary of the loans amortized cost basis at March 31, 2022 (dollars in thousands):
MultifamilyRetailOfficeIndustrialMixed UseHospitalitySelf-StorageManufactured HousingTotal
Status:
Current$3,251,701 $83,871 $478,427 $69,661 $52,313 $483,476 $44,777 $24,083 $4,488,309 
1-29 days past due— — — — — — 0— — 
30-59 days past due— — — — — — — — — 
60-89 days past due— — — — — — — — — 
90-119 days past due— — — — — — — — — 
120+ days past due (1)
— — — — — 57,075 — — 57,075 
Total$3,251,701 $83,871 $478,427 $69,661 $52,313 $540,551 $44,777 $24,083 $4,545,384 
________________________
(1) For the three months ended March 31, 2022, there was no interest income recognized on this loan.
As of March 31, 2022 and December 31, 2021, the Company had 1 loan with a total cost basis of $57.1 million on non-accrual status for which there was no related allowance for credit losses.
Credit Characteristics
As part of the Company's process for monitoring the credit quality of its commercial mortgage loans, excluding those held-for-sale,held for sale, measured at fair value, it performs a quarterly loan portfolio assessment and assigns risk ratings to each of its loans. The loans are ratedscored on a 5-point scale of 1 to 5 as follows:
Investment RatingSummary Description
1
Very Low Risk - Investment exceeding fundamental performance expectations and/or capital gain expected. Trends and risk factors since time of investment are favorable.
2
Low Risk - Performing consistent with expectations and a full return of principal and interest expected. Trends and risk factors are neutral to favorable.
3
Average Risk - Performing investments requiring closer monitoring. Trends and risk factors show some deterioration.
4
High Risk/Delinquent/Potential For Loss - Underperforming investment with the potential of some interest loss but still expecting a positive return on investment. Trends and risk factors are negative.
5
Impaired/Defaulted/Loss Likely - Underperforming investment with expected loss of interest and some principal.
All commercial mortgage loans, excluding loans classified as commercial mortgage loans, held-for-sale,held for sale, measured at fair value within the consolidated balance sheets, are assigned an initial risk rating of 2.0. As of September 30, 2017March 31, 2022 and December 31, 2016,2021, the weighted average risk rating of the loans was 2.2 and 2.1, respectively. As2.1.
The following table represents the allocation by risk rating for the Company's commercial mortgage loans, held for investment (dollars in thousands):
March 31, 2022  December 31, 2021
Risk Rating  Number of Loans  Par ValueRisk Rating  Number of Loans  Par Value
1  —   $— 1  —   $— 
2  150   4,272,194 2  148   3,903,047 
3  15   233,215 3  16   282,840 
4    57,075 4    57,075 
5  —   — 5  —   — 
  166   $4,562,484 165   $4,242,962 
25

Table of September 30, 2017 and DecemberContents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2016, the Company did not have any loans that were past due on their payments, in non-accrual status or impaired.2022
(Unaudited)
For the ninethree months ended September 30, 2017March 31, 2022 and September 30, 2016,year ended December 31, 2021, the activity in the Company's commercial mortgage loans, held-for-investmentheld for investment portfolio was as follows (in(dollars in thousands):

Three Months Ended March 31,Year Ended December 31,
20222021
Balance at Beginning of Year$4,211,061 $2,693,848 
Acquisitions and originations640,033 2,897,002 
Principal repayments(320,511)(1,286,598)
Discount accretion/premium amortization2,542 7,038 
Loans transferred from/(to) commercial real estate loans, held for sale— (52,615)
Net fees capitalized into carrying value of loans(3,568)(15,150)
(Provision)/benefit for credit losses894 4,770 
Charge-off from allowance— 289 
Transfer to real estate owned— (37,523)
Balance at End of Period$4,530,451 $4,211,061 
-12

Table of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

 Nine Months Ended September 30, 2017 Nine Months Ended September 30, 2016
Balance at Beginning of Year$1,046,556
 $1,124,201
Acquisitions and originations566,490
 42,236
Dispositions(68,514) 
Principal repayments(228,814) (48,127)
Discount accretion and premium amortization*1,604
 1,704
Loans transferred to commercial real estate loans, held-for-sale, at fair value(31,207) 
Fees capitalized into carrying value of loans(1,231) 
Provision for loan losses222
 (721)
Balance at End of Period$1,285,106
 $1,119,293
________________________
* Includes amortization of capitalized acquisition fees and expenses.

Note 4 - Real Estate Securities
Real Estate Securities Classified As Trading
The following is a summary of the Company's real estate securities, CMBS (inRMBS classified by collateral type and interest rate characteristics (dollars in thousands):
Carrying
Amount
Average
Yield (1)
March 31, 2022
Agency Securities:
   Fannie Mae/Freddie Mac ARMs$1,678,297 2.34 %
   Ginnie Mae ARMs271,039 2.68 %
$1,949,336 2.37 %
December 31, 2021
Agency Securities:
   Fannie Mae/Freddie Mac ARMs$4,246,803 2.23 %
   Ginnie Mae ARMs320,068 2.72 %
$4,566,871 2.26 %
    Weighted Average    
  Number of Investments Interest Rate Maturity Par Value Fair Value
September 30, 2017 
 % n/a $
 $
December 31, 2016 6
 5.8% February 2020 50,000
 49,049
________________________
(1) Average yield is presented for the year then ended, and is based on the cash component of interest income expressed as a percentage on average cost basis (the “cash yield”).
The Company classified its CMBS as available-for-sale as of September 30, 2017 and December 31, 2016. These investments are reported at fair value in the consolidated balance sheets with changes in fair value recorded in "accumulated other comprehensive income or loss". The following table shows the amortized cost, unrealized gains/losses and fair valuematurity of the Company's CMBS investments asARM Agency Securities is directly affected by prepayments of September 30, 2017 and December 31, 2016 (in thousands):
  Amortized Cost Unrealized Gains Unrealized Losses Fair Value
September 30, 2017 $
 $
 $
 $
December 31, 2016 49,548
 
 (499) 49,049
Asprincipal on the underlying mortgage loans. Consequently, actual maturities will be significantly shorter than the portfolio’s weighted average contractual maturity of September 30, 2017, the Company held no CMBS positions. As of December 31, 2016, the Company held 6 CMBS positions with an aggregate carrying value of $49.5 million, and an unrealized loss of $0.5 million, of which 2 positions had a total unrealized loss of $0.2 million for a period greater than 12278 months.
The Company has recognizedCompany's ARM Agency Securities are backed by residential mortgage loans that have coupon interest rates that adjust at least annually to more current interest rates or begin doing so after an initial fixed-rate period. After the initial fixed-rate period, if applicable, mortgage loans underlying ARM securities typically either (i) adjust annually based on specified margins over the one-year London interbank offered rate (“LIBOR”) or the one-year Constant Maturity U.S. Treasury Note Rate (“CMT”), (ii) adjust semiannually based on specified margins over six-month LIBOR or the six-month Secured Overnight Financing Rate (“SOFR”), or (iii) adjust monthly based on specified margins over indices such as one-month LIBOR, the Eleventh District Federal Reserve Bank Cost of Funds Index, or over a gainrolling twelve month average of $0.2 million for the nine months ended September 30, 2017one-year CMT index, usually subject to periodic and recognized a loss of approximately $1 million for the three and nine months ended September 30, 2016, recorded within the realized (gain) loss on sale of real estate securities in the consolidated statements of operations. The Company did not have any realized gainslifetime limits, or losses during the three months ended September 30, 2017.

The following table provides informationcaps, on the amountsamount of gains (losses) onsuch adjustments during any single interest rate adjustment period and over the Company's real estate securities, CMBS, available-for-sale:

contractual term of the underlying loans.
-13
26

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

During the first quarter of 2022, the Company sold trading securities using the specific identification method for proceeds totaling $2.2 billion. Subsequent to quarter end, the Company sold trading securities using the same method for proceeds totaling $1.2 billion.
         
  Three Months Ended September 30, Nine Months Ended September 30,
  2017 2016 2017 2016
Unrealized gains (losses) available-for-sale securities $(448) $1,449
 $19
 $(1,124)
Reclassification of net (gains) losses on available-for-sale securities included in net income (loss) 
 1,159
 481
 1,159
Unrealized gains (losses) available-for-sale securities, net of reclassification adjustment $(448) $2,608
 $500
 $35
         
The amounts reclassified for net (gain) loss on available-for-sale securities are included in the realized (gain) loss on sale of real estate securities in the Company's consolidated statements of operations.
 

Note 5 - Real Estate Owned
The following table summarizes the Company's real estate owned asset, held for investment, as of March 31, 2022 (dollars in thousands):
Acquisition DateProperty TypePrimary Location(s)LandBuilding and ImprovementsFurniture, Fixtures and EquipmentAccumulated DepreciationReal Estate Owned, net
September 2021 (1)
IndustrialJeffersonville, GA$3,436 $84,259 $2,928 $(1,150)$89,473 
$3,436 $84,259 $2,928 $(1,150)$89,473 
________________________
(1) See Note 2 - Summary of Significant Accounting Policies.
The following table summarizes the Company's real estate owned asset, held for investment, as of December 31, 2021 (dollars in thousands):
Acquisition DateProperty TypePrimary Location(s)LandBuilding and ImprovementsFurniture, Fixtures and EquipmentAccumulated DepreciationReal Estate Owned, net
September 2021 (1)
IndustrialJeffersonville, GA$3,436 $84,259 $2,928 $(575)$90,048 
$3,436 $84,259 $2,928 $(575)$90,048 
________________________
(1) See Note 2 - Summary of Significant Accounting Policies.
Depreciation expense for the three months ended March 31, 2022 and March 31, 2021 totaled $0.6 million and $0.2 million, respectively.
In August 2021 the Company and an affiliate of the Company entered into a joint venture agreement and formed a joint venture entity, Jeffersonville Member, LLC (the "Jeffersonville JV") to acquire a $139.5 million triple net lease property in Jeffersonville, GA. The Company has a 79% interest in the Jeffersonville JV, while the affiliate has a 21% interest. The Company invested a total of $109.8 million, made up of $88.7 million in debt and $21.1 million in equity, representing 79% of the ownership interest in the Jeffersonville JV. The affiliate made up the remaining $29.8 million composed of a $24.0 million mortgage note payable and $5.7 million in equity. The Company has control of Jeffersonville JV with 79% ownership and, therefore, consolidates Jeffersonville JV on its consolidated balance sheet. The Company's $88.7 million mortgage note payable to Jeffersonville JV is eliminated in consolidation (see Note 7 - Debt).
27

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 6 - Leases
Intangible Lease Asset
The following table summarizes the Company's intangible lease asset recognized in the consolidated balance sheets as of March 31, 2022 (dollars in thousands):
Acquisition DateProperty TypePrimary Location(s)Intangible Lease Asset, GrossAccumulated AmortizationIntangible Lease Asset, Net of Amortization
September 2021IndustrialJeffersonville, GA$49,192 $(1,440)$47,752 
$49,192 $(1,440)$47,752 
The following table summarizes the Company's intangible lease asset recognized in the consolidated balance sheets as of December 31, 2021 (dollars in thousands):
Acquisition DateProperty TypePrimary Location(s)Intangible Lease Asset, GrossAccumulated AmortizationIntangible Lease Asset, Net of Amortization
September 2021IndustrialJeffersonville, GA$49,192 $(720)$48,472 
$49,192 $(720)$48,472 
Rental Income
On September 17, 2021, the Company, through a joint venture, purchased an industrial facility that is subject to an existing triple net lease. The minimum rental amount due under the lease is subject to annual increases of 2.0%. The initial term of the lease expires in 2038 and contains renewal options for 4 consecutive five-year terms. The remaining lease term is 16.5 years. Rental income for this lease for the three months ended March 31, 2022 totaled $2.3 million. Rental income is included in Revenue from real estate owned in the consolidated statements of operations.
The following table summarizes the Company's schedule of future minimum rents to be received under the industrial facility lease (dollars in thousands):
Minimum RentsMarch 31, 2022
2022 (April - December)$5,923 
20238,046 
20248,207 
20258,372 
20268,539 
2027 and beyond114,981 
Total minimum rent$154,068 
AmortizationExpense
Intangible lease assets are amortized using the straight-line method over the contractual life of the lease, of a period up to 20 years. The weighted average life of the intangible asset as of March 31, 2022 is approximately 16.5 years. Amortization expense for the three months ended March 31, 2022 totaled $0.7 million. Amortization expense for the three months ended March 31, 2021 totaled $0.2 million.
The following table summarizes the Company's expected amortization for intangible assets over the next five years, assuming no further acquisitions or dispositions (dollars in thousands):
Amortization ExpenseMarch 31, 2022
2022 (April - December)$(2,160)
2023(2,880)
2024(2,880)
2025(2,880)
2026(2,880)
28

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 7 - Debt
Repurchase Agreements - Commercial Mortgage Loans
The Company has entered into repurchase facilities with JPMorgan Chase Bank, National Association (the "JPM Repo Facility"), Goldman Sachs Bank USA (the "GS Repo Facility"), U.S. Bank National Association (the "USB Repo Facility"), Barclays Bank PLC (the "Barclays Revolver Facility" and the "Barclays Repo Facility"), Wells Fargo Bank, National Association (the "WF Repo Facility"), and Credit Suisse AG (the "CS Repo Facility" and together with JPM Repo Facility, GSWF Repo Facility, USBBarclays Revolver Facility, and Barclays Repo Facility, Barclays Facility, the "Repo Facilities").
The JPM Repo Facility has a maturity dateFacilities are financing sources through which the Company may pledge one or more mortgage loans to the financing entity in exchange for funds typically at an advance rate of June 12, 2019 plus a one-year extension atbetween 65% to 80% of the principal amount of the mortgage loan being pledged.
The details of the Company's optionRepo Facilities at March 31, 2022 and provides up to $300.0 millionDecember 31, 2021 are as follows (dollars in advances. The GS Repo Facility has a maturity datethousands):
As of March 31, 2022
Repurchase FacilityCommitted FinancingAmount Outstanding
Interest Expense (1)
Ending Weighted Average Interest RateTerm Maturity
JPM Repo Facility$400,000 $69,757 $1,474 2.80 %10/6/2022
CS Repo Facility (2)
300,000 123,259 1,138 3.01 %9/30/2022
WF Repo Facility (3)
450,000 201,812 1,248 2.08 %11/21/2023
Barclays Revolver Facility (4)
250,000 — 2,027 N/A9/20/2023
Barclays Repo Facility (5)
500,000 128,062 1,490 2.08 %3/14/2025
Total$1,900,000 $522,890 $7,377 
________________________
(1) For the three months ended March 31, 2022. Includes amortization of December 27, 2018, with a one-yeardeferred financing costs.
(2) On August 12, 2021, the Company exercised the extension at the Company’s option which may be exercised upon the satisfaction of certain conditions, and provides upextended the term maturity to $250.0September 30, 2022. Additionally, on November 3, 2021 the committed financing amount was amended from $200 million in advances. The USB Repo Facility matures on July 15, 2020,to $300 million with two one-year extensionsthe option to increase to $400 million at the option of an indirect wholly-owned subsidiary ofCompany's discretion.
(3) On November 19, 2021, the committed financing amount was increased from $275 million to $450 million. There are 3 more one-year extension options available at the Company's discretion.
(4) On September 8, 2021, the Company whichamended the maturity date to September 20, 2023. On December 1, 2021 the committed financing amount was increased from $100 million to $250 million. The Company may beincrease the total commitment amount by an amount between $100 million and $150 million for three month intervals, on an unlimited basis prior to maturity.
(5) On December 3, 2021 the Company amended the maturity date to March 14, 2025 and the committed financing amount was increased from $300 million to $500 million. There are 2 one-year extension options available at the Company's discretion.



29

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
As of December 31, 2021
Repurchase FacilityCommitted FinancingAmount Outstanding
Interest Expense (1)
Ending Weighted Average Interest RateTerm Maturity
JPM Repo Facility$400,000 $136,470 $5,178 2.13 %10/6/2022
CS Repo Facility (2)
300,000 137,364 3,446 2.43 %9/30/2022
WF Repo Facility (3)
450,000 186,734 2,090 1.64 %11/21/2023
Barclays Revolver Facility (4)
250,000 166,700 1,976 6.12 %9/20/2023
Barclays Repo Facility (5)
500,000 392,332 4,057 1.76 %3/14/2025
Total$1,900,000 $1,019,600 $16,747 
________________________
(1) For the year ended December 31, 2020. Includes amortization of deferred financing costs.
(2) On August 12, 2021, the Company exercised the extension option upon the satisfaction of certain conditions, and provides upextended the term maturity to $100.0September 30, 2022. Additionally, on November 3, 2021 the committed financing amount was amended from $200 million in advances. The CS Repo Facility matures on August 30, 2018 and provides up to $250.0$300 million in advances. Priorwith the option to increase to $400 million at the end of each calendar quarter,Company's discretion.
(3) On November 19, 2021, the committed financing amount was increased from $275 million to $450 million. There are 3 more one-year extension options available at the Company's discretion.
(4) On September 8, 2021, the Company amended the maturity date to September 20, 2023. On December 1, 2021 the committed financing amount was increased from $100 million to $250 million. The Company may requestincrease the total commitment amount by an amount between $100 million and $150 million for three month intervals, on an unlimited basis prior to maturity.
(5) On December 3, 2021 the Company amended the maturity date to March 14, 2025 and the committed financing amount was increased from $300 million to $500 million. There are 2 one-year extension ofoptions available at the termination date for an additional 364 daysCompany's discretion.
The Company expects to use the advances from the end of such calendar quarter subject to the satisfaction of certain conditions and approvals. The Repo Facilities are all subject to various adjustments.
Advances under the JPM Repo Facility currently accrue interest at per annum rates generally equal to the sum of (i) the applicable LIBOR index rate plus (ii) a margin of 2.40%. Borrowings under the GS Repo Facility accrue interest at per annum rates generally equal to the sum of (i) a spread over LIBOR of between 2.35% to 2.85%, depending on the attributes of the purchased asset, and (ii) 0.50%. Borrowings under the USB Repo Facility accrue interest at per annum rates generally equal to the sum of (i) the applicable LIBOR index rate plus (ii) a margin between 2.25% to 3.00%, depending on the attributes of the purchased assets. Borrowings under the CS Repo Facility accrue interest at per annum rates generally equal to the sum of (i) the applicable LIBOR index rate plus (ii) a margin of 2.50% depending on the attributes of the purchased assets.
We expect to use advances from these repo facilities to finance the acquisition or origination of eligible loans, including first mortgage loans, subordinated mortgage loans, mezzanine loans and participation interests therein.
As of September 30, 2017 and December 31, 2016, the Company had $137.5 million and $257.7 million outstanding under the JPM Repo Facility with weighted average interest rates on advances of 3.36% and 3.08%, respectively. The Company incurred $7.1 million and $3.4 million in interest expense on the JPM Repo Facility for the nine months ended September 30, 2017 and 2016, respectively, including amortization of deferred financing cost.
As of September 30, 2017, the Company had $138 million outstanding under the GS Repo Facility with a weighted average interest rate on advances of 3.58%. The Company incurred $3.2 million of interest expense on the GS Repo Facility for the nine months ended September 30, 2017, including amortization of deferred financing cost. The Company had no advances under the GS Repo Facility as of December 31, 2016. The Company did not incur any interest expense on the GS Repo Facility during the nine months ended September 30, 2016.

-14

Table of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

As of September 30, 2017, the Company had $12.3 million outstanding under the USB Repo Facility with a weighted average interest rate on advances of 4.16%. The Company incurred $0.2 million of interest expense on the USB Repo Facility for the nine months ended September 30, 2017, including amortization of deferred financing cost.
As of September 30, 2017, the Company had $31.6 million outstanding under the CS Repo Facility with a weighted average interest rate on advances of 3.73%. The Company incurred $57.6 thousand of interest expense on the CS Repo Facility for the nine months ended September 30, 2017, including amortization of deferred financing cost. The Company had no advances under the CS Repo Facility as of December 31, 2016. The Company did not incur any interest expense on the CS Repo Facility during the nine months ended September 30, 2016
The Repo Facilities generally provide that in the event of a decrease in the value of the Company's collateral, the lenders can demand additional collateral. Should the value of the Company’s collateral decrease as a result of deteriorating credit quality, resulting margin calls may cause an adverse change in the Company’s liquidity position. As of September 30, 2017March 31, 2022 and December 31, 2016,2021, the Company is in compliance with all debt covenants.
Other financing and loan participation - Commercial Mortgage Loans
On March 23, 2020, the Company transferred $15.2 million of its interest in a term loan to Sterling National Bank ("SNB") via a participation agreement. Since inception, the Company's outstanding loan increased as a result of future fundings, leading to an increase in amount outstanding via the participation agreement. The Company entered intoincurred $0.2 million of interest expense on the Barclays Facility on September 19, 2017SNB term loan for the three months ended March 31, 2022. As of March 31, 2022 and December 31, 2021 the outstanding participation balance was $37.9 million. The Barclays Facility provides for a senior secured $75 million revolving line of credit and bearsloan accrued interest at per annum rates equalan annual rate of one-month LIBOR +2.20% and matures on February 9, 2023.
On February 10, 2022, the Company transferred $38.0 million of its interest in a term loan to oneCustomers Bank via a participation agreement. Since inception, the Company's outstanding loan increased as a result of two base rates plus an applicable margin. The Barclays Facility has a maturity of September 19, 2019, subjectfuture fundings, leading to an extension termincrease in amount outstanding via the participation agreement. The Company incurred $5,000 of one year, and provides for quarterly interest-only payments, with all principal and interest outstanding being dueexpense on the maturity date.Customers Bank term loan for the three months ended March 31, 2022. As of March 31, 2022 the outstanding participation balance was $2.3 million. The Barclays Facility may be prepaid from timeloan accrued interest at an annual rate of one-month SOFR + 4.01% and matures on May 1, 2025.
Mortgage Note Payable
On September 17, 2021, the Company, in connection with the consolidating joint venture (as discussed in Note 5 - Real Estate Owned), originated a $112.7 million mortgage note payable, of which $88.7 million is eliminated in consolidation (see Note 5 - Real Estate Owned). The remaining mortgage note payable of $24.0 million is recorded on the consolidated balance sheet. As of March 31, 2022, the loan accrued interest at an annual rate of 3.1% and matures on October 9, 2024.
30

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Unsecured Debt
As of March 31, 2022, the Company held 30-year junior subordinated notes issued in 2005 and 2006 and maturing in 2035 and 2036, with a total face amount of $100 million. Note balances net of deferred issuance costs, and related weighted average interest rates as of the indicated dates (calculated including issuance cost amortization and adjusted for the effects of related derivatives held as cash flow hedges prior to time and at any time,termination) were as follows (dollars in thousands):
As of March 31, 2022As of December 31, 2021
Borrowings
Outstanding
Average
 Rate
Borrowings
Outstanding
Average
 Rate
Junior subordinated notes maturing in:
   October 2035 ($35,000 face amount)$34,479 5.34 %$34,470 7.86 %
   December 2035 ($40,000 face amount)39,484 5.25 %39,474 7.63 %
   September 2036 ($25,000 face amount)24,657 5.29 %24,650 7.67 %
$98,620 5.29 %$98,594 7.72 %
The notes are currently redeemable, in whole or in part, without premium or penalty. The Company expects to use advances on the Barclays Facility to finance the origination of eligible loans, including first lien mortgage loans, junior mortgage loans, mezzanine loans, and participation interests therein.  As of September 30, 2017, the Company had no advances under the Barclays Facility.
Other financing - Commercial Mortgage Loans
The Company entered into a financing arrangement with Pacific Western Bank for term financing (“PWB Financing”) on May 17, 2017. The PWB Financing provided the Company with $36.2 million and is collateralized by a portfolio asset of $54.2 million. The PWB Financing currently accrues interest at per annum rates equal to the sum of (i) the applicable LIBOR index rate plus (ii) a margin of 4.00%. The PWB Financing initially matures on June 9, 2019, with two one-year extension optionspenalty, at the Company’s option. As of September 30, 2017,
Pursuant to a lending and security agreement with Security Benefit Life Insurance Company ("SBL"), which was entered into in February 2020 and amended in March and August 2020, the Company had $30.5may borrow up to $100 million outstanding underat a rate of one-month LIBOR + 4.5%. The facility has a maturity of February 10, 2023 and is secured by a pledge of equity interests in certain of the PWB Financing.Company’s subsidiaries. The Company incurred $0.7$0.3 million of interest expense on the PWB Financinglending agreement with SBL for the ninethree months ended September 30, 2017, including amortizationMarch 31, 2022. As of deferred financing cost.March 31, 2022 there was no outstanding balance.
Repurchase Agreements - Real Estate Securities
The Company has entered into various Master Repurchase Agreements (the "MRAs") that allow the Company to sell real estate securities while providing a fixed repurchase price for the same real estate securities in the future. The repurchase contracts on each security under an MRA generally mature in 30 to 9030-90 days and terms are adjusted for current market rates as necessary. As of September 30, 2017, the Company pledged Tranche C of RFT 2015-FL1 under its MRAs. As of December 31, 2016, the Company pledged Tranche C of RFT 2015-FL1 and its real estate securities available for sale under its MRAs.
Below is a summary of the Company's MRAs as of September 30, 2017March 31, 2022 and December 31, 2016 (in2021 (dollars in thousands):
Weighted Average
CounterpartyAmount OutstandingInterest Expense
Collateral Pledged (1)
Interest RateDays to Maturity
As of March 31, 2022
JP Morgan Securities LLC$19,283 $55 $23,995 1.27 %14
Goldman Sachs International— — — N/A N/A
Barclays Capital Inc.35,327 75 44,284 1.40 %7
Citigroup Global Markets, Inc.— — — N/A N/A
Total/Weighted Average$54,610 $130 $68,279 1.35 %9
As of December 31, 2021
JP Morgan Securities LLC$19,025 $261 $24,087 1.14 %10
Goldman Sachs International— 37 — N/AN/A
Barclays Capital Inc.15,286 526 19,131 1.21 %14
Citigroup Global Markets, Inc.— 81 — N/AN/A
    Total/Weighted Average$34,311 $905 $43,218 1.71 %12
________________________
        Weighted Average
Counterparty Amount Outstanding Accrued Interest Fair Value Collateral Pledged (*) Interest Rate Days to Maturity
As of September 30, 2017          
J.P. Morgan Securities LLC
 $39,035
 $74
 $55,764
 2.97% 6
Total/Weighted Average $39,035
 $74
 $55,764
 2.97% 6
           
As of December 31, 2016          
J.P. Morgan Securities LLC
 $59,122
 $96
 $92,658
 2.55% 6
Citigroup Global Markets, Inc. 3,879
 1
 4,850
 2.11% 26
Wells Fargo Securities, LLC
 3,638
 4
 4,850
 2.05% 13
Total/Weighted Average $66,639
 $101
 $102,358
 2.50% 8

-15

Table(1) Includes $68.3 million and $43.2 million of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

* Includes $55.8 and $53.3 Tranche C of Company issued CLO notes, held by the Company, which eliminatesare eliminated within the real estate securities, at fair value line ofin the consolidated balance sheets as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively.
31

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Repurchase Agreements - Real Estate Securities Classified As Trading
The Company pledges its real estate securities classified as trading as collateral for repurchase agreements with commercial banks and other financial institutions. Repurchase arrangements entered into by the Company involve the sale and a simultaneous agreement to repurchase the transferred assets at a future date and are accounted for as financings. The Company maintains the beneficial interest in the specific securities pledged during the term of each repurchase arrangement and receives the related principal and interest payments.
The terms and conditions of repurchase agreements are negotiated on a transaction-by-transaction basis when each such agreement is initiated or renewed. The amount borrowed is generally equal to the fair value of the securities pledged, as determined by the lending counterparty, less an agreed-upon discount, referred to as a “haircut.” Interest rates are generally fixed based on prevailing rates corresponding to the terms of the borrowings. Interest may be paid monthly or at the termination of an agreement at which time the Company may enter into a new agreement at prevailing haircuts and rates with the same lending counterparty or repay that counterparty and negotiate financing with a different lending counterparty. None of the Company’s lending counterparties are obligated to renew or otherwise enter into new agreements at the conclusion of existing agreements. In response to declines in fair value of pledged securities due to changes in market conditions or the publishing of monthly security pay-down factors, lending counterparties typically require the Company to post additional securities as collateral, pay down borrowings or fund cash margin accounts with the counterparties in order to re-establish the agreed-upon collateral requirements. These actions are referred to as margin calls. Conversely, in response to increases in fair value of pledged securities, the Company routinely margin calls its lending counterparties in order to have previously pledged collateral returned.
Repurchase agreements (and related pledged collateral, including accrued interest receivable), classified by collateral type and remaining maturities, and related weighted average borrowing rates as of the indicated dates were as follows (dollars in thousands):
Collateral TypeCollateral
Carrying
Amount
Accrued
Interest
Receivable
Borrowings
Outstanding
Average
Borrowing
Rates
As of March 31, 2022
Repurchase arrangements secured by Agency securities with maturities of 30 days or less$1,733,101 $3,726 $1,659,931 0.39 %
$1,733,101 $3,726 $1,659,931 0.39 %
As of December 31, 2021
Repurchase arrangements secured by Agency securities with maturities of 30 days or less$4,327,020 $8,908 $4,144,473 0.13 %
$4,327,020 $8,908 $4,144,473 0.13 %
Average repurchase agreements outstanding were $3.06 billion and $3.97 billion during the quarters ended March 31, 2022 and December 31, 2021. Average repurchase agreements outstanding differed from respective quarter-end balances during the indicated periods primarily due to changes in portfolio levels and differences in the timing of portfolio acquisitions relative to portfolio runoff and asset sales.
Collateralized Loan ObligationObligations
As of March 31, 2022 and December 31, 2021 the notes issued by BSPRT 2018-FL4 Issuer, Ltd. and BSPRT 2018-FL4 Co-Issuer, LLC, each wholly owned indirect subsidiaries of the Company, are collateralized by interests in a pool of 24 and 31 mortgage assets having a principal balance of $338.0 million and $503.3 million, respectively (the "2018-FL4 Mortgage Assets"). The sale of the 2018-FL4 Mortgage Assets to BSPRT 2018-FL4 Issuer is governed by a Mortgage Asset Purchase Agreement dated as of October 12, 2018, between the Company and BSPRT 2018-FL4 Issuer.
As of March 31, 2022 and December 31, 2021, the notes issued by BSPRT 2019-FL5 Issuer, Ltd. and BSPRT 2019-FL5 Co-Issuer, LLC, each wholly owned indirect subsidiaries of the Company, are collateralized by interests in a pool of 40 and 48 mortgage assets having a principal balance of $546.4 million and $589.0 million respectively (the "2019-FL5 Mortgage Assets"). The sale of the 2019-FL5 Mortgage Assets to BSPRT 2019-FL5 Issuer is governed by a Mortgage Asset Purchase Agreement dated as of May 30, 2019, between the Company and BSPRT 2019-FL5 Issuer.
32

