Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 01, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-39995 | ||
Entity Registrant Name | AFC GAMMA, INC. | ||
Entity Incorporation, State or Country Code | MD | ||
Entity Tax Identification Number | 85-1807125 | ||
Entity Address, Address Line One | 525 Okeechobee Blvd., Suite 1650 | ||
Entity Address, City or Town | West Palm Beach | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 33401 | ||
City Area Code | 561 | ||
Local Phone Number | 510-2390 | ||
Title of 12(b) Security | Common Stock, $0.01 par value per share | ||
Trading Symbol | AFCG | ||
Security Exchange Name | NASDAQ | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 196,751,483 | ||
Entity Common Stock, Shares Outstanding | 20,667,094 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for its 2024 Annual Meeting of Shareholders (to be filed with the Securities and Exchange Commission on or before April 29, 2024) are incorporated by reference into Part III of this Form 10-K. | ||
Entity Central Index Key | 0001822523 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Audit Information [Abstract] | |
Auditor Name | CohnReznick LLP |
Auditor Firm ID | 596 |
Auditor Location | Baltimore, Maryland |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Loans held for investment at fair value (cost of $71,644,003 and $100,635,985 at December 31, 2023 and 2022, respectively, net) | $ 61,720,705 | $ 99,226,051 |
Loans held for investment at carrying value, net | 301,265,398 | 285,177,112 |
Loan receivable held at carrying value, net | 2,040,058 | 2,220,653 |
Current expected credit loss reserve | (26,309,450) | (13,538,077) |
Loans held for investment at carrying value and loan receivable held at carrying value, net of current expected credit loss reserve | 276,996,006 | 273,859,688 |
Cash and cash equivalents | 121,626,453 | 140,372,841 |
Accounts receivable | 1,837,450 | 0 |
Interest receivable | 3,715,995 | 5,257,475 |
Prepaid expenses and other assets | 688,446 | 460,844 |
Total assets | 466,585,055 | 519,176,899 |
Liabilities | ||
Interest reserve | 0 | 3,200,944 |
Accrued interest | 894,000 | 1,036,667 |
Due to affiliate | 16,437 | 18,146 |
Dividends payable | 9,819,695 | 11,403,840 |
Current expected credit loss reserve | 115,473 | 754,128 |
Accrued management and incentive fees | 3,471,726 | 3,891,734 |
Accrued direct administrative expenses | 1,486,256 | 1,843,652 |
Accounts payable and other liabilities | 714,685 | 836,642 |
Senior notes payable, net | 88,014,558 | 97,131,777 |
Line of credit payable, net | 42,000,000 | 60,000,000 |
Total liabilities | 146,532,830 | 180,117,530 |
Commitments and contingencies (Note 10) | ||
Shareholders’ equity | ||
Preferred stock, par value $0.01 per share, 10,000 shares authorized at December 31, 2023 and 2022 and 125 shares issued and outstanding at December 31, 2023 and 2022, respectively | 1 | 1 |
Common stock, par value $0.01 per share, 50,000,000 shares authorized at December 31, 2023 and 2022 and 20,457,697 and 20,364,000 shares issued and outstanding at December 31, 2023 and 2022, respectively | 204,577 | 203,640 |
Additional paid-in capital | 349,805,890 | 348,817,914 |
Accumulated (deficit) earnings | (29,958,243) | (9,962,186) |
Total shareholders’ equity | 320,052,225 | 339,059,369 |
Total liabilities and shareholders’ equity | $ 466,585,055 | $ 519,176,899 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Loans held for investment at cost | $ 71,644,003 | $ 100,635,985 |
Shareholders' Equity | ||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, authorized (in shares) | 10,000 | 10,000 |
Preferred stock, issued (in shares) | 125 | 125 |
Preferred stock, outstanding (in shares) | 125 | 125 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, issued (in shares) | 20,457,697 | 20,364,000 |
Common stock, outstanding (in shares) | 20,457,697 | 20,364,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue | ||
Interest income | $ 70,535,087 | $ 81,498,717 |
Interest expense | (6,357,457) | (6,814,075) |
Net interest income | 64,177,630 | 74,684,642 |
Expenses | ||
Management and incentive fees, net (less rebate of $1,693,133 and $1,785,916, respectively) | 14,064,305 | 15,765,250 |
General and administrative expenses | 5,005,254 | 4,699,676 |
Stock-based compensation | 1,008,148 | 1,338,469 |
Professional fees | 1,488,410 | 1,601,961 |
Total expenses | 21,566,117 | 23,405,356 |
Provision for current expected credit losses | (12,132,718) | (11,177,470) |
Realized gains (losses) on investments, net | (1,340,476) | 450,000 |
Gain (loss) on extinguishment of debt | 1,986,381 | 0 |
Change in unrealized gains (losses) on loans at fair value, net | (8,513,364) | (3,593,095) |
Net income before income taxes | 22,611,336 | 36,958,721 |
Income tax expense | 1,659,337 | 1,026,324 |
Net income | $ 20,951,999 | $ 35,932,397 |
Earnings per common share: | ||
Basic earnings per common share (in dollars per share) | $ 1.02 | $ 1.80 |
Diluted earnings per common share (in dollars per share) | $ 1.02 | $ 1.79 |
Weighted average number of common shares outstanding: | ||
Basic weighted average shares of common stock outstanding (in shares) | 20,321,091 | 19,842,222 |
Diluted weighted average shares of common stock outstanding (in shares) | 20,345,919 | 19,957,737 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Parenthetical) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Expenses | ||
Management and incentive fees, rebate | $ 1,693,133 | $ 1,785,916 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 20,951,999 | $ 35,932,397 |
Other comprehensive income (loss): | ||
Reversal of unrealized loss to recognized loss on debt securities available for sale held at fair value | 0 | 168,750 |
Total other comprehensive income (loss) | 0 | 168,750 |
Total comprehensive income | $ 20,951,999 | $ 36,101,147 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) | Total | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Earnings (Deficit) |
Balance at Dec. 31, 2021 | $ 273,075,174 | $ 1 | $ 163,866 | $ 274,172,934 | $ (168,750) | $ (1,092,877) |
Balance (in shares) at Dec. 31, 2021 | 16,442,812 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of common stock, net of offering costs (in shares) | 3,913,230 | |||||
Issuance of common stock, net of offering costs | 73,346,205 | $ 39,694 | 73,306,511 | |||
Stock-based compensation (in shares) | 7,958 | |||||
Stock-based compensation | 1,338,549 | $ 80 | 1,338,469 | |||
Dividends declared on common shares | (44,786,706) | (44,786,706) | ||||
Dividends declared on preferred shares | (15,000) | (15,000) | ||||
Other comprehensive income (loss) | 168,750 | 168,750 | ||||
Net income | 35,932,397 | 35,932,397 | ||||
Balance at Dec. 31, 2022 | $ 339,059,369 | 1 | $ 203,640 | 348,817,914 | 0 | (9,962,186) |
Balance (in shares) at Dec. 31, 2022 | 20,364,000 | 20,364,000 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Stock-based compensation (in shares) | 93,697 | |||||
Stock-based compensation | $ 988,913 | $ 937 | 987,976 | |||
Dividends declared on common shares | (40,933,056) | (40,933,056) | ||||
Dividends declared on preferred shares | (15,000) | (15,000) | ||||
Other comprehensive income (loss) | 0 | |||||
Net income | 20,951,999 | 20,951,999 | ||||
Balance at Dec. 31, 2023 | $ 320,052,225 | $ 1 | $ 204,577 | $ 349,805,890 | $ 0 | $ (29,958,243) |
Balance (in shares) at Dec. 31, 2023 | 20,457,697 | 20,457,697 |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends declared on common shares (in dollars per share) | $ 2 | $ 2.23 |
Dividends declared on preferred shares (in dollars per share) | $ 120 | $ 120 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Operating activities: | ||
Net income | $ 20,951,999 | $ 35,932,397 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Provision for current expected credit losses | 12,132,718 | 11,177,470 |
Realized (gains) losses on investments, net | 1,340,476 | (450,000) |
(Gain) loss on extinguishment of debt | (1,986,381) | 0 |
Change in unrealized (gains) losses on loans at fair value, net | 8,513,364 | 3,593,095 |
Accretion of deferred loan original issue discount and other discounts | (6,143,832) | (11,763,696) |
Amortization of deferred financing and offering costs | 950,875 | 921,506 |
Stock-based compensation | 988,913 | 1,338,469 |
Payment-in-kind interest | (10,931,732) | (8,369,127) |
Changes in operating assets and liabilities | ||
Accounts receivable | (38,687) | 0 |
Interest receivable | 1,542,717 | (844,537) |
Prepaid expenses and other assets | (346,815) | 859,203 |
Interest reserve | (4,700,944) | (2,031,327) |
Accrued interest | (142,667) | 44,827 |
Accrued management and incentive fees, net | (420,008) | 1,068,690 |
Accrued direct administrative expenses | (357,396) | 519,195 |
Accounts payable and other liabilities | (123,666) | (674,192) |
Net cash provided by (used in) operating activities | 21,228,934 | 31,321,973 |
Cash flows from investing activities: | ||
Issuance of and fundings on loans | (51,757,225) | (162,885,750) |
Proceeds from sales of loans | 21,312,827 | 10,600,000 |
Sale of available-for-sale debt securities | 0 | 15,900,000 |
Principal repayment of loans | 58,963,777 | 120,042,065 |
Net cash provided by (used in) investing activities | 28,519,379 | (16,343,685) |
Cash flows from financing activities: | ||
Proceeds from sale of common stock | 0 | 75,057,650 |
Payment of offering costs - equity offering | 0 | (1,711,365) |
Payment of financing costs | (225,000) | (578,508) |
Borrowings on revolving credit facility | 63,000,000 | 60,000,000 |
Repayment of revolving credit facility | (81,000,000) | (75,000,000) |
Dividends paid to common and preferred shareholders | 42,532,201 | 41,619,272 |
Repayment of senior notes | (7,737,500) | 0 |
Net cash provided by (used in) financing activities | (68,494,701) | 16,148,505 |
Net (decrease) increase in cash and cash equivalents | (18,746,388) | 31,126,793 |
Cash and cash equivalents, beginning of period | 140,372,841 | 109,246,048 |
Cash and cash equivalents, end of period | 121,626,453 | 140,372,841 |
Supplemental disclosure of non-cash activity: | ||
Interest reserve withheld from funding of loans | 1,500,000 | 450,000 |
OID withheld from funding of loans | 7,398,475 | 7,764,875 |
Change in other comprehensive income (loss) during the period | 0 | 168,750 |
Dividends declared and not yet paid | 9,819,695 | 11,403,840 |
Supplemental information: | ||
Interest paid during the period | 5,549,250 | 5,847,743 |
Income taxes paid during the period | 1,655,821 | 952,524 |
Line of Credit | ||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Amortization of deferred financing and offering costs | 309,213 | 262,386 |
2027 Senior Notes | ||
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Amortization of deferred financing and offering costs | $ 641,662 | $ 659,120 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | ORGANIZATION AFC Gamma, Inc. (the “Company” or “AFCG”) is an institutional lender to the commercial real estate sector that was founded in July 2020 by a veteran team of investment professionals. The Company primarily originates, structures, underwrites, invests in and manages senior secured commercial real estate loans and other types of loans and debt securities, with a specialization in loans to cannabis industry operators in states that have legalized medical and/or adult-use cannabis. The Company is a Maryland corporation and completed its initial public offering (the “IPO”) in March 2021. The Company is externally managed by AFC Management, LLC, a Delaware limited liability company (the Company’s “Manager”), pursuant to the terms of the Amended and Restated Management Agreement, dated January 14, 2021, between the parties (as amended from time to time, the “Management Agreement”). The Company’s wholly-owned subsidiary, AFCG TRS1, LLC, a Delaware limited liability company (“TRS1”), operates as a taxable real estate investment trust subsidiary (a “TRS”). TRS1 began operating in July 2021, and the financial statements of TRS1 are consolidated within the Company’s consolidated financial statements. The Company’s wholly-owned subsidiary, Sunrise Realty Trust, Inc. (“SUNS”) (f/k/a CRE South LLC), was formed on August 28, 2023 and converted from a Delaware limited liability company to a Maryland corporation in February 2024. The financial statements of SUNS are consolidated within the Company’s consolidated financial statements. The Company operates in one operating segment and is primarily focused on financing senior secured loans and other types of loans primarily to (i) senior secured loans to cannabis industry operators in states where medical and/or adult-use cannabis is legal and (ii) secured loans to commercial real estate owners, operators and related businesses. These loans are generally held for investment and are secured, directly or indirectly, by real estate, equipment, the value associated with licenses (where applicable) and/or other assets of borrowers depending on the applicable laws and regulations governing such borrowers. The Company has elected to be taxed as a real estate investment trust (“REIT”) for United States federal income tax purposes under the Internal Revenue Code of 1986, as amended (the “Code”). The Company generally will not be subject to United States federal income taxes on its REIT taxable income as long as it annually distributes all of its REIT taxable income prior to the deduction for dividends paid to shareholders and complies with various other requirements as a REIT. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements and related notes have been prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company, and its wholly-owned subsidiaries. The consolidated financial statements reflect all adjustments that, in the opinion of management, are necessary for the fair presentation of the Company’s results of operations and financial condition as of and for the periods presented. All intercompany balances and transactions have been eliminated in consolidation. Cash and Cash Equivalents Cash and cash equivalents include funds on deposit with financial institutions, including demand deposits with financial institutions. Cash and short-term investments with an original maturity of three months or less when acquired are considered cash and cash equivalents for the purpose of the consolidated balance sheets and consolidated statements of cash flows. Concentration of Credit Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, loans and interest receivable. The Company places its cash and cash equivalents with financial institutions, and, at times, cash held exceeds the Federal Deposit Insurance Corporation insured limit. The Company and the Manager seek to manage this credit risk by monitoring the financial institutions and their ability to continue in business for the foreseeable future. The Company has exposure to credit risk on its loans and interest receivable. The Company and the Manager seek to manage credit risk by performing due diligence prior to origination or acquisition and through the use of non-recourse financing, when and where available and appropriate. Investments in Loans The Company originates commercial real estate (“CRE”) debt and related instruments generally to be held for investment. The Company accretes or amortizes any discounts or premiums on loans held for investment over the life of the related loan held for investment utilizing the effective interest method. Loans are generally collateralized by real estate, equipment, value associated with licenses (where applicable) and/or other assets of borrowers. The extent of any credit deterioration associated with the performance and/or value of the underlying collateral property and the financial and operating capability of the borrower could impact the expected amounts received. The Company monitors performance of its portfolio of loans held for investment under the following methodology: (1) borrower review, which analyzes the borrower’s ability to execute on its original business plan, reviews its financial condition, assesses pending litigation and considers its general level of responsiveness and cooperation; (2) economic review, which considers underlying collateral (i.e., leasing performance, unit sales and cash flow of the collateral and its ability to cover debt service, as well as the residual loan balance at maturity); (3) property review, which considers current environmental risks, changes in insurance costs or coverage, current site visibility, capital expenditures and market perception; and (4) market review, which analyzes the collateral from a supply and demand perspective of similar property types, as well as from a capital markets perspective. Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed against interest income in the period the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding the borrower’s ability to make pending principal and interest payments. Non-accrual loans are restored to accrual status when past due principal and interest are paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to placing a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. The Company may make modifications to loans, including loans that are in default. Loan terms that may be modified include interest rates, required prepayments, maturity dates, covenants, principal amounts and other loan terms. The terms and conditions of each modification vary based on individual circumstances and will be determined on a case-by-case basis. The Manager monitors and evaluates each of the Company’s loans held for investment and has maintained regular communications with borrowers. Loans Held at Fair Value Investments in loans at fair value are carried at fair value in the Company’s consolidated balance sheets, with changes in fair value recorded through earnings. Refer to Note 14 for more information on the valuations of the investments. Although the Company generally holds its target loans as long-term investments, the Company may occasionally classify some of its loans as held for sale. Loans held for sale are carried at fair value, with changes in fair value recorded through earnings. Loan transactions are recorded on the trade date at cost, net of any original issue discounts. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized and/or accreted cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include loans charged off during the period, net of recoveries. An unrealized gain arises when the value of the loan portfolio exceeds its cost and an unrealized loss arises when the value of the loan portfolio is less than its cost. The change in unrealized gains or losses primarily reflect the change in loan values, including the reversal of previously recorded unrealized gains or losses when gains or losses are realized. Loans Held at Carrying Value Investments in loans held at carrying value are carried at cost, net of unamortized loan original issue discount and origination costs and other original issue discounts (the “carrying value”) in the Company’s consolidated balance sheets. The Company follows Accounting Standards Codification (“ASC”) 842 for certain loans which are considered financial assets not eligible to elect the fair value option due to the structure of the loans. These loans are carried at cost, net of unamortized loan original issue discount and origination costs and other original issue discounts (the “carrying value”) in the Company’s consolidated balance sheets. Investment in Marketable Securities Investment in marketable securities consist of debt securities that are designated as available-for-sale. Marketable debt securities are recorded at fair value and unrealized holding gains or losses are excluded from net income on the consolidated income statement and reported as a component of accumulated other comprehensive income (loss) within shareholders’ equity. Fair Value Measurements The Company follows ASC 825-10, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASC 825-10”), which provides companies the option to report selected financial assets and liabilities at fair value. ASC 825-10 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities and to more easily understand the effect of the company’s choice to use fair value on its earnings. ASC 825-10 also requires entities to display the fair value of the selected assets and liabilities on the face of the balance sheet. The Company has elected the ASC 825-10 option to report selected financial assets and liabilities at fair value. The Company also follows ASC 820-10, Fair Value Measurements Overall (“ASC 820-10”), which defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosure of fair value measurements. ASC 820-10 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. ASC 820-10 requires the Company to assume that the transaction is sold in its principal market to market participants or, in the absence of a principal market, the most advantageous market, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal or most advantageous market that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820-10, the Company has considered its principal market as the market in which the Company exits its loans with the greatest volume and level of activity. ASC 820-10 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. In accordance with ASC 820-10, these inputs are summarized in the three broad levels listed below: • Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. • Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. If inputs used to measure fair value fall into different levels of the fair value hierarchy, a loan’s level is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the loan. This includes loans that are valued using “bid” and “ask” prices obtained from independent third-party pricing services or directly from brokers. Financial instruments with readily available quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment inherent in measuring fair value. As such, the Company obtains and analyzes readily available market quotations provided by pricing vendors and brokers for all of the Company’s loans for which quotations are available. In determining the fair value of a particular loan, pricing vendors and brokers use observable market information, including both binding and non-binding indicative quotations. GAAP requires disclosure of fair value information about financial and nonfinancial assets and liabilities, whether or not recognized in the financial statements, for which it is practical to estimate the value. In cases where quoted market prices are not available, fair values are based upon the application of discount rates to estimated future cash flows using market yields, or other valuation methodologies. Any changes to the valuation methodology will be reviewed by the Company’s management to ensure the changes are appropriate. The methods used may produce a fair value calculation that is not indicative of net realizable value or reflective of future fair values. Furthermore, while the Company anticipates that the valuation methods are appropriate and consistent with other market participants, the use of different methodologies, or assumptions, to determine the fair value of certain financial and nonfinancial assets and liabilities could result in a different estimate of fair value at the reporting date. The Company uses inputs that are current as of the measurement date, which may fall within periods of market dislocation, during which price transparency may be reduced. Current Expected Credit Losses In June 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard replaced the incurred loss impairment methodology pursuant to GAAP with a methodology that reflects current expected credit losses (“CECL”) on both the outstanding balances and unfunded commitments on loans held for investment and requires consideration of a broader range of historical experience adjusted for current conditions and reasonable and supportable forecast information to derive credit loss estimates (the “CECL Reserve”). ASU No. 2016-13 was adopted by the Company on July 31, 2020, commencement of operations. Subsequent period increases and decreases to expected credit losses impact earnings and are recorded within the provision for current expected credit losses in the Company’s consolidated statements of operations. The CECL Reserve related to outstanding balances on loans held for investment required under ASU No. 2016-13 is a valuation account that is deducted from the amortized cost basis of the Company’s loans held at carrying value and loan receivable held at carrying value in the Company’s consolidated balance sheets. The CECL Reserve related to unfunded commitments on loans held at carrying value is recorded within the current expected credit loss reserve financial statement line in the Company’s balance sheet. The Company has elected not to measure an allowance for credit losses for accrued interest receivable. The Company estimates its current expected credit losses (“CECL”) on both the outstanding balances and unfunded commitments on loans held for investment and requires consideration of a broader range of historical experience adjusted for current conditions and reasonable and supportable forecast information to inform the “CECL Reserve” using a model that considers multiple datapoints and methodologies that may include the likelihood of default and expected loss given default for each individual loan, discounted cash flows (“DCF”), and other inputs which may include the risk rating of the loan, how recently the loan was originated compared to the measurement date, and expected prepayment if applicable. Calculation of the CECL Reserve requires loan specific data, which may include fixed charge coverage ratio, loan-to-value, property type and geographic location. Estimating the CECL Reserve also requires significant judgment with respect to various factors, including but not limited to (i) the appropriate historical loan loss reference data, (ii) the expected timing of loan repayments, (iii) calibration of the likelihood of default to reflect the risk characteristics of the Company’s loan portfolio and (iv) the Company’s current and future view of the macroeconomic environment. The Company may consider loan-specific qualitative factors on certain loans to estimate its CECL Reserve, which may include (i) whether cash from the borrower’s operations is sufficient to cover the debt service requirements currently and into the future, (ii) the ability of the borrower to refinance the loan and (iii) the liquidation value of collateral. For loans where the Company has deemed the borrower/sponsor to be experiencing financial difficulty, the Company may elect to apply a practical expedient in which the fair value of the underlying collateral is compared to the amortized cost of the loan in determining a specific CECL allowance. In order to estimate the future expected loan losses relevant to the Company’s portfolio, the Company may consider historical market loan loss data provided by a third-party data service. The third party’s loan database includes historical loss data for commercial mortgage-backed securities (“CMBS”), which the Company believes is a reasonably comparable and available data set to its type of loans. See Note 6 included in these consolidated financial statements for CECL related disclosures. Stock-Based Compensation The Company accounts for stock-based compensation issued to employees and the Board of Directors pursuant to the Amended and Restated Stock Incentive Plan (the “Stock Incentive Plan”) under the fair value method. This method measures compensation cost at the date of grant based on the value of the award and recognizes the cost over the service period, which is usually the vesting period. The fair value of equity-based compensation awards is based on the estimated fair value of the Company’s common stock, as determined by management using a valuation model and approved by the Board of Directors. Fair values of award grants also recognize any ongoing restrictions on the sale of securities. Debt Issuance Costs Debt issuance costs related to the Company’s indebtedness are capitalized and amortized over the term of the respective debt instrument utilizing the effective interest method. Unamortized debt issuance costs are expensed when the associated debt is repaid prior to maturity. Amortization of debt issuance costs is included within interest expense in the Company’s consolidated statements of operations. The unamortized balance for the senior notes is recorded within senior notes payable in these consolidated financial statements. The unamortized balance for the revolving credit facility is recorded as within prepaid expenses and other assets on these consolidated financial statements. See Note 9 included in these consolidated financial statements for further consideration. Payment-in-Kind Interest The Company has loans in its portfolio that contain payment-in-kind (“PIK”) provisions. The PIK interest computed at the contractual rate specified in each applicable agreement is accrued and added to the principal balance of the loan monthly in arrears and recorded as interest income. The PIK income added to the principal balance is generally collected upon repayment of the outstanding principal. To maintain the Company’s status as a REIT, this non-cash source of income is included in taxable income and will increase the dividend paid to shareholders for the year earned, even though the Company has not yet collected the cash. Revenue Recognition Interest income from loans is accrued based on the outstanding principal amount and the contractual terms of each loan. Origination fees, direct loan origination costs, and other discounts (in aggregate the “Original Issue Discount” or “OID”) are also recognized in interest income from loans over the initial loan term as a yield adjustment using the effective interest method. Management places loans on non-accrual status when principal or interest payments are past due 30 days or more or when full recovery of interest and principal is doubtful. Accrued and unpaid interest is generally reversed against interest income in the period the loan is placed on non-accrual status. Interest payments received on non-accrual loans are generally recognized on a cash basis and may be recognized as income or applied to principal depending upon management’s judgment regarding the borrower’s ability to make pending principal and interest payments. Non-accrual loans are restored to accrual status when past due principal and interest are paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to placing a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. Delayed draw loans earn interest or unused fees on the undrawn portion of the loan, which is recognized as interest income in the period earned. Other fees, including prepayment fees and exit fees, are recognized as interest income when received. Interest reserves The Company utilizes interest reserves on certain loans to fund the interest payments. Such reserves are established at the time of loan origination. The interest reserve represents a deposit received from the borrower for future loan interest payments. It is recorded as a liability as it represents unearned interest revenue. The interest reserve is relieved when the interest on the loan is earned and interest income is recorded in the period when the interest is earned in accordance with the credit agreement. The interest payment is deducted from the interest reserve deposit balance when the interest payment is due. The decision to establish a loan-funded interest reserve is made during the underwriting process and considers the feasibility of the project, the creditworthiness and expertise of the borrower, and the debt coverage provided by the real estate and other pledged collateral. It is the Company’s policy to recognize income for this interest component as long as the borrower is progressing as originally projected and if there has been no deterioration in the financial standing of the borrower or the underlying project. The Company’s standard policies for interest income recognition are applied to all loans, including those with interest reserves. Income Taxes The Company is a Maryland corporation and has elected to be taxed as a REIT under the Code, commencing with its taxable year ended December 31, 2020. The Company believes that its proposed method of operation will enable it to qualify as a REIT. However, no assurances can be given that the Company’s beliefs or expectations will be fulfilled, since qualification as a REIT depends on the Company satisfying numerous asset, income and distribution tests which depend, in part, on the Company’s operating results. To qualify as a REIT, the Company must meet a number of organizational and operational requirements. Those qualification tests involve the percentage of income that the Company earns from specified sources, the percentage of the Company’s assets that fall within specified categories, the diversity of the ownership of the Company’s shares, and the percentage of the Company’s taxable income that the Company distributes. The Company is required to distribute annually to its shareholders at least 90% of the Company’s REIT taxable income prior to the deduction for dividends paid. To the extent that the Company distributes less than 100% of its REIT taxable income in any tax year (taking into account any distributions made in a subsequent tax year under Sections 857(b)(9) or 858 of the Code), the Company will pay tax at regular corporate rates on that undistributed portion. Furthermore, the Company will be subject to a 4% nondeductible excise tax on any amount by which distributions the Company pays with respect to any calendar year (including any distributions declared by the last day of the calendar year but paid in the subsequent year) are less than the sum of (1) 85% of our ordinary income, (2) 95% of our capital gain net income and (3) 100% of our undistributed income from prior years. The annual expense is calculated in accordance with applicable tax regulations. Excise tax expense is included in the financial statement line item income tax expense. The Company’s wholly-owned subsidiary, TRS1, operates as a TRS and began operating in July 2021. A TRS is an entity taxed as a corporation that has not elected to be taxed as a REIT, in which a REIT directly or indirectly holds equity, and that has made a joint election with such REIT to be treated as a TRS. A TRS generally may engage in any business, including investing in assets and engaging in activities that could not be held or conducted directly by the Company without jeopardizing its qualification as a REIT. A TRS is subject to applicable United States federal, state and local income tax on its taxable income. In addition, as a REIT, the Company also may be subject to a 100% excise tax on certain transactions between it and its TRS that are not conducted on an arm’s-length basis. The income tax provision is included in the line item income tax expense, including excise tax. FASB ASC Topic 740, Income Taxes (“ASC 740”), prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company has analyzed its various federal and state filing positions and believes that its income tax filing positions and deductions are well documented and supported as of December 31, 2023. Based on the Company’s evaluation, there is no reserve for any uncertain income tax positions. Accrued interest and penalties, if any, are included within other liabilities in the consolidated balance sheets. The Company files income tax returns in the United States federal jurisdiction as well as various state and local jurisdictions. The filings are subject to normal reviews by tax authorities until the related statute of limitations expires. As of December 31, 2023 , tax years since 2020 remain subject to examination by taxing authorities. Earnings per Share The Company calculates basic earnings (loss) per share by dividing net income (loss) allocable to common shareholders for the period by the weighted average shares of common stock outstanding for that period after consideration of the earnings (loss) allocated to the Company’s restricted stock, which are participating securities as defined in GAAP. Diluted earnings (loss) per share takes into effect any dilutive instruments, such as stock options, restricted stock, restricted stock units (“RSUs”) and convertible debt, except when doing so would be anti-dilutive. As of December 31, 2023, there were dilutive instruments relating to stock options and restricted shares. See Note 11 included in these consolidated financial statements for the earnings per share calculations. Use of Estimates in the Preparation of Financial Statements The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. Significant estimates include the valuation of loans held for investment at fair value and current expected credit losses. Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023 - 07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, early adoption is permitted. The amendments should be applied retrospectively to all prior period s presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The Company is currently evaluating the impact of the update on the Company’s future consolidated financial statements. In December 2023, the FASB issued ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 improves the transparency of income tax disclosures related to rate reconciliation and income taxes. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments should be applied prospectively, however retrospective application is permitted. The Company is currently evaluating the impact of the update on the Company’s future consolidated financial statements. |
LOANS HELD FOR INVESTMENT AT FA
LOANS HELD FOR INVESTMENT AT FAIR VALUE | 12 Months Ended |
Dec. 31, 2023 | |
LOANS HELD FOR INVESTMENT AT FAIR VALUE [Abstract] | |