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
As of March 31, 2022 and December 31, 2021, the notes issued by BSPRT 2021-FL6 Issuer, Ltd. and BSPRT 2021-FL6 Co-Issuer, LLC, each wholly owned indirect subsidiaries of the Company, are collateralized by interests in a pool of 38 and 44 mortgage assets having a principal balance of $636.9 million and $682.32 million respectively (the "2021-FL6 Mortgage Assets"). The sale of the 2021-FL6 Mortgage Assets to BSPRT 2021-FL6 Issuer, Ltd. is governed by a Collateral Interest Purchase Agreement dated as of March 25, 2021, between the Company and BSPRT 2021-FL6 Issuer, Ltd.
As of March 31, 2022 and December 31, 2021, the notes issued by BSPRT 2021-FL7 Issuer, Ltd. and BSPRT 2021-FL7 Co-Issuer, LLC, each wholly owned indirect subsidiaries of the Company, are collateralized by interests in a pool of 45 and 47 mortgage assets having a principal balance of $899.1 million and $871.44 million respectively (the "2021-FL7 Mortgage Assets"). The sale of the 2021-FL7 Mortgage Assets to BSPRT 2021-FL7 Issuer, Ltd. is governed by a Collateral Interest Purchase Agreement dated as of March 25, 2021, between the Company and BSPRT 2021-FL7 Issuer, Ltd.
On October 19, 2015, RFT 2015-FL1February 15, 2022, BSPRT 2022-FL8 Issuer, Ltd. (the “2015 Issuer”) and RFT 2015-FL1BSPRT 2022-FL8 Co-Issuer, LLC, (the “2015 Co-Issuer”), both wholly owned indirect subsidiaries of the Company entered into an indenture with the OP, as advancing agent and U.S. Bank National Association, as note administrator and U.S. Bank National Association as trustee, which governs the issuance of approximately $350.2 million$1.1 billion principal balance secured floating rate notes, (the “Notes”).of which $960 million were purchased by third party investors and $132 million were purchased by a wholly owned subsidiary of the OP. In addition, concurrently with the issuance of the Notes, the 2015notes, BSPRT 2022-FL8 Issuer, Ltd. also issued 78,188,494 Preferred Shares,108,000 preferred shares, par value of $0.001 per share and with an aggregate liquidation preference and notional amount equal to $1,000 per share, (the “Preferred Shares”), which were not offered as part of closing the indenture. For U.S. federal income tax purposes, the 2015BSPRT 2022-FL8 Issuer, Ltd. and 2015BSPRT 2022-FL8 Co-Issuer, LLC are disregarded entities.
On June 29, 2017,As of March 31, 2022, the notes issued by BSPRT 2017-FL12022-FL8 Issuer, Ltd. (the “2017 Issuer”) and BSPRT 2017-FL12022-FL8 Co-Issuer, LLC, (the “2017 Co-Issuer”), both wholly owned indirect subsidiaries of the Company, entered into an indenture with the OP, as advancing agent, U.S. Bank National Association as note administrator and U.S. Bank National Association as trustee, which governs the issuance of approximately $339.5 million principal balance secured floating rate notes (the “Notes”). In addition, concurrently with the issuance of the Notes, the 2017 Issuer also issued 78,561,345 Preferred Shares, par value of $0.001 per share and with an aggregate liquidation preference and notional amount equal to $1,000 per share (the “Preferred Shares”), which were not offered as part of closing the indenture. For U.S. federal income tax purposes, the 2017 Issuer and 2017 Co-Issuer are disregarded entities.
As of September 30, 2017 and December 31, 2016, the CLO Notes issued in 2015 are collateralized by interests in a pool of 17 and 2732 mortgage assets having a total principal balance of $321.8 million and $419.3 million, respectively, (the “Mortgage Assets”) originated by a subsidiary of $1.2 billion(the Company."2022-FL8 Mortgage Assets"). The sale of the 2022-FL8 Mortgage Assets to the 2015BSPRT 2022-FL8 Issuer, Ltd. is governed by a Mortgage AssetCollateral Interest Purchase Agreement dated as of October 19, 2015,December 21, 2021, between the Company and the 2015 Issuer. In connection with the securitization, the 2015BSPRT 2022-FL8 Issuer, and 2015 Co-Issuer offered and sold the following classes of Notes to third parties: Class A, Class B and Class C. A wholly owned subsidiary of the Company retained approximately $56.0 million of the total $76.0 million of Class C and all of the preferred equity in the Issuer. The retained Class C and its related interest income and the preferred equity are eliminated in the Company's consolidated financial statements. The Company, as the holder of preferred equity in the 2015 Issuer, will absorb the first losses of the CLO, which may have a negative impact to the Company's result of operations. The issuance of the CLO also results in an increase in interest expense within the Consolidated Statements of Operations.
As of September 30, 2017 the CLO Notes issued in 2017 are collateralized by interests in a pool of 23 mortgage assets having a total principal balance of $418.1 million (the “Mortgage Assets”) originated by a subsidiary of the Company. The sale of the Mortgage Assets to the 2017 Issuer is governed by a Mortgage Asset Purchase Agreement dated as of June 29, 2017, between the Company and the 2017 Issuer. In connection with the securitization, the 2017 Issuer and 2017 Co-Issuer offered and sold the following classes of Notes to third parties: Class A, Class B and Class C. A wholly owned subsidiary of the Company retained all of the preferred equity in the 2017 Issuer. The Company, as the holder of preferred equity in the 2017 Issuer, will absorb the first losses of the CLO, which may have a negative impact to the Company's result of operations. The issuance of the CLO also results in an increase in interest expense within the Consolidated Statements of Operations.











Ltd.
-16
33

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

The Company, through its wholly-owned subsidiaries, holds the preferred equity tranches of the above CLOs of approximately $437.2 million and $329.2 million as of March 31, 2022 and December 31, 2021, respectively. The following tables representtable represents the terms of the 2015notes issued by 2018-FL4 Issuer, 2019-FL5 Issuer 2021-FL6 Issuer, 2021-FL7 Issuer and 2017 CLOs issued, respectively.2022-FL8 Issuer (the "CLOs"), respectively, as of March 31, 2022 (dollars in thousands):
CLO FacilityTranchePar Value Issued
Par Value Outstanding (1)
Interest RateMaturity Date
2018-FL4 IssuerTranche A$416,827 $— 1M LIBOR + 1059/15/2035
2018-FL4 IssuerTranche A-S73,813 42,998 1M LIBOR + 1309/15/2035
2018-FL4 IssuerTranche B56,446 56,446 1M LIBOR + 1609/15/2035
2018-FL4 IssuerTranche C68,385 68,385 1M LIBOR + 2109/15/2035
2018-FL4 IssuerTranche D57,531 57,531 1M LIBOR + 2759/15/2035
2018-FL4 IssuerTranche E28,223 28,223 1M LIBOR + 3059/15/2035
2019-FL5 IssuerTranche A407,025 170,467 1M LIBOR + 1155/15/2029
2019-FL5 IssuerTranche A-S76,950 76,950 1M LIBOR + 1485/15/2029
2019-FL5 IssuerTranche B50,000 50,000 1M LIBOR + 1405/15/2029
2019-FL5 IssuerTranche C61,374 61,374 1M LIBOR + 2005/15/2029
2019-FL5 IssuerTranche D48,600 5,000 1M LIBOR + 2405/15/2029
2019-FL5 IssuerTranche E20,250 20,250 1M LIBOR + 2855/15/2029
2021-FL6 IssuerTranche A367,500 367,500 1M LIBOR + 1103/15/2036
2021-FL6 IssuerTranche A-S86,625 86,625 1M LIBOR + 1303/15/2036
2021-FL6 IssuerTranche B33,250 33,250 1M LIBOR + 1603/15/2036
2021-FL6 IssuerTranche C41,125 41,125 1M LIBOR + 2053/15/2036
2021-FL6 IssuerTranche D44,625 44,625 1M LIBOR + 3003/15/2036
2021-FL6 IssuerTranche E11,375 11,375 1M LIBOR + 3503/15/2036
2021-FL7 IssuerTranche A508,500 508,500 1M LIBOR + 13212/21/2038
2021-FL7 IssuerTranche A-S13,500 13,500 1M LIBOR + 16512/21/2038
2021-FL7 IssuerTranche B52,875 52,875 1M LIBOR + 20512/21/2038
2021-FL7 IssuerTranche C66,375 66,375 1M LIBOR + 23012/21/2038
2021-FL7 IssuerTranche D67,500 67,500 1M LIBOR + 27512/21/2038
2021-FL7 IssuerTranche E13,500 13,500 1M LIBOR + 34012/21/2038
2022-FL8 IssuerTranche A690,000 690,000 1M LIBOR + 1502/15/2037
2022-FL8 IssuerTranche A-S66,000 66,000 1M LIBOR + 1852/15/2037
2022-FL8 IssuerTranche B55,500 55,500 1M LIBOR + 2052/15/2037
2022-FL8 IssuerTranche C67,500 67,500 1M LIBOR + 2302/15/2037
2022-FL8 IssuerTranche D81,000 81,000 1M LIBOR + 3502/15/2037
2022-FL8 IssuerTranche E25,500 — 1M LIBOR + 3502/15/2037
$3,657,674 $2,904,374 
________________________
2015 Facility ($000s) Par Value Issued 
Par Value Outstanding (*)
 Interest Rate Maturity Date
As of September 30, 2017        
Tranche A $231,345
 $124,690
 1M LIBOR + 175 8/1/2030
Tranche B 42,841
 42,841
 1M LIBOR + 388 8/1/2030
Tranche C 76,044
 20,000
 1M LIBOR + 525 8/1/2030
  $350,230
 $187,531
    
         
As of December 31, 2016        
Tranche A $231,345
 $222,195
 1M LIBOR + 175 8/1/2030
Tranche B 42,841
 42,841
 1M LIBOR + 388 8/1/2030
Tranche C 76,044
 20,000
 1M LIBOR + 525 8/1/2030
  $350,230
 $285,036
    
________________________
*(1) Excludes $56.0 million and $56.0$452.6 million of Tranche C of Company issued CLO notes, held by the Company, which eliminatesare eliminated within the collateralized loan obligationobligations line ofin the consolidated balance sheets as of September 30, 2017March 31, 2022.
34

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
The following table represents the terms of the notes issued by 2018-FL4 Issuer, 2019-FL5 Issuer, 2021-FL6 Issuer and 2021-FL7 Issuer, as of December 31, 2016, respectively.2021 (dollars in thousands):

CLO FacilityTranchePar Value Issued
Par Value Outstanding (1)
Interest RateMaturity Date
2018-FL4 IssuerTranche A$416,827 $75,263 1M LIBOR + 1059/15/2035
2018-FL4 IssuerTranche A-S73,813 73,813 1M LIBOR + 1309/15/2035
2018-FL4 IssuerTranche B56,446 56,446 1M LIBOR + 1609/15/2035
2018-FL4 IssuerTranche C68,385 68,385 1M LIBOR + 2109/15/2035
2018-FL4 IssuerTranche D57,531 57,531 1M LIBOR + 2759/15/2035
2018-FL4 IssuerTranche E28,223 28,223 1M LIBOR + 3059/15/2035
2019-FL5 IssuerTranche A407,025 299,529 1M LIBOR + 1155/15/2029
2019-FL5 IssuerTranche A-S76,950 76,950 1M LIBOR + 1485/15/2029
2019-FL5 IssuerTranche B50,000 50,000 1M LIBOR + 1405/15/2029
2019-FL5 IssuerTranche C61,374 61,374 1M LIBOR + 2005/15/2029
2019-FL5 IssuerTranche D48,600 5,000 1M LIBOR + 2405/15/2029
2019-FL5 IssuerTranche E20,250 20,250 1M LIBOR + 2855/15/2029
2021-FL6 IssuerTranche A367,500 367,500 1M LIBOR + 1103/15/2036
2021-FL6 IssuerTranche A-S86,625 86,625 1M LIBOR + 1303/15/2036
2021-FL6 IssuerTranche B33,250 33,250 1M LIBOR + 1603/15/2036
2021-FL6 IssuerTranche C41,125 41,125 1M LIBOR + 2053/15/2036
2021-FL6 IssuerTranche D44,625 44,625 1M LIBOR + 3003/15/2036
2021-FL6 IssuerTranche E11,375 11,375 1M LIBOR + 3503/15/2036
2021-FL7 IssuerTranche A508,500 508,500 1M LIBOR + 13212/21/2038
2021-FL7 IssuerTranche A-S13,500 13,500 1M LIBOR + 16512/21/2038
2021-FL7 IssuerTranche B52,875 52,875 1M LIBOR + 20512/21/2038
2021-FL7 IssuerTranche C66,375 66,375 1M LIBOR + 23012/21/2038
2021-FL7 IssuerTranche D67,500 67,500 1M LIBOR + 27512/21/2038
2021-FL7 IssuerTranche E13,500 13,500 1M LIBOR + 34012/21/2038
$2,672,174 $2,179,514 
________________________
(1) Excludes $320.6 million of CLO notes, held by the Company, which are eliminated within the collateralized loan obligations line in the consolidated balance sheets as of December 31, 2021.


35

2017 Facility ($000s) Par Value Issued Par Value Outstanding Interest Rate Maturity Date
As of September 30, 2017        
Tranche A $223,600
 $223,600
 1M LIBOR + 135 7/1/2027
Tranche B 48,000
 48,000
 1M LIBOR + 240 7/1/2027
Tranche C 67,900
 67,900
 1M LIBOR + 425 7/1/2027
  $339,500
 $339,500
    
         
Table of Contents

FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
The below table reflects the total assets and liabilities of the Company's twooutstanding CLOs. The CLOs are considered VIEs and are consolidated into the Company's consolidated financial statements as of September 30, 2017March 31, 2022 and December 31, 20162021 as the Company is the primary beneficiary of the VIEs.VIE. The Company is the primary beneficiary of the CLOs because (i) the Company has the power to direct the activities that most significantly affect the VIEs'VIE’s economic performance and (ii) the right to receive benefits from the VIEs or the obligation to absorb losses of the VIEs that could be significant to the VIEs.VIE. The VIE's are non-recourse to the Company.

Assets (dollars in thousands)March 31, 2022December 31, 2021
Cash (1)
$178,313 $187,668 
Commercial mortgage loans, held for investment, net (2)
3,600,351 2,629,431 
Accrued interest receivable7,833 5,918 
Total Assets$3,786,497 $2,823,017 
Liabilities
Notes payable (3)(4)
$3,336,459 $2,482,762 
Accrued interest payable2,495 1,598 
Total Liabilities$3,338,954 $2,484,360 
________________________
-17

Table of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

Assets ($000s) September 30, 2017 December 31, 2016
Cash (1)
 $37,615
 $5
Commercial mortgage loans, held for investment, net of allowance of $1,431 and $1,017 (2)
 699,928
 417,057
Accrued interest receivable 1,899
 1,101
Total assets $739,442
 $418,163
     
Liabilities    
Notes payable (3)(4)
 $571,303
 $334,246
Interest payable 980
 564
Total liabilities $572,283
 $334,810
     
________________________
(1) Includes $37.5$177.4 million and $187.0 million of cash held by the servicer related to CLO loan payoffs as of September 30, 2017.March 31, 2022 and December 31, 2021, respectively.
(2) The balance is presented net of allowance for loan losscredit losses of $1.4$8.5 million and $1.0$8.7 million as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively.
(3) Includes $55.8$452.6 million and $55.8$320.6 million of Tranche C of Company issued CLO notes, held by the Company, which eliminatesare eliminated within the Collateralcollateralized loan obligations line of the consolidated balance sheets as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively.
(4) The balance is presented net of deferred financing cost and discount of $11.5$20.5 million and $6.8$17.3 million as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively.

36

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 68 - Net IncomeEarnings Per Share
BasicThe Company uses the two-class method in calculating basic and diluted earnings per share. Net income/(loss) is allocated between our common share (“EPS”) is computed by dividingstock and other participating securities based on their participation rights. Diluted net income ofper share has been computed using the Company by the weighted-average number of common shares outstanding. Diluted EPS is computed in the same manner as basic EPS, except theweighted average number of shares is increased to include additionalof common shares that would have beenstock outstanding if potential common shares with aand other dilutive effect had been issued. Potential common shares consist primarily of share-based compensation awards calculated using the treasury stock method. As of September 30, 2017 and September 30, 2016, the Company did not have any anti-dilutive common shares outstanding.securities. The following table ispresents a summaryreconciliation of the numerators and denominators of the basic and diluted net incomeearnings per share computationcomputations and the calculation of basic and diluted earnings per share for the three and nine months ended September 30, 2017March 31, 2022 and 2016, respectively:March 31, 2021 (in thousands, except share and per share data):
Three Months Ended March 31,
Numerator20222021
Net income/(loss)$(22,507)$30,146 
Less: Preferred stock dividends21,011 3,511 
Less: Undistributed earnings allocated to preferred stock— 3,227 
Net income/(loss) attributable to common stockholders (for basic and diluted earnings per share)$(43,518)$23,408 
Denominator
Weighted-average common shares outstanding for basic earnings per share43,956,965 44,290,177 
Effect of dilutive shares (1):
 
Unvested restricted shares— 15,888 
Weighted-average common shares outstanding for diluted earnings per share43,956,965 44,306,065 
Basic earnings per share$(0.99)$0.53 
Diluted earnings per share$(0.99)$0.53 
________________________
(1) The effect of dilutive shares excluded an aggregate of 368,257 weighted average restricted stock units for the three months ended March 31, 2022 as their effect was anti-dilutive.
Note 9 - Stock Transactions
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Net income (in thousands)$6,975
 $5,373
 $19,305
 $23,653
Basic weighted average shares outstanding31,741,679
 31,516,876
 31,778,169
 31,622,796
Unvested restricted shares14,824
 7,035
 12,098
 6,274
Diluted weighted average shares outstanding31,756,503
 31,523,911
 31,790,267
 31,629,070
Basic net income per share$0.22
 $0.17
 $0.61
 $0.75
Diluted net income per share$0.22
 $0.17
 $0.61
 $0.75
Note 7 - Common Stock
As of September 30, 2017March 31, 2022 and December 31, 2016,2021, the Company had 31,641,27544,471,127 and 31,884,63143,965,928 shares of common stock outstanding, respectively, including shares issued pursuant to the Dividend Reinvestment Plan ("DRIP"Company's distribution reinvestment plan (the "DRIP") and unvested restricted shares.
OnAs of each of March 31, 2022 and December 30, 2014,31, 2021, the Company filed with the Maryland State Department of Assessments and Taxation articles supplementary to its charter that reclassified 1,000 authorized but unissuedhad 1,400 shares of the Company’s common stock asSeries C Preferred Stock outstanding, 17,950 shares of convertible stock and set the terms of such convertible shares. The Company then issued 1,000 convertible shares to the Former Advisor for $1.00 per share. The convertible shares automatically converted toSeries D Preferred Stock outstanding, 10,329,039 shares of common stock upon the first occurrenceSeries E Preferred Stock outstanding and 39,733,299 shares of certain triggering events, including the termination of the Advisory Agreement with the Former Advisor and the

Series F Preferred Stock outstanding.
-18
37

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

The following tables present the activity in the Company's Series C Preferred Stock for the period ended March 31, 2022 and March 31, 2021 (dollars in thousands, except share amounts):
Company, with payouts dependent on
SharesAmount
Balance, December 31, 20211,400 $6,971 
Issuance of Preferred Stock— — 
Dividends paid in Preferred Stock— — 
Offering costs— — 
Amortization of offering costs— 
Ending Balance, March 31, 20221,400 $6,973 
SharesAmount
Balance, December 31, 20201,400 $6,962 
Issuance of Preferred Stock— — 
Dividends paid in Preferred Stock— — 
Offering costs— — 
Amortization of offering costs— 
Ending Balance, March 31, 20211,400 $6,964 
The following table presents the achievementactivity in the Company's Series D Preferred Stock for the period ended March 31, 2022 and March 31, 2021 (dollars in thousands, except share amounts):
SharesAmount
Balance, December 31, 202117,950 $89,684 
Issuance of Preferred Stock— — 
Dividends paid in Preferred Stock— — 
Offering costs— — 
Amortization of offering costs— 
Balance, March 31, 202217,950 $89,691 
SharesAmount
Balance, December 31, 2020— $— 
Issuance of Preferred Stock17,950 89,748 
Dividends paid in Preferred Stock— — 
Offering costs— (26)
Amortization of offering costs— — 
Ending Balance, March 31, 202117,950 $89,722 
38

Table of certain stockholder total return thresholds. Subsequent to September 30, 2016,Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
The following table presents the activity in the Company's Series E Preferred Stock for the period ended March 31, 2022 (dollars in thousands, except share amounts):
SharesAmount
Balance, December 31, 202110,329,039 $258,742 
Issuance of Preferred Stock— — 
Dividends paid in Preferred Stock— — 
Offering costs— — 
Amortization of offering costs— — 
Balance, March 31, 202210,329,039 $258,742 
As of March 31, 2021 the Company determined that as a resultdid not have any Series E Preferred Stock outstanding.
The following table presents the activity in the Company's Series F Preferred Stock for the period ended March 31, 2022 (dollars in thousands, except share amounts):
SharesAmount
Balance, December 31, 202139,733,299 $710,431 
Issuance of Preferred Stock— — 
Dividends paid in Preferred Stock— — 
Offering costs— — 
Amortization of offering costs— — 
Balance, March 31, 202239,733,299 $710,431 
As of the termination of the advisory agreement between the Former Advisor andMarch 31, 2021 the Company did not have any Series F Preferred Stock outstanding.
On April 19, 2022, all 39,733,299 shares of Series F Preferred Stock converted to common stock on a triggering event had occurred. Based on the Company’s determination of the enterprise value of the Company on the date of the triggering event, the total distributions paid to the Company’s stockholders through the date of the triggering event, and the sum of the Company's stockholders’ invested capital as of the date of the triggering event, that the convertible shares converted into a number of common shares equal to zero. As a result, the convertible shares that were issued to the Former Advisor have been extinguished and no common shares were issued in connection with the conversion and the par value of the shares was transferred to Additional Paid In Capital upon extinguishment.one for one ratio.
Distributions
In order to maintain its election to qualify as a REIT, the Company must currently distribute, at a minimum, an amount equal to 90% of its taxable income, without regard to the deduction for distributions paid and excluding net capital gains. The Company must distribute 100% of its taxable income (including net capital gains) to avoid paying corporate U.S. federal income taxes.
On May 13, 2013, the Company's board of directors authorized and declared a distribution calculated daily at a rate of $0.00565068493 per day, which is equivalent to $2.0625 per annum, per share of common stock. In March 2016, the Company's board of directors ratified the existing distribution amount equivalent to $2.0625 per annum for calendar year 2016. On November 10, 2016 the Company’s board of directors changed the DRIP offer price to $20.05, which is equal to the estimated per-share NAV as of September 30, 2016 approved by the board of directors. In August 2017, the Company’s board of directors authorized and declared a distribution calculated daily at a rate of $0.00394521 per day, which is equivalent to $1.44 per annum, per share of common stock. The price change was applied to the reinvestment of distributions commencing with the October 2016 distributions. On May 10, 2017, the Company’s board of directors changed the methodology used to determine the DRIP offer price to be the lesser of (i) the Company’s most recent estimated per-share NAV, as approved by the Company’s board of directors from time to time, and (ii) the Company’s book value per share, computed in accordance with GAAP. Based on this new methodology, the DRIP offer price for May 2017, June 2017 and July 2017 was $19.62 per share, which was the GAAP book value per share as of March 31, 2017. The DRIP offer price for September 2017, October 2017 and November 2017 was $19.29 per share, which was the GAAP book value per share as of June 30, 2017. Starting December 2017 the DRIP offer price will be $19.02 per share, which is the Company's estimated per share NAV as of September 30, 2017.
The Company's distributions are payable by the fifth day following each month end to stockholders of record at the close of business each day during the prior month. Distribution payments are dependent on the availability of funds. The Company's board of directors may reduce the amount of distributions paid or suspend distribution payments at any time, and therefore, distributions payments are not assured.
Quarterly distributions are paid at a quarterly rate of $0.355 per share of common stock (equivalent to $1.42 per annum). In March 2022, the Company's board of directors declared the following first quarter 2022 dividends: (i) a quarterly cash dividend of $0.355 per share on the Company's common stock and Series F Preferred Stock (equivalent to $1.42 per annum), (ii) a first quarter 2022 dividend of $106.22 per share on the Company’s Series C Preferred Stock and Series D Preferred Stock, and (iii) a first quarter 2022 dividend of $0.46875 per share on the Company’s Series E Preferred Stock, all which were paid in April 2022 to holders of record on March 31, 2021. Distribution payments are dependent on the availability of funds. The board of directors may reduce the amount of distributions paid or suspend distribution payments at any time, and therefore, distribution payments are not assured. Dividends on the Company’s preferred stock, to the extent not declared by the board of directors quarterly, will accrue, and dividends may not be paid on the Company's common stock to the extent there are accrued and unpaid dividends on the preferred stock. The amount of dividends paid on the Company’s Series C Preferred Stock and Series D Preferred Stock are generally in an amount equal to the dividends a holder of such preferred stock would have received if the preferred stock had been converted into common stock in accordance with its terms, except when the amount of common stock dividends are below the threshold stated in the terms of such preferred stock.
The Company distributed $47.6$12.5 million of common stock dividends during the ninethree months ended September 30, 2017,March 31, 2022, comprised of $31.3$12.4 million in cash and $16.3$0.1 million in shares of common stock issued under the DRIP. The Company distributed $49.0$12.2 million of common stock dividends during the ninethree months ended September 30, 2016,March 31, 2021, comprised of $30.0$9.7 million in cash and $19.1$2.6 million in shares of common stock issued under the DRIP.
Share Repurchase Program
The Company's board of directors unanimously approved an amended and restated share repurchase program (the “SRP”), which became effective on February 28, 2016. The SRP enables stockholders to sell their shares to the Company. Subject to certain conditions, stockholders that purchased shares of the Company's common stock or received their shares from us (directly or indirectly) through one or more non-cash transactions and have held their shares for a period of at least one year may request that the Company repurchase their shares of common stock so long as the repurchase otherwise complies with the provisions of Maryland law. Repurchase requests made following the death or qualifying disability of a stockholder will not be subject to any minimum holding period.
On August 10, 2017, the Company's board of directors amended the SRP to provide that the repurchase price per share for requests will be equal to the lesser of (i) the Company’s most recent estimated per-share NAV, as approved by the Company’s board of directors from time to time, and (ii) the Company’s book value per share, computed in accordance with GAAP, multiplied by a percentage equal to (i) 92.5%, if the person seeking repurchase has held his or her shares for a period greater than one year and less than two years; (ii) 95%, if the person seeking repurchase has held his or her shares for a period greater than two years and less than three years; (iii) 97.5%, if the person seeking repurchase has held his or her shares for a period greater than three years and less than four years; or (iv) 100%, if the person seeking repurchase has held his or her shares for a period greater than four years or in the case of requests for death or qualifying disability.

-1939

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

The Company’s most recent estimated per-share NAV is $19.02As of March 31, 2022 and December 31, 2021, the Company had declared but unpaid common stock distributions of $15.7 million and $12.5 million, respectively. Additionally, as of March 31, 2022 and December 31, 2021, the Company had declared but unpaid Series C Preferred Stock distributions of $0.2 million and $0.1 million, respectively, $1.9 million and $1.5 million of declared but unpaid Series D Preferred stock distributions, respectively, $4.8 million of declared but unpaid Series E Preferred stock distributions and $14.1 million and $11.3 million of declared but unpaid Series F Preferred Stock distributions, respectively. These amounts are included in Distributions payable on the Company’s GAAP book value per share as of September 30, 2017 is $19.07. These amendments will begin to apply to repurchases made pursuant to the SRP for the fiscal semester ended December 31, 2017.consolidated balance sheets.
Repurchase requests related to death or a qualifying disability must satisfy certain conditions, each of which are assessed by and at the sole discretion of the Company, including the following conditions. In the case of death, the shareholder must be a natural person (or a revocable grantor trust) and the Company must receive a written notice from the estate of the shareholder, the recipient of the shares through bequest or inheritance, or the trustee in the case of a revocable grantor trust. In the case of a “qualifying disability”, the shareholder must be a natural person (or a revocable grantor trust) and the Company must receive a written notice from the shareholder, or the trustee in the case of a revocable grantor trust, that the condition was not pre-existing on the date the shares were acquired. In order for a disability to be considered a “qualifying disability”, the shareholder must receive and provide evidence (the shareholder application and the notice of final determination) of disability based upon a physical or mental condition or impairment made by a government agency responsible for reviewing and determining disability retirement benefits (e.g. the Social Security Administration).
Repurchases pursuant to the SRP, when requested, generally will be made semiannually (each six-month period ending June 30 or December 31, a “fiscal semester”). Repurchases for any fiscal semester will be limited to a maximum of 2.5% of the weighted average number of shares of common stock outstanding during the previous fiscal year, with a maximum for any fiscal year of 5.0% of the weighted average number of shares of common stock outstanding during the previous fiscal year. Funding for repurchases pursuant to the SRP for any given fiscal semester will be limited to proceeds received during that same fiscal semester through the issuance of common stock pursuant to any DRIP in effect from time to time, provided that the Company's board of directors has the power, in its sole discretion, to determine the amount of shares repurchased during any fiscal semester as well as the amount of funds to be used for that purpose. Any repurchase requests received during such fiscal semester will be paid at the price, computed as described above on the last day of such fiscal semester. Due to these limitations, the Company cannot guarantee that the Company will be able to accommodate all repurchase requests made during any fiscal semester or fiscal year. However, a stockholder may withdraw its request at any time or ask that the Company honors the request when funds are available. Pending repurchase requests will be honored on a pro rata basis. The Company will generally pay repurchase proceeds, less any applicable tax or other withholding required by law, by the 31st day following the end of the fiscal semester during which the repurchase request was made.
When a stockholder requests redemption and the redemption is approved, the Company will reclassify such obligation from equity to a liability based on the settlement value of the obligation. Shares repurchased under the SRP will have the status of authorized but unissued shares.

The following table reflects the number of shares repurchased under the SRP cumulatively through September 30, 2017:

  Number of Requests Number of Shares Repurchased Average Price per Share
Cumulative as of December 31, 2016 985
 918,683
 $23.94
January 1 - March 31, 2017 502
 496,678
 19.04
April 1 - June 30, 2017 2
 327
 20.08
July 1 - September 30, 2017 636
 575,703
 19.24
Cumulative as of September 30, 2017 2,125
 1,991,391
 $21.37
Note 810 - Commitments and Contingencies
Unfunded Commitments forUnder Commercial Mortgage Loans
As of September 30, 2017March 31, 2022 and December 31, 2016,2021, the Company had the below unfunded commitments to the Company's borrowers.borrowers (dollars in thousands):

Funding ExpirationMarch 31, 2022December 31, 2021
2022$17,538 $25,864 
2023102,288 123,860 
2024245,726 271,056 
2025 and beyond35,126 37,325 
$400,678 $458,105 
-20

Table of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

Funding Expiration September 30, 2017 December 31, 2016
2016 $
 $
2017 4,766
 7,794
2018 44,180
 62,368
2019 27,705
 9,072
2020 19,856
 
Total $96,507
 $79,234

The borrowers are required to meet or maintain certain metrics in order to qualify for the unfunded commitment amounts.
Litigation and Regulatory Matters
InThe Company is not presently involved in any material litigation arising outside the ordinary course of business. However, the Company is involved in routine litigation arising in the ordinary course of business, the Company may become subject to litigation, claims and regulatory matters. Except as noted below, the Company has no knowledgenone of material legal or regulatory proceedings pending or known to be contemplated against the Company at this time.  On June 6, 2016, an action was filed against the Company and two of its directors in the United States District Court for the Southern District of New York and styled Rurode v. Realty Finance Trust, Inc., et. al., No. 1:16-cv-04553.  The plaintiff’s individual and derivative complaint alleged that the Company made material misstatements in the proxy statement for its 2016 annual stockholder’s meeting related to an alleged planned merger transaction between the Company and an affiliate of its Former advisor.  The plaintiff alleged violations of Section 14(a) of the Securities Exchange Act of 1934 and sought to enjoin the Company’s 2016 annual meeting.  On June 28, 2016, the parties filed, and the court subsequently entered, a stipulation and order of dismissal of the action, but provided that the court would retain jurisdiction to consider any application by plaintiff for an award of attorneys’ fees.  On October 20, 2016, the plaintiff submitted a request for $0.75 million in fees and expenses. On November 14, 2016, the defendants filed a memorandum of law in opposition to that fee request. On July 19, 2017, the Company and the plaintiff entered into an agreement pursuant to which the Company paid $245,000believes, individually or in attorneys’ fees and expenses and the plaintiff agreed to withdraw its October 20, 2016 fee request toaggregate, will have a material impact on the court and to release the Company from any further claims related to such fee request.Company’s financial condition, operating results or cash flows.
Note 911 - Related Party Transactions and Arrangements
The Company entered intoAdvisory Agreement Fees and Reimbursements
Pursuant to the Advisory Agreement, with the Advisor on September 29, 2016.
The Advisor receives an acquisition fee of 1.0% of the principal amount funded by the Company is required to originate or acquire commercial mortgage loans (or anticipated net equity funded bymake the following payments and reimbursements to the Advisor:
The Company inreimburses the caseAdvisor’s costs of acquisitions of real estate securities) and receives reimbursement for insourced acquisition expenses of 0.5%; provided, however, that if and when the aggregate purchase price for all investments acquired after the date ofproviding services pursuant to the Advisory Agreement, reaches $600,000,000,except the salaries and benefits paid by the Advisor to the Company’s obligation to pay acquisition fees to the Advisor shall terminate. In no event will the total of all acquisition fees and acquisition expenses exceed 4.5% of the principal amount funded with respect to the Company's total portfolio including subsequent funding to investments in the Company's portfolio. In September 2017, the Company's aggregate purchase price for all investments acquired reached $600,000,000, and concurrently terminated the 1.0% acquisition fee payments to the Advisor for all investments subsequent to the limit being reached.executive officers.
The Company pays the Advisor, or its affiliates, a monthly asset management fee equal to one-twelfth of 1.5% of stockholder’sstockholders' equity as calculated pursuant to the Advisory Agreement.
The Company will pay the Advisor an annual subordinated performance fee calculated on the basis of total return to stockholders, payable monthly in arrears, such that for any year in which total return on stockholders’ capital (as defined in the Advisory Agreement) exceeds 6.0% per annum, theour Advisor will be entitled to 15.0% of the excess total return; provided that in no event will the annual subordinated performance fee payable to theour Advisor exceed 10.0% of the aggregate total return for such year.
The Company will reimbursereimburses the Advisor for insourced expenses incurred by the Advisor on the Company‘s behalf related to administrative services such as accounting, legalselecting, evaluating, originating and other servicesacquiring investments in accordance withan amount up to 0.5% of the advisory agreement.
Until September 29, 2016, the Former Advisor served as the Company’s advisor andprincipal amount funded by the Company paidto originate or acquire commercial mortgage loans and up to 0.5% of the Former Advisor certain fees and expense reimbursements pursuant to its advisory agreement with the Former Advisor.
During the three and nine months ended September 30, 2017,anticipated net equity funded by the Company paid acquisition fees and expenses of $3.0 million and $9.0 million respectively, of which $1.7 million and $4.2 million respectively, have been recognized in Acquisition fees and expenses on the Company's consolidated statements of operations. In addition, during the three and nine months ended September 30, 2017, the Company capitalized $1.3 million and $4.8 million, respectively of acquisition fees and

to acquire real estate securities investments.
-21
40

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

The table below shows the costs incurred due to arrangements with our Advisor and its affiliates during the three months ended March 31, 2022 and 2021 and the associated payable as of March 31, 2022 and December 31, 2021 (dollars in thousands):
Three Months Ended March 31,Payable as of
20222021March 31, 2022December 31, 2021
Acquisition expenses (1)
$315 $153 $— $— 
Administrative services expenses3,353 3,474 3,353 — 
Asset management and subordinated performance fee6,745 5,416 17,586 15,595 
Other related party expenses (2)(3)
253 29 959 1,943 
Total related party fees and reimbursements$10,666 $9,072 $21,898 $17,538 
________________________
(1) Total acquisition expenses paid during the three months ended March 31, 2022 were $3.2 million, of which $2.9 million was capitalized within the commercial mortgage loans, held for investment line of the consolidated balance sheets. Total acquisition expenses paid during the three months ended March 31, 2021 were $2.6 million, of which $2.4 million was capitalized within the commercial mortgage loans, held for investment line of the consolidated balance sheets.
(2) These are related to reimbursable costs incurred related to the increase in loan origination activities and are included in Commercial mortgage loans within the Company's consolidated balance sheets, which is amortized over the life of each investment using the effective interest method.
During the three and nine months ended September 30, 2016, the Company paid acquisition fees andOther expenses of $0.3 million and $0.6 million respectively, and recognized the same amounts respectively, in Acquisition fees and expenses on the Company's consolidated statements of operations. The Company did not capitalize any acquisitions expenses for the three and nine months ended September 30, 2016.
The Company paid the Former Advisor, or its affiliates, a monthly asset management fee equal to one-twelfth(3) As of 0.75% of the cost of the Company's assets. The asset management fee was based on the lower of the cost of the Company's assets and the fair value of the Company's assets (fair value consist of the market value of each portfolio investment as determined by the Former Advisor in accordance with the Company's valuation guidelines).
During the three and nine months ended September 30, 2017, the Company incurred $2.3 million and $7.0 million in asset management fees, respectively. During the three and nine months ended September 30, 2016, the Company incurred $1.1 million and $7.1 million in asset management fees, respectively. These asset management fees are recorded in "Asset management and subordinated performance fee" within the consolidated statements of operations.
The Company is required to pay the Advisor an annual subordinated performance fee calculated on the basis of total return to stockholders, payable monthly in arrears, such that for any year in which total return on stockholders’ capital exceeds 6.0% per annum, the Former Advisor will be entitled to 15.0% of the excess total return; provided that in no event will the annual subordinated performance fee payable to the Former Advisor exceed 10.0% of the aggregate total return for such year. This fee will be payable only upon the sale of assets, distributions or other event which results in the Company's return on stockholders’ capital exceeding 6.0% per annum.
The Company did not incur an annual subordinated performance fee during the three and nine months ended September 30, 2017 and September 30, 2016. These subordinated performance fees are recorded in "Asset management and subordinated performance fees" within the Company's consolidated statements of operations.
The table below depicts related party fees and reimbursements in connection with the operations of the Company for the three and nine months ended September 30, 2017 and 2016 and the associated payable as of September 30, 2017March 31, 2022 and December 31, 2016 (in thousands):2021 the related party payables include $1.0 million and $1.9 million of payments made by the Advisor to third party vendors on behalf of the Company.
  Three Months Ended September 30, Nine Months Ended September 30, Payable as of
  2017 2016 2017 2016 September 30, 2017 December 31, 2016
Total compensation and reimbursement for services provided by the Former Advisor, its affiliates, entities under common control with the Former Advisor and the Former Dealer Manager

 $
 $
 $
 $
 $480
 $480
Acquisition fees and expenses 3,014
 255
 8,968
 635
 212
 
Administrative services expenses 1,480

2,480
 3,285
 3,835
 1,480
 1,000
Advisory and investment banking fee 
 
 
 6
 
 
Asset management and subordinated performance fee 2,299
 1,066
 6,952
 7,091
 2,299
 2,439
Other related party expenses 87
 6
 183
 56
 112
 145
Total related party fees and reimbursements $6,880
 $3,807
 $19,388
 $11,623
 $4,583
 $4,064
The payables as of September 30, 2017March 31, 2022 and December 31, 20162021 in the table above are included in "DueDue to affiliates" inaffiliates on the Company's consolidated balance sheets.
SubjectOther Transactions
Pursuant to a lending and security agreement with SBL, which was entered into in February 2020 and amended in March and August 2020, the Company may borrow up to $100.0 million at a rate of one-month LIBOR + 4.5%. The facility has a maturity of February 10, 2023 and is secured by a pledge of equity interests in certain of the Company’s subsidiaries. The Company incurred $0.3 million in interest expense on the lending agreement with SBL for the three months ended March 31, 2022. As of March 31, 2022 there were no amounts outstanding under the lending agreement.
SBL also holds 17,950 shares of the Company's outstanding shares of Series D Preferred Stock of which, 14,950 shares were acquired in exchange for an equivalent number of shares of Series A Preferred Stock in March 2021. SBL also acquired an additional 3,000 shares of Series D Preferred Stock at the liquidation preference of $15.0 million (net of accrued and unpaid dividends on the exchanged Series A Preferred Stock) in such transaction.
In August 2021 the Company and an affiliate of the Company entered into a joint venture agreement and formed a joint venture entity, Jeffersonville Member, LLC (the "Jeffersonville JV") to acquire a $139.5 million triple net lease property in Jeffersonville, GA. The Company has a 79% interest in the Jeffersonville JV, while the affiliate has a 21% interest. The Company invested a total of $109.8 million, made up of $88.7 million in debt and $21.1 million in equity, representing 79% of the ownership interest in the Jeffersonville JV. The affiliate made up the remaining $29.8 million composed of a $24.0 million mortgage note payable and $5.7 million in equity. The Company has control of Jeffersonville JV with 79% ownership and, therefore, consolidates Jeffersonville JV on its consolidated balance sheet. The Company's $88.7 million mortgage note payable to Jeffersonville JV is eliminated in consolidation (see Note 7 - Debt).
As discussed below, in the first quarter of 2022, pursuant to the limitations outlined below,2021 Incentive Plan, the Company reimbursedissued awards of restricted stock units to its officers and certain other personnel of the Former Advisor's cost of providing administrativeAdvisor who provide services and personnel costs in connection with other services provided, in addition to paying an asset management fee;the Company under the Advisory Agreement (see Note 12 - Share-based Compensation).


-22
41

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

Note 12 - Share-based Compensation
however,Share Plan
The Company's equity incentive plans provide the Company did not reimbursewith the Former Advisor for personnel costs in connection with services for which the Former Advisor received acquisition fees or disposition fees. For the threeability to grant equity-based awards to its directors, officers and nine months ended September 30, 2017,employees (if the Company incurred $1.5 million and $3.3 million of administrative costs in connection with the operations of the Company, which is included in "Administrative services expenses" in the consolidated statements of operations. For the three and nine months ended September 30, 2016, the Company incurred $2.5 million and $3.8 million of administrative costs in connection with the operations of the Company, which is included in "Administrative services expenses" in the consolidated statements of operations.
The Advisor is required to pay any expenses in which the Company's operating expenses as defined by North American Securities Administrators Association at the end of the four preceding fiscal quarters exceeds the greater of (i) 2.0% of average invested assets or (ii) 25.0% of net income for such expense year. For the preceding four fiscal quarters, the Company did not exceed the greater of the two aforementioned criteria as of September 30, 2017.
The Companyever has also established a restricted share plan for the benefit of employees, directors,employees), employees of the Advisor and its affiliates, or certain of the Company's consultants, employees of entities that provide services to the Company, directors of the Advisor or of entities that provide services to the Company, the Advisor and its affiliates.
Under the Company's RSP, the total number of common shares granted shall not exceed 5% of the Company’s authorized common shares, and in any event, will not exceed 4.0 million shares (as such number may be adjusted for stock splits, stock distributions, combinations and similar events). The RSP will expire on February 7, 2023.
At March 31, 2022, there were 5,007,893 shares of common stock remaining available for issuance under the Company's 2021 Incentive Plan. The Board may amend, suspend or terminate the 2021 Incentive Plan at any time; provided that no amendment, suspension or termination may impair rights or obligations under any outstanding award without the participant’s consent or violate the 2021 Incentive Plan’s prohibition on repricing.
Service-based Restricted Stock Units
In the first quarter of 2022, in accordance with the 2021 Incentive Plan, the Company issued awards of RSUs to its officers and certain other personnel of the Advisor who provide services to the Company under the Advisory Agreement.
RSU activity issued under the 2021 Incentive Plan for the quarter ended March 31, 2022 is summarized below:
Number of sharesWeighted Avg Grant Date Fair Value
Unvested RSU awards outstanding at December 31, 2021— $— 
Grants492,107 14.34 
Forfeitures— — 
Vested— — 
Unvested RSU awards outstanding at March 31, 2022492,107 $14.34 
During the quarter ended March 31, 2022, the company recognized compensation expense associated with the RSUs of $412,000, which is included in Other expenses on the consolidated statements of operations. Unrecognized estimated compensation expense for these awards totaled $4.5 million at March 31, 2022, to be expensed over a weighted average period of 1.8 years.
Note 1013 - Fair Value of Financial Instruments
GAAP establishes a hierarchy of valuation techniques based on the observability of inputs used in measuring financial instruments at fair values. GAAP establishes market-based or observable inputs as the preferred source of values, followed by valuation models using management assumptions in the absence of market inputs. The three levels of the hierarchy are described below:
Level I - Inputs are unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date.
Level II - Inputs (other than quoted prices included in Level I) are either directly or indirectly observable for the asset or liability through correlation with market data at the measurement date and for the duration of the instrument’s anticipated life.
Level III - Unobservable inputs that reflect the entity’sentity's own assumptions about the assumptions that market participants would use in the pricing of the asset or liability and are consequently not based on market activity, but rather through particular valuation techniques.
The determination of where an asset or liability falls in the above hierarchy requires significant judgment and factors specific to the asset or liability. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input that is significant to the fair value measurement in its entirety. The Company evaluates its hierarchy disclosures each quarter and depending on various factors, it is possible that an asset or liability may be classified differently from quarter to quarter.
42

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
The Company has implemented valuation control processes to validate the fair value of the Company's financial instruments measured at fair value including those derived from pricing models. These control processes are designed to assure that the values used for financial reporting are based on observable inputs wherever possible. In the event that observable inputs are not available, the control processes are designed to assure that the valuation approach utilized is appropriate and consistently applied and the assumptions are reasonable.

Financial Instruments Measured at Fair Value on a Recurring Basis
CMBS are valued utilizing both observable and unobservable market inputs. These factors include projected future cash flows, ratings, subordination levels, vintage, remaining lives, credit issues, recent trades of similar realReal estate securities andclassified as trading, RMBS, are measured at fair value by utilizing a third party pricing service to obtain a current estimated liquid price of the spreads usedsecurities. The RMBS are classified in the prior valuation. Depending upon the significanceLevel II of the fair value inputs used in determining these fair
values, these real estate securities are classified in either Level II or Level III of the fair value hierarchy. The Company obtains current market spread information where available and uses this information in evaluating and validating the market price of all CMBS. Depending upon the significance of the fair value inputs used in determining these fair values, these real estate securities are classified in either Level II or Level III of the fair value hierarchy. As of September 30, 2017 the Company had no CMBS. As of December 31, 2016, the Company obtained broker quotes for determining the fair value of each CMBS investment used. As the broker quotes were both limited and non-binding, the Company has classified the CMBS as Level III.


-23

Table of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

Commercial mortgage loans, held-for-sale,held for sale, measured at fair value in the Company's TRS are initially recorded at transaction proceeds, which are considered to be the best initial estimate of fair value. The Company engaged the services of a third party independent valuation firm to determine fair value of certain investments held by the Company. Fair value is determined using a discounted cash flow model that primarily considers changes in interest rates and credit spreads, weighted average life and current performance of the underlying collateral. This model uses market data from recent securitizationsCommercial mortgage loans, held for sale, measured at fair value that have similar collateralare originated in the last month of the reporting period are held and marked to the Company’s loan portfolio and other information available from market participants. All results of the model are evaluated by the Company’s senior investment professionals.transaction proceeds. The Company alsoclassified the commercial mortgage loans, held for sale, measured at fair value as Level III.
Other real estate investments, measured at fair value on the consolidated balance sheets are valued using unobservable inputs. The Company engaged the services of a third party independent valuation firm to determine fair value of certain investments, including preferred equity investments, held by the Company. Future profitFair value is determined using a discounted cash flow model that primarily considers changes in interest rates and loss fromcredit spreads, weighted average life and current performance of the securitization is not recognized, but overall spread moves are captured in the loan valuation, theunderlying collateral. The Company classified the commercial mortgage loans held-for-sale,other real estate investments, measured at fair value as Level III.

The fair value for Treasury note futures is derived using market prices. Treasury note futures trade on the Chicago Mercantile Exchange (“CME”). The deliverable instruments are a variety of recently issued 10-year U.S. Treasury notes. The future contracts are liquid and are centrally cleared through the CME. Treasury note futures are generally categorized in Level III of the fair value hierarchy.

The fair value for a credit default swap contract isswaps and interest rate swaps contracts are derived using a pricing modelmodels that isare widely accepted by marketplace participants. Credit default swaps and interest rate swaps are traded in the OTC market. The pricing model takesmodels take into account multiple inputs including specific contract terms, interest rate yield curves, interest rates, credit curves, recovery rates, andand/or current credit spreads obtained from swap counterparties and other market participants. Most inputs into the modelmodels are not subjective as they are observable in the marketplace or set per the contract. Valuation is primarily determined by the difference between the contract spread and the current market spread. The contract spread (or rate) is generally fixed and the market spread is determined by the credit risk of the underlying debt or reference entity. If the underlying indices are liquid and the OTC market for the current spread is active, credit default swaps and interest rate swaps are categorized in Level II of the fair value hierarchy. If the underlying indices are illiquid and the OTC market for the current spread is not active, credit default swaps are categorized in Level III of the fair value hierarchy. The credit default swaps and interest rate swaps are generally categorized in Level II of the fair value hierarchy.

The fair value of exchange-traded swap agreements hedging RMBS repurchase agreements are calculated using the net discounted future fixed cash payments and the discounted future variable cash receipts which are based on expected future interest rates derived from observable market interest rate curves. The Company also incorporates both its own nonperformance risk and its counterparties’ nonperformance risk in determining fair value. In considering the effect of nonperformance risk, the Company considered the impact of netting and credit enhancements, such as collateral postings and guarantees, and has concluded that counterparty risk is not significant to the overall valuation. Interest rate swap agreements hedging the Company's RMBS repurchase agreements are measured at fair value on a recurring basis primarily using Level II inputs. The fair value of these derivatives are calculated including accrued interest and net of variation margin amounts received or paid through the exchange, resulting in separately presenting on the balance sheet a significantly reduced fair value amount representing the unsettled fair value of these derivatives.
A review of the fair value hierarchy classification is conducted on a quarterly basis. Changes in the type of inputs may result in a reclassification for certain assets or liabilities. The Company's policy with respect to transfers between levels of the fair value hierarchy is to recognize transfers into and out of each level as of the beginning of the reporting period. There were no material transfers between levels within the fair value hierarchy for the period ended March 31, 2022 and December 31, 2021.
43

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
The following table presents information about the Company’sCompany's financial instruments carried at fair value on a recurring basis in the consolidated balance sheets by its level in the fair value hierarchy as of September 30, 2017March 31, 2022 and December 31, 2016:
2021 (dollars in thousands):
($ in thousands)Total Level I Level II Level III
September 30, 2017       
Assets, at fair value       
Real estate securities$
 $
 $
 $
Commercial mortgage loans, held-for-sale (1)
60,950
 
 
 60,950
Treasury note futures754
 754
 
 
Credit derivatives206
 
 206
 
Total assets, at fair value$61,910
 $754
 $206

$60,950
        
Liabilities, at fair value       
Credit derivatives$1,003
 $
 $1,003
 $
Total liabilities, at fair value$1,003
 $
 $1,003
 $
        
December 31, 2016
      
   Assets, at fair value       
Real estate securities$49,049
 $
 $
 $49,049
Commercial mortgage loans, held-for-sale (1)

 
 
 
Treasury note futures
 
 
 
Credit derivatives
 
 
 
Total assets, at fair value$49,049
 $
 $
 $49,049
(1) Loans held in the Company's TRS, reported within "Commercial mortgage loans, held-for-sale, measured at fair value" on the consolidated balance sheets.  

TotalLevel ILevel IILevel III
March 31, 2022
Assets, at fair value
Real estate securities, trading, measured at fair value$1,949,336 $— $1,949,336 $— 
Commercial mortgage loans, held for sale, measured at fair value107,978 — — 107,978 
Other real estate investments, measured at fair value— — — — 
Credit default swaps104 — 104 — 
Interest rate swaps374 — 374 — 
Total assets, at fair value$2,057,792 $ $1,949,814 $107,978 
Liabilities, at fair value
 Credit default swaps$1,493 $— $1,493 $— 
 Interest rate swaps2,260 — 2,260 — 
Total liabilities, at fair value$3,753 $ $3,753 $ 
December 31, 2021
Assets, at fair value
Real estate securities, trading, measured at fair value$4,566,871 $— $4,566,871 $— 
Commercial mortgage loans, held for sale, measured at fair value34,718 — — 34,718 
Other real estate investments, measured at fair value2,074 — — 2,074 
Interest rate swaps312 — 312 — 
Treasury note futures124 — 124 — 
Total assets, at fair value$4,604,099 $ $4,567,307 $36,792 
Liabilities, at fair value
Credit default swaps$1,142 $— $1,142 $— 
Unsecured debt-related interest rate swap agreements31,153 — 31,153 — 
Total liabilities, at fair value$32,295 $ $32,295 $ 
-24
44

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

The following table summarizes the valuation method and significant unobservable inputs used for the Company’s financial instruments that are categorized within Level III of the fair value hierarchy as of September 30, 2017. Both observable and unobservable inputs may be used to determine the fair value of positions that the Company has classified within the Level III category. As a result, the unrealized gains and losses for assets and liabilities within the Level III category may include changes in fair value that were attributable to both observable and unobservable inputs. The following table summarizes the valuation method and significant unobservable inputs used for the Company’s financial instruments that are categorized within Level III of the fair value hierarchy as of March 31, 2022 and December 31, 2021 (dollars in thousands):
Asset CategoryFair ValueValuation Methodologies
Unobservable Inputs (1)
Weighted Average (2)
Range
March 31, 2022
Commercial mortgage loans, held for sale, measured at fair value$107,978  Discounted Cash Flow Yield2.3%1.6% - 5.6%
December 31, 2021
Commercial mortgage loans, held for sale, measured at fair value$34,718 Discounted Cash FlowYield3.4%3.2% - 4.2%
Other real estate investments, measured at fair value2,074 Discounted Cash FlowYield10.9%9.9% - 11.9%
________________________
September 30, 2017Asset CategoryFair Value September 30, 2017 (in thousands)Valuation MethodologiesUnobservable Inputs (1)
Weighted Average (2)
Range
 Commercial mortgage loans, held-for-sale, measured at fair value$60,950Discounted Cash FlowYield4.39%4.21%-4.87%
(1) In determining certain of these inputs, the Company evaluates a variety of factors including economic conditions, industry and market developments, market valuations of comparable companies and company specific developments including exit strategies and realization opportunities. The Company has determined that market participants would take these inputs into account when valuing the investments.
(2) Inputs were weighted based on the fair value of the investments included in the range.


























-25
45

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

Increases or decreases in any of the above unobservable inputs in isolation would result in a lower or higher fair value measurement for such assets. The following table presents additional information about the Company’s financial instruments which are measured at fair value on a recurring basis as of September 30, 2017March 31, 2022 and December 31, 20162021 for which the Company has used Level III inputs to determine fair value (in(dollars in thousands):
March 31, 2022
Commercial Mortgage Loans, held for sale, measured at fair valueOther Real Estate Investments, measured at fair value
Beginning balance, January 1, 2022$34,718 $2,074 
Transfers into Level III (1)
— — 
Total realized and unrealized gain/(loss) included in earnings:
Realized gain/(loss) on sale of commercial mortgage loans, held for sale, and other real estate investments1,889 (33)
Unrealized gain/(loss) on commercial mortgage loans, held for sale and other real estate investments(939)
Net accretion— — 
Purchases150,300 — 
Sales / paydowns(77,990)(2,045)
Transfers out of Level III (1)
— — 
Ending Balance, March 31, 2022$107,978 $ 
December 31, 2021
Commercial Mortgage Loans, held for sale, measured at fair valueOther Real Estate Investments, measured at fair value
Beginning balance, January 1, 2021$67,649 $2,522 
Transfers into Level III (1)
— — 
Total realized and unrealized gain/(loss) included in earnings:
Realized gain/(loss) on sale of commercial mortgage loans, held for sale24,208 — 
Unrealized gain/(loss) on commercial mortgage loans, held for sale and other real estate investments469 (19)
Net accretion— (3)
Purchases420,673 — 
Sales / paydowns(478,281)(426)
Transfers out of Level III (1)
— — 
Ending Balance, December 31, 2021$34,718 $2,074 
  September 30, 2017
  Commercial Mortgage Loans, held-for-sale, measured at fair value Real Estate Securities
Beginning balance, January 1, 2017 $
 $49,049
Transfers into Level III   
Total realized and unrealized gains (losses) included in earnings:    
Realized gain (loss) on sale of real estate securities 
 172
Impairment losses on real estate securities 
 
Net accretion 
 167
Unrealized gains (losses) included in OCI (1)
 
 500
Purchases 60,950
 
Sales / paydown 
 (49,888)
Cash repayments/receipts 
 
Transfers out of Level III 
 
Ending balance, September 30, 2017 $60,950
 $
     
  December 31, 2016
  Commercial Mortgage Loans, held-for-sale, measured at fair value Real Estate Securities
Beginning balance, January 1, 2016 $
 $
Transfers into Level III 
 57,639
Total realized and unrealized gains (losses) included in earnings:    
Realized gain (loss) on sale of real estate securities 
 (874)
Impairment losses on real estate securities 
 (310)
Net accretion 
 
Unrealized gains (losses) included in OCI 
 1,719
Purchases 
 
Sales/paydown 
 (9,125)
Cash repayments/receipts 
 
Transfers out of Level III 
 
Ending balance, December 31, 2016 $
 $49,049
(1) Transfers in and transfers out include transfers between Commercial mortgage loans, held for sale and Commercial mortgage loans, held for investment.
________________________
(1) - Unrealized gains included in Other comprehensive income ("OCI") are attributable to assets held at December 31, 2016.






-26
46

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

Financial Instruments Measured at Fair Value on a Non-Recurring Basis
The following table presents the Company's financial instruments carried at fair value on a non-recurring basis in the consolidated balance sheets by its level in the fair value hierarchy as of September 30, 2017 and December 31, 2016 (in thousands):
 Total Level I Level II Level III
September 30, 2017       
Commercial mortgage loans, held-for-sale (1)
$33,451
 $
 $
 $33,451
December 31, 2016       
Commercial mortgage loans, held-for-sale (1)
21,179
 
 
 21,179
(1) Fair value of the Commercial mortgage loans, held-for-sale as presented in the consolidated balance sheets is recorded at lower of cost or fair value. This treatment resulted in assets of $31,180 and $21,179 at September 30, 2017 and December 31, 2016, respectively.