LOANS HELD FOR INVESTMENT AT FAIR VALUE | LOANS HELD FOR INVESTMENT AT FAIR VALUE As of December 31, 2023 and 2022, the Company’s portfolio included two and three loans held at fair value, respectively. The aggregate originated commitment under these loans was approximately $94.2 million and $104.3 million, respectively, and outstanding principal was approximately $71.9 million and $102.4 million as of December 31, 2023 and 2022, respectively. For the year ended December 31, 2023, the Company funded approximately $1.9 million of additional principal and had approximately $34.9 million of principal repayments of loans held at fair value. As of December 31, 2023 and 2022, none of the Company’s loans held at fair value had floating interest rates. The following tables summarize the Company’s loans held at fair value as of December 31, 2023 and 2022: As of December 31, 2023 Fair Value (1) Carrying Value (2) Outstanding Principal (2) Weighted Average Remaining Life (Years) (3)(4) Senior term loans $ 61,720,705 $ 71,644,003 $ 71,883,402 0.4 Total loans held at fair value $ 61,720,705 $ 71,644,003 $ 71,883,402 0.4 As of December 31, 2022 Fair Value (1) Carrying Value (2) Outstanding Principal (2) Weighted Average Remaining Life (Years) (3) Senior term loans $ 99,226,051 $ 100,635,985 $ 102,376,546 1.2 Total loans held at fair value $ 99,226,051 $ 100,635,985 $ 102,376,546 1.2 (1) Refer to Note 14. (2) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of unaccreted original issue discount (“OID”) and loan origination costs. (3) Weighted average remaining life is calculated based on the fair value of the loans as of December 31, 2023 and 2022 . (4) As of December 31, 2023, the weighted average remaining life only reflects the remaining life of the Private Company A Credit Facility. The following table presents changes in loans held at fair value as of and for the year ended December 31, 2023: Principal Original Issue Unrealized Gains (Losses) Fair Value Total loans held at fair value at December 31, 2022 $ 102,376,546 $ (1,740,561) $ (1,409,934) $ 99,226,051 Realized gains (losses) on loans at fair value, net (1,213,416) — — (1,213,416) Change in unrealized gains (losses) on loans at fair value, net — — (8,513,364) (8,513,364) New fundings 1,881,840 — — 1,881,840 Accretion of original issue discount — 1,501,162 — 1,501,162 Loan repayments (34,900,946) — — (34,900,946) PIK interest 3,739,378 — — 3,739,378 Total loans held at fair value at December 31, 2023 $ 71,883,402 $ (239,399) $ (9,923,298) $ 61,720,705 The following table presents changes in loans held at fair value as of and for the year ended December 31, 2022: Principal Original Issue Unrealized Gains (Losses) Fair Value Total loans held at fair value at December 31, 2021 $ 77,630,742 $ (2,717,584) $ 2,183,161 $ 77,096,319 Change in unrealized (losses) gains on loans at fair value, net — — (3,593,095) (3,593,095) New fundings 26,605,796 (479,275) — 26,126,521 Loan repayments (5,397,191) — — (5,397,191) Loan amortization payments (1,089,776) — — (1,089,776) Accretion of original issue discount — 1,456,298 — 1,456,298 PIK interest 4,626,975 — — 4,626,975 Total loans held at fair value at December 31, 2022 $ 102,376,546 $ (1,740,561) $ (1,409,934) $ 99,226,051 In September 2023, the credit facility with Public Company A matured without repayment. The agent on the credit facility has placed the borrower in default, and the Company recorded a realized loss of approximately $(1.2) million for the year ended December 31, 2023 . As of December 31, 2022 , the Company had one loan held at fair value on non-accrual status with an outstanding principal amount of approximately $1.2 million with a related unrealized loss recorded of approximately $(1.2) million. A more detailed listing of the Company’s loans held at fair value portfolio based on information available as of December 31, 2023 is as follows: Collateral Location Collateral Type (1) Fair Value (2) Carrying Value (3) Outstanding Principal (3) Interest Maturity Date (4) Payment Terms (5) Private Co. A AZ, MA, NM C, D $ 47,627,845 $ 53,125,133 $ 53,364,532 15.7 % (6) 5/8/2024 P/I Private Co. B MI C, D 14,092,860 18,518,870 18,518,870 18.7 % (7) 9/1/2023 P/I Total loans held at fair value $ 61,720,705 $ 71,644,003 $ 71,883,402 (1) C = Cultivation Facilities, D = Dispensary/Retail Facilities. (2) Refer to Note 14. (3) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of OID and loan origination costs. (4) Certain loans are subject to contractual extension options and may be subject to performance based or other conditions as stipulated in the loan agreement. Actual maturities may differ from contractual maturities stated herein as certain borrowers may have the right to prepay with or without paying a prepayment penalty. The Company may also extend contractual maturities and amend other terms of the loans in connection with loan modifications. (5) I/O = interest-only, P/I = principal and interest. P/I loans may include interest-only periods for a portion of the loan term. (6) Base weighted average interest rate of 13.0% and payment-in-kind (“PIK”) weighted average interest rate of 2.7%. In October 2023, AFC Agent LLC (“AFC Agent”) delivered a notice of default to Private Company A based on certain financial and other covenant defaults and began charging additional default interest of 5.0%, beginning as of July 1, 2023, in accordance with the terms of the Private Company A Credit Facility. (7) The maturity date passed on the credit facility to Private Company B without repayment. The agent on the credit facility sent the borrower a notice of default and placed the borrower in receivership to maintain the borrower’s operations that were disrupted as a result of a management dispute. The Company has been in discussions with the borrower regarding refinancing the credit facility and with the receiver regarding a potential sale of the business in order to repay the loan. Until the loan is repaid, the borrower is obligated to pay interest at a base weighted average interest rate of 14.7% and PIK interest rate of 4.0%, plus a default interest rate of 4.0%. As amended by the forbearance and modification agreement entered into with Private Company B in February 2023, the 4.0% default interest rate is applicable from January 15, 2023 and is paid in kind. |
LOANS HELD FOR INVESTMENT AT CA
LOANS HELD FOR INVESTMENT AT CARRYING VALUE | 12 Months Ended |
Dec. 31, 2023 | |
LOANS HELD FOR INVESTMENT AT CARRYING VALUE [Abstract] | |
LOANS HELD FOR INVESTMENT AT CARRYING VALUE | LOANS HELD FOR INVESTMENT AT CARRYING VALUE As of December 31, 2023 and 2022, the Company’s portfolio included nine loans held at carrying value. The aggregate originated commitment under these loans was approximately $333.1 million and $338.9 million, respectively, and outstanding principal was approximately $314.4 million and $296.6 million, respectively, as of December 31, 2023 and 2022. During the year ended December 31, 2023, the Company funded approximately $59.1 million of new loans and additional principal, had approximately $23.9 million of principal repayments of loans held at carrying value and sold $24.6 million in the aggregate of the Company’s investment in Subsidiary of Public Company M and Private Company I. As of December 31, 2023 and 2022, approximately 84% and 73%, respectively, of the Company’s loans held at carrying value had floating interest rates. As of December 31, 2023, t hese floating benchmark rates included one-month Secured Overnight Financing Rate (“SOFR”) subject to a weighted average floor of 3.3% and quoted at 5.4% and U.S. prime rate subject to a weighted average floor of 5.0% and quoted at 8.5%. The following tables summarize the Company’s loans held at carrying value as of December 31, 2023 and 2022: As of December 31, 2023 Outstanding Principal (1) Original Carrying Value (1) Weighted Average Remaining Life (Years) (2) Senior term loans $ 314,376,929 $ (13,111,531) $ 301,265,398 2.2 Total loans held at carrying value $ 314,376,929 $ (13,111,531) $ 301,265,398 2.2 As of December 31, 2022 Outstanding Principal (1) Original Carrying Value (1) Weighted Average Remaining Life (Years) (2) Senior term loans $ 296,584,529 $ (11,407,417) $ 285,177,112 3.1 Total loans held at carrying value $ 296,584,529 $ (11,407,417) $ 285,177,112 3.1 (1) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of unaccreted OID and loan origination costs. (2) Weighted average remaining life is calculated based on the carrying value of the loans as of December 31, 2023 and 2022 . The following table presents changes in loans held at carrying value as of and for the year ended December 31, 2023: Principal Original Issue Carrying Value Total loans held at carrying value at December 31, 2022 $ 296,584,529 $ (11,407,417) $ 285,177,112 New fundings 59,088,860 (7,713,475) 51,375,385 Accretion of original issue discount — 4,642,670 4,642,670 Loan repayments (18,600,105) — (18,600,105) Sale of loans (24,606,578) 1,366,691 (23,239,887) PIK interest 7,192,354 — 7,192,354 Loan amortization payments (5,282,131) — (5,282,131) Total loans held at carrying value at December 31, 2023 $ 314,376,929 $ (13,111,531) $ 301,265,398 The following table presents changes in loans held at carrying value as of and for the year ended December 31, 2022: Principal Original Issue Carrying Value Total loans held at carrying value at December 31, 2021 $ 270,841,715 $ (13,678,219) $ 257,163,496 New fundings 173,685,505 (8,035,600) 165,649,905 Accretion of original issue discount — 10,306,402 10,306,402 Loan repayments (138,807,472) — (138,807,472) Sale of loans (10,000,000) — (10,000,000) PIK interest 3,715,966 — 3,715,966 Loan amortization payments (2,851,185) — (2,851,185) Total loans held at carrying value at December 31, 2022 $ 296,584,529 $ (11,407,417) $ 285,177,112 As of December 31, 2023 , the Company had three loans held at carrying value on non-accrual status. As of December 31, 2022, all loans held at carrying value were current and performing. As of May 1, 2023, Private Company I was placed on non-accrual status with an outstanding principal amount of approximately $3.8 million. Subsidiary of Private Company G was placed on non-accrual status from June 1, 2023 to August 31, 2023. In September 2023, a forbearance agreement was entered into with Subsidiary of Private Company G. In exchange for such forbearance, Subsidiary of Private Company G agreed to, among other things, sell certain assets, including certain collateral, the proceeds of which will be applied to the outstanding obligations under the credit agreement with Private Company G, to provide certain additional collateral, and to contribute additional cash equity to be held in escrow by AFC Agent. As amended by the forbearance agreement entered into with Subsidiary of Private Company G, the borrower was required to pay interest of $0.8 million pro rata to the lender group for the month of September and to pay $1.0 million pro rata to the lender group for each of the months of October, November, and December 2023. Subsidiary of Private Company G paid September, October, and November interest in accordance with the terms of the forbearance agreement, which was due October 1, 2023, November 1, 2023, and December 1, 2023, respectively, and the credit facility was restored to accrual status. During the fourth quarter of 2023, AFC Agent received $1.5 million from the sale of some of the collateral assets of Subsidiary of Private Company G, of which approximately $1.3 million was allocated to the Company and applied to the outstanding interest balance. Subsidiary of Private Company G did not make its cash interest payment due January 1, 2024 in arrears for the month of December, and the Company placed the borrower on non-accrual status as of December 1, 2023 with an outstanding principal amount of approximately $79.2 million. Refer to Note 17 to the Company’s consolidated financial statements for more information on Subsidiary of Private Company G forbearance agreement that was entered into subsequent to December 31, 2023 . Subsequent to December 31, 2023, the Company delivered a reservation of rights letter to Private Company K in January 2024 with respect to the occurrence of certain events of default, including the failure to make principal and interest payments when due and deliver monthly statements as required under the credit agreement with Private Company K. In March 2024, the Company entered into a forbearance agreement with Private Company K. Refer to Note 17 to the Company’s consolidated financial statements for more information on the Private Company K forbearance agreement that was entered into subsequent to December 31, 2023 . Private Company K was placed on non-accrual status as of December 1, 2023 with an outstanding principal amount of approximately $13.4 million. A more detailed listing of the Company’s loans held at carrying value portfolio based on information available as of December 31, 2023 is as follows: Collateral Location Collateral Type (1) Outstanding Principal (2) Original Carrying Value (2) Interest Maturity Date (3) Payment Terms (4) Private Co. C PA C, D $ 9,954,630 $ (178,363) $ 9,776,267 19.5 % (5) 12/1/2025 P/I Sub. of Private Co. G NJ, PA C, D 79,215,888 (1,444,847) 77,771,041 18.8 % (6) 5/1/2026 P/I Private Co. K MA C, D 13,445,762 (682,619) 12,763,143 19.4 % (7) 5/3/2027 P/I Private Co. I MD C, D 3,767,454 (50,036) 3,717,418 21.9 % (8) 8/1/2026 P/I Private Co. J MO C, D 21,713,695 (327,993) 21,385,702 19.4 % (9) 9/1/2025 P/I Sub. of Public Co. H CT, IA, IL, ME, MI, NJ, PA C, D 84,000,000 (2,442,615) 81,557,385 14.3 % (10) 1/1/2026 I/O Private Co. L MO, OH C, D 53,000,000 (1,775,625) 51,224,375 13.7 % (11) 5/1/2026 P/I Sub. of Public Co. M IL, MI, MA, NJ, OH, PA C, D 18,822,000 (2,086,024) 16,735,976 9.5 % (12) 8/27/2025 I/O Private Co. M AZ D 30,457,500 (4,123,409) 26,334,091 9.0 % (13) 7/31/2026 P/I Total loans held at carrying value $ 314,376,929 $ (13,111,531) $ 301,265,398 (1) C = Cultivation Facilities, D = Dispensary/Retail Facilities. (2) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of unaccreted OID and loan origination costs. (3) Certain loans are subject to contractual extension options and may be subject to performance based or other conditions as stipulated in the loan agreement. Actual maturities may differ from contractual maturities stated herein as certain borrowers may have the right to prepay with or without paying a prepayment penalty. The Company may also extend contractual maturities and amend other terms of the loans in connection with loan modifications. (4) I/O = interest-only, P/I = principal and interest. P/I loans may include interest-only periods for a portion of the loan term. (5) Base interest rate of 9.0% plus U.S. prime rate (U.S. prime rate floor of 4.0%) and PIK interest rate of 2.0%. (6) Base interest rate of 10.25% plus U.S. prime rate (U.S. prime rate floor of 4.5%). As amended, 75.0% of the monthly cash interest was paid in kind from December 1, 2022 to May 1, 2023. Subsidiary of Private Company G was placed on non-accrual status from June 1, 2023 to August 31, 2023. In September 2023, a forbearance agreement was entered into with Subsidiary of Private Company G. As amended by the forbearance agreement entered into with Subsidiary of Private Company G, the borrower was required to pay interest of $0.8 million pro rata to the lender group for the month of September and to pay $1.0 million pro rata to the lender group for each of the months of October, November, and December 2023. Subsidiary of Private Company G paid September, October, and November interest in accordance with the terms of the forbearance agreement, which was due October 1, 2023, November 1, 2023 and December 1, 2023, respectively, and the credit facility was restored to accrual status until December 1, 2023. Subsidiary of Private Company G did not make its cash interest payment due January 1, 2024 in arrears for the month of December, and the Company placed the borrower on non-accrual as of December 1, 2023. (7) Base interest rate of 12.0% plus SOFR (SOFR floor of 1.0%) and PIK interest rate of 2.0%. As of December 1, 2023, the Company placed the borrower on non-accrual status. (8) Base interest rate of 12.0% plus SOFR (SOFR floor of 1.0%) and PIK interest rate of 4.5%. As amended, between 50.0% and 60.0% of the monthly cash interest was paid in kind from October 1, 2022 to April 1, 2023 and an additional 5.0% default rate has been applied since May 8, 2023 and the agent on this credit facility has since initiated a foreclosure proceeding. As of May 1, 2023, this loan was placed on non-accrual status. Effective July 2023, the floating interest rate under the credit agreement for Private Company I transitioned from LIBOR to SOFR. (9) Base interest rate of 12.0% plus SOFR (SOFR floor of 1.0%) and PIK interest rate of 2.0%. (10) Base interest rate of 5.8% plus U.S. prime rate (U.S. prime rate floor of 5.5%). (11) Base interest rate of 8.4% plus SOFR (SOFR floor of 5.0%). Effective September 2023, Private Company L transitioned from a fixed interest rate to a floating interest rate tied to SOFR. (12) Base interest rate of 9.5%. (13) Base interest rate of 9.0%. Quarterly cash interest is paid in kind from closing to February 1, 2024 and then payable in cash thereafter. |
LOAN RECEIVABLE HELD AT CARRYIN
LOAN RECEIVABLE HELD AT CARRYING VALUE | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
LOAN RECEIVABLE HELD AT CARRYING VALUE | LOAN RECEIVABLE HELD AT CARRYING VALUE As of December 31, 2023 and 2022, the Company’s portfolio included one loan receivable held at carrying value. The originated commitment under this loan was $4.0 million and outstanding principal was approximately $2.0 million and $2.2 million as of December 31, 2023 and 2022, respectively. During the year ended December 31, 2023, the Company had approximately $0.2 million of principal repayments of loan receivable held at carrying value. The following table presents changes in loans receivable as of and for the year ended December 31, 2023: Principal Original Issue Carrying Total loan receivable held at carrying value at December 31, 2022 $ 2,222,339 $ (1,686) $ 2,220,653 Loan repayments (180,595) — (180,595) Total loan receivable held at carrying value at December 31, 2023 $ 2,041,744 $ (1,686) $ 2,040,058 The following table presents changes in loans receivable as of and for the year ended December 31, 2022: Principal Original Issue Carrying Total loan receivable held at carrying value at December 31, 2021 $ 2,533,266 $ (2,678) $ 2,530,588 Loan repayments (337,114) — (337,114) Accretion of original issue discount — 992 992 PIK interest 26,187 — 26,187 Total loan receivable held at carrying value at December 31, 2022 $ 2,222,339 $ (1,686) $ 2,220,653 As of December 31, 2023 and 2022 , the Company had one loan receivable held at carrying value on non-accrual status with an outstanding principal amount of approximately $2.0 million and $2.2 million, respectively. |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES | 12 Months Ended |
Dec. 31, 2023 | |
Credit Loss [Abstract] | |