The following table summarizes the valuation method and significant unobservable inputs used for the Company’s financial instruments that are categorized within Level III of the fair value hierarchy as of September 30, 2017and December 31, 2016. Both observable and unobservable inputs may be used to determine the fair value of positions that the Company has classified within the Level III category. As a result, the unrealized gains and losses for assets and liabilities within the Level III category may include changes in fair value that were attributable to both observable and unobservable inputs.
($ in thousands)Asset CategoryFair Value September 30, 2017Valuation Methodologies
Unobservable Inputs (1)
Weighted Average (2)
Range
September 30, 2017Commercial mortgage loans, held-for-sale$33,451
Discounted Cash FlowYield10.18%10% - 13%
       
December 31, 2016Commercial mortgage loans, held-for-sale$21,179
Discounted Cash FlowYield10.80%10.5% - 11%
(1) In determining certain of these inputs, the Company evaluates a variety of factors including economic conditions, industry and market developments, market valuations of comparable companies and company specific developments including exit strategies and realization opportunities. The Company has determined that market participants would take these inputs into account when valuing the investments.
(2) Inputs were weighted based on the fair value of the investments included in the range.

A review of the fair value hierarchy classification is conducted on a quarterly basis. Changes in the type of inputs may result in a reclassification for certain assets. The Company's policy with respect to transfers between levels of the fair value hierarchy is to recognize transfers into and out of each level as of the beginning of the reporting period. There were no transfers between levels within fair value hierarchy during the three and nine months ended September 30, 2017.
The fair value of cash and cash equivalents and restricted cash are measured using observable quoted market prices, or Level I inputs and their carrying value approximates their fair value. The fair value of borrowings under repurchase agreements approximate their carrying value on the consolidated balance sheets due to their short-term nature, and are measured using Level II inputs.













-27

Table of Contents
BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

Financial Instruments Not Measured at Fair Value
The fair values of the Company's commercial mortgage loans, held-for-investmentheld for investment and collateralized loan obligations, which are not reported at fair value on the consolidated balance sheets are reported below as of September 30, 2017March 31, 2022 and December 31, 2016 (in2021 (dollars in thousands):
Level
Carrying Amount (1)
Fair Value
March 31, 2022
Commercial mortgage loans, held for investmentAssetIII$4,545,384 $4,568,380 
Collateralized loan obligationsLiabilityIII2,883,887 2,879,415 
Mortgage note payableLiabilityIII23,998 23,998 
Other financing and loan participation - commercial mortgage loansLiabilityIII40,199 40,199 
Unsecured debtLiabilityIII98,620 79,000 
December 31, 2021
Commercial mortgage loans, held for investmentAssetIII$4,226,888 $4,249,118 
Collateralized loan obligationLiabilityIII2,162,190 2,181,571 
Mortgage Note PayableLiabilityIII23,998 23,998 
Other financing and loan participation - commercial mortgage loansLiabilityIII37,903 37,903 
Unsecured DebtLiabilityIII148,594 125,400 
________________________
   Level Carrying Amount Fair Value
September 30, 2017       
Commercial mortgage loans, held-for-investment (1)
Asset III $1,287,065
 $1,281,114
Collateralized loan obligationLiability II 515,500
 583,046
December 31, 2016       
Commercial mortgage loans, held-for-investment (1)
Asset III 1,048,737
 1,029,756
Collateralized loan obligationLiability II 278,450
 282,001
________________________
1(1) The carrying value is gross of $2.0$14.9 million and $2.2$15.8 million of allowance for loancredit losses as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively.
The fair value of the commercial mortgage loans, held for investment is estimated using a discounted cash flow analysis, based on the Advisor's experience with similar types of investments. The Company received broker quotes for each trancheestimates the fair value of the CLOs issued in 2015collateralized loan obligations using external broker quotes. The fair value of the other financing and 2017.


loan participation-commercial mortgage loans is generally estimated using a discounted cash flow analysis. At March 31, 2022, the Mortgage note payable was recorded at transaction proceeds, which are considered to be the best initial estimate of fair value. The fair value of the unsecured debt is based on discounted cash flows using Company estimates for market yields on similarly structured debt instruments.
-28
47

Table of ContentsContents
BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

Note 1114 - Derivative Instruments
The Company uses derivative instruments primarily to economically manage the fair value variability of fixed rate assets caused by interest rate fluctuations and overall portfolio market risk.

As of September 30, 2017,March 31, 2022, the net premiums received on derivative instrument assets were $0.6$0.8 million.

The following derivative instruments were outstanding as of September 30, 2017 ($March 31, 2022 and December 31, 2021 (dollars in thousands):
Fair Value
Contract typeNotional
Assets
Liabilities
March 31, 2022
Credit default swaps$98,000 $104 $1,493 
Interest rate swaps (1)
1,588,000 374 2,260 
Interest rate swaps on unsecured debt— — — 
Treasury note futures— — — 
Total$1,686,000 $478 $3,753 
December 31, 2021
Credit default swaps$47,000 $— $1,142 
Interest rate swaps3,649,500 312 — 
Interest rate swaps on unsecured debt100,000 — 31,153 
Treasury note futures360 124 — 
Total$3,796,860 $436 $32,295 
________________________
        
    Fair Value  
Contract type Notional 
Assets (1)
Liabilities (1)
 Net
Credit derivatives $66,000
 $206
$1,003
 $(797)
Treasury note futures 69,676
 754

 754
Total $135,676
 $960
$1,003
 $(43)
        
(1) Shown as derivative instruments, at fair value, in the accompanying consolidated balance sheets.
        

The Company did not have any derivative instruments outstanding as(1) As of DecemberMarch 31, 2016.

2022, asset vs. liability notional breakout for interest rate swaps assets was $1,499.5 million and $88.5 million, respectively.
The following tablestable indicates the net realized and unrealized gains and losses on derivatives, by primary underlying risk exposure, as included in loss on derivative instruments in the consolidated statements of operations for the three and nine months ended September 30, 2017. The Company did not have any net realizedMarch 31, 2022 and unrealized gain or loss on derivatives during the three and nine months ended September 30, 2016.March 31, 2021:

Three Months Ended March 31, 2022
Contract typeUnrealized (Gain)/LossRealized (Gain)/Loss
Credit default swaps$99 $(104)
Interest rate swaps4,740 (32,987)
Treasury note futures124 (939)
Total$4,963 $(34,030)
Three Months Ended March 31, 2021
Contract typeUnrealized (Gain)/LossRealized (Gain)/Loss
Credit default swaps$(163)$455 
Interest rate swaps(865)(921)
Treasury note futures(1,081)(1,512)
Total$(2,109)$(1,978)
48
 Three Months Ended September 30, 2017 Nine Months Ended September 30, 2017
 
Unrealized
Gain (Loss)
 
Realized
Gain (Loss)
 Total 
Unrealized
Gain (Loss)
 
Realized
Gain (Loss)
 Total
Contract type           
Credit derivatives$(171) $(18) $(189) $(171) $(18) $(189)
Treasury note futures754
 
 754
 754
 
 754
Total$583
 $(18) $565
 $583
 $(18) $565



-29

BENEFIT STREET PARTNERSFRANKLIN BSP REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017March 31, 2022
(Unaudited)

The following table includes information regarding components of unsecured debt-related effects on interest expense and other comprehensive income for the three months ended March 31, 2022 and March 31, 2021:
Three Months Ended March 31, 2022Three Months Ended March 31, 2021
Related to the statement of operations
Amount of net loss reclassified from other comprehensive income (1)
$(282)$— 
Related to other comprehensive income
Amount of gain/(loss) recognized in other comprehensive income$(220)$— 
________________________
(1) Included in interest expense in the consolidated statements of operations
The Company's portfolio of derivatives additionally hedges the variability of the underlying benchmark interest rate of current and forecasted 30- to 90-day repurchase agreements. The Company attempts to mitigate exposure to higher interest rates primarily by entering into pay-fixed, receive-variable, interest rate swap agreements for terms between eighteen months and three years. From an economic perspective, this hedge relationship establishes a relatively stable fixed rate on related debt because the variable-rate payments received on the swap agreements offset a significant portion of the interest accruing on the debt, leaving the fixed-rate swap payments as the Company’s effective borrowing rate. Additionally, changes in fair value of these derivatives tend to offset opposing changes in fair value of the Company’s residential mortgage investments that can occur in response to changes in market interest rates.
During the first quarter of 2022, the Company entered into swap agreements with notional amounts totaling $1.1 billion requiring fixed-rate interest payments averaging 1.10%. No swaps had matured during this time. In the first quarter of 2022, the Company terminated $3.3 billion notional amount of swaps related to the ARM portfolio requiring fixed-rate interest payments averaging 0.25%. Subsequent to March 31, 2022, the Company terminated $0.8 billion notional amount of swaps requiring fixed-rate interest payments averaging 0.28%.
At March 31, 2022, the Company’s trading securities portfolio financing-related swap positions, all of which were either SOFR or OIS-indexed, had the following characteristics (dollars in thousands):
Period of Contract ExpirationSwap Notional
Amounts
Average Fixed Rates
Third quarter 2022$300,000 0.03 %
Fourth quarter 2022400,000 0.07 %
First quarter 2023525,000 0.77 %
Fourth quarter 2023174,500 0.11 %
First quarter 2024100,000 2.28 %
$1,499,500 
In January 2022, the Company terminated the entirety of its three-month LIBOR-indexed, pay-fixed, receive-variable, interest rate swap agreements with notional amounts totaling $100 million and average fixed rates of 4.09% with 20-year payment terms coinciding with the floating-rate terms of the Company’s unsecured debt that mature in 2035 and 2036.
Interest rate swap agreements are measured at fair value on a recurring basis primarily using Level Two Inputs in accordance with ASU 2010-06, Fair Value Measurements and Disclosures (Topic 820). In determining fair value estimates for swaps, The Company utilizes the standard methodology of netting the discounted future fixed cash payments and the discounted future variable cash receipts which are based on expected future interest rates derived from observable market interest rate curves. The Company also incorporates both its own nonperformance risk and its counterparties’ nonperformance risk in determining fair value. In considering the effect of nonperformance risk, the Company considered the impact of netting and credit enhancements, such as collateral postings and guarantees, and has concluded that counterparty risk is not significant to the overall valuation.
49

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
The fair value of exchange-traded swap agreements hedging repurchase agreements is calculated including accrued interest and net of variation margin amounts received or paid through the exchange, resulting in separately presenting on the balance sheet a fair value amount representing the unsettled fair value of these derivatives. Non-exchange traded swap agreements held as cash flow hedges of unsecured debt are reported at fair value calculated excluding accrued interest. At March 31, 2022, cash collateral receivable from derivative counterparties includes initial margin for all derivatives and variation margin for non-exchange traded derivatives. Accrued interest for non-exchange traded swap agreements is included in accounts payable and accrued expenses.
50

Table of Contents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2022
(Unaudited)
Note 1215 - Offsetting Assets and Liabilities
The Company's consolidated balance sheets usesused a gross presentation of derivatives and repurchase agreements and collateral pledged. Master netting agreements that the Company has entered into with its derivative and repurchase agreement counterparties allow for netting of the same transaction, in the same currency, on the same date.  Assets, liabilities, and collateral subject to master netting agreements as of September 30, 2017 and December 31, 2016 are disclosed in the tables above. The Company does not present its derivative and repurchase agreements net on the consolidated balance sheets as it has elected gross presentation.
The table below provides a gross presentation, the effects of offsetting and a net presentation of the Company's derivative instruments and repurchase agreements and derivatives within the scope of ASC 210-20, Balance Sheet—Offsetting, as of September 30, 2017March 31, 2022 and December 31, 2016, (in2021 (dollars in thousands):
Gross Amounts Not Offset on the Balance Sheet
AssetsGross Amounts of Recognized AssetsGross Amounts Offset on the Balance SheetNet Amount of Assets Presented on the Balance SheetFinancial Instruments
Cash Collateral (1)
Net Amount
March 31, 2022
Derivative instruments, at fair value
$478 $— $478 $— $— $478 
December 31, 2021
Derivative instruments, at fair value$436 $— $436 $— $— $436 
        Gross Amounts Not Offset on the Balance Sheet  
  Gross Amounts of Recognized Assets
Gross Amounts Offset in the Balance Sheet
Net Amount of Assets Presented in the Balance Sheet
Financial Instruments
Cash Collateral Received Net Amount
September 30, 2017            
Derivatives $960
 $
 $960
 $
 $
 $960
Total $960

$

$960

$

$
 $960
             
        Gross Amounts Not Offset on the Balance Sheet  
  Gross Amounts of Recognized Liabilities Gross Amounts Offset on the Balance Sheet Net Amount of Liabilities Presented on the Balance Sheet 
Financial Instruments as Collateral Pledged (*)
 Cash Collateral Pledged Net Amount
September 30, 2017            
Repurchase agreements, commercial mortgage loans $319,385
 $
 $319,385
 $553,364
 $5,005
 $
Repurchase agreements - real estate securities 39,035
 
 39,035
 55,764
 389
 
Derivatives 1,003
 
 1,003
 
 1,436
 
Total $359,423

$

$359,423

$609,128

$6,830

$
             
             
        Gross Amounts Not Offset on the Balance Sheet  
December 31, 2016 Gross Amounts of Recognized Liabilities Gross Amounts Offset on the Balance Sheet Net Amount of Liabilities Presented on the Balance Sheet Financial Instruments as Collateral Pledged (*) Cash Collateral Pledged Net Amount
Repurchase agreements, commercial mortgage loans $257,664
 $
 $257,664
 $399,914
 $5,000
 $
Real estate securities 66,639
 
 66,639
 102,358
 21
 
Total $324,303

$

$324,303

$502,272

$5,021

$
Gross Amounts Not Offset on the Balance Sheet
LiabilitiesGross Amounts of Recognized LiabilitiesGross Amounts Offset on the Balance SheetNet Amount of Liabilities Presented on the Balance SheetFinancial Instruments
Cash Collateral (1)
Net Amount
March 31, 2022
Repurchase agreements - commercial mortgage loans$522,890 $— $522,890 $813,303 $5,010 $— 
Repurchase agreements - real estate securities1,714,541 — 1,714,541 1,801,381 — — 
Derivative instruments, at fair value3,753 — 3,753 — 7,069 — 
December 31, 2021
Repurchase agreements - commercial mortgage loans$1,019,600 $— $1,019,600 $1,460,317 $5,015 $— 
Repurchase agreements - real estate securities4,178,784 — 4,178,784 4,370,239 — — 
Derivative instruments, at fair value32,295 — 32,295 — 64,393 — 
________________________
* Includes $55.8 million and $53.3 million Tranche C of Company issued CLO held by the Company, which eliminates(1) These cash collateral amounts are recorded within the real estate securities, at fair value line ofRestricted cash balance on the consolidated balance sheets assheets.


51

Table of September 30, 2017 and DecemberContents
FRANKLIN BSP REALTY TRUST, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 2016, respectively.2022
(Unaudited)
Note 1316 - Segment Reporting
The Company has determined that it has three reportable segments based on howconducts its business through the chief operating decision maker reviews and manages the business. The threefollowing reporting segments are as follows:segments:
The real estate debt business which is focusedfocuses on originating, acquiring and asset managing commercial real estate debt investments, including first mortgage loans, subordinate mortgages, mezzanine loans and participations in such loans.

-30

BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

The real estate securities business focuses on investing in and asset managing commercial real estate securitiessecurities. Historically this business has focused primarily consisting ofon CMBS, and may include unsecured REIT debt, CDO notes and other securities. As a result of the October 2021 acquisition of Capstead, the Company acquired and continues to hold a significant portfolio of ARM Agency Securities. As of March 31, 2022, all of the real estate securities in this segment were ARM Agency Securities acquired in the Capstead acquisition.
The commercial real estate conduit business operated through the Company's TRS, which is focused on generating superior risk-adjusted returns by originating and subsequently selling fixed-rate commercial real estate loans into the CMBS securitization market at a profit.
The real estate owned business represents real estate acquired by the Company performed a recastthrough foreclosure, deed in lieu of its results of operations for the TRS, a new line of business, and determined there to be no material changes.foreclosure, or purchase.
The following table represents the Company's operations by segment for the three and three months ended September 30, 2017March 31, 2022 and 2016 (inMarch 31, 2021 (dollars in thousands):
Three Months Ended September 30, 2017 Total Real Estate Debt Real Estate Securities TRS
Interest income $22,195
 $21,795
 $269
 $131
Interest expense 8,845
 8,386
 409
 50
Net income (loss) 6,975
 7,588
 (22) (591)
Three Months Ended September 30, 2016        
Interest income 20,250
 18,682
 1,568
 
Interest expense 7,317
 6,642
 675
 
Net income 5,373
 5,265
 108
 

The following table represents the Company's operations by segment for the nine months ended September 30, 2017 and 2016 (in thousands):
Nine Months Ended September 30, 2017 Total Real Estate Debt 
Real Estate Securities

 TRS
Interest income $61,917
 $60,435
 $1,351
 $131
Interest expense 21,990
 20,686
 1,254
 50
Net income 19,305
 19,627
 269
 (591)
Nine Months Ended September 30, 2016        
Interest income 60,763
 55,973
 4,790
 
Interest expense 17,478
 15,443
 2,035
 
Net income 23,653
 22,775
 878
 

The following table represents the Company's total assets by segment as of September 30, 2017 and December 31, 2016 (in
thousands):
As of September 30, 2017 Total Real Estate Debt 
Real Estate Securities

 Conduit
Total Assets $1,521,102
 $1,437,630
 $389
 $83,083
As of December 31, 2016        
Total Assets 1,248,125
 1,198,806
 49,319
 

Three Months Ended March 31, 2022TotalReal Estate Debt and Other Real Estate InvestmentsReal Estate SecuritiesTRSReal Estate Owned
Interest income$75,258 $55,687 $18,885 $686 $— 
Revenue from real estate owned2,312 — — — 2,312 
Interest expense22,480 19,464 2,616 206 194 
Net income/(loss)(22,507)22,092 (45,311)(107)819 
Total assets as of March 31, 20227,112,155 4,346,668 2,496,732 127,392 141,363 
Three Months Ended March 31, 2021
Interest income$42,237 $40,757 $424 $1,056 $— 
Revenue from real estate owned716 — — — 716 
Interest expense11,369 10,574 182 332 281 
Net income/(loss)30,146 23,033 (454)7,538 29 
Total assets as of December 31, 20219,474,701 4,205,883 5,054,394 72,840 141,584 
For the purposes of the table above, any expenses not associated with a specific segment have been allocated to the business segments using a percentage derived by using the sum of commercial mortgage loans net and real estate securities, at fair valueoriginated during the year as the denominator and commercial mortgage loans, held for investment, net of allowance and real estate securities,commercial mortgage loans, held for sale, measured at fair value as the numerators.numerator.

-31

BENEFIT STREET PARTNERS REALTY TRUST, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
September 30, 2017
(Unaudited)

Note 1417 - Subsequent Events
Distributions PaidThe Company has evaluated subsequent events through the filing of this Quarterly Report on Form 10-Q.
On October 2, 2017 and November 1, 2017, the Company paid monthly distributions of $3.7 million and $3.9 million, respectively, to stockholders of record during the month of September 2017 and October 2017, respectively. Pursuant to the DRIP, $1.2 millionApril 19, 2022, all of the October 2017 distribution $1.3 million of the November 2017 distribution was used to purchase 63,693 and 65,28739,733,299 outstanding shares respectively.
Determination of Net Asset Value per Share
On November 9, 2017, the Company’s board of directors unanimously determined an estimated NAV per share of the Company’s Series F Preferred Stock automatically converted on a one-for-one basis into an equal amount of shares of common stock, of $19.02 as of September 30, 2017. The estimated NAV per share is based upon the estimated value of the Company’s assets less the Company’s liabilities as of September 30, 2017. An independent third-party valuation firm was engaged to value the Company’s investment portfolio. The Advisor calculated the estimated NAV per share based in part on this valuation and recommended to the board of directors the estimated NAV per share calculated by the Advisor. The valuation was performed in accordance with the provisions of Practice Guideline 2013-01, Valuations of Publicly Registered Non-Listed REITs, issued by the Investment Program Association in April 2013.
As a result of the approval by the board of directors of the estimated NAV per share as of September 30, 2017, and pursuant to the terms of the DRIP and SRP, the Company (i) will offer shares pursuant to the DRIP at a purchase price of $19.02, beginning with November 2017 distributions which are reinvested in December 2017; and (ii) will repurchase shares pursuant to the SRP at a repurchase price of $19.02, subject to discounts in certain circumstances and subject to the terms and conditionsArticles Supplementary of the SRP.Series F Preferred Stock. The shares of common stock issued upon conversion of the Series F Preferred Stock are freely tradable by the holders on the New York Stock Exchange. There are no shares of Series F Preferred Stock outstanding following the conversion.

52



Table of Contents
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with the accompanying consolidated financial statements of Benefit Street PartnersFranklin BSP Realty Trust, Inc. Thethe notes thereto and other financial information included elsewhere in this Quarterly Report on Form 10-Q, as well as our Annual Report on Form 10-K for the fiscal year ended December 31, 20162021 filed with the U.S. Securities and Exchange Commission (the "SEC") on March 29, 2017.February 25, 2022.
As used herein, the terms "the Company," "we," "our" and "us" refer to Benefit Street PartnersFranklin BSP Realty Trust, Inc., a Maryland corporation and, as required by context, to Benefit Street Partners Realty Operating Partnership, L.P., a Delaware limited partnership, which we refer to as the "OP," and to its subsidiaries. We are externally managed by Benefit Street Partners L.L.C. (our "Advisor").
The forward-lookingCertain statements containedincluded in this Quarterly Report on Form 10-Q are forward-looking statements. Those statements include statements regarding the intent, belief or current expectations of the Company and members of our management team, as well as the assumptions on which such statements are based, and generally are identified by the use of words such as "may," "will," "seeks," "anticipates," "believes," "estimates," "expects," "plans," "intends," "should" or similar expressions. Actual results may differ materially from those contemplated by such forward-looking statements. Further, forward-looking statements speak only as of the date they are made, and we undertake no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, unless required by law.
Our forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements, and thus our investors should not place undue reliance on these statements. We believe these factors include but are not limited to statementsthose described under the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2021, as to:such factors may be updated from time to time in our periodic filings with the Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at http://www.sec.gov. These factors include:
our business and investment strategy;
our ability to make investments in a timely manner or on acceptable terms;
the impact of the COVID-19 pandemic;
current credit market conditions and our ability to obtain long-term financing for our investments in a timely manner and on terms that are consistent with what we project when we invest;
the effect of general market, real estate market, economic and political conditions, including the recent economic slowdownchanging interest rate environments and dislocation in the global credit markets;inflation;
our ability to make scheduled payments on our debt obligations;
our ability to generate sufficient cash flows to make distributions to our stockholders;
our ability to generate sufficient debt and equity capital to fund additional investments, including through our ability to execute securitization transactions;investments;
our ability to refinance our existing financing arrangements;
our ability to successfully and in a timely matter reinvest the dividend, interest, principal and sales proceeds from the assets acquired in the merger with Capstead Mortgage Corporation in a manner consistent with our investment strategies;
adverse changes in the value of the assets acquired in the merger with Capstead Mortgage Corporation prior to the time such assets are monetized and reinvested in in a manner consistent with our investment strategies;
the degree and nature of our competition;
the availability of qualified personnel;
we may be deemed to be an investment company under the Investment Company Act of 1940, as amended (the "Investment Company Act"), and thus subject to regulation under the Investment Company Act;
our ability to maintain our qualification as a real estate investment trust ("REIT"); and
other factors set forth under the caption "Risk Factors" in our Annual Report on Form 10-K for the year ended December 31, 2016 and in Item 1A2021.
Currently, one of Part II of this Form 10-Q for the quarter ended September 30, 2017.
In addition, words such as "anticipate," "believe," "expect" and "intend" indicate a forward-looking statement, although not all forward-looking statements include these words. The forward-looking statements contained in this Quarterly Report on Form 10-Q involve risks and uncertainties. Ourmost significant factors that could cause actual results couldoutcomes to differ materially from those implied or expressed in theour forward-looking statements for any reason.
Our investors should not place undue reliance on these forward-looking statements. The forward-looking statements made in this Quarterly Report on Form 10-Q relate only to events asis the continuing adverse effect of the datecurrent pandemic of the novel coronavirus, or COVID-19, on the financial condition, operating results and cash flows of the Company, its borrowers, the real estate market, the global economy and the financial markets. The extent to which the statementsCOVID-19 pandemic continues to impact us and our borrowers will depend on future developments, which are made. We undertake no obligation to update any forward-looking statement to reflect events or circumstances occurring afterhighly uncertain and cannot be predicted with confidence, including the datescope, severity and duration of this Quarterly Report on Form 10-Q.the pandemic, including resurgences of the virus and its variants, the speed, effectiveness and adoption of vaccine (including boosters) and treatment developments and the direct and indirect economic effects of the pandemic and containment measures, among others.
53

Table of Contents
Overview
We were incorporated inThe Company is a Maryland on November 15, 2012corporation and conduct our operationshas made tax elections to qualifybe treated as a REIT for U.S. federal income tax purposes beginning with the taxable year ended December 31,since 2013. In addition, theThe Company, through certainone or more subsidiaries which are each treated as a taxable REIT subsidiaries (each a “TRS”subsidiary ("TRS"), is indirectly subject to U.S. federal, state and local income taxes. On May 14, 2013, weWe commenced business operations after raising in excess of $2.0 million of equity, the amount required for us to release equity proceeds from escrow.May 2013. We are in business toprimarily originate, acquire and manage a diversified portfolio of commercial real estate debt investments secured by properties located both within and outside of the United States. We may also invest in commercial real estate securities. Commercial real estate debt investments may include first mortgage loans, subordinated mortgage loans, mezzanine loans and participations in such loans. Commercial real estate securities may include commercial mortgage-backed securities ("CMBS") , senior unsecured debtSubstantially all of publicly traded REITs, debtour business is conducted through the OP, a Delaware limited partnership. We are the sole general partner and directly or equity securitiesindirectly hold all of other publicly traded real estate companies and CDOs. the units of limited partner interests in the OP.
The Company also originates conduit loans which the Company intendshas no employees. We are managed by our Advisor pursuant to sell through its TRS into CMBS securitization transactions at a profit.
We have no direct employees. On September 29, 2016 we terminated our advisory agreement with our former advisor and entered into thean Advisory Agreement, with our Advisor.as amended on August 18, 2021 (the "Advisory Agreement"). Our Advisor manages our affairs on a day-to-day basis. The Advisor receives compensation and fees for services related to the investment and management of our assets and our operations.