CURRENT EXPECTED CREDIT LOSSES | CURRENT EXPECTED CREDIT LOSSES As of December 31, 2023 and 2022, the Company’s CECL Reserve for its loans held at carrying value and loan receivable held at carrying value is approximately $26.4 million and $14.3 million, respectively, or 8.71% and 4.97%, respectively, of the Company’s total loans held at carrying value and loan receivable held at carrying value of approximately $303.3 million and $287.4 million, respectively, and is bifurcated between the current expected credit loss reserve (contra-asset) related to outstanding balances on loans held at carrying value and loan receivable held at carrying value of approximately $26.3 million and $13.5 million, respectively, and a liability for unfunded commitments of approximately $0.1 million and $0.8 million, respectively. The liability was based on the unfunded portion of the loan commitment over the full contractual period over which the Company is exposed to credit risk through a current obligation to extend credit. Management considered the likelihood that funding will occur, and if funded, the expected credit loss on the funded portion. Activity related to the CECL Reserve for outstanding balances and unfunded commitments on the Company’s loans held at carrying value and loan receivable held at carrying value as of and for the years ended December 31, 2023 and 2022 was as follows: Outstanding (1) Unfunded (2) Total Balance at December 31, 2022 $ 13,538,077 $ 754,128 $ 14,292,205 Provision for current expected credit losses 12,771,373 (638,655) 12,132,718 Write-offs — — — Recoveries — — — Balance at December 31, 2023 $ 26,309,450 $ 115,473 $ 26,424,923 Outstanding (1) Unfunded (2) Total Balance at December 31, 2021 $ 2,431,558 $ 683,177 $ 3,114,735 Provision for current expected credit losses 11,106,519 70,951 11,177,470 Write-offs — — — Recoveries — — — Balance at December 31, 2022 $ 13,538,077 $ 754,128 $ 14,292,205 (1) As of December 31, 2023 and 2022 , the CECL Reserve related to outstanding balances on loans held at carrying value and loan receivable held at carrying value is recorded within current expected credit loss reserve in the Company’s consolidated balance sheets. (2) As of December 31, 2023 and 2022 , the CECL Reserve related to unfunded commitments on loans held at carrying value is recorded within current expected credit loss reserve as a liability in the Company’s consolidated balance sheets. The Company continuously evaluates the credit quality of each loan by assessing the risk factors of each loan and assigning a risk rating based on a variety of factors. Risk factors include property type, geographic and local market dynamics, physical condition, projected cash flow, loan structure and exit plan, loan-to-value ratio, fixed charge coverage ratio, project sponsorship, and other factors deemed necessary. Based on a 5-point scale, the Company’s loans are rated “1” through “5,” from less risk to greater risk, which ratings are defined as follows: Rating Definition 1 Very Low Risk — Materially exceeds performance metrics included in original or current credit underwriting and business plan 2 Low Risk — Collateral and business performance exceeds substantially all performance metrics included in original or current credit underwriting and business plan 3 Medium Risk — Collateral and business performance meets, or is on track to meet underwriting expectations; business plan is met or can reasonably be achieved 4 High Risk/ Potential for Loss — Collateral performance falls short of underwriting, material differences from business plans, defaults may exist, or may soon exist absent material improvement. Risk of recovery of interest exists 5 Impaired/ Loss Likely — Performance is significantly worse than underwriting with major variances from business plan observed. Loan covenants or financial milestones have been breached; exit from loan or refinancing is uncertain. Full recovery of principal is unlikely The risk ratings are primarily based on historical data as well as taking into account future economic conditions. As of December 31, 2023, the carrying value, excluding the CECL Reserve, of the Company’s loans held at carrying value and loan receivable held at carrying value within each risk rating by year of origination is as follows: Risk Rating: 2023 2022 2021 2020 Total 1 $ — $ — $ — $ — $ — 2 — — — — — 3 26,334,091 67,960,351 102,943,087 9,776,267 207,013,796 4 — — 3,717,418 — 3,717,418 5 — 12,763,143 77,771,041 2,040,058 92,574,242 Total $ 26,334,091 $ 80,723,494 $ 184,431,546 $ 11,816,325 $ 303,305,456 |
INTEREST RECEIVABLE
INTEREST RECEIVABLE | 12 Months Ended |
Dec. 31, 2023 | |
Interest Receivable and Other Assets [Abstract] | |
INTEREST RECEIVABLE | INTEREST RECEIVABLE The following table summarizes the interest receivable by the Company as of December 31, 2023 and 2022: As of 2023 2022 Interest receivable $ 2,680,188 $ 3,722,134 PIK receivable 1,009,974 1,409,678 Unused fees receivable 25,833 125,663 Total interest receivable $ 3,715,995 $ 5,257,475 |
INTEREST RESERVE
INTEREST RESERVE | 12 Months Ended |
Dec. 31, 2023 | |
INTEREST RESERVE [Abstract] | |
INTEREST RESERVE | INTEREST RESERVE At December 31, 2023 and 2022, the Company had zero and three loans, respectively, that included a loan-funded interest reserve. For the years ended December 31, 2023 and 2022, approximately $4.7 million and $14.2 million, respectively, of aggregate interest income was earned and disbursed from the interest reserves. The following table presents changes in interest reserve as of and for the years ended December 31, 2023 and 2022: As of 2023 2022 Beginning reserves $ 3,200,944 $ 4,782,271 New reserves 1,526,065 12,648,888 Reserves disbursed (4,727,009) (14,230,215) Ending reserves $ — $ 3,200,944 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Revolving Credit Facility On April 29, 2022, the Company entered into the Loan and Security Agreement (the “Revolving Credit Agreement”) by and among the Company, the other loan parties from time to time party thereto, the lenders party thereto, and the lead arranger, bookrunner and administrative agent party thereto, pursuant to which, the Company obtained a $60.0 million senior secured revolving credit facility (the “Revolving Credit Facility”). The Revolving Credit Facility has a maturity date of April 29, 2025. The Revolving Credit Facility contains aggregate commitments of $60.0 million from two FDIC-insured banking institutions (which may be increased to up to $100.0 million in aggregate, subject to available borrowing base and additional commitments) which may be borrowed, repaid and redrawn, subject to a borrowing base based on eligible loan obligations held by the Company and subject to the satisfaction of other conditions provided under the Revolving Credit Facility. Interest is payable on the Revolving Credit Facility at the greater of (1) the applicable base rate plus 0.50% and (2) 4.50%, as provided in the Revolving Credit Agreement, payable in cash in arrears. Upon entering into the Revolving Credit Agreement, t he Company incurred a one-time commitment fee expense of approximately $0.5 million, which was included in prepaid expenses and other assets on the Company’s consolidated balance sheets and amortized over the life of the facility. Commencing on the six-month anniversary of the closing date, the Revolving Credit Facility has an unused line fee of 0.25% per annum, payable semi-annually in arrears, which is included within interest expense in the Company’s consolidated statements of operations. Based on the terms of the Revolving Credit Agreement, the unused line fee is waived if our average cash balance exceeds the minimum balance required per the Revolving Credit Agreement. During the years ended December 31, 2023 and 2022, we incurred approximately $47.9 thousand and $25.0 thousand in unused line fees, respectively. As of December 31, 2023 and 2022, outstanding borrowings under the Revolving Credit Facility was $42.0 million and $60.0 million, respectively, and $18.0 million and zero was available for borrowing a s of December 31, 2023 and 2022, respectively. The obligations of the Company under the Revolving Credit Facility are secured by certain assets of the Company comprising of or relating to loan obligations designated for inclusion in the borrowing base. In addition, the Company is subject to various financial and other covenants, including: (1) liquidity of at least $5.0 million, (2) annual debt service coverage of at least 1.5 to 1.0 and (3) secured debt not to exceed 25% of total consolidated assets of the Company and its subsidiaries. Termination of AFC Finance Revolving Credit Facility In July 2020, the Company obtained a secured revolving credit line (the “AFCF Revolving Credit Facility”) from AFC Finance, LLC and Gamma Lending HoldCo LLC, each affiliates of the Company’s management, secured by the assets of the Company. The AFCF Revolving Credit Facility originally had a loan commitment of $40.0 million at an interest rate of 8% per annum, payable in cash in arrears. The maturity date of the AFCF Revolving Credit Facility was the earlier of (i) July 31, 2021 and (ii) the date of the closing of any credit facility where the proceeds are incurred to refund, refinance or replace the AFCF Revolving Credit Agreement, in accordance with terms of the credit agreement governing the AFCF Revolving Credit Facility (the “AFCF Revolving Credit Agreement”). On May 7, 2021, the Company amended the AFCF Revolving Credit Agreement (the “First Amendment”). The First Amendment (i) increased the loan commitment from $40.0 million to $50.0 million, (ii) decreased the interest rate from 8% per annum to 6% per annum, (iii) removed Gamma Lending HoldCo LLC as a lender and (iv) extended the maturity date from July 31, 2021 to the earlier of (A) December 31, 2021 or (B) the date of the closing of any refinancing credit facility. On November 3, 2021, the Company entered into the Second Amendment to the AFCF Revolving Credit Agreement (the “Second Amendment”). Under the Second Amendment, payments to AFC Finance, LLC for interest, commitment fees and unused fees (net applicable taxes) were required to be paid directly or indirectly through AFC Finance, LLC to charitable organizations designated by AFC Finance, LLC. The Second Amendment also (i) increased the loan commitment from $50.0 million to $75.0 million, (ii) decreased the interest rate from 6% per annum to 4.75% per annum, (iii) introduced a one-time commitment fee of 0.25%, to be paid in three equal quarterly installments, and an unused line fee of 0.25% per annum, to be paid quarterly in arrears, (iv) provided an optional buyout provision for the holders of the 2027 Senior Notes upon an event of default under the AFCF Revolving Credit Agreement and (v) extended the fixed element of the maturity date from December 31, 2021 to September 30, 2022. Pursuant to the Second Amendment, the Company incurred a one-time commitment fee expense of approximately $0.2 million in November 2021, payable in three quarterly installments that began in the first quarter of 2022, which was amortized over the life of the loan. On April 29, 2022, upon the Company’s entry into the Revolving Credit Facility, the Company terminated the AFCF Revolving Credit Agreement. In connection with the termination, the Company paid the remaining amount of the commitment fee outstanding of approximately $0.1 million and accelerated the remaining deferred financing costs of approximately $0.1 million in the second quarter of 2022. There were no other payments, premiums or penalties required to be paid in connection with the termination. 2027 Senior Notes On November 3, 2021, the Company issued $100.0 million in aggregate principal amount of senior unsecured notes due in May 2027 (the “2027 Senior Notes”). The 2027 Senior Notes accrue interest at a rate of 5.75% per annum. Interest on the 2027 Senior Notes is due semi-annually on May 1 and November 1 of each year, which began on May 1, 2022. The net proceeds from the offering were approximately $97.0 million, after deducting the initial purchasers’ discounts and commissions and estimated offering fees and expenses payable by the Company. The Company used the proceeds from the issuance of the 2027 Senior Notes (i) to fund loans related to unfunded commitments to existing borrowers, (ii) to originate and participate in commercial loans to companies operating in the cannabis industry that are consistent with the Company’s investment strategy and (iii) for working capital and other general corporate purposes. The terms of the 2027 Senior Notes are governed by an indenture, dated November 3, 2021, among us, as issuer, and TMI Trust Company, as trustee (the “Indenture”). Under the Indenture, the Company is required to cause all of its existing and future subsidiaries to guarantee the 2027 Senior Notes, other than certain immaterial subsidiaries as set forth in the Indenture. Subsequent to the Company’s investment in the senior secured loan to Private Company I being transferred to TRS1 on April 1, 2022, TRS1 was added as a subsidiary guarantor under the Indenture. Prior to February 1, 2027, the Company may redeem the 2027 Senior Notes in whole or in part, at a price equal to the greater of 100% of the principal amount of the 2027 Senior Notes being redeemed or a make-whole premium set forth in the Indenture, plus accrued and unpaid interest thereon to, but excluding, the applicable redemption date. On or after February 1, 2027, we may redeem the 2027 Senior Notes in whole or in part at a price equal to 100% of the principal amount of the 2027 Senior Notes being redeemed, plus accrued and unpaid interest, if any, to, but excluding, the applicable redemption date. The Indenture also requires us to offer to purchase all of the 2027 Senior Notes at a purchase price equal to 101% of the principal amount of the 2027 Senior Notes, plus accrued and unpaid interest if a “change of control triggering event” (as defined in the Indenture) occurs. The Indenture contains customary terms and restrictions, subject to a number of exceptions and qualifications, including restrictions on the Company’s ability to (1) incur additional indebtedness unless the Annual Debt Service Charge (as defined in the Indenture) is no less than 1.5 to 1.0, (2) incur or maintain total debt in an aggregate principal amount greater than 60% of the Company’s consolidated Total Assets (as defined in the Indenture), (3) incur or maintain secured debt in an aggregate principal amount greater than 25% of the Company’s consolidated Total Assets (as defined in the Indenture), and (4) merge, consolidate or sell substantially all of the Company’s assets. In addition, the Indenture also provides for customary events of default. If any event of default occurs, any amount then outstanding under the Indenture may immediately become due and payable. These events of default are subject to a number of important exceptions and qualifications set forth in the Indenture. During the year ended December 31, 2023 , the Company repurchased $10.0 million in principal amount of the Company’s 2027 Senior Notes at 77.4% of par value, plus accrued interest. This resulted in a gain on extinguishment of debt of approximately $2.0 million, recorded within the consolidated statements of operations. No repurchases took place during the year ended December 31, 2022. As of December 31, 2023 and 2022 , the Company had $90.0 million and $100.0 million in principal amount of the 2027 Senior Notes outstanding, respectively. The 2027 Senior Notes are due on May 1, 2027. Scheduled principal payments on the 2027 Senior Notes as of December 31, 2023 are as follows: 2027 Senior Notes Year 2024 $ — 2025 — 2026 — 2027 90,000,000 2028 — Thereafter — Total principal 90,000,000 Deferred financing costs included in senior notes (1,985,442) Total due senior notes, net $ 88,014,558 The following tables reflect a summary of interest expense incurred during the years ended December 31, 2023 and 2022: Year ended 2027 Senior Notes Revolving Credit Facility AFCF Revolving Credit Facility Total Borrowings Interest expense $ 5,290,000 $ 68,667 $ — $ 5,358,667 Unused fee expense — 47,915 — 47,915 Amortization of deferred financing costs 641,662 309,213 — 950,875 Total interest expense $ 5,931,662 $ 425,795 $ — $ 6,357,457 Year ended 2027 Senior Notes Revolving Credit Facility AFCF Revolving Credit Facility Total Borrowings Interest expense $ 5,734,027 $ 53,333 $ 19,792 $ 5,807,152 Unused fee expense — 25,000 60,417 85,417 Amortization of deferred financing costs 659,120 107,741 154,645 921,506 Total interest expense $ 6,393,147 $ 186,074 $ 234,854 $ 6,814,075 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES As of December 31, 2023 and 2022, the Company had the following commitments to fund various investments: As of 2023 2022 Total original loan commitments $ 431,239,913 $ 447,101,864 Less: drawn commitments (421,239,913) (401,476,418) Total undrawn commitments $ 10,000,000 $ 45,625,446 The Company from time to time may be a party to litigation in the normal course of business. As of December 31, 2023, the Company is not aware of any legal claims that could materially impact its business, financial condition or results of operations. On March 17, 2023, the Company appointed Brandon Hetzel to serve as its Chief Financial Officer and Treasurer in place of Brett Kaufman, effective as of such date, with Mr. Kaufman’s employment with AFC Management, LLC, the Company’s external manager (the “Manager”), terminated, effective as of April 17, 2023 (the “Separation Date”). In connection with his termination, Mr. Kaufman will receive (i) twelve twelve one December 31, 2023 and 2022, the Company recorded approximately $0.7 million and zero in severance expense, recorded within general and administrative expenses within the consolidated statements of operations, respectively. The Company primarily provides loans to companies operating in the cannabis industry which involves significant risks, including the risk of strict enforcement against the Company’s borrowers on the federal illegality of cannabis, the Company’s borrowers’ inability to renew or otherwise maintain their licenses or other requisite authorizations for their cannabis operations, and such loans lack of liquidity, and the Company could lose all or part of any of the Company’s loans. The Company’s ability to grow or maintain its business with respect to the loans it makes to companies operating in the cannabis industry depends on state laws pertaining to the cannabis industry. New laws that are adverse to the Company’s borrowers may be enacted, and current favorable state or national laws or enforcement guidelines relating to cultivation, production and distribution of cannabis may be modified or eliminated in the future, which would impede the Company’s ability to grow and could materially adversely affect the Company’s business. Management’s plan to mitigate risks include monitoring the legal landscape as deemed appropriate. Also, should a loan default or otherwise be seized, the Company may be prohibited from owning cannabis assets and thus could not take possession of collateral, in which case the Company would look to sell the loan, which could result in the Company realizing a loss on the transaction. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | SHAREHOLDERS’ EQUITY Series A Preferred Stock As of December 31, 2023 and 2022, the Company has authorized 10,000 preferred shares and issued 125 of the preferred shares designated as 12.0% Series A Cumulative Non-Voting Preferred Stock, par value $0.01 per share (the “Series A Preferred Stock”). The Series A Preferred Stock entitles the holders thereof to receive cumulative cash dividends at a rate per annum of 12.0% of the liquidation preference of $1,000 per share plus all accumulated and unpaid dividends thereon. The Company generally may not declare or pay, or set apart for payment, any dividend or other distribution on any shares of the Company’s stock ranking junior to the Series A Preferred Stock as to dividends, including the Company’s common stock, or redeem, repurchase or otherwise make payments on any such shares, unless full, cumulative dividends on all outstanding shares of Series A Preferred Stock have been declared and paid or set apart for payment for all past dividend periods. The holders of the Series A Preferred Stock generally have no voting rights except in limited circumstances, including certain amendments to the Company’s charter and the authorization or issuance of equity securities senior to or on parity with the Series A Preferred Stock. The Series A Preferred Stock is not convertible into shares of any other class or series of our stock. The Series A Preferred Stock is senior to all other classes and series of shares of the Company’s stock as to dividend and redemption rights and rights upon the Company’s liquidation, dissolution and winding up. Upon written notice to each record holder of the Series A Preferred Stock as to the effective date of redemption, the Company may redeem the shares of the outstanding Series A Preferred Stock at the Company’s option, in whole or in part, at any time for cash at a redemption price equal to $1,000 per share, for a total of $125,000 for the 125 shares outstanding, plus all accrued and unpaid dividends thereon up to and including the date fixed for redemption. Shares of the Series A Preferred Stock that are redeemed shall no longer be deemed outstanding shares of the Company and all rights of the holders of such shares will terminate. Common Stock On January 10, 2022, the Company completed an underwritten offering of 3,000,000 shares of our common stock, at a price to the public of $20.50 per share. The gross proceeds to the Company from the offering were $61.5 million, before deducting underwriting discounts and commissions, a structuring fee and offering expenses payable by the Company. In connection with the offering, the underwriters were granted an over-allotment option to purchase up to an additional 450,000 shares of the Company’s common stock. On January 14, 2022, the underwriters partially exercised the over-allotment option with respect to 291,832 shares of common stock, which was completed on January 19, 2022. The underwriting commissions of approximately $3.5 million were reflected as a reduction of additional paid-in capital in the first quarter of fiscal year 2022. The Company incurred approximately $1.0 million of expenses in connection with the offering. After giving effect to the partial exercise of the over-allotment option, the total number of shares sold by the Company in the public offering was 3,291,832 shares and total gross proceeds, before deducting underwriting discounts and commissions, a structuring fee and other offering expenses payable by the Company, were approximately $67.5 million. The net proceeds to the Company totaled approximately $63.0 million. Pursuant to the Articles of Amendment, dated March 10, 2022, the Company increased the number of authorized shares of common stock to 50,000,000 shares at $0.01 par value per share. Shelf Registration Statement On April 5, 2022, the Company filed a shelf registration statement on Form S-3 (File No. 333-264144) (the “Shelf Registration Statement”), which was declared effective on April 18, 2022. Under the Shelf Registration Statement, the Company may, from time to time, issue and sell up to $1.0 billion of the Company’s common stock, preferred stock, debt securities, warrants and rights (including as part of a unit) to purchase shares of the Company’s common stock or preferred stock. At-the-Market Offering Program (“ATM Program”) On April 5, 2022, the Company entered into an Open Market Sales Agreement (the “Sales Agreement”) with Jefferies LLC and JMP Securities LLC, as Sales Agents, under which the Company may, from time to time, offer and sell shares of common stock, having an aggregate offering price of up to $75.0 million. Under the terms of the Sales Agreement, the Company has agreed to pay the Sales Agents a commission of up to 3.0% of the gross proceeds from each sale of common stock sold through the Sales Agents. Sales of common stock, if any, may be made in transactions that are deemed to be “at-the-market” offerings, as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended (the “Securities Act”). During the year ended December 31, 2023, the Company did not sell any shares of the Company’s common stock under the Sales Agreement. During the year ended December 31, 2022 , the Company sold an aggregate of 621,398 shares of the Company’s common stock under the Sales Agreement at an average price of $18.30 per share generating net proceeds of approximately $10.4 million . As of December 31, 2023 , the shares of common stock sold under the ATM Program are the only offerings that have been initiated under the Shelf Registration Statement. Share Repurchase Program On June 13, 2023, the Company's Board of Directors authorized a share repurchase program providing for the repurchase of up to $20.0 million of the Company's outstanding common stock (the “Repurchase Program”). The timing, price, and volume of repurchases will be based on the Company’s stock price, general market conditions, applicable legal requirements and other factors. The repurchase of the Company’s common stock may be made from time to time in the open market, in privately negotiated transactions or otherwise in compliance with Rule 10b-18 and Rule 10b5-1 under the Securities Exchange Act of 1934. The Company expects to finance any share repurchases under the Repurchase Program using cash on hand, capacity available under our line of credit and cash flows from operations. The Repurchase Program may be discontinued, modified or suspended at any time. During the year ended December 31, 2023, the Company did not repurchase any shares of its common stock pursuant to the Repurchase Program. Stock Incentive Plan The Company has established a stock incentive compensation plan (the “2020 Plan”). The 2020 Plan authorizes stock options, stock appreciation rights, restricted stock, stock bonuses, stock units and other forms of awards granted or denominated in the Company’s common stock or units of common stock. The 2020 Plan retains flexibility to offer competitive incentives and to tailor benefits to specific needs and circumstances. Any award may be structured to be paid or settled in cash. The Company has, and currently intends to continue to grant stock options to participants in the 2020 Plan, but it may also grant any other type of award available under the 2020 Plan in the future. Persons eligible to receive awards under the 2020 Plan include officers or employees of the Company or any of its subsidiaries, directors of the Company, employees of the Manager and certain directors and consultants and other service providers to the Company or any of its subsidiaries. During the first quarter of 2022, the Company’s Board of Directors approved grants of restricted stock and stock options to the Company’s directors and officers, as well as employees of the Manager. In January 2022, the Company granted an aggregate of 8,296 shares of restricted stock and 742,000 stock options to certain of our officers and other eligible persons. The restricted stock granted in January 2022 under the 2020 Plan vests over a four-year period with approximately 33% vesting on each of the second, third and fourth anniversaries of the vesting commencement date. The stock options granted in January 2022 under the 2020 Plan have a strike price of $20.18 and contain vesting periods that vary from immediately vested to vesting over a four-year period. During the first quarter of 2023, the Company’s Board of Directors approved grants of restricted stock to the Company’s directors and officers, as well as certain employees of the Manager. In January 2023, the Company granted an aggregate of 125,234 shares of restricted stock to certain of our directors, officers and other eligible persons. The restricted stock granted in January 2023 under the 2020 Plan contain vesting periods that vary from immediately vested to vesting over a three-year period, with approximately 33% vesting on each of the first, second and third anniversaries of the vesting commencement date. On June 20, 2023, the Company granted 1,159 shares of restricted stock to James C. Fagan in connection with his recent appointment to the Company’s Board of Directors, which will vest upon the one-year anniversary of the grant date. As of December 31, 2023, there were 2,326,892 shares of common stock granted under the 2020 Plan, underlying 2,169,852 options and 157,040 shares of restricted stock. As of December 31, 2023, the maximum number of shares of the Company’s common stock that may be delivered pursuant to awards under the 2020 Plan (the “Share Limit”) equals 2,793,288 shares, which is consistent with the Share Limit as of December 31, 2022. Shares that are subject to or underlie awards that expire or for any reason are cancelled, terminated, forfeited, fail to vest, or for any other reason are not paid or delivered under the 2020 Plan will not be counted against the Share Limit and will again be available for subsequent awards under the 2020 Plan. The following table summarizes the (i) non-vested options granted, (ii) vested options granted, (iii) exercised and (iv) forfeited options granted for the Company’s directors and officers and employees of the Manager as of December 31, 2023 and 2022: As of 2023 2022 Non-vested 206,304 293,420 Vested 2,168,328 2,081,212 Exercised (5,511) (5,511) Forfeited (200,169) (88,749) Balance 2,168,952 2,280,372 The Company uses the Black-Scholes option pricing model to value stock options in determining the stock-based compensation expense. The Company has elected to recognize forfeitures as they occur. Previously recognized compensation expense related to forfeitures are reversed in the period the nonvested awards are forfeited. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the date of grant. The expected dividend yield was based on the Company’s expected dividend yield at the grant date. Expected volatility is based on the estimated average volatility of similar companies due to the lack of historical volatilities of the Company’s common stock. Restricted stock grant expense is based on the Company’s stock price at the time of the grant and amortized over the vesting period. The stock-based compensation expense for the Company was approximately $1.0 million and $1.3 million for the years ended December 31, 2023 and 2022, respectively. The following table presents the assumptions used in the option pricing model of options granted under the 2020 Plan: Assumptions Range Expected volatility 40% - 50% Expected dividend yield 10% - 20% Risk-free interest rate 0.5% - 2.0% Expected forfeiture rate 0% The following tables summarize stock option activity as of and during the year ended December 31, 2023: Number of options Weighted-average Weighted-average remaining contractual term Aggregate intrinsic value Outstanding as of December 31, 2022 2,280,372 $ 17.75 Granted — — Exercised — — Forfeited (111,420) 17.98 Outstanding as of December 31, 2023 2,168,952 $ 17.74 4.27 years $ — Exercisable as of December 31, 2023 2,079,171 $ 17.67 4.25 years $ — T he Company did not grant any options d uring the year ended December 31, 2023. The weighted-average grant date value of options granted during the year ended December 31, 2022 was $1.46. The total intrinsic value of options exercised during the year ended December 31, 2022 was approximately $3.3 thousand. As of December 31, 2023, there was approximately $45.2 thousand of total unrecognized compensation cost related to non-vested stock options. That cost is expected to be recognized over a weighted-average period of 0.68 years. The following table summarizes the non-vested restricted stock (i) granted, (ii) vested and (iii) forfeited for the Company’s directors and officers and employees of the Manager as of December 31, 2023 and 2022: As of 2023 2022 Granted 190,974 64,581 Vested (38,028) — Forfeited (33,934) (1,238) Balance 119,012 63,343 The fair value of the Company’s restricted stock awards is based on the Company’s stock price on the date of grant. The following tables summarize the restricted stock activity as of and during the year ended December 31, 2023: Number of shares of restricted stock Weighted-average Balance as of December 31, 2022 63,343 $ 20.40 Granted 126,393 15.55 Vested (38,028) 18.03 Forfeited (32,696) 20.39 Balance as of December 31, 2023 119,012 $ 16.06 As of December 31, 2023 , there was approximately $1.2 million of total unrecognized compensation cost related to non-vested restricted stock. That cost is expected to be recognized over a weighted-average period of 0.96 years. The total fair value of shares vested during the year ended December 31, 2023 was approximately $0.5 million. No shares of restricted stock vested during the year ended December 31, 2022. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE The following information sets forth the computations of basic and diluted weighted average earnings per common share for the years ended December 31, 2023 and 2022: Years ended 2023 2022 Net income attributable to common shareholders $ 20,951,999 $ 35,932,397 Dividends paid on preferred shares (15,000) (15,000) Dividends paid on unvested restricted stock (262,394) (135,299) Net income attributable to common shareholders 20,674,605 35,782,098 Divided by: Basic weighted average shares of common stock outstanding 20,321,091 19,842,222 Weighted average unvested restricted stock and dilutive stock options 24,828 115,515 Diluted weighted average shares of common stock outstanding 20,345,919 19,957,737 Basic weighted average earnings per common share $ 1.02 $ 1.80 Diluted weighted average earnings per common share $ 1.02 $ 1.79 Diluted EPS was computed using the treasury stock method for stock options and restricted stock. Diluted weighted average earnings per common share excluded 2,336,146 and 1,401,200 weighted average unvested restricted stock and stock options due to anti-dilutive effect |
INCOME TAX
INCOME TAX | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAX | INCOME TAX A TRS is an entity taxed as a corporation that has not elected to be taxed as a REIT, in which a REIT directly or indirectly holds equity, and that has made a joint election with such REIT to be treated as a TRS. A TRS generally may engage in any business, including investing in assets and engaging in activities that could not be held or conducted directly by the Company without jeopardizing its qualification as a REIT. A TRS is subject to applicable United States federal, state and local income tax on its taxable income. In addition, as a REIT, the Company also may be subject to a 100% excise tax on certain transactions between it and its TRS that are not conducted on an arm’s-length basis. The income tax provision is included in the line item income tax expense, including excise tax. The income tax provision for the Company was approximately $1.7 million and $1.0 million for the years ended December 31, 2023 and 2022, respectively. The income tax expense for the years ended December 31, 2023 and 2022 primarily related to activities of the Company’s taxable REIT subsidiary. The income tax provision for the Company and TRS1 consisted of the following for the years ended December 31, 2023 and 2022: Years ended 2023 2022 Current (1) $ 1,546,216 $ 953,324 Deferred — — Excise tax 113,121 73,000 Total income tax expense, including excise tax $ 1,659,337 $ 1,026,324 (1) During the year ended December 31, 2023, the Company incurred federal taxes of approximately $1.2 million and state and local taxes of approximately $0.3 million. During the year ended December 31, 2022, the Company incurred federal taxes of approximately $0.8 million and state and local taxes of approximately $0.2 million. For the years ended December 31, 2023 and 2022, the Company incurred approximately $0.1 million and $0.1 million, respectively, for United States federal excise tax. Excise tax represents a 4% tax on the sum of a portion of the Company’s ordinary income and net capital gains not distributed during the period. If it is determined that an excise tax liability exists for the current period, the Company will accrue excise tax on estimated excess taxable income as such taxable income is earned. The expense is calculated in accordance with applicable tax regulations. The Company does not have any unrecognized tax benefits and the Company does not expect that to change in the next 12 months. |
FAIR VALUE
FAIR VALUE | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE | FAIR VALUE Loans Held for Investment The Company’s loans are typically valued using a yield analysis, which is typically performed for non-credit impaired loans to borrowers where the Company does not own a controlling equity position. Alternative valuation methodologies may be used as appropriate, and can include a market analysis, income analysis, or recovery analysis. To determine fair value using a yield analysis, a current price is imputed for the loan based upon an assessment of the expected market yield for a similarly structured loan with a similar level of risk. In the yield analysis, the Company considers the current contractual interest rate, the maturity and other terms of the loan relative to risk of the company and the specific loan. A key determinant of risk, among other things, is the leverage through the loan relative to the enterprise value of the borrower. As loans held by the Company are substantially illiquid with no active loan market, the Company depends on primary market data, including newly funded loans, as well as secondary market data with respect to high-yield debt instruments and syndicated loans, as inputs in determining the appropriate market yield, as applicable. The following tables present fair value measurements of loans held at fair value as of December 31, 2023 and 2022: Fair Value Measurement as of December 31, 2023 Total Level 1 Level 2 Level 3 Loans held at fair value $ 61,720,705 $ — $ — $ 61,720,705 Total $ 61,720,705 $ — $ — $ 61,720,705 Fair Value Measurement as of December 31, 2022 Total Level 1 Level 2 Level 3 Loans held at fair value $ 99,226,051 $ — $ — $ 99,226,051 Total $ 99,226,051 $ — $ — $ 99,226,051 The following table presents changes in loans that use Level 3 inputs as of and for the year ended December 31, 2023: Year ended Total loans using Level 3 inputs at December 31, 2022 $ 99,226,051 Realized gains (losses) on loans at fair value, net (1,213,416) Change in unrealized gains (losses) on loans at fair value, net (8,513,364) Additional fundings 1,881,840 Loan repayments (34,900,946) Accretion of original issue discount 1,501,162 PIK interest 3,739,378 Total loans using Level 3 inputs at December 31, 2023 $ 61,720,705 The change in unrealized losses included in the consolidated statements of operations attributable to loans held at fair value, categorized as Level 3, held as of December 31, 2023 is $(9,726,780). The following tables summarize the significant unobservable inputs the Company used to value the loans categorized within Level 3 as of December 31, 2023 and 2022. The tables are not intended to be all-inclusive, but instead capture the significant unobservable inputs relevant to the Company’s determination of fair values. As of December 31, 2023 Unobservable Input Fair Value Primary Valuation Techniques Input Estimated Range Weighted Average Senior term loans $ 47,627,845 Recovery analysis Recovery rate 86.10% - 92.40% 89.25% Senior term loans 14,092,860 Market approach Revenue multiple 0.50x - 0.70x 0.60x Total investments $ 61,720,705 As of December 31, 2022 Unobservable Input Fair Value Primary Valuation Techniques Input Estimated Range Weighted Average Senior term loans $ 99,226,051 Yield analysis Market yield 19.99% - 31.72% 21.81% Total investments $ 99,226,051 Changes in market yields, revenue multiples, and recovery rates may change the fair value of certain of the Company’s loans. Generally, an increase in market yields may result in a decrease in the fair value of certain of the Company’s loans, while a decrease in revenue multiples and recovery rates may result in a decrease in the fair value of certain of the Company’s loans. Due to the inherent uncertainty of determining the fair value of loans that do not have a readily available market value, the fair value of the Company’s loans may fluctuate from period to period. Additionally, the fair value of the Company’s loans may differ significantly from the values that would have been used had a ready market existed for such loans and may differ materially from the values that the Company may ultimately realize. Further, such loans are generally subject to legal and other restrictions on resale or otherwise are less liquid than publicly traded securities. If the Company was required to liquidate a loan in a forced or liquidation sale, it could realize significantly less than the value at which the Company has recorded it. In addition, changes in the market environment and other events that may occur over the life of the loans may cause the gains or losses ultimately realized on these loans to be different than the unrealized gains or losses reflected in the valuations currently assigned. Investment in Marketable Securities As of December 31, 2023 and 2022 , the Company’s portfolio did not include any debt securities. For the years ended December 31, 2023 and 2022 , the realized loss on the sale of debt securities was approximately zero and $(0.2) million, respectively. Fair Value of Financial Instruments GAAP requires disclosure of fair value information about financial instruments, whether or not recognized at fair value in the balance sheet, for which it is practicable to estimate that value. The following table details the book value and fair value of the Company’s financial instruments not recognized at fair value in the consolidated balance sheets as of December 31, 2023 : As of December 31, 2023 Carrying Value Fair Value Financial assets: Cash and cash equivalents $ 121,626,453 $ 121,626,453 Loans held for investment at carrying value $ 301,265,398 $ 275,070,876 Loan receivable held at carrying value $ 2,040,058 $ 510,436 Financial liabilities: Senior notes payable, net $ 88,014,558 $ 78,525,000 Estimates of fair value for cash and cash equivalents are measured using observable, quoted market prices, or Level 1 inputs. The Company’s loans held for investment are measured using unobservable inputs, or Level 3 inputs. The fair value of the Company’s 2027 Senior Notes is estimated by discounting expected cash flows using readily available quoted prices for similar debt, or Level 2 inputs. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Management Agreement Pursuant to the Management Agreement, the Manager manages the loans and day-to-day operations of the Company, subject at all times to the further terms and conditions set forth in the Management Agreement and such further limitations or parameters as may be imposed from time to time by the Company’s Board. The Manager receives base management fees (the “Base Management Fee”) that are calculated and payable quarterly in arrears, in an amount equal to 0.375% of the Company’s Equity (as defined in the Management Agreement), subject to certain adjustments, less 50% of the aggregate amount of any other fees (“Outside Fees”), including any agency fees relating to our loans, but excluding the Incentive Compensation (as defined below) and any diligence fees paid to and earned by the Manager and paid by third parties in connection with the Manager’s due diligence of potential loans. In addition to the Base Management Fee, the Manager is entitled to receive incentive compensation (the “Incentive Compensation” or “Incentive Fees”) under the Management Agreement. Under the Management Agreement, the Company pays Incentive Fees to the Manager based upon the Company’s achievement of targeted levels of Core Earnings. “Core Earnings” is defined in the Management Agreement as, for a given period means the net income (loss) for such period, computed in accordance with GAAP, excluding (i) non-cash equity compensation expense, (ii) the Incentive Compensation, (iii) depreciation and amortization, (iv) any unrealized gains or losses or other non-cash items that are included in net income for the applicable reporting period, regardless of whether such items are included in other comprehensive income or loss, or in net income and (v) one-time events pursuant to changes in GAAP and certain non-cash charges, in each case after discussions between the Manager and the Company’s independent directors and approved by a majority of the independent directors. The Incentive Compensation for the years ended December 31, 2023 and 2022, was approximately $10.4 million and $12.3 million, respectively. The Company shall pay all of its costs and expenses and shall reimburse the Manager or its affiliates for expenses of the Manager and its affiliates paid or incurred on behalf of the Company, excepting only those expenses that are specifically the responsibility of the Manager pursuant to the Management Agreement. With respect to certain office expenses incurred by the Manager on behalf of the Company and other funds managed by the Manager or its affiliates, such as rent, the Manager determines each fund’s pro rata portion of such expenses in an amount equal to the proportional amount of time employees of the Manager spent providing services to the Company, as reasonably stipulated by time sheets. The following table summarizes the related party costs incurred by the Company for the years ended December 31, 2023 and 2022: Years ended 2023 2022 Affiliate Costs Management fees $ 5,395,617 $ 5,213,535 Less: outside fees earned (1,693,133) (1,785,916) Base management fees 3,702,484 3,427,619 Incentive fees earned 10,361,821 12,337,631 General and administrative expenses reimbursable to Manager 3,590,594 3,976,312 Total $ 17,654,899 $ 19,741,562 Amounts payable to the Manager as of December 31, 2023 and 2022 were approximately $5.0 million and $5.7 million, respectively. Due to Affiliate Amounts due to an affiliate of the Company as of December 31, 2023 and 2022 were approximately $16.4 thousand and $18.1 thousand, respectively. Investments in Loans From time to time, the Company may co-invest with other investment vehicles managed by the Manager or its affiliates, including the Manager, and their portfolio companies, including by means of splitting loans, participating in loans or other means of syndicating loans. The Company is not obligated to provide, nor has it provided, any financial support to the other managed investment vehicles. As such, the Company’s risk is limited to the carrying value of its investment in any such loan. Additionally, our Manager or its affiliates, including AFC Agent LLC (“AFC Agent”), may from time to time serve as administrative agent to the lenders under our co-investments. As of December 31, 2023, there were four co-invested loans held by the Company and affiliates of the Company. In July 2021, the senior secured loan facility with Private Company I, consisting of an aggregate of $15.5 million in loan commitments, was syndicated by the Manager between the Company and A BDC Warehouse, LLC (“ABW”), an entity wholly-owned by the Company’s Chief Executive Officer and Chairman of the Board and President. ABW’s commitment in the loan facility was ultimately transferred to AFC Institutional Fund LLC (“AFCIF”), an entity beneficially owned in part, by the Company’s (i) Chief Executive Officer and Chairman of the Board, (ii) President and (iii) former Head of Real Estate and a former Director, while each such owner also maintained a beneficial ownership of the Manager at the time of the investment. AFCIF holds approximately one-third of the loan’s aggregate principal amount as of December 31, 2023. On April 1, 2022, the Company’s investment in the senior secured loan to Private Company I was transferred to TRS1. In May 2023, Private Company I failed to pay its full principal and interest payments due May 1, 2023. The agent on the credit facility, AFC Agent, promptly delivered a notice of an event of default based on this payment default and certain other defaults under the credit agreement , accelerated all obligations due thereunder and subsequently initiated a foreclosing procedure in the State of Maryland. In June 2023, the Company sold two-thirds of the Private Company I credit facility at par plus accrued interest to a multi-state cannabis operator and the Company has a put right on the remaining one-third immediately prior to the transfer of one of the borrower’s cannabis licenses. As of December 31, 2023, the Company’s outstanding principal balance was approximately $3.8 million, which is fully funded . In September 2021, the Company entered into the September Commitment Assignment with our Manager, pursuant to which our Manager assigned to us its commitment to make loans to Private Company A in a principal amount of up to $20.0 million , which was funded in September 2021. The loans were purchased at accreted cost plus accrued PIK interest. We did not pay any fees or premium to our Manager for the Company’s acquisition of the Manager’s loan commitments under the Credit Agreement with Private Company A pursuant to the September Commitment Assignment. In December 2021, the Company entered into the second amendment to the Private Company A Credit Facility to, among other things, increase the total loan commitments by $20.0 million in an additional tranche, with $2.5 million allocated to Flower Loan Holdco, LLC (“FLH”), an entity wholly-owned by the Company’s Chief Investment Officer and Executive Chairman of the Board and President, and the remaining new commitment allocated to third-party lenders. In February 2022, the Company entered into the third amendment to the Private Company A Credit Facility to, among other things, increase the total loan commitments by $16.3 million in an additional tranche, with approximately $15.3 million allocated to the Company and approximately $1.0 million allocated to a third-party lender. In November 2022, the Company entered into a fourth amendment to the Private Company A Credit Facility to, among other things, increase the total loan commitments by $10.0 million in an additional tranche, with approximately $7.1 million allocated to the Company, $1.4 million allocated to FLH and the remaining $1.5 million allocated to third-party lenders. In March 2023, the Company entered into a fifth amendment to the Private Company A Credit Facility to, among other things and subject to certain terms and conditions, (i) increase the interest rate of certain tranches such that the facility has a uniform interest rate of 13.0% across certain tranches; (ii) reprioritize the allocation of principal and interest payments to first be applied to a specific tranche under the facility; and (iii) establish the requirement for a blocked account to hold the cash proceeds from the sale of certain assets and distribute such proceeds to the lenders. In October 2023, AFC Agent delivered a notice of default to Private Company A based on certain financial and other covenant defaults and began charging additional default interest of 5.0%, beginning as of July 1, 2023, in accordance with the terms of the Private Company A Credit Facility. In November 2023, Private Company A was placed into receivership to maintain the borrower’s operations and maximize value for the benefit of its creditors. The court-appointed receiver began liquidating certain assets for the benefit of the creditors. During the year ended December 31, 2023 , AFC Agent received approximately $48.2 million in total loan principal prepayments and $1.4 million in related exit fees from the borrower’s sale of some of its collateral assets, of which approximately $34.7 million in principal prepayments and $1.1 million in related exit fees were allocated to the Company relating to its pro rata portion of the Private Company A Credit Facility and was applied to the outstanding principal balance. A s of December 31, 2023, the Company’s outstanding principal balance was approximately $53.4 million, which is fully funded . In September 2021, the Company entered into the second amended and restated credit agreement with Subsidiary of Private Company G to, among other things, increase the total loan commitments by $53.4 million in three tranches, with approximately $10.0 million allocated to ABW and the remaining $43.4 million allocated to the Company. ABW’s commitment was ultimately transferred to AFCIF. In August 2022, the Company committed an additional $8.1 million under credit agreement with Subsidiary of Private Company G. Following the expansion, the Company now holds $73.5 million in commitments. Subsidiary of Private Company G failed to make its cash interest payment due July 1, 2023 in arrears for the month of June, and the Company placed the borrower on non-accrual from June 1, 2023 to August 31, 2023. In connection therewith, the Company initiated a consensual foreclosure proceeding with respect to certain of the borrower’s assets in Pennsylvania, with the expectation that the net cash proceeds of the public auction would be used to prepay a portion of the principal outstanding under the credit facility. On September 6, 2023, the foreclosure proceeding was adjourned indefinitely. The Company subsequently entered into a forbearance agreement with Subsidiary of Private Company G in September 2023, which carves out the consensual foreclosure proceeding described above, pursuant to which the Company agreed to forbear from exercising certain remedies as a result of certain defaults under the credit agreement. In exchange for such forbearance, Subsidiary of Private Company G agreed to, among other things, sell certain assets, including certain collateral, the proceeds of which will be applied to the outstanding obligations under the credit agreement with Private Company G, to provide certain additional collateral, and to contribute additional cash equity to be held in escrow by AFC Agent. As amended by the forbearance agreement entered into with Subsidiary of Private Company G, the borrower was required to pay interest of $0.8 million pro rata to the lender group for the month of September and to pay $1.0 million pro rata to the lender group for each of the months of October, November, and December 2023. Subsidiary of Private Company G paid September, October, and November interest in accordance with the terms of the forbearance agreement, which was due October 1, 2023, November 1, 2023, and December 1, 2023, respectively, and the credit facility was restored to accrual status. During the fourth quarter of 2023, AFC Agent received $1.5 million from the sale of some of the collateral assets of Subsidiary of Private Company G, of which approximately $1.3 million was allocated to the Company and applied to the outstanding interest balance. Subsidiary of Private Company G did not make its cash interest payment due January 1, 2024 in arrears for the month of December, and the Company placed the borrower on non-accrual status as of December 1, 2023 and will recognize income related to loan activity only upon receipt of cash. Refer to Note 17 to the Company’s consolidated financial statements for more information on Subsidiary of Private Company G forbearance agreement that was entered into subsequent to December 31, 2023 . As of December 31, 2023, the Company’s outstanding principal balance under the credit facility with Subsidiary of Private Company G was approximately $79.2 million , which is fully funded. In December 2021, the Company entered into a credit agreement with Subsidiary of Public Company H, which provides Subsidiary of Public Company H with a $100.0 million senior secured credit facility, of which, we committed $60.0 million, a predecessor-in-interest to AFCIF committed $10.0 million, and third-party lenders committed $30.0 million of the aggregate principal amount. In October 2022, the credit agreement with Subsidiary of Public Company H was amended to, among other things, increase the total loan commitment by $50.0 million, of which $30.0 million of the new loan commitment was allocated pro rata to the Company, $5.0 million was allocated to AFCIF and the remaining $15.0 million was allocated to a third-party lender. In April 2023, the credit agreement with Subsidiary of Public Company H was amended to, among other things, (i) reduce the total loan commitment by $10.0 million ratably amongst the lenders, including the Company, of which $6.0 million of the reduced commitment was allocated to the Company and $9.0 million of additional principal was funded by the Company, (ii) strengthen the real estate coverage covenants and (iii) require certain conditions precedent be met prior to disbursing funds to construction projects. Following the amendment, the Company held $84.0 million in commitments. As of December 31, 2023, the Company’s outstanding principal balance under the credit facility with Subsidiary of Public Company H was $84.0 million, which is fully funded. In September 2023, Mr. Berman purchased a 3.0% membership interest in certain income of the Manager. In January 2024, Mr. Neville purchased a 1.6% membership interest in certain income of the Manager. Secured Revolving Credit Facility From Affiliate |
DIVIDENDS AND DISTRIBUTIONS
DIVIDENDS AND DISTRIBUTIONS | 12 Months Ended |
Dec. 31, 2023 | |
DIVIDENDS AND DISTRIBUTIONS [Abstract] | |
DIVIDENDS AND DISTRIBUTIONS | DIVIDENDS AND DISTRIBUTIONS The following table summarizes the Company’s dividends declared during the years ended December 31, 2023 and 2022: Declaration Date Record Date Payment Common Share Taxable Qualified Dividends Return of Section 3/10/2022 3/31/2022 4/15/2022 $ 0.55 $ 0.55 $ — $ — $ 0.55 6/15/2022 6/30/2022 7/15/2022 0.56 0.56 — — 0.56 9/15/2022 9/30/2022 10/14/2022 0.56 0.56 — — 0.56 12/15/2022 12/31/2022 1/13/2023 0.56 0.56 — — 0.56 2022 Total cash dividend $ 2.23 $ 2.23 $ — $ — $ 2.23 3/2/2023 3/31/2023 4/14/2023 $ 0.56 $ 0.55 $ 0.01 $ — $ 0.55 6/15/2023 6/30/2023 7/14/2023 0.48 0.48 — — 0.48 9/15/2023 9/30/2023 10/13/2023 0.48 0.36 0.12 — 0.36 12/15/2023 12/31/2023 1/12/2024 0.48 0.46 0.02 — 0.46 2023 Total cash dividend $ 2.00 $ 1.85 $ 0.15 $ — $ 1.85 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS The Company has evaluated subsequent events through the date the consolidated financial statements were available to be issued. There were no material subsequent events, other than those described below, that required disclosure in these consolidated financial statements. On December 29, 2023, the Company drew $42.0 million on the Company’s Revolving Credit Facility. All outstanding borrowings on the Revolving Credit Facility were subsequently repaid in full on January 2, 2024. In January 2024, the Company and an affiliate co-lender entered into a secured mezzanine loan with CRE Private Company A that was syndicated by the affiliate, consisting of an aggregate of $56.4 million in loan commitments, of which $28.2 million was funded by the Company and another $28.2 million was provided by an affiliate. The Company and affiliate are each 50.0% syndicate lenders in the secured mezzanine loan. The secured mezzanine loan bears interest at an annual rate of Secured Overnight Financing Rate (“SOFR”) plus 15.31% spread, subject to a SOFR floor of 2.42%. At the end of January 2024, the Company and an affiliate entered into an amendment to the secured mezzanine loan with CRE Private Company A, which among other things, (1) extended the maturity date to May 31, 2024 and (2) amended the SOFR floor from 2.42% to 4.00%. Pursuant to the amendment, the Company and affiliate expect to receive an extension fee of approximately $0.1 million each, respectively. In January 2024, the Company and an affiliate entered into a secured mezzanine loan with CRE Private Company B that was syndicated by the affiliate, consisting of an aggregate of $56.4 million in loan commitments, of which $20.7 million was funded by the Company and another $20.7 million was provided by an affiliate. The secured mezzanine loan was purchased by the Company and an affiliate at a discount of 1.0% for a purchase price of approximately $20.4 million each, respectively. Approximately $15.0 million was established as an unfunded commitment, available to be drawn to pay interest on the secured mezzanine loan, of which the Company is responsible for $7.5 million. The Company and affiliate are each 50.0% syndicate lenders in the secured mezzanine loan. The secured mezzanine loan bears interest at an annual fixed rate of 13.00% and matures in May 2027. In January 2024, the Company entered into a partial release and amendment with Private Company L to, among other things, (i) permit the sale and release of certain collateral located in Missouri, subject to the terms and conditions contained therein and (ii) amend certain of the draw and prepayment requirements. In January 2024, the Company received approximately $11.4 million prepayment from Private Company L’s sale of certain collateral assets and $0.3 million prepayment premium. In January 2024, the Company delivered a reservation of rights letter to Private Company K with