The Advisor, an SEC-registered investment adviser, is a credit-focused alternative asset management firm. The Advisor manages assetsfunds for institutions and high-net-worth investors across a broad range ofvarious credit funds and complementary credit strategies including high yield, levered loans, private/private / opportunistic debt, liquid credit, structured credit and commercial real estate debt. These strategies complement each other as they all leverage the sourcing, analytical, compliance, and operational capabilities that encompass the Advisor’s robust platform. The Advisor is affiliateda wholly-owned subsidiary of Franklin Resources, Inc., which together with Providence Equity Partners L.L.C.its various subsidiaries operates as “Franklin Templeton.”
EstimatedThe Company invests in commercial real estate debt investments, which may include first mortgage loans, subordinated mortgage loans, mezzanine loans and participations in such loans. The Company also originates conduit loans which the Company intends to sell through its TRS into commercial mortgage-backed securities ("CMBS") securitization transactions at a profit. Historically this business has focused primarily on CMBS, unsecured REIT debt, collateralized debt obligations ("CDOs") and other securities. As a result of the October 2021 acquisition of Capstead Mortgage Corporation (“Capstead”), the Company acquired and continues to hold a significant portfolio of residential mortgage backed securities (“RMBS”) in the form of residential adjustable-rate mortgage pass-through securities (“ARM Agency Securities”) issued and guaranteed by government-sponsored enterprises or by an agency of the federal government. The Company also owns real estate which it acquires through foreclosure and deed in lieu of foreclosure, and which it purchases for investment, typically subject to triple net leases.
Book Value Per Share NAV
On November 9, 2017,The following table calculates our board of directors unanimously approved and established an estimatedbook value per share net asset value (“NAV”)as of $19.02. The estimatedMarch 31, 2022 and December 31, 2021 ($ in thousands, except per share NAV is based upon the estimateddata):
March 31, 2022December 31, 2021
Stockholders' equity applicable to common stock$677,867 $736,464 
Shares
Common stock43,957,363 43,951,382 
Restricted stock513,764 14,546 
Total outstanding44,471,127 43,965,928 
Book value per share$15.24 $16.75 
The following table calculates our fully-converted book value of our assets less our liabilitiesper share as of September 30, 2017 (the “Valuation Date”). This valuation was performedMarch 31, 2022 and December 31, 2021 ($ in accordance with the provisions of Practice Guideline 2013-01, Valuations of Publicly Registered Non-Listed REITs, issued by the Investment Program Association in April 2013. We believe that there have been no material changes between the Valuation Date and the date of this filing that would impact the estimatedthousands, except per share NAV.data):
With
March 31, 2022December 31, 2021
Stockholders' equity applicable to convertible common stock$1,484,962 $1,543,550 
Shares
Common stock43,957,363 43,951,382 
Restricted stock513,764 14,546 
Series C convertible preferred stock418,880 418,880 
Series D convertible preferred stock5,370,640 5,370,640 
Series F convertible preferred stock39,733,299 39,733,299 
Total outstanding89,993,946 89,488,747 
Fully-converted book value per share$16.50 $17.25 
54

Table of Contents
Critical Accounting Estimates
Our financial statements are prepared in conformity with accounting principles generally accepted in the unanimous approvalUnited States of our board of directors, we engaged an independent third-party valuation firmAmerica ("GAAP"), which requires us to estimate the fair value of our loans. The valuation firm estimated the value of our loan portfolio by applying a discounted cash flow analysis to each loan to determine a range of estimated valuations. To estimate the Company’s NAV, the Advisor adjusted the loan portfolio valuation prepared by the valuation advisor by adding the amounts of cash and other tangible assets reflected on our balance sheet (as computed in accordance with GAAP) and subtracting our liabilities as reflected on our balance sheet (computed in accordance with GAAP). Based in part on these valuation ranges, the Advisor estimated that the Company’s NAV as of September 30, 2017 ranged from $18.56 to $19.49, with a midpoint estimated NAV of $19.02 (the “Midpoint Valuation”). The Advisor recommended our board of directors approve the Midpoint Valuation as our estimated per share NAV. As with any methodology used to estimate value, the methodologies employed to estimate the NAV were based upon a number ofmake estimates and assumptions that may not be accurate or complete. If different judgments, assumptions or opinions were used, a different estimate would likely result.
We believe thataffect the method used to determine the estimated per share NAVreported amounts of the Company’s common stock is the methodology most commonly used by public, non-listed REITs to estimate per share NAV. The estimated per share NAV does not represent the per share amount a third party would pay to acquire us, or the price at which our common stock would trade in the event we were listed on a national securities exchange. For example, the estimated per share NAV of the Company’s common stock does not reflect a liquidity discount for the fact that the shares are not currently traded on a national securities exchange and other costs that may be incurred in connection with a liquidity event.
The estimated per share NAV was determined at a moment in time and as of the Valuation Date and the values of our assets and liabilities willat the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Critical accounting estimates are those that require the application of management’s most difficult, subjective or complex judgments on matters that are inherently uncertain and that may change over timein subsequent periods. In preparing the financial statements, management has made estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. In preparing the financial statements, management has utilized available information, including our past history, industry standards and the current economic environment, among other factors, in forming its estimates and judgments, giving due consideration to materiality. Actual results may differ from these estimates. In addition, other companies may utilize different estimates, which may impact the comparability of our results of operations to those of companies in similar businesses.
During the three months ended March 31, 2022, there were no material changes to our critical accounting estimates as a result of changes relatingcompared to the individual loanscritical accounting estimates disclosed in our portfolio as well as changesManagement’s Discussion and developmentsAnalysis of Financial Condition and Results of Operations contained in the real estate and capital markets generally, including changes in interest rates. Stockholders should not rely on the estimated per share NAV in making a decision to buy or sell sharesPart II, Item 7 of our common stock.
Significant Accounting Policies and Use of Estimates
A summary of our significant accounting policies is set forth in Note 2 - Summary of Significant Accounting Policies to our consolidated financial statements included in this Quarterly Report on Form 10-Q. A full disclosure of our significant accounting polices is disclosed in our Annual Report on Form 10-K for the year ended December 31, 2016.2021.
Portfolio
As of September 30, 2017March 31, 2022 and December 31, 2016,2021, our portfolio consisted of 73166 and 71165 commercial mortgage loans, respectively, excluding commercial mortgage loans accounted for under the fair value option, and 0 and 6 investments in CMBS, respectively.option. The commercial mortgage loans, held for investment as of March 31, 2022 and December 31, 2021 had a total carrying value, net of allowance for loancredit losses, of $1,285.1$4,530.5 million and $1,046.6 million.$4,211.1 million, respectively. As of September 30, 2017March 31, 2022 and December 31, 2016, the Company's2021, our total commercial mortgage loans, held for sale, measured at fair value comprised of 4nine loans with total fair value of $108.0 million and 0 loans,one loan with total fair value of $34.7 million, respectively. As of September 30, 2017March 31, 2022 and December 31, 2016, the Company's total CMBS investments2021 we had areal estate securities, trading, measured at fair value of $0.0$1,949.3 million and $49.0$4,566.9 million, respectively. ForAs of March 31, 2022 we had no other real estate investments, measured at fair value. As of December 31, 2021, our commercial mortgage loans, excluding commercial mortgage loans accounted for under theother real estate investments, measured at fair value, option, we currently estimate loss rates based on historical realized losses experienced in the industry and take into account current collateral and economic conditions affecting the probability or severitywere comprised of losses when establishing the allowance for loan losses. We recordedone investment with a general allowance for loan losses astotal fair value of September 30, 2017$2.1 million. As of March 31, 2022 and December 31, 2016 in the amount2021, our real estate owned, held for investment portfolio comprised of $2.0one investment with a carrying value of $89.5 million and $2.2$90.0 million, respectively. There were no impaired or specifically reserved
As of March 31, 2022, we had one loan with unpaid contractual principal balance for a total carrying value of $57.1 million that had interest past due for greater than 90 days. We did not take any asset specific reserves for this loan. As of December 31, 2021, we had two loans inwith an aggregate unpaid contractual principal balance and carrying value of $114.0 million, one with interest past due for greater than 90 days and the portfolio asother which was current.
As of September 30, 2017March 31, 2022 and December 31, 2016.
As of September 30, 2017 and December 31, 2016,2021 our commercial mortgage loans, excluding commercial mortgage loans accounted for under the fair value option, had a weighted average coupon of 6.4%4.4% and 6.1%4.3%, and a weighted average remaining life of 1.5 and 1.9 years and 2.1 years, respectively. We had no CMBS as
As of September 30, 2017. AsMarch 31, 2022, the value of the Company’s residential ARM Agency Securities portfolio was $1.9 billion, compared to $4.6 billion as of December 31, 2016, our CMBS investments had2021. The reduction in the value of this portfolio in the first quarter is due in part to (i) $339 million of principal paydowns and (ii) $2.2 billion of sales. During that period, the Company experienced trading losses of $88.4 million related to these assets. As of May 3, 2022, the value of the Company’s residential ARM Agency Securities portfolio was $649 million. From April 1, 2022 to May 3, 2022, the Company experienced losses of $6.9 million related to the ARM Agency Securities portfolio as a weighted average couponresult of 5.8%net trading losses totaling $15.4 million related to principal paydowns, changes in market price and a remaining lifelosses on sales of 3.1 yearssecurities, net of portfolio related derivative gains of $8.6 million.



55

The following charts summarize our commercial mortgage loans, excluding commercial mortgage loans, held-for-sale, measured at fair value and CMBS as a percentage of par value,held for investment, by the collateral type, geographical region and coupon rate type, collateral type and geographical region as of September 30, 2017March 31, 2022 and December 31, 2016:2021:
chart-04b080afd68655daad2.jpgchart-db36cafeb7a551cab75.jpgbsprt-20220331_g1.jpgbsprt-20220331_g2.jpg
56

Table of Contents

bsprt-20220331_g3.jpgbsprt-20220331_g4.jpg
chart-b6111f57127053989e6.jpgchart-62dac3e622e358f4a25.jpg

57

Table of Contents

bsprt-20220331_g5.jpgbsprt-20220331_g6.jpg

chart-b7e37181c2b85a1a899.jpgchart-76c8ff1a35b25920b6a.jpg




An investments region classification is defined according to the below map below based on the location of investments'investments secured property.
map.jpgbsprt-20220331_g7.jpg


58

The following charts showshow the par value by contractual maturity year for the commercial mortgage loans held-for-investmentheld for investments (excluding commercial mortgage loans in principal default) in our portfolio excluding loans held in our TRS segment as of September 30, 2017March 31, 2022 and December 31, 2016.2021:

bsprt-20220331_g8.jpg
chart-10c38a37ad51534da88.jpg


chart-82e4f5def8335a4bb4f.jpgbsprt-20220331_g9.jpg


59

Table of Contents
The following table shows selected data from our commercial mortgage loans, portfolio, excluding commercial mortgage loans accountedheld for under the fair value optioninvestment in our portfolio as of September 30, 2017 (inMarch 31, 2022 (dollars in thousands):
Loan TypeProperty TypePar Value
Interest Rate (1)
Effective Yield
Loan to Value (2)
Senior Debt 1Hospitality$4,8491 month LIBOR + 4.00%5.0%77.0%
Senior Debt 2Hospitality57,0751 month LIBOR + 5.19%6.2%51.8%
Senior Debt 3Multifamily20,3431 month LIBOR + 4.50%5.5%22.4%
Senior Debt 4Hospitality22,0941 month LIBOR + 6.00%6.5%48.1%
Senior Debt 5Multifamily35,8831 month LIBOR + 3.00%3.8%63.7%
Senior Debt 6Multifamily37,0251 month LIBOR + 3.00%4.5%83.6%
Senior Debt 7Hospitality22,3551 month LIBOR + 3.50%4.8%68.8%
Senior Debt 8Office20,6221 month LIBOR + 3.75%5.8%70.0%
Senior Debt 9Office15,6691 month LIBOR + 3.40%5.3%67.5%
Senior Debt 10Multifamily27,3921 month LIBOR + 3.35%5.3%73.0%
Senior Debt 11Hospitality7,7851 month SOFR + 4.85%6.8%62.5%
Senior Debt 12Office7,1031 month LIBOR + 3.90%6.0%67.6%
Senior Debt 13Hospitality13,9431 month LIBOR + 4.47%6.7%44.8%
Senior Debt 14Office43,0121 month LIBOR + 3.50%5.8%71.0%
Senior Debt 15Retail8,2031 month LIBOR + 8.00%8.5%51.6%
Senior Debt 16Hospitality10,5801 month LIBOR + 4.50%6.8%68.7%
Senior Debt 17Hospitality19,9001 month LIBOR + 4.15%6.5%61.8%
Senior Debt 18Office39,6501 month LIBOR + 4.11%6.4%68.2%
Senior Debt 19Hospitality20,9301 month LIBOR + 3.75%6.1%62.6%
Senior Debt 20Hospitality13,0001 month LIBOR + 2.94%5.4%56.4%
Senior Debt 21Hospitality4,9881 month LIBOR + 4.25%6.5%47.7%
Senior Debt 22Hospitality12,7501 month LIBOR + 4.45%6.9%62.9%
Senior Debt 23Retail9,4001 month LIBOR + 4.20%6.3%77.1%
Senior Debt 24Hospitality33,9451 month LIBOR + 3.99%5.7%31.0%
Senior Debt 25Office21,8251 month LIBOR + 3.50%5.4%70.9%
Senior Debt 26Hospitality7,1001 month LIBOR + 4.00%5.8%70.3%
Senior Debt 27Multifamily15,5751 month LIBOR + 2.75%4.3%71.7%
Senior Debt 28Multifamily27,5531 month LIBOR + 3.15%5.0%71.6%
Senior Debt 29Multifamily24,5001 month SOFR + 3.30%4.8%75.5%
Senior Debt 30Office25,8021 month LIBOR + 4.35%6.1%64.9%
Senior Debt 31Office58,7141 month LIBOR + 3.70%5.0%65.7%
Senior Debt 32Multifamily11,6941 month LIBOR + 3.15%4.8%72.4%
Senior Debt 33Office29,3171 month LIBOR + 2.70%3.2%71.4%
Senior Debt 34Manufactured Housing1,3525.50%5.5%62.8%
Senior Debt 35Multifamily7,0381 month LIBOR + 4.75%5.8%62.6%
Senior Debt 36Multifamily4,3001 month LIBOR + 5.50%6.5%87.4%
Senior Debt 37Manufactured Housing7,6801 month LIBOR + 4.50%5.0%66.7%
Senior Debt 38Hospitality27,0001 month LIBOR + 6.50%7.0%62.7%
Senior Debt 39Multifamily50,0001 month LIBOR + 6.69%7.4%80.0%
Senior Debt 40Self Storage29,8951 month LIBOR + 5.00%5.5%58.8%
Senior Debt 41Multifamily14,1831 month LIBOR + 4.75%5.3%70.0%
Senior Debt 42Manufactured Housing3,4001 month LIBOR + 5.00%5.5%58.6%
Senior Debt 43Multifamily27,5501 month LIBOR + 5.75%6.2%69.8%
Senior Debt 44Manufactured Housing5,0201 month LIBOR + 5.25%5.7%65.9%
Senior Debt 45Office18,5031 month LIBOR + 4.50%5.3%47.9%
Senior Debt 46Office67,1175.15%5.2%52.5%
Senior Debt 47Office30,9901 month LIBOR + 5.20%5.7%66.0%
Senior Debt 48Office12,7501 month LIBOR + 5.00%5.5%67.8%
Senior Debt 49Multifamily44,0361 month LIBOR + 4.35%4.8%73.2%
Senior Debt 50Multifamily38,0191 month LIBOR + 4.45%4.9%66.5%
Senior Debt 51Retail11,9631 month LIBOR + 4.87%5.3%75.0%
Senior Debt 52Multifamily5,7301 month LIBOR + 5.00%5.5%73.5%
Senior Debt 53Multifamily18,8001 month LIBOR + 4.00%4.5%79.7%
Senior Debt 54Industrial14,9851 month LIBOR + 4.50%5.0%66.3%
60

Table of Contents
Loan TypeProperty TypePar Value
Interest Rate (1)
Effective Yield
Loan to Value (2)
Senior 1 Office$31,2501M LIBOR + 4.50%5.7%75.0%
Senior 2 Retail9,4501M LIBOR + 4.90%6.1%69.2%
Senior 3 Hospitality4,4231M LIBOR + 5.50%6.7%55.3%
Senior 4 Retail11,8001M LIBOR + 4.75%6.0%79.4%
Senior 5 Office33,7341M LIBOR + 4.65%5.9%80.0%
Senior 6 Office42,4811M LIBOR + 5.25%6.5%75.0%
Senior 7 Office13,4401M LIBOR + 5.00%6.2%75.0%
Senior 8 Office30,4501M LIBOR + 4.60%5.8%65.0%
Senior 9 Retail11,6841M LIBOR + 4.50%5.7%74.8%
Senior 10 Multifamily14,7751M LIBOR + 5.00%6.2%76.7%
Senior 11 Retail10,7451M LIBOR + 5.25%6.5%80.0%
Senior 12 Hospitality16,8001M LIBOR + 4.90%6.1%74.0%
Senior 13 Multifamily26,4101M LIBOR + 4.25%5.5%79.7%
Senior 14 Multifamily14,9171M LIBOR + 4.50%5.7%76.0%
Senior 15 Retail14,6001M LIBOR + 4.25%5.5%65.0%
Senior 16 Retail27,2491M LIBOR + 4.75%6.0%67.4%
Senior 17 Office9,8441M LIBOR + 4.65%5.9%70.8%
Senior 18 Industrial19,5531M LIBOR + 4.25%5.5%68.0%
Senior 19 Multifamily18,9411M LIBOR + 4.20%5.4%76.4%
Senior 20 Hospitality10,3501M LIBOR + 5.50%6.7%69.9%
Senior 21 Hospitality15,3751M LIBOR + 5.30%6.5%73.5%
Senior 22 Mixed Use45,2351M LIBOR + 5.50%6.7%72.6%
Senior 23 Retail7,5001M LIBOR + 5.00%6.2%59.0%
Senior 24 Retail4,7251M LIBOR + 5.50%6.7%72.0%
Senior 25 Multifamily44,5951M LIBOR + 4.25%5.5%77.0%
Senior 26 Multifamily18,0751M LIBOR + 4.50%5.7%75.0%
Senior 27 Office14,0401M LIBOR + 4.75%6.0%74.4%
Senior 28 Multifamily24,3871M LIBOR + 4.25%5.5%69.6%

Loan TypeProperty TypePar Value
Interest Rate (1)
Effective Yield
Loan to Value (2)
Senior Debt 55Office11,9811 month LIBOR + 5.50%6.0%68.8%
Senior Debt 56Multifamily11,9181 month LIBOR + 4.55%5.0%73.0%
Senior Debt 57Multifamily21,0001 month LIBOR + 4.60%5.1%66.7%
Senior Debt 58Office26,0001 month LIBOR + 5.00%5.5%63.9%
Senior Debt 59Multifamily11,6721 month LIBOR + 3.50%4.0%60.1%
Senior Debt 60Multifamily21,0001 month LIBOR + 4.95%5.4%84.2%
Senior Debt 61Office43,7511 month LIBOR + 3.94%4.4%53.9%
Senior Debt 62Multifamily3,2951 month LIBOR + 7.25%7.7%—%
Senior Debt 63Multifamily5,4001 month LIBOR + 5.25%5.7%83.1%
Senior Debt 64Hospitality23,0001 month LIBOR + 5.79%6.3%57.2%
Senior Debt 65Multifamily34,7501 month LIBOR + 6.75%7.2%78.2%
Senior Debt 66Multifamily12,3251 month LIBOR + 4.50%5.0%83.3%
Senior Debt 67Multifamily6,3001 month LIBOR + 5.35%5.8%84.0%
Senior Debt 68Multifamily31,3541 month LIBOR + 3.00%3.5%74.3%
Senior Debt 69Multifamily12,0381 month LIBOR + 4.25%4.7%76.4%
Senior Debt 70Multifamily5,5751 month LIBOR + 4.50%5.0%83.6%
Senior Debt 71Multifamily53,5571 month LIBOR + 3.00%3.5%71.6%
Senior Debt 72Multifamily14,0451 month LIBOR + 3.39%3.9%70.6%
Senior Debt 73Multifamily8,4471 month LIBOR + 3.80%4.3%69.9%
Senior Debt 74Multifamily13,5821 month LIBOR + 4.50%5.0%76.7%
Senior Debt 75Multifamily18,6531 month LIBOR + 5.25%5.7%67.0%
Senior Debt 76Multifamily18,2731 month LIBOR + 3.60%4.1%70.8%
Senior Debt 77Multifamily42,1701 month LIBOR + 2.95%3.4%71.6%
Senior Debt 78Hospitality25,7851 month LIBOR + 5.60%6.1%61.0%
Senior Debt 79Mixed Use32,5001 month LIBOR + 3.70%4.2%69.7%
Senior Debt 80Multifamily12,9971 month LIBOR + 3.75%4.2%63.2%
Senior Debt 81Multifamily71,3341 month LIBOR + 2.95%3.4%72.6%
Senior Debt 82Multifamily20,4271 month LIBOR + 3.35%3.8%67.7%
Senior Debt 83Multifamily29,0331 month LIBOR + 2.95%3.4%70.4%
Senior Debt 84Multifamily35,3071 month LIBOR + 2.95%3.4%71.7%
Senior Debt 85Multifamily32,5571 month LIBOR + 2.95%3.4%72.2%
Senior Debt 86Hospitality25,7711 month LIBOR + 9.00%9.5%74.2%
Senior Debt 87Self Storage15,0001 month LIBOR + 4.26%4.7%74.6%
Senior Debt 88Multifamily24,5791 month LIBOR + 3.25%3.7%70.8%
Senior Debt 89Office6,8001 month LIBOR + 5.25%5.7%67.3%
Senior Debt 90Multifamily45,2021 month LIBOR + 6.50%7.0%—%
Senior Debt 91Multifamily10,5911 month LIBOR + 3.15%3.6%75.6%
Senior Debt 92Hospitality18,8591 month LIBOR + 5.35%5.8%56.8%
Senior Debt 93Hospitality28,0001 month LIBOR + 6.25%6.7%59.2%
Senior Debt 94Multifamily32,2131 month LIBOR + 3.15%3.6%73.0%
Senior Debt 95Multifamily37,3931 month LIBOR + 3.40%3.9%75.6%
Senior Debt 96Multifamily3,0631 month LIBOR + 8.00%8.5%—%
Senior Debt 97Multifamily29,5001 month LIBOR + 2.88%3.3%68.0%
Senior Debt 98Multifamily14,1931 month LIBOR + 3.75%4.2%76.9%
Senior Debt 99Multifamily29,2501 month LIBOR + 3.00%3.5%73.5%
Senior Debt 100Multifamily35,2071 month LIBOR + 3.15%3.6%71.0%
Senior Debt 101Multifamily42,8501 month LIBOR + 3.40%3.9%79.9%
Senior Debt 102Multifamily35,8231 month LIBOR + 3.64%4.1%66.0%
Senior Debt 103Multifamily8,5001 month LIBOR + 3.75%4.2%79.4%
Senior Debt 104Multifamily14,2001 month LIBOR + 3.15%3.6%79.8%
Senior Debt 105Multifamily13,3501 month LIBOR + 3.75%4.2%64.2%
Senior Debt 106Multifamily66,6501 month LIBOR + 3.25%3.7%77.1%
Senior Debt 107Multifamily18,8531 month LIBOR + 2.95%3.4%72.1%
Senior Debt 108Multifamily9,0991 month LIBOR + 3.75%4.2%70.0%
Senior Debt 109Hospitality34,0121 month SOFR + 6.73%7.0%55.8%
Senior Debt 110Multifamily26,3401 month LIBOR + 3.20%3.7%77.3%
61

Table of Contents
Loan TypeProperty TypePar Value
Interest Rate (1)
Effective Yield
Loan to Value (2)
Senior 29 Multifamily18,1461M LIBOR + 3.85%5.1%76.8%
Senior 30 Multifamily5,5191M LIBOR + 3.95%5.2%77.5%
Senior 31 Multifamily13,1201M LIBOR + 3.95%5.2%78.2%
Senior 32 Multifamily5,8941M LIBOR + 4.05%5.3%80.0%
Senior 33 Industrial33,6551M LIBOR + 4.00%5.2%65.0%
Senior 34 Office12,0001M LIBOR + 4.75%6.0%54.1%
Senior 35 Office35,0001M LIBOR + 5.00%6.2%79.0%
Senior 36 Office19,9791M LIBOR + 4.55%5.8%70.0%
Senior 37 Office29,0061M LIBOR + 4.25%5.5%73.3%
Senior 38 Office15,0301M LIBOR + 5.35%6.6%47.1%
Senior 39 Multifamily14,0001M LIBOR + 5.00%6.2%56.3%
Senior 40 Office16,3001M LIBOR + 6.00%7.2%74.8%
Senior 41 Retail13,7001M LIBOR + 4.75%6.0%62.6%
Senior 42 Retail28,5001M LIBOR + 4.73%6.0%73.1%
Senior 43 Retail12,7001M LIBOR + 5.00%6.2%73.3%
Senior 44 Multifamily23,1501M LIBOR + 5.00%6.2%71.7%
Senior 45 Multifamily45,1031M LIBOR + 6.75%8.0%83.4%
Senior 46 Retail15,7501M LIBOR + 5.25%6.5%70.5%
Senior 47 Retail25,0001M LIBOR + 4.40%5.6%71.4%
Senior 48 Multifamily13,9441M LIBOR + 7.10%8.3%76.4%
Senior 49 Hospitality12,6001M LIBOR + 5.50%6.7%61.6%
Senior 50 Hospitality11,7501M LIBOR + 5.50%6.7%71.2%
Senior 51 Retail20,4501M LIBOR + 5.00%6.2%60.9%
Senior 52 Multifamily26,0001M LIBOR + 7.25%8.5%69.7%
Senior 53 Hospitality14,9001M LIBOR + 6.25%7.5%69.0%
Senior 54 Office11,5801M LIBOR + 4.45%5.7%65.0%
Senior 55 Office9,7501M LIBOR + 5.50%6.7%74.0%
Senior 56 Multifamily39,7001M LIBOR + 5.50%6.7%76.0%
Senior 57 Multifamily25,5001M LIBOR + 4.85%6.1%83.1%
Senior 58 Retail7,5001M LIBOR + 5.25%6.5%70.5%
Senior 59 Office62,0401M LIBOR + 4.50%5.7%69.2%
Senior 60 Multifamily38,7751M LIBOR + 4.50%5.7%73.8%
Senior 61 Hospitality8,8751M LIBOR + 6.20%7.4%67.7%
Senior 62 Office25,1201M LIBOR + 4.15%5.4%69.5%
Mezzanine 1 Multifamily4,00012.00%12.0%74.5%
Mezzanine 2 Office7,00012.00%12.0%78.3%
Mezzanine 3 Retail1,96313.00%13.0%85.0%
Mezzanine 4 Multifamily3,4809.50%9.5%84.5%
Mezzanine 5 Office5,0663M LIBOR + 10.00%11.2%79.5%
Mezzanine 6 Office10,00010.00%10.0%79.0%
Mezzanine 7 Hospitality7,14010.00%10.0%73.9%
Mezzanine 8 Hospitality3,90010.00%10.0%73.9%
Mezzanine 9 Hospitality12,51010.00%10.0%73.9%
Mezzanine 10 Hospitality8,05010.00%10.0%73.9%
Mezzanine 11 Multifamily3,0001M LIBOR + 13.00%14.2%69.7%
  $1,322,973 5.9%72.5%
Loan TypeProperty TypePar Value
Interest Rate (1)
Effective Yield
Loan to Value (2)
Senior Debt 111Hospitality17,3701 month LIBOR + 5.25%5.7%61.0%
Senior Debt 112Hospitality16,5001 month LIBOR + 7.10%7.6%73.0%
Senior Debt 113Multifamily13,1681 month LIBOR + 3.40%3.9%78.2%
Senior Debt 114Multifamily88,5001 month LIBOR + 2.75%3.2%50.3%
Senior Debt 115Multifamily56,1501 month LIBOR + 3.10%3.6%78.9%
Senior Debt 116Multifamily37,0511 month LIBOR + 2.90%3.4%72.2%
Senior Debt 117Multifamily52,5761 month LIBOR + 3.10%3.6%67.2%
Senior Debt 118Multifamily37,1001 month LIBOR + 2.90%3.4%72.0%
Senior Debt 119Multifamily62,2251 month LIBOR + 2.85%3.3%70.6%
Senior Debt 120Multifamily30,6001 month LIBOR + 2.65%3.1%59.1%
Senior Debt 121Multifamily30,6501 month LIBOR + 3.25%3.7%80.0%
Senior Debt 122Multifamily62,8501 month LIBOR + 3.35%3.8%78.0%
Senior Debt 123Multifamily43,2281 month LIBOR + 3.00%3.5%74.8%
Senior Debt 124Multifamily46,0801 month LIBOR + 2.75%3.2%68.1%
Senior Debt 125Multifamily86,0001 month SOFR + 3.24%3.5%60.0%
Senior Debt 126Multifamily28,8801 month LIBOR + 2.90%3.4%74.2%
Senior Debt 127Manufactured Housing6,7001 month LIBOR + 4.50%5.0%77.9%
Senior Debt 128Multifamily58,6801 month LIBOR + 3.45%3.9%74.8%
Senior Debt 129Multifamily26,6001 month LIBOR + 2.90%3.4%72.1%
Senior Debt 130Multifamily12,4781 month LIBOR + 3.20%3.7%62.4%
Senior Debt 131Multifamily35,9961 month LIBOR + 3.00%3.5%73.3%
Senior Debt 132Multifamily32,2501 month LIBOR + 3.20%3.7%74.5%
Senior Debt 133Multifamily38,6311 month LIBOR + 2.90%3.4%71.7%
Senior Debt 134Multifamily64,2811 month LIBOR + 2.88%3.3%74.8%
Senior Debt 135Multifamily62,0031 month LIBOR + 2.88%3.3%75.5%
Senior Debt 136Multifamily16,5701 month SOFR + 3.50%3.8%71.7%
Senior Debt 137Multifamily56,9301 month LIBOR + 2.75%3.2%73.9%
Senior Debt 138Multifamily65,0001 month SOFR + 5.14%5.4%74.7%
Senior Debt 139Multifamily22,2401 month SOFR + 2.96%3.3%79.4%
Senior Debt 140Multifamily25,5731 month SOFR + 2.96%3.3%72.9%
Senior Debt 141Multifamily31,6781 month SOFR + 3.20%3.5%74.2%
Senior Debt 142Multifamily78,0501 month SOFR + 3.45%3.8%78.8%
Senior Debt 143Multifamily77,8701 month SOFR + 3.21%3.5%76.1%
Senior Debt 144Multifamily24,0001 month SOFR + 3.10%3.4%72.7%
Senior Debt 145Retail31,0001 month SOFR + 3.29%3.6%42.5%
Senior Debt 146Multifamily22,3011 month SOFR + 2.95%3.3%65.6%
Senior Debt 147Multifamily10,6001 month SOFR + 3.30%3.6%75.7%
Senior Debt 148Multifamily47,4441 month SOFR + 2.86%3.2%68.2%
Senior Debt 149Multifamily36,8241 month SOFR + 2.86%3.2%69.7%
Senior Debt 150Hospitality10,3001 month SOFR + 5.30%5.6%68.2%
Senior Debt 151Retail20,6501 month SOFR + 4.95%5.3%63.3%
Senior Debt 152Multifamily82,0001 month SOFR + 3.20%3.5%74.5%
Senior Debt 153Industrial55,0001 month SOFR + 3.50%3.8%70.1%
Senior Debt 154Multifamily38,3201 month SOFR + 3.10%3.4%74.1%
Senior Debt 155Multifamily34,0001 month SOFR + 2.95%3.3%63.1%
Senior Debt 156Mixed Use19,0001 month SOFR + 3.42%3.7%65.1%
Senior Debt 157Multifamily85,5001 month SOFR + 3.15%3.5%69.6%
Senior Debt 158Multifamily31,0951 month SOFR + 3.30%3.6%76.9%
Senior Debt 159Hospitality43,0511 month SOFR + 4.90%5.2%61.1%
Senior Debt 160Hospitality17,1175.99%6.0%52.9%
Mezzanine Loan 1Multifamily6,5001 month LIBOR + 10.25%11.0%90.4%
Mezzanine Loan 2Multifamily3,0001 month LIBOR + 9.20%10.0%62.2%
Mezzanine Loan 3Multifamily10,0001 month SOFR + 15.29%15.6%86.2%
Mezzanine Loan 4Retail3,0001 month SOFR + 12.00%12.3%46.6%
Mezzanine Loan 5Hospitality4,1131 month SOFR + 14.45%14.8%62.5%
Mezzanine Loan 6Mixed Use1,0001 month SOFR + 11.00%11.3%68.5%
________________________
62

Table of Contents
Loan TypeProperty TypePar Value
Interest Rate (1)
Effective Yield
Loan to Value (2)
$4,562,4844.5%68.2%
________________________
(1) Our floating rate loan agreements contain the contractual obligation for the borrower to maintain an interest rate cap to protect against rising interest rates. In a simple interest rate cap, the borrower pays a premium for a notional principal amount based on a capped interest rate (the "cap rate"“cap rate”). When the floating rate exceeds the cap rate, the borrower receives a payment from the cap counterparty equal to the difference between the floating rate and the cap rate on the same notional principal amount for a specified period of time. When interest rates rise, the value of an interest rate cap will increase, thereby reducing the borrower's exposure to rising interest rates.
(2) Loan to value percentage is from metrics at origination.

Predevelopment construction loans at origination will not have an LTV and therefore is nil.
The following table shows selected data from our commercial mortgage loans, held-for-sale, measured at fair value.value as of March 31, 2022 (dollars in thousands):
Loan TypeProperty TypePar ValueInterest RateEffective Yield
Loan to Value (1)
TRS Senior Debt 1Retail$10,0004.0%4.0%64.5%
TRS Senior Debt 2Hospitality6,4004.9%4.9%52.9%
TRS Senior Debt 3Retail4,3004.5%4.5%59.3%
TRS Senior Debt 4Multifamily6,5004.6%4.6%52.0%
TRS Senior Debt 5Hospitality13,1005.1%5.1%62.4%
TRS Senior Debt 6Mixed Use2,7505.4%5.4%51.9%
TRS Senior Debt 7Retail40,2504.8%4.8%62.9%
TRS Senior Debt 8Office12,1933.6%3.6%63.2%
TRS Senior Debt 9Hospitality12,9573.3%3.3%44.7%
$108,4504.4%59.2%
________________________
Loan TypeProperty TypePar ValueInterest RateEffective Yield
Loan to Value (1)
TRS Senior 1 Mixed Use$14,1504.41%4.4%53.4%
TRS Senior 2 Retail28,0004.34%4.3%69.5%
TRS Senior 3 Multifamily7,2004.87%4.9%49.7%
TRS Senior 4 Industrial11,6004.21%4.2%55.8%
  60,950 n/m60.8%
      
(1) Loan to value percentage is from metrics at origination.

  
n/m - not meaningful.  
      
(1)Loan to value percentage is from metrics at origination. Predevelopment construction loans at origination will not have an LTV at origination and therefore is nil.

The following table shows selected data from our real estate owned asset in our portfolio as of March 31, 2022 (dollars in thousands):
TypeProperty TypeCarrying Value
Real Estate Owned 1Industrial$89,473 
$89,473
The following is a summary of the Company's RMBS, all of which were ARM Agency Securities, classified by collateral type and interest rate characteristics as of March 31, 2022 (dollars in thousands):
TypeCarrying
Amount
Average
Yield (1)
Agency Securities:
   Fannie Mae/Freddie Mac ARMs$1,678 2.34 %
   Ginnie Mae ARMs271 2.68 %
$1,949 2.37 %
________________________
(1) Average yield is presented for the period then ended, and is based on the cash component of interest income expressed as a percentage on average cost basis (the “cash yield”).
Results of Operations
The Company has determined that it has three reportable segments based on howWe conduct our business through the chief operating decision maker reviews and manages the business. The three reporting segments are as follows:following segments:
The real estate debt business which is focusedfocuses on originating, acquiring and asset managing commercial real estate debt investments, including first mortgage loans, subordinate mortgages, mezzanine loans and participations in such loans.
63

Table of Contents
The real estate securities business focuses on investing in and asset managing commercial real estate securitiessecurities. Historically this business has focused primarily consisting ofon CMBS, and may include unsecured REIT debt, CDO notes and other securities. As a result of the October 2021 acquisition of Capstead, the Company acquired and continues to hold a significant portfolio of ARM Agency Securities. The Company intends to reinvest the cash and proceeds from dividends, interest, repayments and sales of these assets into its other segments and does not intend to continue to invest in ARM Agency Securities or RMBS in general. As of March 31, 2022, all of the real estate securities in this segment were ARM Agency Securities acquired in the Capstead acquisition.
The conduitConduit business operated through the Company's TRS, which is focused on generating superior risk-adjusted returns by originating and subsequently selling fixed-rate commercial real estate loans into the CMBS securitization market at a profit.
The real estate owned business represents real estate acquired by the Company performed a recastthrough foreclosure, deed in lieu of its results of operations for the TRS, a new line of business, and determined there to be no material changes.foreclosure, or purchase.

Comparison of the Three Months Ended September 30,2017March 31, 2022 to the Three Months Ended September 30, 2016March 31, 2021
Net Interest Income
Net interest income is generated on our interest-earning assets less related interest-bearing liabilities and is recorded as part of our real estate debt, and real estate securities and TRS segments.
The following table presents the average balance of interest-earning assets less related interest-bearing liabilities, associated interest income and expense and corresponding yield earned and incurred for the three months ended September 30, 2017March 31, 2022 and 2016March 31, 2021 (dollars in thousands):

Three Months Ended March 31,
20222021
Average Carrying Value (1)
Interest Income/Expense (2)
WA Yield/Financing Cost (3)(4)
Average Carrying Value (1)
Interest Income/Expense (2)
WA Yield/Financing Cost (3)(4)
Interest-earning assets:
Real estate debt$4,361,119$55,6875.1%$2,723,798$40,7576.0%
Real estate conduit92,0716863.0%116,7811,0563.6%
Real estate securities3,199,82618,8852.4%79,6684242.1%
Total$7,653,016$75,2583.9%$2,920,247$42,2375.8%
Interest-bearing liabilities:
Repurchase Agreements - commercial mortgage loans$813,144$7,6053.7%$340,485$2,8303.3%
Other financing and loan participation - commercial mortgage loans38,3443763.9%44,9395274.7%
Repurchase Agreements - real estate securities3,100,1571,3910.2%123,3221,2464.0%
Collateralized loan obligations2,513,33011,7741.9%1,598,5326,7661.7%
Unsecured debt105,8291,3345.0%
Total$6,570,804$22,4801.4%$2,107,278$11,3692.2%
Net interest income/spread$52,7782.5%$30,8683.6%
Average leverage % (5)
85.9 %72.2 %
Weighted average levered yield (6)
19.5 %15.2 %
________________________
  Three Months Ended September 30,
  2017 2016
  
Average Carrying Value(1)
 
Interest Income / Expense(2)
 
WA Yield / Financing Cost(3)(4)
 
Average Carrying Value(1)
 
Interest Income / Expense(2)
 
WA Yield / Financing Cost(3)(4)
Interest-earning assets:            
Real estate debt $1,272,914
 $21,919
 6.9% $1,127,464
 $18,682
 6.6%
Real estate securities 12,749
 276
 8.7% 122,264
 1,568
 5.1%
Total $1,285,663
 $22,195
 6.9% $1,249,728
 $20,250
 6.5%
Interest-bearing liabilities:            
Repurchase agreements - commercial mortgage loans $237,017
 $2,784
 4.7% $253,860
 $4,451
 7.0%
Other financing - commercial mortgage loans 34,681
 472
 5.4% 
 
 %
Repurchase agreements - real estate securities 47,477
 409
 3.4% 114,086
 675
 2.4%
Collateralized loan obligations 523,227
 5,180
 4.0% 287,443
 2,191
 3.0%
Total $842,402
 $8,845
 4.2% $655,389
 $7,317
 4.5%
Net interest income/spread   $13,350
 2.7%   $12,933
 2.0%
Average leverage %(5)
 65.5%     52.4%    
Weighted average levered yield(6)
 

 

 8.7%     7.5%
________________________
(1) Based on amortized cost for real estate debt and real estate securities and principal amount for repurchase agreements. Amounts are calculated based on daily averages for the three months ended September 30, 2017March 31, 2022 and 2016,March 31, 2021, respectively.
(2) Includes the effect of amortization of premium or accretion of discount and deferred fees.
(3) Calculated as interest income or expense divided by average carrying value.
(4) Annualized.
(5) Calculated by dividing total average interest-bearing liabilities by total average interest-earning assets.
(6) Calculated by taking the sum of (i)dividing net interest income/spread by the net interest spread multiplied by the average leverageinterest-earning assets and (ii) the interest-earning assets.average interest-bearing liabilities.

64

Table of Contents
Interest Incomeincome
Interest income earned duringfor the three months ended September 30, 2017March 31, 2022 and March 31, 2021 totaled $75.3 million and $42.2 million, respectively, an increase of $33.1 million. This was $1.9primarily due to (i) $14.9 million of higher compared to the three months ended September 30, 2016. The increase in interest income was dueattributed to an increase in the 1 Month LIBOR, the benchmark index for our loans and an increase of $35$1,637.3 million in the average carrying value of our interest-earning assets. Asreal estate debt assets and (ii) $18.5 million of September 30, 2017, our loans had a totalhigher interest income attributed to an increase of $3,120.2 million in the average carrying value of $1,379.2 million and our CMBS investments had areal estate securities portfolio. As of March 31, 2022, our portfolio consisted of 166 commercial mortgage loans, held for investment, nine commercial mortgage loans, held for sale, measured at fair value of $0.0 million, while as of September 30, 2016, our loans had a total carrying value of $1,120.9 million and our CMBS investments had a fair value of $57.6 million.RMBS securities.
Interest Expenseexpense
Interest expense for the three months ended September 30, 2017March 31, 2022 and March 31, 2021 totaled $22.5 million and $11.4 million, respectively, an increase of $11.1 million. This was $1.5primarily due to (i) $4.8 million of higher compared to the three months ended September 30, 2016. The increase in interest expense was dueattributed to an increase in the 1 Month LIBOR, the benchmark index for our financing lines and an increase of $187$472.7 million in the average carrying value of our interest-bearing liabilities.repurchase agreements on commercial mortgage loans and (ii) $5.0 million of higher interest expense attributed to an increase of $914.8 million in the average carrying value of our real estate debt assets.

Realized Gain/Loss on Commercial Mortgage Loans Held for Sale
Expenses
ExpensesRealized gain on commercial mortgage loans, held for sale, measured at fair value at the TRS for the three months ended September 30, 2017 and 2016March 31, 2022 was $1.9 million compared to a realized gain of $6.6 million for the three months ended March 31, 2021. The $4.7 million decrease in realized gain was due to the difference in proceeds received between the one sale of fixed-rate commercial real estate loans into the CMBS securitization market during the three months ended March 31, 2022 compared to the one sale during the three months ended March 31, 2021. Proceeds from sale were made up of$77.8 million for the following (in thousands):
three months ended March 31, 2022 compared to $147.9 million for the three months ended March 31, 2021.
  Three Months Ended September 30,
  2017 2016
Asset management and subordinated performance fee $2,299
 $1,066
Acquisition fees and acquisition expenses 1,685
 255
Professional fees 1,348
 2,154
Administrative services expenses 1,480
 2,480
Other expenses 1,411
 686
Total expenses $8,223
 $6,641
Realized Gain/Loss on Real Estate Securities Available for Sale
For the three months ended September 30, 2017, expenses were primarily related to asset management and subordinated performance fees. DuringMarch 31, 2022 there was no realized gain/loss on our real estate securities, available for sale, measured at fair value. For the three months ended September 30, 2017 and September 30, 2016, we incurred $2.3 million andMarch 31, 2021 our real estate securities, available for sale, measured at fair value had a realized loss of $1.1 million, included within the consolidated statements of asset management and subordinated performance fees, respectively, an increaseoperations. The loss is attributable to 8 sales of $1.2 million. The entire $2.3 million inCMBS securities during the asset management and subordinated performance fee linethree months ended March 31, 2021.
Expenses from operations
Expenses from operations for the three months ended September 30, 2017 is composedMarch 31, 2022 and March 31, 2021 consisted of asset management fees, as there was no subordinated performance fee due to applicable conditions not having been satisfied. The $1.1 millionthe following (dollars in the asset management and subordinated performance fee line forthousands):
Three Months Ended March 31,
20222021
Asset management and subordinated performance fee$6,745 $5,416 
Administrative services expenses3,353 3,474 
Acquisition expenses315 153 
Professional fees6,659 1,997 
Depreciation and amortization1,295 406 
Other expenses1,762 495 
Total expenses from operations$20,129 $11,941 
Overall, our operating expenses increased during the three months ended September 30, 2016, is composed approximately $2.3 million of asset management fees and the reversal of approximately $1.3 million of subordinated performance fees.
During the three months ended September 30, 2017 and September 30, 2016, we incurred $1.7 million and $0.3 million of acquisition fees and acquisition expenses, respectively,March 31, 2022, compared to March 31, 2021 due to an increase in our total portfolio size as a result of approximately $1.4 million, primarilythe Capstead acquisition. Professional fees saw a much higher increase due to the fact we had nominal origination activity in 2016. This increase was offset by decreases in professional fees and administrative services expenses in the three months ended September 30, 2017 compared to September 30, 2016, which were primarily due to the change made to our advisor in the third quarterlegal cost incurred on recovery of 2016.an asset.

65

Table of Contents
Comparison of the NineThree Months Ended September 30, 2017March 31, 2022 to the NineThree Months Ended September 30, 2016December 31, 2021
Net Interest Income
Net interest income is generated on our interest-earning assets less related interest-bearing liabilities and is recorded as part of our real estate debt, and real estate securities and TRS segments.
The following table presents the average balance of interest-earning assets less related interest-bearing liabilities, associated interest income and expense and corresponding yield earned and incurred for the ninethree months ended September 30, 2017March 31, 2022 and 2016December 31, 2021 (dollars in thousands):

Three Months Ended
March 31, 2022December 31, 2021
Average Carrying Value (1)
Interest Income/Expense (2)
WA Yield/Financing Cost (3)(4)
Average Carrying Value (1)
Interest Income/Expense (2)
WA Yield/Financing Cost (3)(4)
Interest-earning assets:
Real estate debt$4,361,119$55,6875.1%$3,631,346$53,1455.9%
Real estate conduit92,0716863.0%36,4474975.5%
Real estate securities3,199,82618,8852.4%3,482,24524,2792.8%
Total$7,653,016$75,2583.9%$7,150,038$77,9214.4%
Interest-bearing liabilities:
Repurchase Agreements - commercial mortgage loans$813,144$7,6053.7%$959,729$9,0693.8%
Other financing and loan participation - commercial mortgage loans38,3443763.9%37,7703864.1%
Repurchase Agreements - real estate securities3,100,1571,3910.2%3,233,5991,3610.2%
Collateralized loan obligations2,513,33011,7741.9%1,714,73611,9222.8%
Unsecured debt105,8291,3345.0101,0642,1038.3%
Total$6,570,804$22,4801.4%$6,046,898$24,8411.6%
Net interest income/spread$52,7782.5%$53,0802.8%
Average leverage % (5)
85.9 %84.6 %
Weighted average levered yield (6)
19.5 %19.2 %
________________________
  Nine Months Ended September 30,
  2017 2016
  
Average Carrying Value(1)
 
Interest Income / Expense(2)
 
WA Yield / Financing Cost(3)(4)
 
Average Carrying Value(1)
 
Interest Income / Expense(2)
 
WA Yield / Financing Cost(3)(4)
Interest-earning assets:            
Real estate debt $1,157,015
 $60,566
 7.0% $1,133,211
 $55,973
 6.6%
Real estate securities 25,424
 1,351
 7.1% 128,474
 4,790
 5.0%
Total $1,182,439
 $61,917
 7.0% $1,261,685
 $60,763
 6.4%
Interest-bearing liabilities:            
Repurchase agreements - commercial mortgage loans $301,665
 $10,511
 4.6% $248,436
 $9,019
 4.8%
Other financing - commercial mortgage loans 17,555
 712
 5.4% 
 
 n/a
Repurchase agreements - real estate securities 54,928
 1,254
 3.0% 119,054
 2,035
 2.3%
Collateralized loan obligations 335,683
 9,513
 3.8% 287,351
 6,424
 3.0%
Total $709,831
 $21,990
 4.1% $654,841
 $17,478
 3.6%
Net interest income/spread   $39,927
 2.9%   $43,285
 2.8%
Average leverage %(5)
 60.0%     51.9%    
Weighted average levered yield(6)
 

 

 8.7%     7.9%
________________________
(1) Based on amortized cost for real estate debt and real estate securities and principal amount for repurchase agreements. Amounts are calculated based on daily averages for ninethe three months ended September 30, 2017March 31, 2022 and 2016,December 31, 2021, respectively.
(2) Includes the effect of amortization of premium or accretion of discount and deferred fees.
(3) Calculated as interest income or expense divided by average carrying value.
(4) Annualized.
(5) Calculated by dividing total average interest-bearing liabilities by total average interest-earning assets.
(6) Calculated by taking the sum of (i)dividing net interest income/spread by the net interest spread multiplied by the average leverageinterest-earning assets and (ii) the interest-earning assets.

average interest-bearing liabilities.
Interest Income
Our interestInterest income duringfor the ninethree months ended September 30, 2017 was $1.2March 31, 2022 and December 31, 2021 totaled $75.3 million higher compared to the same period in 2016. The increaseand $77.9 million, respectively, a decrease of $2.6 million. This was primarily due to the increase in the weighted average yield(i) $5.4 million of our portfolio. Aslower interest income attributed to a decrease of September 30, 2017, our loans had a carrying value of $1,379.2$282.4 million and our CMBS investments had a fair value of $0.0 million, while as of September 30, 2016, our loans had a total carrying value of $1,120.9 million and our CMBS investments had a fair value of $57.6 million.
Interest Expense
Interest expense for the nine months ended September 30, 2017 was $4.5 million higher compared to the nine months ended September 30, 2016. The increase was primarily due to the increase in the average carrying value of our interest-bearing liabilities.real estate securities portfolio and partially offset by (ii) $2.5 million of higher interest income attributed to an increase of $729.8 million in the average carrying value of our real estate debt assets. As of March 31, 2022, our portfolio consisted of 166 commercial mortgage loans, held for investment, 9 commercial mortgage loans, held for sale, measured at fair value and RMBS securities.

Interest expense
Expenses
ExpensesInterest expense for the ninethree months ended September 30, 2017March 31, 2022 and 2016 were made up of the following (in thousands):
  Nine Months Ended September 30,
  2017 2016
Asset management and subordinated performance fee $6,952
 $7,091
Acquisition fees and acquisition expenses 4,175
 635
Professional fees 3,320
 4,226
Administrative services expenses 3,285
 3,835
Other expenses 2,773
 2,092
Total expenses from operations $20,505
 $17,879
For the nine months ended September 30, 2017, expenses were primarily related to asset management fees and acquisition fees and acquisition expenses. During the nine months ended September 30, 2017 and September 30, 2016, we incurred $7.0December 31, 2021 totaled $22.5 million and $7.1$24.8 million, of asset management and subordinated performance fees, respectively, a decrease of $0.1$2.3 million. The entire $7.0This was primarily due to $1.5 million of lower interest expense attributed to a decrease of $146.6 million in the average carrying value of our repurchase agreements on commercial mortgage loans.
66

Table of Contents
Realized Gain/Loss on Commercial Mortgage Loans Held for Sale
Realized gain on commercial mortgage loans, held for sale, measured at fair value at the TRS for the three months ended March 31, 2022 was $1.9 million compared to a realized gain of $2.0 million for the three months ended December 31, 2021. The realized gains were consistent quarter over quarter. Total proceeds from the sales of fixed-rate commercial real estate loans into the CMBS securitization market during the three months ended March 31, 2022 and December 31, 2021 were $77.8 million and $67.1 million, respectively.
Trading Gain/Loss
For the three months ended March 31, 2022 we had a trading loss of $88.4 million included within the consolidated statements of operations compared to a trading loss of $34.8 million for the three months ended December 31, 2021. During the three months ended March 31, 2022, the loss was attributable to $51.2 million of losses due to sales of the ARM Agency Securities, $27.5 million of losses due to change in market values of these securities and $9.7 million of losses due to mortgage prepayments. For the three months ended December 31, 2021, the loss was attributable to $20.9 million of losses due to change in market values of the ARM Agency Securities and $14.0 million of losses due to mortgage prepayments, net of $0.1 million in realized gains on sales of securities.
Expenses from operations
Expenses from operations for the three months ended March 31, 2022 and December 31, 2021 consisted of the following (dollars in thousands):
 Three Months Ended
March 31, 2022December 31, 2021
Asset management and subordinated performance fee$6,745 $8,428 
Administrative services expenses3,353 (1,874)
Acquisition expenses315 191 
Impairment of acquired assets— 88,282 
Professional fees6,659 4,388 
Depreciation and amortization1,295 1,295 
Other expenses1,762 1,831 
Total expenses from operations$20,129 $102,541 
The decrease in our expenses from operations was primarily related to the merger with Capstead, which resulted in impairment of acquired assets during the three months ended December 31, 2021. This is coupled with the decrease in asset management and subordinated performance fee line forof $1.7 million, which was primarily attributable to no incentive fee incurred during the ninethree months ended September 30, 2017 is comprised of asset management fees.
DuringMarch 31, 2022 compared to $1.8 million incurred during the ninethree months ended September 30, 2017 and September 30, 2016, we incurred $4.2 million and $0.6 million of acquisition fees and acquisition expenses, respectively, an increase of approximately $3.6 million, primarily due to the fact we had nominal origination activity in 2016. This increase was partially offset by decreases in professional fees and administrative services expenses in the nine months ended September 30, 2017 compared to September 30, 2016, which were primarily due to expenses incurred in connection with the change in our advisor in 2016.December 31, 2021.

Liquidity and Capital Resources
Overview
Our expected material cash requirements over the next twelve months and thereafter are comprised of (i) contractually obligated expenditures, including payments of principal demands for cash will be acquisition costs,and interest and contractually-obligated fundings on our loans; (ii) other essential expenditures, including the purchase price of any investments we originate or acquire, the payment of our operating and administrative expenses continuingand dividends paid in accordance with REIT distribution requirements; and (iii) opportunistic expenditures, including new loans.
Our contractually obligated expenditures primarily consist of payment obligations under the debt service obligations,financing arrangements which are set forth below, including in the table under “Contractual Obligations and distributions to our stockholders. We currently believe that we have sufficient liquidity and capital resources available for all anticipated uses, including the acquisition of additional investments, required debt service and the payment of cash dividends.Commitments.”
We expect to use additional debt and equity financing as a source of capital. Our board of directors currently intends to operate at a leverage level of between one to three times book value of equity. However, our board of directors may change this target without shareholder approval. We believe that the recent listing of our common stock will improve our access to capital through public offerings of our securities. We anticipate that adequateour debt and equity financing sources and our anticipated cash will be generated from operations will be adequate to fund our operating and administrative expenses, continuing debt service obligations and the paymentanticipated uses of distributions.capital.
In addition to our current mix of financing sources, we may also access additional forms of financings, including credit facilities, securitizations, public and private, secured and unsecured debt issuances by us or our subsidiaries, or through capital recycling initiatives whereby we sell certain assets in our portfolio and reinvest the proceeds in assets with more attractive risk-adjusted returns.

67

Table of Contents
Collateralized Loan Obligations
During the three months ended March 31, 2022, the Company raised $1.2 billion of capital through the issuance of BSPRT 2022-FL8 Issuer, Ltd. Additionally, as of March 31, 2022, the Company had $177.4 million reinvestment capital available across all outstanding collateralized loan obligations.
Repurchase Agreement,Agreements, Commercial Mortgage Loans
As of September 30, 2017,March 31, 2022 we have repurchase facilities with JPMorgan Chase Bank, National Association (the "JPM Repo Facility"), Goldman Sachs Bank USA (the "GS Repo Facility"), U.S. Bank National Association (the "USB Repo Facility"), Barclays Bank PLC (the "Barclays Revolver Facility" and the "Barclays Repo Facility"), Wells Fargo Bank, National Association (the "WF Repo Facility"), and Credit Suisse AG (the "CS Repo Facility" and together with JPM Repo Facility, GSWF Repo Facility, USBBarclays Revolver Facility and Barclays Repo Facility, Barclays Facility, the "Repo Facilities").
The JPM Repo Facility has a maturity dateFacilities are financing sources through which we may pledge one or more mortgage loans to the financing entity in exchange for funds typically at an advance rate of June 12, 2019 plus a one-year extension at the Company's option and provides upbetween 65% to $300.0 million in advances. The GS Repo Facility has a maturity date of December 27, 2018, with a one-year extension at the Company’s option, which may be exercised upon the satisfaction of certain conditions, and provides up to $250.0 million in advances. The USB Repo Facility matures on July 15, 2020, with two one-year extensions at the option80% of the Company, which may be exercised upon the satisfaction of certain conditions, and provides up to $100.0 million in advances. The CS Repo Facility matures on August 30, 2018 and provides up to $250.0 million in advances. Prior to the end of each calendar quarter, the Company may request an extensionprincipal amount of the termination date for an additional 364 days from the end of such calendar quarter subject to the satisfaction of certain conditions and approvals.mortgage loan being pledged.
We expect to use the advances from these Repo Facilities to finance the acquisition or origination of eligible loans, including first mortgage loans, subordinated mortgage loans, mezzanine loans and participation interests therein.

As of September 30, 2017 and December 31, 2016, there was $137.5 million and $257.7 million outstanding under the JPM Repo Facility, respectively. As of September 30, 2017, we had $138.0 million outstanding under the GS Repo Facility. The Company had no advances under the GS Repo Facility as of December 31, 2016. As of September 30, 2017, we had $12.3 million outstanding under the USB Repo Facility. The Company had no advances under the USB Repo Facility as of December 31, 2016. As of September 30, 2017, we had $31.6 million outstanding under the CS Repo Facility. The Company had no advances under the CS Repo Facility as of December 31, 2016.
The Company entered into the Barclays Facility on September 19, 2017.  The Barclays Facility provides for a senior secured $75 million revolving line of credit and bears interest at per annum rates equal to one of two base rates plus an applicable margin. The Barclays Facility has a maturity of September 19, 2019, subject to an extension term of one year, and provides for quarterly interest-only payments, with all principal and interest outstanding being due on the maturity date. The Barclays Facility may be prepaid from time to time and at any time, in whole or in part, without premium or penalty. The Company expects to use advances on the Barclays Facility to finance the origination of eligible loans, including first lien mortgage loans, junior mortgage loans, mezzanine loans, and participation interests therein.  As of September 30, 2017, the Company had no advances under the Barclays Facility.
The Repo Facilities generally provide that in the event of a decrease in the value of the Company'sour collateral, the lenders can demand additional collateral. Should the value of the Company’sour collateral decrease as a result of deteriorating credit quality, resulting margin calls may cause an adverse change in the Company’sour liquidity position.
68

Table of Contents
The details of our Repo Facilities at March 31, 2022 and December 31, 2021 are as follows (dollars in thousands):
As of March 31, 2022
Repurchase FacilityCommitted FinancingAmount Outstanding
Interest Expense (1)
Ending Weighted Average Interest RateMaturity
JPM Repo Facility$400,000 $69,757 $1,474 2.80 %10/6/2022
CS Repo Facility (2)
300,000 123,259 1,138 3.01 %9/30/2022
WF Repo Facility (3)
450,000 201,812 1,248 2.08 %11/21/2023
Barclays Revolver Facility (4)
250,000 — 2,027 N/A9/20/2023
Barclays Repo Facility (5)
500,000 128,062 1,490 2.08 %3/14/2025
Total$1,900,000 $522,890 $7,377 
________________________
(1) For the three months ended March 31, 2022. Includes amortization of deferred financing costs.
(2) On August 12, 2021, the Company exercised the extension option upon the satisfaction of certain conditions, and extended the term maturity to September 30, 2022. Additionally, on November 3, 2021 the committed financing amount was amended from $200 million to $300 million with the option to increase to $400 million at the Company's discretion.
(3) On November 19, 2021, the committed financing amount was increased from $275 million to $450 million. There are 3 more one-year extension options available at the Company's discretion.
(4) On September 8, 2021, the Company amended the maturity date to September 20, 2023. On December 1, 2021 the committed financing amount was increased from $100 million to $250 million. The Company may increase the total commitment amount by an amount between $100 million and $150 million for three month intervals, on an unlimited basis prior to maturity.
(5) On December 3, 2021 the Company amended the maturity date to March 14, 2025 and the committed financing amount was increased from $300 million to $500 million. There are two one-year extension options available at the Company's discretion.
As of December 31, 2021
Repurchase FacilityCommitted FinancingAmount Outstanding
Interest Expense (1)
Ending Weighted Average Interest RateTerm Maturity
JPM Repo Facility$400,000 $136,470 $5,178 2.13 %10/6/2022
CS Repo Facility (2)
300,000 137,364 3,446 2.43 %9/30/2022
WF Repo Facility (3)
450,000 186,734 2,090 1.64 %11/21/2023
Barclays Revolver Facility (4)
250,000 166,700 1,976 6.12 %9/20/2023
Barclays Repo Facility (5)
500,000 392,332 4,057 1.76 %3/14/2025
Total$1,900,000 $1,019,600 $16,747 
________________________
(1) For the year ended December 31, 2020. Includes amortization of deferred financing costs.
(2) On August 12, 2021, the Company exercised the extension option upon the satisfaction of certain conditions, and extended the term maturity to September 30, 2022. Additionally, on November 3, 2021 the committed financing amount was amended from $200 million to $300 million with the option to increase to $400 million at the Company's discretion.
(3) On November 19, 2021, the committed financing amount was increased from $275 million to $450 million. There are 3 more one-year extension options available at the Company's discretion.
(4) On September 8, 2021, the Company amended the maturity date to September 20, 2023. On December 1, 2021 the committed financing amount was increased from $100 million to $250 million. The Company may increase the total commitment amount by an amount between $100 million and $150 million for three month intervals, on an unlimited basis prior to maturity.
(5) On December 3, 2021 the Company amended the maturity date to March 14, 2025 and the committed financing amount was increased from $300 million to $500 million. There are two one-year extension options available at the Company's discretion.
69