respect to the occurrence of certain events of default, including the failure to make principal and interest payments when due and deliver monthly statements as required under the credit agreement with Private Company K. In March 2024, the Company entered into a forbearance agreement with Private Company K, pursuant to which we agreed to forbear from exercising certain remedies as a result of the certain defaults under the credit agreement. In exchange for such forbearance, Private Company K agreed to, among others, (i) additional reporting requirements and (ii) contribute additional cash equity in an aggregate amount of up to $3.5 million in increments on or before June 30, 2024 or obtain a combination of additional equity and debt financing in an aggregate amount of up to $8.5 million in increments on or before August 31, 2024, certain of the proceeds of which shall be applied to the outstanding obligations under the credit agreement. The existing credit agreement was amended by the forbearance agreement entered into with Private Company K to require (a) 20% of the interest payable for December 2023 and January 2024 to be payable in cash in arrears and 80% paid in kind, (b) 35% of the interest payable for February 2024 to be payable in cash in arrears and 65% to be paid in kind, (c) 50% of the interest payable for March 2024, April 2024 and May 2024 to be payable in cash in arrears and 50% to be paid in kind, (d) interest for the remainder of the months during the term of the forbearance agreement to be payable in cash in arrears and (e) payments of principal during the term of the forbearance to be deferred during the term of the forbearance agreement. The Company placed Private Company K on non-accrual status effective December 1, 2023 and will recognize income related to loan activity only upon receipt of cash. In February 2024, AFC Agent received approximately $4.7 million in total loan principal prepayments and $0.1 million in related exit fees from Private Company A’s sale of its collateral assets, of which approximately $3.9 million in principal prepayments and $0.1 million in related exit fees were allocated to the Company relating to the Company’s pro rata portion of the Private Company A Credit Facility and was applied to the outstanding principal balance. Following the prepayment, the Company’s outstanding principal balance under the Private Company A Credit Facility was approximately $49.8 million . AFC Agent continues to monitor the court-appointed receivership installed to maintain the borrower’s operations and maximize value for the benefit of its creditors. On February 22, 2024, the Company announced that its Board of Directors had unanimously approved a plan to spin-off (the “Spin-Off”) its commercial real estate (“CRE”) portfolio into an independent, publicly traded REIT, named Sunrise Realty Trust, Inc. (“SUNS”). The Company and SUNS expect that $115.0 million of assets in the aggregate, in a combination of loans and cash, will either be contributed to SUNS in the Contribution or be held by SUNS immediately following the Contribution. Following the distribution, the Company and SUNS expects the SUNS Common Stock to be listed on the Nasdaq Capital Market. The Spin-Off is expected to be completed in mid-2024. SUNS filed a registration statement on Form 10 with the Securities and Exchange Commission which provides additional details about the Spin-Off. In March 2024, the Company entered into a forbearance agreement with Subsidiary of Private Company G, pursuant to which we agreed to forbear from exercising certain remedies as a result of certain events of default under the credit agreement and under the forbearance agreement entered into with Subsidiary of Private Company G in September 2023. In exchange for such forbearance, Subsidiary of Private Company G agreed to, among other things, (i) contribute additional cash equity in an aggregate amount of not less than $3.0 million before April 30, 2024, (ii) sell certain assets, the proceeds of which will be applied to pay down outstanding obligations under the credit agreement, (iii) enter into a management services agreement with a third party with respect to Subsidiary of Private Company G’s operations in Pennsylvania, (iv) enter into a consulting or similar agreement with a third party with respect to Subsidiary of Private Company G’s operations in New Jersey, and (v) deliver additional reporting requirements. In addition, the existing credit agreement was amended by the forbearance agreement entered into with Subsidiary of Private Company G to, for the remaining life of the loan (so long as Subsidiary of Private Company G complies with its obligations under the forbearance agreement), (a) remove the financial covenants, (b) revise the existing cash flow sweep such that 75% of excess cash flow is paid toward current interest, accrued interest, lender expenses and principal, (c) change the interest rate on the loans to 12.5% per annum, a minimum portion of which is payable in cash pursuant to the excess cash flow sweep, and the remainder of which, if any, is paid in kind, and (d) remove required amortization payments. The Company placed Subsidiary of Private Company G on non-accrual effective December 1, 2023 and will recognize income related to loan activity only upon receipt of cash. In March 2024, the Company declared a regular cash dividend of $0.48 per share of our common stock, relating to the first quarter of 2024, which will be paid on April 15, 2024 to shareholders of record as of March 31, 2024. The estimated aggregate amount of the regular cash dividend payment is approximately $9.9 million. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Pay vs Performance Disclosure | ||
Net income | $ 20,951,999 | $ 35,932,397 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying consolidated financial statements and related notes have been prepared on the accrual basis of accounting in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company, and its wholly-owned subsidiaries. The consolidated financial statements reflect all adjustments that, in the opinion of management, are necessary for the fair presentation of the Company’s results of operations and financial condition as of and for the periods presented. All intercompany balances and transactions have been eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include funds on deposit with financial institutions, including demand deposits with financial institutions. Cash and short-term investments with an original maturity of three months or less when acquired are considered cash and cash equivalents for the purpose of the consolidated balance sheets and consolidated statements of cash flows. |
Concentration of Credit Risks | Concentration of Credit Risks Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, loans and interest receivable. The Company places its cash and cash equivalents with financial institutions, and, at times, cash held exceeds the Federal Deposit Insurance Corporation insured limit. The Company and the Manager seek to manage this credit risk by monitoring the financial institutions and their ability to continue in business for the foreseeable future. The Company has exposure to credit risk on its loans and interest receivable. The Company and the Manager seek to manage credit risk by performing due diligence prior to origination or acquisition and through the use of non-recourse financing, when and where available and appropriate. |
Investments in Loans | Investments in Loans The Company originates commercial real estate (“CRE”) debt and related instruments generally to be held for investment. The Company accretes or amortizes any discounts or premiums on loans held for investment over the life of the related loan held for investment utilizing the effective interest method. Loans are generally collateralized by real estate, equipment, value associated with licenses (where applicable) and/or other assets of borrowers. The extent of any credit deterioration associated with the performance and/or value of the underlying collateral property and the financial and operating capability of the borrower could impact the expected amounts received. The Company monitors performance of its portfolio of loans held for investment under the following methodology: (1) borrower review, which analyzes the borrower’s ability to execute on its original business plan, reviews its financial condition, assesses pending litigation and considers its general level of responsiveness and cooperation; (2) economic review, which considers underlying collateral (i.e., leasing performance, unit sales and cash flow of the collateral and its ability to cover debt service, as well as the residual loan balance at maturity); (3) property review, which considers current environmental risks, changes in insurance costs or coverage, current site visibility, capital expenditures and market perception; and (4) market review, which analyzes the collateral from a supply and demand perspective of similar property types, as well as from a capital markets perspective. Loans are generally placed on non-accrual status when principal or interest payments are past due 30 days or more or when there is reasonable doubt that principal or interest will be collected in full. Accrued and unpaid interest is generally reversed against interest income in the period the loan is placed on non-accrual status. Interest payments received on non-accrual loans may be recognized as income or applied to principal depending upon management’s judgment regarding the borrower’s ability to make pending principal and interest payments. Non-accrual loans are restored to accrual status when past due principal and interest are paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to placing a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. The Company may make modifications to loans, including loans that are in default. Loan terms that may be modified include interest rates, required prepayments, maturity dates, covenants, principal amounts and other loan terms. The terms and conditions of each modification vary based on individual circumstances and will be determined on a case-by-case basis. The Manager monitors and evaluates each of the Company’s loans held for investment and has maintained regular communications with borrowers. Loans Held at Fair Value Investments in loans at fair value are carried at fair value in the Company’s consolidated balance sheets, with changes in fair value recorded through earnings. Refer to Note 14 for more information on the valuations of the investments. Although the Company generally holds its target loans as long-term investments, the Company may occasionally classify some of its loans as held for sale. Loans held for sale are carried at fair value, with changes in fair value recorded through earnings. Loan transactions are recorded on the trade date at cost, net of any original issue discounts. Realized gains or losses are measured by the difference between the net proceeds from the repayment or sale and the amortized and/or accreted cost basis of the investment using the specific identification method without regard to unrealized gains or losses previously recognized, and include loans charged off during the period, net of recoveries. An unrealized gain arises when the value of the loan portfolio exceeds its cost and an unrealized loss arises when the value of the loan portfolio is less than its cost. The change in unrealized gains or losses primarily reflect the change in loan values, including the reversal of previously recorded unrealized gains or losses when gains or losses are realized. Loans Held at Carrying Value Investments in loans held at carrying value are carried at cost, net of unamortized loan original issue discount and origination costs and other original issue discounts (the “carrying value”) in the Company’s consolidated balance sheets. The Company follows Accounting Standards Codification (“ASC”) 842 for certain loans which are considered financial assets not eligible to elect the fair value option due to the structure of the loans. These loans are carried at cost, net of unamortized loan original issue discount and origination costs and other original issue discounts (the “carrying value”) in the Company’s consolidated balance sheets. |
Investment in Marketable Securities | Investment in Marketable Securities Investment in marketable securities consist of debt securities that are designated as available-for-sale. Marketable debt securities are recorded at fair value and unrealized holding gains or losses are excluded from net income on the consolidated income statement and reported as a component of accumulated other comprehensive income (loss) within shareholders’ equity. |
Fair Value Measurements | Fair Value Measurements The Company follows ASC 825-10, Recognition and Measurement of Financial Assets and Financial Liabilities (“ASC 825-10”), which provides companies the option to report selected financial assets and liabilities at fair value. ASC 825-10 also establishes presentation and disclosure requirements designed to facilitate comparisons between companies that choose different measurement attributes for similar types of assets and liabilities and to more easily understand the effect of the company’s choice to use fair value on its earnings. ASC 825-10 also requires entities to display the fair value of the selected assets and liabilities on the face of the balance sheet. The Company has elected the ASC 825-10 option to report selected financial assets and liabilities at fair value. The Company also follows ASC 820-10, Fair Value Measurements Overall (“ASC 820-10”), which defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosure of fair value measurements. ASC 820-10 determines fair value to be the price that would be received for an investment in a current sale, which assumes an orderly transaction between market participants on the measurement date. ASC 820-10 requires the Company to assume that the transaction is sold in its principal market to market participants or, in the absence of a principal market, the most advantageous market, which may be a hypothetical market. Market participants are defined as buyers and sellers in the principal or most advantageous market that are independent, knowledgeable, and willing and able to transact. In accordance with ASC 820-10, the Company has considered its principal market as the market in which the Company exits its loans with the greatest volume and level of activity. ASC 820-10 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. In accordance with ASC 820-10, these inputs are summarized in the three broad levels listed below: • Level 1—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly. • Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. If inputs used to measure fair value fall into different levels of the fair value hierarchy, a loan’s level is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the loan. This includes loans that are valued using “bid” and “ask” prices obtained from independent third-party pricing services or directly from brokers. Financial instruments with readily available quoted prices generally will have a higher degree of market price observability and a lesser degree of judgment inherent in measuring fair value. As such, the Company obtains and analyzes readily available market quotations provided by pricing vendors and brokers for all of the Company’s loans for which quotations are available. In determining the fair value of a particular loan, pricing vendors and brokers use observable market information, including both binding and non-binding indicative quotations. GAAP requires disclosure of fair value information about financial and nonfinancial assets and liabilities, whether or not recognized in the financial statements, for which it is practical to estimate the value. In cases where quoted market prices are not available, fair values are based upon the application of discount rates to estimated future cash flows using market yields, or other valuation methodologies. Any changes to the valuation methodology will be reviewed by the Company’s management to ensure the changes are appropriate. The methods used may produce a fair value calculation that is not indicative of net realizable value or reflective of future fair values. Furthermore, while the Company anticipates that the valuation methods are appropriate and consistent with other market participants, the use of different methodologies, or assumptions, to determine the fair value of certain financial and nonfinancial assets and liabilities could result in a different estimate of fair value at the reporting date. The Company uses inputs that are current as of the measurement date, which may fall within periods of market dislocation, during which price transparency may be reduced. |
Current Expected Credit Losses | Current Expected Credit Losses In June 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The standard replaced the incurred loss impairment methodology pursuant to GAAP with a methodology that reflects current expected credit losses (“CECL”) on both the outstanding balances and unfunded commitments on loans held for investment and requires consideration of a broader range of historical experience adjusted for current conditions and reasonable and supportable forecast information to derive credit loss estimates (the “CECL Reserve”). ASU No. 2016-13 was adopted by the Company on July 31, 2020, commencement of operations. Subsequent period increases and decreases to expected credit losses impact earnings and are recorded within the provision for current expected credit losses in the Company’s consolidated statements of operations. The CECL Reserve related to outstanding balances on loans held for investment required under ASU No. 2016-13 is a valuation account that is deducted from the amortized cost basis of the Company’s loans held at carrying value and loan receivable held at carrying value in the Company’s consolidated balance sheets. The CECL Reserve related to unfunded commitments on loans held at carrying value is recorded within the current expected credit loss reserve financial statement line in the Company’s balance sheet. The Company has elected not to measure an allowance for credit losses for accrued interest receivable. The Company estimates its current expected credit losses (“CECL”) on both the outstanding balances and unfunded commitments on loans held for investment and requires consideration of a broader range of historical experience adjusted for current conditions and reasonable and supportable forecast information to inform the “CECL Reserve” using a model that considers multiple datapoints and methodologies that may include the likelihood of default and expected loss given default for each individual loan, discounted cash flows (“DCF”), and other inputs which may include the risk rating of the loan, how recently the loan was originated compared to the measurement date, and expected prepayment if applicable. Calculation of the CECL Reserve requires loan specific data, which may include fixed charge coverage ratio, loan-to-value, property type and geographic location. Estimating the CECL Reserve also requires significant judgment with respect to various factors, including but not limited to (i) the appropriate historical loan loss reference data, (ii) the expected timing of loan repayments, (iii) calibration of the likelihood of default to reflect the risk characteristics of the Company’s loan portfolio and (iv) the Company’s current and future view of the macroeconomic environment. The Company may consider loan-specific qualitative factors on certain loans to estimate its CECL Reserve, which may include (i) whether cash from the borrower’s operations is sufficient to cover the debt service requirements currently and into the future, (ii) the ability of the borrower to refinance the loan and (iii) the liquidation value of collateral. For loans where the Company has deemed the borrower/sponsor to be experiencing financial difficulty, the Company may elect to apply a practical expedient in which the fair value of the underlying collateral is compared to the amortized cost of the loan in determining a specific CECL allowance. In order to estimate the future expected loan losses relevant to the Company’s portfolio, the Company may consider historical market loan loss data provided by a third-party data service. The third party’s loan database includes historical loss data for commercial mortgage-backed securities (“CMBS”), which the Company believes is a reasonably comparable and available data set to its type of loans. See Note 6 included in these consolidated financial statements for CECL related disclosures. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation issued to employees and the Board of Directors pursuant to the Amended and Restated Stock Incentive Plan (the “Stock Incentive Plan”) under the fair value method. This method measures compensation cost at the date of grant based on the value of the award and recognizes the cost over the service period, which is usually the vesting period. The fair value of equity-based compensation awards is based on the estimated fair value of the Company’s common stock, as determined by management using a valuation model and approved by the Board of Directors. Fair values of award grants also recognize any ongoing restrictions on the sale of securities. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs related to the Company’s indebtedness are capitalized and amortized over the term of the respective debt instrument utilizing the effective interest method. Unamortized debt issuance costs are expensed when the associated debt is repaid prior to maturity. Amortization of debt issuance costs is included within interest expense in the Company’s consolidated statements of operations. The unamortized balance for the senior notes is recorded within senior notes payable in these consolidated financial statements. The unamortized balance for the revolving credit facility is recorded as within prepaid expenses and other assets on these consolidated financial statements. See Note 9 included in these consolidated financial statements for further consideration. |