Table of Contents
Other financing and loan participation - Commercial Mortgage Loans
We entered intoOn March 23, 2020, the Company transferred $15.2 million of its interest in a financing arrangement with Pacific Westernterm loan to Sterling National Bank ("SNB") via a participation agreement. Since inception, the Company's outstanding loan increased as a result of future fundings, leading to an increase in amount outstanding via the participation agreement. The Company incurred $0.2 million of interest expense on the SNB term loan for the three months ended March 31, 2022. As of March 31, 2022 and December 31, 2021 the outstanding participation balance was $37.9 million and $37.9 million, respectively. The loan accrued interest at an annual rate of one-month LIBOR + 2.20% and matures on February 9, 2023.
On February 10, 2022, the Company transferred $37.95 million of its interest in a term financing (“PWB Financing”)loan to Customers Bank via a participation agreement. Since inception, the Company's outstanding loan increased as a result of future fundings, leading to an increase in amount outstanding via the participation agreement. The Company incurred $5 thousand of interest expense on the Customers Bank term loan for the three months ended March 31, 2022. As of March 31, 2022 the outstanding participation balance was $2.3 million. The loan accrued interest at an annual rate of one-month SOFR + 4.01% and matures on May 1, 2025.
Mortgage Note Payable
On September 17, 2017. The PWB Financing provided2021, the Company, in connection with $36.2the consolidating joint venture (as discussed in Note 5 - Real Estate Owned), originated a $112.7 million andmortgage note payable, of which $88.7 million is collateralized by a portfolio asseteliminated in consolidation (see Note 5 - Real Estate Owned). The remaining mortgage note payable of $54.2 million. The PWB Financing initially$24.0 million is disclosed on the consolidated balance sheet. As of March 31, 2022, the loan accrued interest at an annual rate of 3.1% and matures on JuneOctober 9, 2019,2024.
Unsecured Debt
At March 31, 2022, the Company held 30-year junior subordinated notes issued in 2005 and 2006 and maturing in 2035 and 2036, with two one-year extension optiona total face amount of $100.0 million. Note balances net of deferred issuance costs, and related weighted average interest rates as of the indicated dates (calculated including issuance cost amortization and adjusted for the effects of related derivatives held as cash flow hedges) were as follows (dollars in thousands):
As of March 31, 2022As of December 31, 2021
Borrowings
Outstanding
Average
 Rate
Borrowings
Outstanding
Average
 Rate
Junior subordinated notes maturing in:
   October 2035 ($35,000 face amount)$34,479 5.34 %$34,470 7.86 %
   December 2035 ($40,000 face amount)39,484 5.25 %39,474 7.63 %
   September 2036 ($25,000 face amount)24,657 5.29 %24,650 7.67 %
$98,620 5.29 %$98,594 7.72 %
The notes are currently redeemable, in whole or in part, without penalty, at the Company’s option. Interest paid on unsecured debt, including related derivative cash flows, totaled $1.8 million for the twelve months ended March 31, 2022.
Pursuant to a lending and security agreement with Security Benefit Life Insurance Company ("SBL"), which was entered into in February 2020 and amended in March and August 2020, the Company may borrow up to $100.0 million at a rate of one-month LIBOR + 4.5%. The facility has a maturity of February 10, 2023 and is secured by a pledge of equity interests in certain of the Company’s subsidiaries. The Company incurred $0.3 million of interest expense on the lending agreement with SBL for the three months ended March 31, 2022. As of September 30, 2017, we had $30.5 millionMarch 31, 2022 there was no outstanding under the PWB Financingbalance.
Repurchase Agreements - Real Estate Securities
WeThe Company has entered into various Master Repurchase Agreements ("MRAs"(the "MRAs") that allow usthe Company to sell real estate securities while providing a fixed repurchase price for the same real estate securities in the future. The repurchase contracts on each security under an MRA generally mature in 30 to 9030-90 days and terms are adjusted for current market rates as necessary. As
70

Below is a summary of the Company's MRAs as of March 31, 2022 and December 31, 2016, we entered into six MRAs, of which one and three were2021 (dollars in use for each respective periods presented, described below (in thousands):
 Amount     Weighted AverageWeighted Average
Counterparty Outstanding Accrued Interest Collateral Pledged (*) Interest Rate Days to MaturityCounterpartyAmount OutstandingInterest Expense
Collateral Pledged (1)
Interest RateDays to Maturity
As of September 30, 2017          
J.P. Morgan Securities LLC $39,035
 $74
 $55,764
 2.97% 6
As of March 31, 2022As of March 31, 2022
JP Morgan Securities LLCJP Morgan Securities LLC$19,283 $55 $23,995 1.27 %14
Wells Fargo Securities, LLCWells Fargo Securities, LLC— — — N/A N/A
Goldman Sachs InternationalGoldman Sachs International— — — N/A N/A
Barclays Capital Inc.Barclays Capital Inc.35,327 75 44,284 1.40 %7
Credit Suisse AGCredit Suisse AG— — — N/A N/A
Citigroup Global Markets, Inc.Citigroup Global Markets, Inc.— — — N/A N/A
Total/Weighted Average $39,035
 $74
 $55,764
 2.97% 6Total/Weighted Average$54,610 $130 $68,279 1.35 %9
         
As of December 31, 2016         
J.P. Morgan Securities LLC $59,122
 $96
 $92,658
 2.55% 6
As of December 31, 2021As of December 31, 2021
JP Morgan Securities LLCJP Morgan Securities LLC$19,025 $261 $24,087 1.14 %10
Wells Fargo Securities, LLCWells Fargo Securities, LLC— — — N/A N/A
Goldman Sachs InternationalGoldman Sachs International— 37 — N/AN/A
Barclays Capital Inc.Barclays Capital Inc.15,286 526 19,131 1.21 %14
Credit Suisse AGCredit Suisse AG— — — N/A N/A
Citigroup Global Markets, Inc. 3,879
 1
 4,850
 2.11% 26Citigroup Global Markets, Inc.— 81 — N/AN/A
Wells Fargo Securities, LLC
 3,638
 4
 4,850
 2.05% 13
Total/Weighted Average $66,639
 $101
 $102,358
 2.50% 8 Total/Weighted Average$34,311 $905 $43,218 1.71 %12
________________________
(*) Collateral includes $55.8(1) Includes $68.3 million and $53.3$43.2 million Tranche C of Company issued CLO notes, held by the Company, which eliminatesare eliminated within the real estate securities, at fair value line ofin the consolidated balance sheets as of September 30, 2017March 31, 2022 and December 31, 2016,2021, respectively.

Repurchase Agreements - Real Estate Securities Classified As Trading
As a result of the Capstead merger which closed on October 19, 2021, the Company acquired a significant portfolio of ARM Agency Securities which the Company accounts for as real estate securities classified as trading. The Company pledges its real estate securities classified as trading as collateral for repurchase agreements with commercial banks and other financial institutions. Repurchase arrangements entered into by the Company involve the sale and a simultaneous agreement to repurchase the transferred assets at a future date and are accounted for as financings. The Company maintains the beneficial interest in the specific securities pledged during the term of each repurchase arrangement and receives the related principal and interest payments.
The terms and conditions of repurchase agreements are negotiated on a transaction-by-transaction basis when each such agreement is initiated or renewed. The amount borrowed is generally equal to the fair value of the securities pledged, as determined by the lending counterparty, less an agreed-upon discount, referred to as a “haircut.” Interest rates are generally fixed based on prevailing rates corresponding to the terms of the borrowings. Interest may be paid monthly or at the termination of an agreement at which time the Company may enter into a new agreement at prevailing haircuts and rates with the same lending counterparty or repay that counterparty and negotiate financing with a different lending counterparty. None of the Company’s lending counterparties are obligated to renew or otherwise enter into new agreements at the conclusion of existing agreements. In response to declines in fair value of pledged securities due to changes in market conditions or the publishing of monthly security pay-down factors, lending counterparties typically require the Company to post additional securities as collateral, pay down borrowings or fund cash margin accounts with the counterparties in order to re-establish the agreed-upon collateral requirements. These actions are referred to as margin calls. Conversely, in response to increases in fair value of pledged securities, the Company routinely margin calls its lending counterparties in order to have previously pledged collateral returned.
71

Table of Contents
Repurchase agreements (and related pledged collateral, including accrued interest receivable), classified by collateral type and remaining maturities, and related weighted average borrowing rates as of the indicated dates were as follows (dollars in thousands):
Collateral TypeCollateral
Carrying
Amount
Accrued
Interest
Receivable
Borrowings
Outstanding
Average
Borrowing
Rates
As of March 31, 2022
Repurchase arrangements secured by Agency securities with maturities of 30 days or less$1,733,101 $3,726 $1,659,931 0.39 %
$1,733,101 $3,726 $1,659,931 0.39 %
As of December 31, 2021
Repurchase arrangements secured by Agency securities with maturities of 30 days or less$4,327,020 $8,908 $4,144,473 0.13 %
$4,327,020 $8,908 $4,144,473 0.13 %
As of March 31, 2022, the Company’s repurchase agreements collateralized by RMBS totaled $1.66 billion with 9 counterparties at average rates of 0.39%, before the effects of currently-paying interest rate swap agreements. Average repurchase agreements outstanding were $3.06 billion in the first quarter of 2022. Average repurchase agreements outstanding differed from respective year-end balances during the indicated periods primarily due to changes in portfolio levels and differences in the timing of portfolio acquisitions relative to portfolio runoff and asset sales. Interest paid on repurchase agreements, including related Derivative cash flows, totaled $1.26 million during the three months ended March 31, 2022.
The Company finances its residential mortgage investments primarily by borrowing under repurchase arrangements, the terms and conditions of which are negotiated on a transaction-by-transaction basis, when each such agreement is initiated or renewed.
Future agreements are dependent upon the willingness of lenders to participate in the financing of mortgage investments, lender collateral requirements and the lenders’ determination of the fair value of the investments pledged as collateral, which fluctuates with changes in interest rates and liquidity conditions within the commercial banking and mortgage finance industries. None of our repurchase agreement counterparties are obligated to renew or otherwise enter into new agreements at the conclusion of existing borrowings. Repurchase agreements averaged $3.06 billion during the first quarter of 2022 and ended the year at $1.66 billion, all maturing within 90 days. Average repurchase agreements can differ from period-end balances for a number of reasons including portfolio growth or contraction, as well as differences in the timing of portfolio acquisitions relative to portfolio runoff.
To help mitigate exposure to rising short-term interest rates, we economically hedge the portfolio of repurchase agreements using derivatives supplemented with longer-maturity repurchase agreements when available at attractive rates and terms. At March 31, 2022, the Company held $1.50 billion notional amount of portfolio financing-related interest rate swap agreements with contract expirations occurring at various dates through the First quarter 2024 and a weighted average expiration of 10.6 months. At March 31, 2022, we expect to have no net cash obligations related to repurchase agreement-related interest rate swap agreements after considering the variable-rate payments owed to us under the agreements’ terms based on market interest rate expectations as of quarter-end.

72

Table of Contents
The following tables summarize our Repurchase Agreements, Commercial Mortgage Loans and our MRAs for the three months ended March 31, 2022, 2020 and 2019, respectively:
As of March 31, 2022
Amount OutstandingAverage Outstanding Balance
Q1Q1
Repurchase Agreements, Commercial Mortgage Loans$522,890 $813,144 
Repurchase Agreements, Real Estate Securities$54,610 $44,744 
Repurchase Agreements, Real Estate Securities held as trading$1,659,931 $3,055,413 
As of March 31, 2021
Amount OutstandingAverage Outstanding Balance
Q1Q1
Repurchase Agreements, Commercial Mortgage Loans$152,925 $340,485 
Repurchase Agreements, Real Estate Securities$88,272 $123,322 
As of March 31, 2020
Amount OutstandingAverage Outstanding Balance
Q1Q1
Repurchase Agreements, Commercial Mortgage Loans$234,524 $282,282 
Repurchase Agreements, Real Estate Securities$496,880 $412,809 
The use of our warehouse lines is dependent upon a number of factors including but not limited to: origination volume, loan repayments and prepayments, our use of other financing sources such as collateralized loan obligations, our liquidity needs and types of loan assets and underlying collateral that we hold.
During the three months ended March 31, 2022, the maximum average outstanding balance was $5.3 billion, of which $1.1 billion was related to repurchase agreements on our commercial mortgage loans and $4.2 billion for repurchase agreements on our real estate securities.
During the three months ended March 31, 2021, the maximum average outstanding balance was $475.5 million, of which $363.6 million was related to repurchase agreements on our commercial mortgage loans and $111.9 million for repurchase agreements on our real estate securities.
During the three months ended March 31, 2020, the maximum average outstanding balance was $721.0 million, of which $452.8 million was related to repurchase agreements on our commercial mortgage loans and $268.2 million for repurchase agreements on our real estate securities.
Distributions
On May 13, 2013,In order to maintain our election to qualify as a REIT, we must currently distribute, at a minimum, an amount equal to 90% of our taxable income, without regard to the deduction for distributions paid and excluding net capital gains. The Company must distribute 100% of its taxable income (including net capital gains) to avoid paying corporate U.S. federal income taxes.
Distributions on our common stock and Series F Preferred Stock are payable when authorized and declared by our board of directors.
Dividends payable on each share of Series C and Series D Preferred Stock are generally equal to the quarterly dividend that would have been paid had such share of preferred stock been converted to a share of common stock, except to the extent common stock dividends have been reduced below certain specified levels. To the extent dividends on shares of preferred stock are not authorized and declared by our board of directors and paid by the Company monthly, the dividend amounts will accrue.
Holders of shares of the Series E Preferred Stock are entitled to receive, when, as and if authorized and declared a distribution calculated daily at a rate of $0.00565068493, which is equivalent to $2.0625 per annum, per share of common stock. In March 2016,by our board of directors ratifiedand declared by the same distribution amount. Company, out of funds legally available for the payment of dividends, cumulative cash dividends at the rate of 7.50% of the $25.00 per share liquidation preference per annum (equivalent to $1.875 per annum per share).
In August 2017, ourMarch 2022, the Company's board of directors authorized and declared the following first quarter 2022 dividends: (i) a distribution calculated daily at a ratequarterly cash dividend of $0.00394521 per day, which is equivalent to $1.44 per annum,$0.355 per share of common stock. Distribution payments are dependent on the availabilityCompany's common stock and Series F Preferred Stock (equivalent to $1.42 per annum), (ii) a first quarter 2022 dividend of funds. The board$106.22 per share on the Company’s Series C Preferred Stock and Series D Preferred Stock, and (iii) a first quarter 2022 dividend of directors may change$0.46875 per share on the amount of distributionsCompany’s Series E Preferred Stock, all which were paid or suspend distribution payments at any time, and therefore, distribution payments are not assured.

The distribution will be payable by the fifth day following the end of each monthin April 2022 to stockholdersholders of record at the closeon March 31, 2021.
73

Table of business each day during the prior month.Contents
The below table shows the distributions paid on shares outstanding of common stock during the ninethree months ended September 30, 2017March 31, 2022 and nine months ended September 30, 2016 (inMarch 31, 2021 (dollars in thousands):
Three months ended March 31, 2022
Payment Date Amount Paid in Cash Amount Issued under DRIP
January 7, 2022$12,435 $91 
Total$12,435 $91 
Nine Months Ended September 30, 2017

Payment Date
   Amount Paid in Cash Amount Issued under DRIP
January 3, 2017   $3,575
 $2,007
February 1, 2017   3,560
 1,957
March 1, 2017   3,231
 1,770
April 1, 2017   3,621
 1,926
May 1, 2017   3,536
 1,846
June 1, 2017   3,692
 1,887
July 3, 2017   3,607
 1,809
August 1, 2017   3,755
 1,854
September 1, 2017   2,751
 1,293
Total   $31,328
 $16,349
Three Months Ended March 31, 2021
Payment Date Amount Paid in Cash Amount Issued under DRIP
January 4, 2021$9,652 $2,584 
Total$9,652 $2,584 

Nine Months Ended September 30, 2016

Payment Date
 Amount Paid in Cash Amount Issued under DRIP
January 4, 2016   $3,225
 $2,324
February 2, 2016   3,337
 2,159
March 2, 2016   3,057
 2,099
April 1, 2016   3,342
 2,188
May 2, 2016   3,296
 2,068
June 1, 2016   3,446
 2,112
July 1, 2016   3,361
 2,034
August 3, 2016   3,423
 2,070
September 1, 2016   3,465
 2,045
Total   $29,952
 $19,099




The following table shows the sources for the payment of distributions to common stockholders for the periods presented (in thousands):

  Three Months Ended September 30, Nine Months Ended September 30,
  2017 2016 2017 2016
Distributions:                
Cash distributions paid $10,113
   $10,249
   $31,328
   $29,952
  
Distributions reinvested 4,956
   6,149
   16,349
   19,099
  
Total distributions $15,069
   $16,398
   $47,677
   $49,051
  
Source of distribution coverage:                
Cash flows provided by operations $4,324
 28.7% $8,349
 50.9% $20,394
 42.8% $27,553
 56.2%
Available cash on hand 5,789
 38.4% 1,900
 11.6% 10,934
 22.9% 2,399
 4.9%
Common stock issued under DRIP 4,956
 32.9% 6,149
 37.5% 16,349
 34.3% 19,099
 38.9%
Total sources of distributions $15,069
 100.0% $16,398
 100.0% $47,677
 100.0% $49,051
 100.0%
Cash flows provided by operations (GAAP) $4,324
   $8,349
   $20,394
   $27,553
  
Net income (GAAP) $6,975
   $5,373
   $19,305
   $23,653
  
The following table compares cumulative distributions paid to cumulative net income (in accordance with GAAP) for the period from November 15, 2012 (date of inception) through September 30, 2017 (in thousands):
  For the Period from November 15, 2012 (date of inception) to September 30, 2017
Distributions paid:  
Common stockholders in cash $106,406
Common stockholders pursuant to DRIP / offering proceeds 66,773
Total distributions paid $173,179
Reconciliation of net income:  
Net interest income $157,300
Realized loss on sale of real estate securities (1,734)
Realized loss on loans held for sale (1,475)
Acquisition fees (17,283)
Other operating expenses (56,522)
Net income 80,286
Cash flows provided by operations $84,312
Cash Flows
Cash Flows for the Nine Months Ended September 30, 2017Three months ended March 31, 2022
Net cash used in operating activities for the three months ended March 31, 2022 was $32.3 million. Cash outflows were primarily driven by net loss of $22.5 million, coupled with net outflows of $74.2 million related to originations of and proceeds from sales of commercial mortgage loans, measured at fair value and realized gains of $34.4 million on swap terminations. This is partially offset by a non-cash adjustment of $88.4 million related to trading losses on real estate securities.
Net cash provided by investing activities for the three months ended March 31, 2022 was $2,262.9 million. Cash inflows were primarily driven by the sale of real estate securities of $2,190.1 million, principal repayments on commercial mortgage loans, held for investment of $330.1 million and $376.9 million in principal collateral received on mortgage investments. Inflows were offset by proceeds for originations and purchases of $636.5 million of commercial mortgage loans, held for investment.
Net cash used in financing activities for the three months ended March 31, 2022 was $2,269.2 million. Cash outflows were primarily driven by our net repayments on CMBS MRAs of $2,464.2 million, net repayments from borrowings on repurchase agreements - commercial mortgage loans and unsecured debt of $496.7 million and $50.0 million, respectively, and $30.3 million was used for cash distributions to stockholders. Outflows were offset by net borrowings on CLOs of $724.9 million.
Cash Flows for the Three months ended March 31, 2021
Net cash provided by operating activities for the ninethree months endedSeptember 30, 2017 March 31, 2021 was $20.4$4.4 million. Cash inflows were primarily driven by net income of $19.3 million.$30.1 million, partially offset by the payment of $25.0 million related to originations of and proceeds from sales of commercial mortgage loans, measured at fair value.
Net cash used in investing activities for the ninethree months endedSeptember 30, 2017 March 31, 2021 was $312.0$307.8 million. Cash outflowsinflows were primarily driven by origination and purchase of $565.1$520.8 million was due to new originations and additional funding activities. This was partiallyof commercial mortgage loans, held for investment. Outflows were offset by cash inflows of proceeds from the salesale/repayment of real estate securities of $34.9 million, proceeds from the sale of commercial mortgage loans of $88.4$159.3 million and principal repayments on commercial mortgage loans, held for investment of $228.8$52.8 million.
Net cash provided by financing activities for the ninethree months ended September 30, 2017March 31, 2021 was $245.9 million. Cash inflows were primarily driven by proceeds of $339.5 million from issuance of our CLO, BSPRT 2017-FL1. This was partially offset by cash outflows of $61.7 million net repayments on the Repo Facilities, $27.6 million from net repayment on our CMBS MRAs, the payment of $31.3 million in cash distributions paid to stockholders, $20.5 million of stock redemptions and repayments on collateralized debt obligations of $97.5 million.
Cash Flows for the Nine Months Ended September 30, 2016
Net cash provided by operating activities for the nine months ended September 30, 2016 was $27.6 million. Cash inflows were primarily driven by net income of $23.7 million.

Net cash provided by investing activities for the nine months ended September 30, 2016 was $78.8$322.1 million. Cash inflows were primarily driven by proceeds from the salenet borrowing on CLOs of real estate securities$453.7 million, borrowings from other financing and loan participation and unsecured debt of $70$102.6 million and principal repaymentsproceeds from issuances of $51.1 million, partiallyredeemable convertible preferred stock of $15.0 million. Inflows were offset by additional fundingnet repayments on our Repo Facilities of $42.2$123.4 million and CMBS MRAs of $98.6 million.
Net cash used
Election as a REIT
We elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code commencing with the taxable year ended December 31, 2013. As a REIT, if we meet certain organizational and operational requirements and distribute at least 90% of our "REIT taxable income" (determined before the deduction of dividends paid and excluding net capital gains) to our stockholders in financing activitiesa year, we will not be subject to U.S. federal income tax to the extent of the income that we distribute. Even if we qualify for the nine months ended September 30, 2016 was $60.3 million. Cash inflows were primarily driven by $35.6 million from net borrowingstaxation as a REIT, we may be subject to certain state and local taxes on our income and property, and U.S. federal income and excise taxes on our undistributed income.
74

Table of Contents
Contractual Obligations and Commitments
Our contractual obligations, excluding interest obligations (as amounts are not fixed or determinable), as of March 31, 2022 are summarized as follows (dollars in thousands):
Less than 1 year1 to 3 years3 to 5 yearsMore than 5 yearsTotal
Unfunded loan commitments (1)
$17,538 $348,014 $35,126 $— 400,678 
Repurchase agreements - commercial mortgage loans193,016 329,874 — — 522,890 
Repurchase agreements - real estate securities1,714,541 — — — 1,714,541 
CLOs (2)
— — — 2,904,374 2,904,374 
Mortgage Note Payable— — — 23,998 23,998 
Unsecured debt— — — 98,620 98,620 
Other financing and loan participation - commercial mortgage loans— 37,903 2,296 — 40,199 
Total$1,925,095 $715,791 $37,422 $3,026,992 $5,705,300 
________________________
(1) The allocation of our unfunded loan commitments is based on the JPM Repo Facility offsetearlier of the commitment expiration date or the loan maturity date.
(2) Excludes $452.6 million of CLO notes, held by $44.5 million from net paymentthe Company, which are eliminated within the collateralized loan obligations line of the consolidated balance sheet as of March 31, 2022.
In addition to its cash requirements, the Company pays a quarterly dividend and has an existing share repurchase authorization. As of March 31, 2022, the Company’s quarterly cash dividend was $0.355 per share of common stock (which was paid on our CMBS MRAS,an as-converted basis on the Company’s shares of Series C Preferred Stock, Series D Preferred Stock and Series F Preferred Stock), and $0.46875 per share on the Company’s shares of Series E Preferred Stock. The payment of $30.0future dividends is subject to declaration by the Board of Directors. The Company’s Board of Directors also has authorized a $65.0 million share repurchase program, that will be operative following the conclusion of the $35.0 million open market share purchase program the Advisor agreed to implement in cash distributions paidconnection with the Company’s merger with Capstead. The authorization does not obligate the Company to stockholders and $19.0 millionacquire any specific number of stock redemptions.shares.
Related Party Arrangements
We entered intoAmended Advisory Agreement
Refer to “Note 11 - Related Party Transactions and Arrangements” for a summary of the Company’s Advisory Agreement with the Advisor on September 29, 2016.
The Advisor Agreement provides the Advisor shall receive an acquisition fee of 1.0% of the principal amount funded by us to originate or acquire commercial mortgage loans and 1.0% of the anticipated net equity funded by us to acquire real estate securities; provided, however, that if and when the aggregate purchase price for all investments acquired after the date of the Advisory Agreement reaches $600,000,000, our obligation to pay acquisition feesamounts paid to the Advisor shall terminate. We reimburse the Advisor for insourced expenses incurred by the Advisor on our behalf related to selecting, evaluating, originating and acquiring investments in an amount up to 0.5% of the principal amount funded by us to originate or acquire commercial mortgage loans and up to 0.5% of the anticipated net equity funded by us to acquire real estate securities investments. In no event will the total of all acquisition fees and acquisition expenses exceed 4.5% of the principal amount funded with respect to our total portfolio including subsequent funding to investments in our portfolio. In September 2017, the Company's aggregate purchase price for all investments acquired after the date of the Advisory Agreement reached $600,000,000, and therefore we will no longer be obligated to pay the Advisor acquisition fees in connection with acquisitions subsequent to that date.
We pay the Advisor, or its affiliates, a monthly asset management fee equal to one-twelfth of 1.5% of stockholder’s equity as calculated pursuant to the Advisory Agreement. We will payAgreement for the three months ended March 31, 2022 and 2021.
Lending Agreement with Stockholder
Pursuant to a lending and security agreement with Security Benefit Life Insurance Company ("SBL"), which was entered into in February 2020 and amended in March and August 2020, the Company may borrow up to $100.0 million at a rate of one-month LIBOR + 4.5%. The facility has a maturity of February 10, 2023 and is secured by a pledge of equity interests in certain of the Company’s subsidiaries. The Company incurred $0.3 million interest expense on the lending agreement with SBL for the three months ended March 31, 2022. As of March 31, 2022 there were no amounts outstanding under the lending agreement.
SBL also holds 17,950 shares of the Company's outstanding shares of Series D Preferred Stock, of which 14,950 shares were acquired in exchange for an equivalent number of shares of Series A Preferred Stock in March 2021. SBL also acquired an additional 3,000 shares of Series D Preferred Stock at the liquidation preference of $15.0 million (net of accrued and unpaid dividends on the exchanged Series A Preferred Stock) in such transaction.
Other Related Party Arrangement
In August 2021 the Company and an affiliate of the Company entered into a joint venture agreement and formed a joint venture entity, Jeffersonville Member, LLC (the "Jeffersonville JV") to acquire a $139.5 million triple net lease property in Jeffersonville, GA. The Company has a 79% interest in the Jeffersonville JV, while the affiliate has a 21% interest. The Company invested a total of $109.8 million, made up of $88.7 million in debt and $21.1 million in equity, representing 79% of the ownership interest in the Jeffersonville JV. The affiliate made up the remaining $29.8 million composed of a $24.0 million mortgage note payable and $5.7 million in equity. The Company has control of Jeffersonville JV with 79% ownership and, therefore, consolidates Jeffersonville JV on its consolidated balance sheet. The Company's $88.7 million mortgage note payable to Jeffersonville JV is eliminated in consolidation (see Note 7 - Debt).
75

Table of Contents
During the first quarter of 2022, pursuant to the 2021 Incentive Plan, the Company issued awards of restricted stock units to its officers and certain other personnel of the Advisor an annual subordinated performance fee calculated on the basis of total return to stockholders, payable monthly in arrears, such that for any year in which total return on stockholders’ capital exceeds 6.0% per annum, the Advisor will be entitled to 15.0% of the excess total return; provided that in no event will the annual subordinated performance fee payablewho provide services to the Advisor exceed 10.0% ofCompany under the aggregate total return for such year. We will reimburse the Advisor for expenses incurred related to administrative services such as accounting, legal and other services in accordance with the advisory agreement.Advisory Agreement (see Note 12 - Share-based Compensation).
Total Costs Incurred Due to Related Party Arrangements
The table below shows the costs incurred due to arrangements with our Advisor (with respect to the nine months ended September 30, 2017) and the Former Advisor and its affiliates and the Advisor (with respect to the nine months ended September 30, 2016) during the three and nine months ended September 30, 2017 and 2016 and the associated payable as of September 30, 2017 and December 31, 2016 (in thousands). Of the amounts included in the table below, $26.4 thousand and $28.4 thousand for three and nine months ended September 30, 2016, respectively, for asset management fees and acquisition fees and expenses, were the only amounts payable to the Advisor.
See Note 9 - Related Party Transactions and Arrangements for further detail.
  Three Months Ended September 30, Nine Months Ended September 30, Payable as of
  20172016 2017 2016 September 30, 2017 December 31, 2016
Total compensation and reimbursement for services provided by the Former Advisor, its affiliates, entities under common control with the Former Advisor and the Former Dealer Manager

 

 
 
 480
 480
Acquisition fees and expenses(1)
 3,014
255
 8,968
 635
 212
 
Administrative services expenses 1,480
2,480
 3,285
 3,835
 1,480
 1,000
Advisory and investment banking fee 

 
 6
 
 
Asset management and subordinated performance fee 2,299
1,066
 6,952
 7,091
 2,299
 2,439
Other related party expenses 87
6
 183
 56
 112
 145
Total $6,880
$3,807
 $19,388
 $11,623
 $4,583
 $4,064
________________________
1 Includes amortization of capitalized acquisition fees and expenses.

The payables as of September 30, 2017 and December 31, 2016 in the table above are included in Due to affiliates on our consolidated balance sheets.
Off Balance Sheet Arrangements
We have no off balance sheet arrangements as of September 30, 2017 and through the date of the filing of this Form 10-Q.
Non-GAAP Financial Measures
Funds from OperationsDistributable Earnings and Modified Funds from OperationsRun-Rate Distributable Earnings
DueBeginning in the third quarter of 2021 to certain unique operating characteristicsmore appropriately reflect the principal purpose of real estate companies, as discussed below, the National Association of Real Estate Investment Trusts ("NAREIT") and the Investment Program Association ("IPA") industry trade groups, have each promulgated measures respectively known as funds from operations ("FFO") and modifiedmeasure, "modified funds from operations ("MFFO")" or "funds from operations ("FFO")" was relabeled "Distributable Earnings", which we believe to be appropriate supplemental measures to reflect the operating performance of a REIT. The use of FFO and MFFOnon-GAAP financial measure. Distributable Earnings is recommended by the REIT industry as supplemental performance measures. FFO and MFFO are not equivalents to our net income or loss as determined under generally accepted accounting principles ("GAAP").
We define FFO, a non-GAAP measure, consistent with the standards established by the White Paper on FFO approved by the Board of Governors of NAREIT,which we define as revised in February 2004 (the "White Paper"). The White Paper defines FFO asGAAP net income or loss computed in accordance with GAAP, excluding gains or losses from sales of depreciable property, property and asset impairment write-downs, depreciation(loss), adjusted for (i) non-cash CLO amortization acceleration and amortization and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures are calculated to reflect FFO. Our business plan is to operate as a mortgage REIT withover our portfolio consisting of commercial mortgage loan investments and investments in real estate securities. We will typically have no FFO adjustments to our net income or loss computed in accordance with GAAP as a result of operating as a mortgage REIT. Although we have the ability to acquire real property, we have not acquired any at this time and as such have not had any FFO adjustments to our net income or loss computed in accordance with GAAP.
Publicly registered, non-listed REITs typically operate differently from exchange traded REITs because they generally have a limitedexpected useful life followed by a liquidity event or other targeted exit strategy. Non-listed REITs typically have a significant amount of acquisition activity and are substantially more dynamic during their initial years of investment and operation as compared to later years when the proceeds from their continuous public offering have been fully invested and when we are seeking to implement a liquidity event or other exit strategy. However, it is likely that we will make investments past the acquisition stage, albeit at a substantially lower level.
The origination and acquisition of debt investments is a key operating feature of our business plan that results in the generation of income and cash flows in order to make distributions to stockholders. Acquisition fees paid to our Advisor and acquisition expenses reimbursed to our Advisor in connection with the origination and acquisition of debt investments are evaluated in accordance with GAAP to determine if they should be expensed in the period incurred or capitalized and amortized over the life of the investment. Acquisition fees and acquisition expenses that are deemed to be expensed in the period incurred are included in the computation of net income or loss from operations. The amortization of acquisition fees and acquisition expenses that are able to be capitalized are included in the computation of net income or loss from operations. All such acquisition fees and acquisition expenses are paid in cash when incurred that would otherwise be available to distribute to our stockholders. When proceeds from our equity offerings have not been sufficient to fund the payment of acquisition fees and the reimbursement of acquisition expenses to our Former Advisor or Advisor, such fees and expenses have been paid from other sources, including financings, operating cash flow, net proceeds from the sale of investments or from other cash flows. We believe that acquisition fees and acquisition expenses incurred by us negatively impact our operating performance during the period in which such investments are originated or acquired by reducing cash flows and therefore the potential distributions to stockholders.
We define MFFO, a non-GAAP measure, consistent with the IPA's Guideline 2010 - 01, Supplemental Performance Measure for Publicly Registered, Non-Listed REITs: Modified Funds from Operations (the "Practice Guideline") issued by the IPA in November 2010. We define MFFO as FFO further adjusted for the following items, as applicable: acquisition fees (to the extent reflected in net income or loss from operations in the current period); accretion of discounts and amortization of premiums and other loan expenses on debt investments; fair value adjustments on real estate related investments such as commercial real estate securities or derivative investments included in net income; impairments of real estate related investments, gains or losses included in net income from the extinguishment or sale of debt, hedges, foreign exchange, derivatives or securities holdings where trading of such holdings is not a fundamental attribute of the business plan,CLOs, (ii) unrealized gains or losses from fair value adjustments on real estate securities, including commercial mortgage backed securities and other securities, interest rate swaps and other derivatives not deemed to be hedges and foreign exchanges holdings; unrealized gains or losses resulting from consolidation from, or deconsolidation to, equity accounting, and after adjustments for consolidated and unconsolidated partnerships and joint ventures, with such adjustments calculated to reflect MFFO on the same basis. The accretion of discounts and amortization of premiums and other loan expenses on debt investments, gains and losses on hedges,loans, derivatives and ARMs, including CECL reserves and impairments, (iii) non-cash equity compensation expense, (iv) depreciation and amortization, (v) non-cash incentive fee accruals, (vi) certain other non-cash items, and (vii) impairments of acquisition assets related to the Capstead merger. Further, Run-Rate Distributable Earnings, a non-GAAP measure, presents Distributable Earnings before trading and derivative gain/loss on residential adjustable-rate mortgage securities.

foreign exchange, derivatives or securities holdings, unrealized gainsWe believe that Distributable Earnings and losses resulting from consolidations, as well as other listed cash flow adjustments are adjustments madeRun-Rate Distributable Earnings provides meaningful information to net incomeconsider in calculating the cash flows provided by operating activitiesaddition to our GAAP results. We believe Distributable Earnings is a useful financial metric for existing and in some cases, reflect gains or losses which are unrealized and may not ultimately be realized. While we will be responsible for managing interest rate, hedge and foreign exchange risk, we expect to retain an outside consultant to review all our hedging agreements. Inasmuch as interest rate hedges are not a fundamental partpotential future holders of our operations,common stock as historically, overtime, Distributable Earnings has been an indicator of our dividends per share. As a REIT, we generally must distribute annually at least 90% of our net taxable income, subject to certain adjustments, and therefore we believe it is appropriate to exclude such gains and losses in calculating MFFO, as such gains and lossesour dividends are not reflectiveone of our core operations.
Our MFFO calculation excludes impairments of real estate related investments, including loans. We assess the credit quality of our investments and adequacy of loan loss reserves on a quarterly basis, or more frequently as necessary. For loans classified as held-for-investment, we establish and maintain a general allowance for loan losses inherentprincipal reasons stockholders may invest in our portfolio at the reporting date and, where appropriate, a specific allowance for loan losses for loans we have determined to be impaired at the reporting date. An individual loan is considered impaired when it is deemed probable that we will not be able to collect all amounts due according to the contractual terms of the loan. Real estate related securities are evaluated for other-than-temporary impairment when the fair value of a security falls below its net amortized cost. Significant judgment is required in this analysis. We consider the estimated net recoverable value of the loan or security as well as other factors, including but not limited to the fair value of any collateral, the amount and the status of any senior debt, the prospects for the borrower and the competitive situation of the region where the borrower does business. Fair value is typically estimated based upon discounting the expected future cash flows of the underlying collateral taking into consideration the discount rate, capitalization rate, occupancy, creditworthiness of major tenants and many other factors. This requires significant judgment and because it is based upon projections of future economic events, which are inherently subjective, the amounts ultimately realized may differ materially from the carrying value as of the balance sheet date. If upon completion of the assessment, the estimated fair value of the underlying collateral is less than the net carrying value of the loan, a specific allowance for loan losses is recorded. In the case of real estate securities, all or a portion of a deemed impairment may be recorded. Due to our limited life, any allowance for loan losses or impairment of real estate securities recorded may be difficult to recover.
MFFO is a metric used by managementcommon stock. Further, Distributable Earnings helps us to evaluate our performance against other non-listed REITs which have limited lives with shortexcluding the effects of certain transactions and defined acquisition periodsGAAP adjustments that we believe are not necessarily indicative of our current loan portfolio and targeted exit strategies shortly thereafteroperations and is not intended to be used as a liquidity measure. Although management usesone of the MFFO metric to evaluate future operating performance this metric excludes certain key operating items and other adjustments that may affectmetrics we consider when declaring our overall operating performance. MFFO is not equivalent to net income or loss as determined under GAAP.dividends. We believe that our use of MFFO and the adjustments used to calculate it allow us to present our performance in a manner that reflects certain characteristics that are unique to non-listed REITs, such as their limited life, limited and defined acquisition period and targeted exit strategy, and hence that the use of such measures is useful to investors.
We believe that FFO provides useful context for understanding MFFO, and we believe that MFFORun-Rate Distributable Earnings is a useful non-GAAP measure for non-listed REITs. It is helpful to management and stockholders in assessing our future operating performance once our organization and offering and acquisition and development stages are complete,financial metric because it eliminatespresents the Distributable Earnings of our core businesses, net of the impacts of the trading and derivative gain/loss on the residential adjustable-rate mortgage securities we acquired from Capstead that we are currently in the process of liquidating from our portfolio.
Distributable Earnings does not represent net income non-cash fair value adjustments on our real estate securities and acquisition fees and acquisition expenses that are incurred as part of our investment activities. However, MFFO may not be a useful measure of our operating performance or as a comparable measure to other typical non-listed REITs if we do not continue to operate in a similar manner to other non-listed REITs, including if we were to extend our acquisition and development stage or if we determined not to pursue an exit strategy.
However, MFFO does have certain limitations. For instance, the effect of any amortization or accretion on investments originated or acquired at a premium or discount, respectively, is not reported in MFFO. In addition, realized gains or losses from acquisitions and dispositions and other adjustments listed above are not reported in MFFO, even though such realized gains or losses and other adjustments could affect our operating performance and cash available for distribution. Stockholders should note that any cash gains generated from the sale of investments would generally be used to fund new investments. Any mark-to-market or fair value adjustments may be based on many factors, including current operational or individual property issues or general market or overall industry conditions.
Neither FFO nor MFFO is equivalent to net income or loss or cash flow provided by operating activities determined in accordance with GAAP(loss) and should not be construed to be more relevant or accurate than the GAAP methodology in evaluating our operating performance or our ability to pay distributions to our stockholders. Neither FFO nor MFFO is necessarily indicative of cash flow available to fund our cash needs including our ability to make distributions to our stockholders. FFO and MFFO do not represent amounts available for management’s discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Furthermore, neither FFO nor MFFO should be considered as an alternative to GAAP net income or loss(loss). Our methodology for calculating Distributable Earnings may differ from the methodologies employed by other companies and thus may not be comparable to the Distributable Earnings reported by other companies.
76

Table of Contents
The following table provides a reconciliation of GAAP net income to Distributable Earnings as an indicatorof March 31, 2022 and March 31, 2021 (amounts in thousands, except share and per share data):
Three Months Ended March 31,
20222021
GAAP Net Income$(22,507)$30,146
Adjustments:
CLO amortization acceleration (1)
(977)(695)
Unrealized (gain)/loss on financial instruments (2)
5,898(2,594)
Unrealized gain/(loss) reversal - ARMs27,462
Incentive fees1,661
Depreciation and amortization1,295406
Increase/(decrease) in provision for credit losses(955)(2,331)
Loan Workout Charges (3)
1,900
Realized trading and derivatives gain/loss on ARMs28,029
Run Rate Distributable Earnings (4)
$40,145$26,593
Realized trading and derivatives gain/loss on ARMs(28,029)
Distributable Earnings$12,116$26,593
Average Equity$1,519,569$1,023,213
7.5% Cumulative Redeemable Preferred Stock, Series E Dividend$4,842$
GAAP Common ROE(7.2)%11.8%
Run-Rate Distributable Earnings ROE9.3%10.4%
Distributable Earnings ROE1.9%10.4%
GAAP Net Income Per Share, Fully Converted$(0.30)$0.53
Run-Rate Distributable Earnings Per Share, Fully Converted$0.39$0.47
Distributable Earnings Per Share, Fully Converted$0.08$0.47
________________________
(1) Adjusted for non-cash CLO amortization acceleration to effectively amortize issuance costs of our operating performance.
NeitherCLOs over the SEC, NAREIT nor any other regulatory body has passed judgment on the acceptabilityexpected lifetime of the adjustments that we use to calculate FFO or MFFO. InCLOs. We assume our CLOs will be outstanding for four years and amortized the future, the SEC, NAREIT or another regulatory body may decide to standardize the

allowable adjustments across the non-listed REIT industry and we would have to adjust our calculation and characterization of FFO or MFFO.
The table below reflects the items deducted or added to net income or lossfinancing costs over four years in our calculation of FFOdistributable earnings as compared to effective yield methodology in our GAAP earnings.
(2) Adjusted for unrealized gains and MFFO forlosses on loans and derivatives.
(3) Represents loan workout expenses the nine months ended September 30, 2017Company incurred, which the Company deems likely to be recovered and 2016 (in thousands):is non-recurring in nature.
(4) Distributable Earnings before trading and derivative gain/loss on residential adjustable-rate mortgage securities (“Run-Rate Distributable Earnings”) (a non-GAAP financial measure).
  Three Months Ended September 30, Nine Months Ended September 30,
  2017 2016 2017 2016
Funds From Operations:        
Net income (GAAP) $6,975
 $5,373
 $19,305
 $23,653
Funds from operations $6,975
 $5,373
 $19,305
 $23,653
Modified Funds From Operations:        
Funds from operations $6,975
 $5,373
 $19,305
 $23,653
Accretion of premiums, discounts and fees on investments, net (458) (619) (1,617) (1,761)
Acquisition fees 1,685
 255
 4,175
 635
Unrealized (gain) loss on commercial mortgage loans held-for-sale 27
 
 (220) 
Loan loss (recovery)/provision (641) (113) (222) 721
Unrealized (gains)/losses on derivatives (583) 
 (583) 
Income tax (benefit)/expense

 (291) 
 (291)

Modified funds from operations $6,714
 $4,896
 $20,547
 $23,248

Item 3. Quantitative and Qualitative Disclosures about Market Risk.
Credit Risk
Our investments are subject to a high degree of credit risk. Credit risk is the exposure to loss from loan defaults. Default rates are subject to a wide variety of factors, including, but not limited to, borrower financial condition, property performance, property management, supply/demand factors, construction trends, consumer behavior, regional economics, interest rates, the strength of the U.S. economy, and other factors beyond our control. All loans are subject to a certain probability of default. We manage credit risk through the underwriting process, acquiring our investments at the appropriate discount to face value, if any, and establishing loss assumptions. We also carefully monitor the performance of the loans, as well as external factors that may affect their value.
Capital Market Risk
We are exposed to risks related to the debt capital markets, and our related ability to finance our business through borrowings under repurchase obligations or other debt instruments. As a REIT, we are required to distribute a significant portion of our taxable income annually, which constrains our ability to accumulate operating cash flow and therefore requires us to utilize debt or equity capital to finance our business. We seek to mitigate these risks by monitoring the debt capital markets to inform our decisions on the amount, timing and terms of capital we raise.
77

Table of Contents
The COVID-19 pandemic has resulted in extreme volatility in a variety of global markets, including the real estate-related debt markets. We have and may continue to receive margin calls from our lenders as a result of the decline in the market value of the assets pledged by us to our lenders under our repurchase agreements and warehouse credit facilities, and if we fail to resolve such margin calls when due by payment of cash or delivery of additional collateral, the lenders may exercise remedies including demanding payment by us of our aggregate outstanding financing obligations and/or taking ownership of the loans or other assets securing the applicable obligations and liquidating them at inopportune prices.
Market Risk
As a result of the closing of the Capstead merger on October 19, 2021 we hold a significant amount of ARM Agency securities. Changes in the level of interest rates and spreads can significantly impact the value of these assets. We may utilize a variety of financial instruments in order to limit the adverse effects of interest rates on our results.
Interest Rate Risk
Our market risk arises primarily from interest rate risk relating to interest rate fluctuations. Many factors including governmental monetary and tax policies, domestic and international economic and political considerations and other factors that are beyond our control contribute to interest rate risk. To meet our short and long-term liquidity requirements, we may borrow funds at fixed and variable rates. Our interest rate risk management objectives are to limit the impact of interest rate changes in earnings and cash flows and to lower our overall borrowing costs. To achieve these objectives, from time to time, we may enter into interest rate hedge contracts such as swaps, collars and treasury lock agreements in order to mitigate our interest rate risk with respect to various debt instruments. While hedging activities may insulate us against adverse changes in interest rates, they may also limit our ability to participate in benefits of lower interest rates with respect to our portfolio of investments with fixed interest rates. During the periods covered by this report, we did not engage in interest rate hedging activities. We do not hold or issue these derivative contracts for trading or speculative purposes. We do not have any foreign denominated investments, and thus, we are not exposed to foreign currency fluctuations.
As of September 30, 2017March 31, 2022 and December 31, 2016,2021, our portfolio included 64163 and 62161 variable rate investments, respectively, based on LIBOR and SOFR (or "indexing rates") for various terms. Borrowings under our repurchase agreements are also based on LIBOR. The following table quantifies the potential changes in interest income net of interest expense should interest rates increase by 50 or 100 basis points or decrease by 25 basis points, assuming that our current balance sheet was to remain constant and no actions were taken to alter our existing interest rate sensitivity:sensitivity. The changes in the portfolio for each basis points increase/decrease is a change from the base scenario.
Estimated Percentage Change in Interest Income Net of Interest Expense
Change in Interest RatesMarch 31, 2022December 31, 2021
(-) 25 Basis Points0.12 %2.08 %
Base Interest Rate— %— %
(+) 50 Basis Points1.01 %(1.74)%
(+) 100 Basis Points2.72 %(1.64)%
Real Estate Risk
The market values of commercial mortgage assets are subject to volatility and may be affected adversely by a number of factors, including, but not limited to, the impacts of the COVID-19 pandemic, national, regional and local economic conditions (which may be adversely affected by industry slowdowns and other factors); local real estate conditions; changes or continued weakness in specific industry segments; and demographic factors. In addition, decreases in property values reduce the value of the collateral and the potential proceeds available to a borrower to repay the underlying loans, which could also cause us to suffer losses.    
  Estimated Percentage Change in Interest Income Net of Interest Expense
Change in Interest Rates September 30, 2017 December 31, 2016
(-) 25 Basis Points (1.86)% (1.94)%
Base Interest Rate  %  %
(+) 50 Basis Points 3.31 % 3.89 %
(+) 100 Basis Points 6.75 % 7.78 %
Item 4. Controls and Procedures.
Disclosure Controls and Procedures
In accordance with Rules 13a-15(b) and 15d-15(b) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in RuleRules 13a-15(e) and Rule 15d-15(e) of the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded, as of the end of such period, that our disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by us in our reports that we file or submit under the Exchange Act.
78

Table of Contents
Changes in Internal ControlsControl Over Financial Reporting
During the three monthsquarter ended September 30, 2017,March 31, 2022, there were no changes in our internal controlscontrol over financial reporting (as defined in Rule 13a-15(f) and 15(d)-15(f) of the Exchange Act) that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

79

Table of Contents
PART II
Item 1. Legal Proceedings.
In the ordinary course of business, theRefer to “Litigation and Regulatory Proceedings” in “Note 10 - Commitments and Contingencies”.The Company may become subject to litigation, claims and regulatory matters. Except as noted below, the Company has no knowledge of material legalbelieves that these matters, individually or regulatory proceedings pending or known to be contemplated against the Company at this time.  On June 6, 2016, an action was filed against the Company and two of its directors in the United States District Court for the Southern District of New York and styled Rurode v. Realty Finance Trust, Inc., et. al., No. 1:16-cv-04553.  The plaintiff’s individual and derivative complaint alleged that the Company madeaggregate, will not have a material misstatements in the proxy statement for its 2016 annual stockholder’s meeting related to an alleged planned merger transaction between the Company and an affiliate of its former advisor.  The plaintiff alleged violations of Section 14(a) of the Securities Exchange Act of 1934 and sought to enjoinimpact on the Company’s 2016 annual meeting.  On June 28, 2016, the parties filed, and the court subsequently entered,  a stipulation and order of dismissal of the action, but provided that the court would retain jurisdiction to consider any application by plaintiff for an award of attorneys’ fees.  On October 20, 2016, the plaintiff submitted a request for $0.75 million in fees and expenses. On July 19, 2017, the Company and the plaintiff entered into an agreement pursuant to which the Company paid $245,000 in attorneys’ fees and expenses and the plaintiff agreed to withdraw its October 20, 2016 fee request to the court and to release the Company from any further claims related to such fee request.financial condition, operating results or cash flows.
Item 1A. Risk Factors.
Our potential risks and uncertainties are presented in the section entitled "Risk Factors" contained in theour Annual Report on Form 10-K for the year ended December 31, 2016. In addition, we2021. There have identified the followingbeen no material changes from these risk factors which may potentially impact our business due to the conduit segment of the business.factors.

We may use warehouse facilities that may limit our ability to acquire assets, and we may incur losses if the collateral is liquidated.

We may utilize warehouse facilities pursuant to which we accumulate mortgage loans in anticipation of a securitization financing, which assets are pledged as collateral for such facilities until the securitization transaction is consummated. In order to borrow funds to acquire assets under any additional warehouse facilities, we expect that our lenders thereunder would have the right to review the potential assets for which we are seeking financing. We may be unable to obtain the consent of a lender to acquire assets that we believe would be beneficial to us and we may be unable to obtain alternate financing for such assets. In addition, no assurance can be given that a securitization transaction would be consummated with respect to the assets being warehoused. If the securitization is not consummated, the lender could liquidate the warehoused collateral and we would then have to pay any amount by which the original purchase price of the collateral assets exceeds its sale price, subject to negotiated caps, if any, on our exposure. In addition, regardless of whether the securitization is consummated, if any of the warehoused collateral is sold before the consummation, we would have to bear any resulting loss on the sale. No assurance can be given that we will be able to obtain additional warehouse facilities on favorable terms, or at all.

We directly or indirectly utilize non‑recourse securitizations, and such structures expose us to risks that could result in losses to us.

We utilize non‑recourse securitizations of our investments in mortgage loans to the extent consistent with the maintenance of our REIT qualification and exemption from the Investment Company Act in order to generate cash for funding new investments and/or to leverage existing assets. In most instances, this involves us transferring our loans to a special purpose securitization entity in exchange for cash. In some sale transactions, we also retain a subordinated interest in the loans sold. The securitization of our portfolio investments might magnify our exposure to losses on those portfolio investments because the subordinated interest we retain in the loans sold would be subordinate to the senior interest in the loans sold, and we would, therefore, absorb all of the losses sustained with respect to a loan sold before the owners of the senior interest experience any losses. Moreover, we cannot be assured that we will be able to access the securitization market in the future, or be able to do so at favorable rates. The inability to consummate securitizations of our portfolio investments to finance our investments on a long‑term basis could require us to seek other forms of potentially less attractive financing or to liquidate assets at an inopportune time or price, which could adversely affect our performance and our ability to continue to grow our business.

The securitization market is subject to an evolving regulatory environment that may affect certain aspects of these activities.

As a result of the dislocation of the credit markets, the securitization market has become subject to additional regulation. In particular, pursuant to the Dodd‑Frank Wall Street Reform and Consumer Protection Act, various federal agencies have promulgated a rule that generally requires issuers in securitizations to retain 5% of the risk associated with the securities. To the extent we are required to buy significant B‑Pieces in our securitizations, this could reduce our returns in these transactions.


We enter into hedging transactions that could expose us to contingent liabilities in the future.

Subject to maintaining our qualification as a REIT, part of our investment strategy involves entering into hedging transactions that require us to fund cash payments in certain circumstances (such as the early termination of the hedging instrument caused by an event of default or other early termination event, or the decision by a counterparty to request margin securities it is contractually owed under the terms of the hedging instrument). The amount due would be equal to the unrealized loss of the open swap positions with the respective counterparty and could also include other fees and charges. These economic losses will be reflected in our results of operations, and our ability to fund these obligations will depend on the liquidity of our assets and access to capital at the time, and the need to fund these obligations could adversely impact our financial condition.

Hedging may adversely affect our earnings, which could reduce our cash available for distribution to our stockholders.

Subject to maintaining our qualification as a REIT, we pursue various hedging strategies to seek to reduce our exposure to adverse changes in interest rates. Our hedging activity varies in scope based on the level and volatility of interest rates, exchange rates, the types of assets held and other changing market conditions. Hedging may fail to protect or could adversely affect us because, among other things:
interest rate, currency and/or credit hedging can be expensive and may result in us receiving less interest income;
available interest rate hedges may not correspond directly with the interest rate risk for which protection is sought;
due to a credit loss, prepayment or asset sale, the duration of the hedge may not match the duration of the related asset or liability;
the amount of income that a REIT may earn from hedging transactions (other than hedging transactions that satisfy certain requirements of the Internal Revenue Code or that are done through a taxable REIT subsidiary) to offset losses is limited by U.S. federal tax provisions governing REITs;
the credit quality of the hedging counterparty owing money on the hedge may be downgraded to such an extent that it impairs our ability to sell or assign our side of the hedging transaction; and
the hedging counterparty owing money in the hedging transaction may default on its obligation to pay.

We may fail to recalculate, readjust or execute hedges in an efficient manner.

Any hedging activity in which we engage may materially and adversely affect our results of operations and cash flows. Therefore, while we may enter into such transactions seeking to reduce risks, unanticipated changes in interest rates, credit spreads or currencies may result in poorer overall investment performance than if we had not engaged in any such hedging transactions. In addition, the degree of correlation between price movements of the instruments used in a hedging strategy and price movements in the portfolio positions or liabilities being hedged may vary materially. Moreover, for a variety of reasons, we may not seek to establish a perfect correlation between such hedging instruments and the portfolio positions or liabilities being hedged. Any such imperfect correlation may prevent us from achieving the intended hedge and expose us to risk of loss.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
We did not sell any equity securitiesPurchases of Equity Securities by the Issuer and Affiliated Purchasers
The Company’s board of directors has authorized a $65 million share repurchase program that were not registeredwill become operative following the conclusion of the $35 million open market share purchase program the Advisor agreed to implement in connection with the Capstead acquisition. The Company’s share repurchase program authorizes share repurchases at prices below the most recently reported book value per share as determined in accordance with GAAP. Purchases made under the Securities ActCompany’s program may be made through open market, block, and privately negotiated transactions, including Rule 10b5-1 plans, as permitted by securities laws and other legal requirements. The timing, manner, price and amount of any purchases by the Company and the Advisor will be determined by the respective teams responsible at the Company and the Advisor, as applicable, in their reasonable business judgment and consistent with the exercise of their legal duties and will be subject to economic and market conditions, stock price, applicable legal requirements and other factors. The Company share repurchase program does not obligate the Company to acquire any particular amount of common stock. The Company’s and the Advisor’s share purchase programs will remain open until at least November 2022 or until the capital committed to the applicable repurchase program has been exhausted, whichever is sooner. Repurchases under the Company’s share repurchase program may be suspended from time to time at the Company’s discretion without prior notice.
The following table sets forth purchases of the Company's common stock under the Advisor's purchase program for the three months ended March 31, 2022:
Total number of shares purchased
Average price paid per share (2)
Total number of shares purchased as part of publicly announced plans or programs (1)
Approximate dollar value of shares that may yet be purchased under the plans or programs (1)
January 1, 2022 - January 31, 2022— $— — $— 
February 1, 2022 - February 28, 2022— — — — 
March 1, 2022 - March 31, 2022572,940 13.15 572,940 27,466,738 
Total572,940$13.15 572,940 $27,466,738 
_______________________
(1) All of the purchases listed in the table above were made in the open market by the Advisor under the Advisor’s share purchase program announced on July 26, 2021, including under a Rule 10b5-1 plan adopted by the Advisor. No shares were repurchased under the Company’s share repurchase program during the three months ended September 30, 2017.March 31, 2022.
Refer(2) The average price paid per share represents the average of the gross purchase price per share, inclusive of any broker’s fees or commissions.
Subsequent to See Note 7 - Common Stock to our consolidated financial statements included in this Quarterly Report on Form 10-Q forMarch 31, 2022, the Advisor purchased an aggregate of 900,098 shares of the Company’s common stock at an average price of $13.45 per share. As of May 3, 2022, there was a discussion of our amended$15.4 million remaining balance under the Advisor’s purchase plan and restated$65.0 million remaining under the Company’s share repurchase program (the “SRP”), which became effective on February 28, 2016.program.
Item 3. Defaults upon Senior Securities.
Not applicable.
Item 4. Mine Safety Disclosures.
Not applicable.
Item5. Other Information.
Not applicable.None.

80

Table of Contents
Item 6. Exhibits.
EXHIBITS INDEX
The following exhibits are included in this Quarterly Report on Form 10-Q for the quarter ended September 30, 2017March 31, 2022 (and are numbered in accordance with Item 601 of Regulation S-K).
Exhibit No.Description
3.1(1)
10.1
3.2(1)
10.2*
10.1(2)
10.3*
10.2(2)31.1*
10.3(3)
10.4(3)
31.1*

31.2*
31.2*

32*
32*

101*
101*
Statements.
104*Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).

____________________________________________
*Filed herewith.
(1) Filed as an exhibit to our current report on Form 8-K filed with the SEC on August 17, 2017.
81
(2) Filed as an exhibit to our current report on Form 8-K filed with the SEC on September 7, 2017.

(3) Filed as an exhibit to our current report on Form 8-K filed with the SEC on September 25, 2017.
Table of Contents







BENEFIT STREET PARTNERS REALTY TRUST, INC.
SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Franklin BSP Realty Trust, Inc. 
Dated:BENEFIT STREET PARTNERS REALTY TRUST, INC.
May 4, 2022
Dated: November 14, 2017By
By: /s/ Richard J. Byrne
Name: Richard J. Byrne
Title: Chief Executive Officer and President
(Principal Executive Officer)
Dated: November 14, 2017
By: May 4, 2022
By/s/ Jerome S. Baglien
Name: Jerome S. Baglien
Title: Chief Financial Officer, Chief Operating Officer and Treasurer
(Principal Financial Officer and Principal Accounting Officer)


-5682