Payment-in-Kind Interest | Payment-in-Kind Interest The Company has loans in its portfolio that contain payment-in-kind (“PIK”) provisions. The PIK interest computed at the contractual rate specified in each applicable agreement is accrued and added to the principal balance of the loan monthly in arrears and recorded as interest income. The PIK income added to the principal balance is generally collected upon repayment of the outstanding principal. To maintain the Company’s status as a REIT, this non-cash source of income is included in taxable income and will increase the dividend paid to shareholders for the year earned, even though the Company has not yet collected the cash. |
Revenue Recognition | Revenue Recognition Interest income from loans is accrued based on the outstanding principal amount and the contractual terms of each loan. Origination fees, direct loan origination costs, and other discounts (in aggregate the “Original Issue Discount” or “OID”) are also recognized in interest income from loans over the initial loan term as a yield adjustment using the effective interest method. Management places loans on non-accrual status when principal or interest payments are past due 30 days or more or when full recovery of interest and principal is doubtful. Accrued and unpaid interest is generally reversed against interest income in the period the loan is placed on non-accrual status. Interest payments received on non-accrual loans are generally recognized on a cash basis and may be recognized as income or applied to principal depending upon management’s judgment regarding the borrower’s ability to make pending principal and interest payments. Non-accrual loans are restored to accrual status when past due principal and interest are paid and, in management’s judgment, are likely to remain current. The Company may make exceptions to placing a loan on non-accrual status if the loan has sufficient collateral value and is in the process of collection. Delayed draw loans earn interest or unused fees on the undrawn portion of the loan, which is recognized as interest income in the period earned. Other fees, including prepayment fees and exit fees, are recognized as interest income when received. |
Interest reserves | Interest reserves The Company utilizes interest reserves on certain loans to fund the interest payments. Such reserves are established at the time of loan origination. The interest reserve represents a deposit received from the borrower for future loan interest payments. It is recorded as a liability as it represents unearned interest revenue. The interest reserve is relieved when the interest on the loan is earned and interest income is recorded in the period when the interest is earned in accordance with the credit agreement. The interest payment is deducted from the interest reserve deposit balance when the interest payment is due. The decision to establish a loan-funded interest reserve is made during the underwriting process and considers the feasibility of the project, the creditworthiness and expertise of the borrower, and the debt coverage provided by the real estate and other pledged collateral. It is the Company’s policy to recognize income for this interest component as long as the borrower is progressing as originally projected and if there has been no deterioration in the financial standing of the borrower or the underlying project. The Company’s standard policies for interest income recognition are applied to all loans, including those with interest reserves. |
Income Taxes | Income Taxes The Company is a Maryland corporation and has elected to be taxed as a REIT under the Code, commencing with its taxable year ended December 31, 2020. The Company believes that its proposed method of operation will enable it to qualify as a REIT. However, no assurances can be given that the Company’s beliefs or expectations will be fulfilled, since qualification as a REIT depends on the Company satisfying numerous asset, income and distribution tests which depend, in part, on the Company’s operating results. To qualify as a REIT, the Company must meet a number of organizational and operational requirements. Those qualification tests involve the percentage of income that the Company earns from specified sources, the percentage of the Company’s assets that fall within specified categories, the diversity of the ownership of the Company’s shares, and the percentage of the Company’s taxable income that the Company distributes. The Company is required to distribute annually to its shareholders at least 90% of the Company’s REIT taxable income prior to the deduction for dividends paid. To the extent that the Company distributes less than 100% of its REIT taxable income in any tax year (taking into account any distributions made in a subsequent tax year under Sections 857(b)(9) or 858 of the Code), the Company will pay tax at regular corporate rates on that undistributed portion. Furthermore, the Company will be subject to a 4% nondeductible excise tax on any amount by which distributions the Company pays with respect to any calendar year (including any distributions declared by the last day of the calendar year but paid in the subsequent year) are less than the sum of (1) 85% of our ordinary income, (2) 95% of our capital gain net income and (3) 100% of our undistributed income from prior years. The annual expense is calculated in accordance with applicable tax regulations. Excise tax expense is included in the financial statement line item income tax expense. The Company’s wholly-owned subsidiary, TRS1, operates as a TRS and began operating in July 2021. A TRS is an entity taxed as a corporation that has not elected to be taxed as a REIT, in which a REIT directly or indirectly holds equity, and that has made a joint election with such REIT to be treated as a TRS. A TRS generally may engage in any business, including investing in assets and engaging in activities that could not be held or conducted directly by the Company without jeopardizing its qualification as a REIT. A TRS is subject to applicable United States federal, state and local income tax on its taxable income. In addition, as a REIT, the Company also may be subject to a 100% excise tax on certain transactions between it and its TRS that are not conducted on an arm’s-length basis. The income tax provision is included in the line item income tax expense, including excise tax. FASB ASC Topic 740, Income Taxes (“ASC 740”), prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company has analyzed its various federal and state filing positions and believes that its income tax filing positions and deductions are well documented and supported as of December 31, 2023. Based on the Company’s evaluation, there is no reserve for any uncertain income tax positions. Accrued interest and penalties, if any, are included within other liabilities in the consolidated balance sheets. The Company files income tax returns in the United States federal jurisdiction as well as various state and local jurisdictions. The filings are subject to normal reviews by tax authorities until the related statute of limitations expires. As of December 31, 2023 , tax years since 2020 remain subject to examination by taxing authorities. |
Earnings per Share | Earnings per Share The Company calculates basic earnings (loss) per share by dividing net income (loss) allocable to common shareholders for the period by the weighted average shares of common stock outstanding for that period after consideration of the earnings (loss) allocated to the Company’s restricted stock, which are participating securities as defined in GAAP. Diluted earnings (loss) per share takes into effect any dilutive instruments, such as stock options, restricted stock, restricted stock units (“RSUs”) and convertible debt, except when doing so would be anti-dilutive. As of December 31, 2023, there were dilutive instruments relating to stock options and restricted shares. See Note 11 included in these consolidated financial statements for the earnings per share calculations. |
Use of Estimates in the Preparation of Financial Statements | Use of Estimates in the Preparation of Financial Statements The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Actual results could differ from those estimates. Significant estimates include the valuation of loans held for investment at fair value and current expected credit losses. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In November 2023, the Financial Accounting Standards Board (“FASB”) issued ASU 2023 - 07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures , to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, early adoption is permitted. The amendments should be applied retrospectively to all prior period s presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of adoption. The Company is currently evaluating the impact of the update on the Company’s future consolidated financial statements. In December 2023, the FASB issued ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures (“ASU 2023-09”). ASU 2023-09 improves the transparency of income tax disclosures related to rate reconciliation and income taxes. ASU 2023-09 is effective for annual periods beginning after December 15, 2024. For entities other than public business entities, the amendments are effective for annual periods beginning after December 15, 2025. Early adoption is permitted for annual financial statements that have not yet been issued or made available for issuance. The amendments should be applied prospectively, however retrospective application is permitted. The Company is currently evaluating the impact of the update on the Company’s future consolidated financial statements. |
LOANS HELD FOR INVESTMENT AT _2
LOANS HELD FOR INVESTMENT AT FAIR VALUE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
LOANS HELD FOR INVESTMENT AT FAIR VALUE [Abstract] | |
Loans Held at Fair Value | The following tables summarize the Company’s loans held at fair value as of December 31, 2023 and 2022: As of December 31, 2023 Fair Value (1) Carrying Value (2) Outstanding Principal (2) Weighted Average Remaining Life (Years) (3)(4) Senior term loans $ 61,720,705 $ 71,644,003 $ 71,883,402 0.4 Total loans held at fair value $ 61,720,705 $ 71,644,003 $ 71,883,402 0.4 As of December 31, 2022 Fair Value (1) Carrying Value (2) Outstanding Principal (2) Weighted Average Remaining Life (Years) (3) Senior term loans $ 99,226,051 $ 100,635,985 $ 102,376,546 1.2 Total loans held at fair value $ 99,226,051 $ 100,635,985 $ 102,376,546 1.2 (1) Refer to Note 14. (2) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of unaccreted original issue discount (“OID”) and loan origination costs. (3) Weighted average remaining life is calculated based on the fair value of the loans as of December 31, 2023 and 2022 . (4) As of December 31, 2023, the weighted average remaining life only reflects the remaining life of the Private Company A Credit Facility. |
Changes in Loans Held at Fair Value | The following table presents changes in loans held at fair value as of and for the year ended December 31, 2023: Principal Original Issue Unrealized Gains (Losses) Fair Value Total loans held at fair value at December 31, 2022 $ 102,376,546 $ (1,740,561) $ (1,409,934) $ 99,226,051 Realized gains (losses) on loans at fair value, net (1,213,416) — — (1,213,416) Change in unrealized gains (losses) on loans at fair value, net — — (8,513,364) (8,513,364) New fundings 1,881,840 — — 1,881,840 Accretion of original issue discount — 1,501,162 — 1,501,162 Loan repayments (34,900,946) — — (34,900,946) PIK interest 3,739,378 — — 3,739,378 Total loans held at fair value at December 31, 2023 $ 71,883,402 $ (239,399) $ (9,923,298) $ 61,720,705 The following table presents changes in loans held at fair value as of and for the year ended December 31, 2022: Principal Original Issue Unrealized Gains (Losses) Fair Value Total loans held at fair value at December 31, 2021 $ 77,630,742 $ (2,717,584) $ 2,183,161 $ 77,096,319 Change in unrealized (losses) gains on loans at fair value, net — — (3,593,095) (3,593,095) New fundings 26,605,796 (479,275) — 26,126,521 Loan repayments (5,397,191) — — (5,397,191) Loan amortization payments (1,089,776) — — (1,089,776) Accretion of original issue discount — 1,456,298 — 1,456,298 PIK interest 4,626,975 — — 4,626,975 Total loans held at fair value at December 31, 2022 $ 102,376,546 $ (1,740,561) $ (1,409,934) $ 99,226,051 |
Loans Held at Fair Value Portfolio | A more detailed listing of the Company’s loans held at fair value portfolio based on information available as of December 31, 2023 is as follows: Collateral Location Collateral Type (1) Fair Value (2) Carrying Value (3) Outstanding Principal (3) Interest Maturity Date (4) Payment Terms (5) Private Co. A AZ, MA, NM C, D $ 47,627,845 $ 53,125,133 $ 53,364,532 15.7 % (6) 5/8/2024 P/I Private Co. B MI C, D 14,092,860 18,518,870 18,518,870 18.7 % (7) 9/1/2023 P/I Total loans held at fair value $ 61,720,705 $ 71,644,003 $ 71,883,402 (1) C = Cultivation Facilities, D = Dispensary/Retail Facilities. (2) Refer to Note 14. (3) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of OID and loan origination costs. (4) Certain loans are subject to contractual extension options and may be subject to performance based or other conditions as stipulated in the loan agreement. Actual maturities may differ from contractual maturities stated herein as certain borrowers may have the right to prepay with or without paying a prepayment penalty. The Company may also extend contractual maturities and amend other terms of the loans in connection with loan modifications. (5) I/O = interest-only, P/I = principal and interest. P/I loans may include interest-only periods for a portion of the loan term. (6) Base weighted average interest rate of 13.0% and payment-in-kind (“PIK”) weighted average interest rate of 2.7%. In October 2023, AFC Agent LLC (“AFC Agent”) delivered a notice of default to Private Company A based on certain financial and other covenant defaults and began charging additional default interest of 5.0%, beginning as of July 1, 2023, in accordance with the terms of the Private Company A Credit Facility. (7) The maturity date passed on the credit facility to Private Company B without repayment. The agent on the credit facility sent the borrower a notice of default and placed the borrower in receivership to maintain the borrower’s operations that were disrupted as a result of a management dispute. The Company has been in discussions with the borrower regarding refinancing the credit facility and with the receiver regarding a potential sale of the business in order to repay the loan. Until the loan is repaid, the borrower is obligated to pay interest at a base weighted average interest rate of 14.7% and PIK interest rate of 4.0%, plus a default interest rate of 4.0%. As amended by the forbearance and modification agreement entered into with Private Company B in February 2023, the 4.0% default interest rate is applicable from January 15, 2023 and is paid in kind. |
LOANS HELD FOR INVESTMENT AT _3
LOANS HELD FOR INVESTMENT AT CARRYING VALUE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
LOANS HELD FOR INVESTMENT AT CARRYING VALUE [Abstract] | |
Loans Held at Carrying Value | The following tables summarize the Company’s loans held at carrying value as of December 31, 2023 and 2022: As of December 31, 2023 Outstanding Principal (1) Original Carrying Value (1) Weighted Average Remaining Life (Years) (2) Senior term loans $ 314,376,929 $ (13,111,531) $ 301,265,398 2.2 Total loans held at carrying value $ 314,376,929 $ (13,111,531) $ 301,265,398 2.2 As of December 31, 2022 Outstanding Principal (1) Original Carrying Value (1) Weighted Average Remaining Life (Years) (2) Senior term loans $ 296,584,529 $ (11,407,417) $ 285,177,112 3.1 Total loans held at carrying value $ 296,584,529 $ (11,407,417) $ 285,177,112 3.1 (1) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of unaccreted OID and loan origination costs. (2) Weighted average remaining life is calculated based on the carrying value of the loans as of December 31, 2023 and 2022 . |
Changes in Loans Held at Carrying Value | The following table presents changes in loans held at carrying value as of and for the year ended December 31, 2023: Principal Original Issue Carrying Value Total loans held at carrying value at December 31, 2022 $ 296,584,529 $ (11,407,417) $ 285,177,112 New fundings 59,088,860 (7,713,475) 51,375,385 Accretion of original issue discount — 4,642,670 4,642,670 Loan repayments (18,600,105) — (18,600,105) Sale of loans (24,606,578) 1,366,691 (23,239,887) PIK interest 7,192,354 — 7,192,354 Loan amortization payments (5,282,131) — (5,282,131) Total loans held at carrying value at December 31, 2023 $ 314,376,929 $ (13,111,531) $ 301,265,398 The following table presents changes in loans held at carrying value as of and for the year ended December 31, 2022: Principal Original Issue Carrying Value Total loans held at carrying value at December 31, 2021 $ 270,841,715 $ (13,678,219) $ 257,163,496 New fundings 173,685,505 (8,035,600) 165,649,905 Accretion of original issue discount — 10,306,402 10,306,402 Loan repayments (138,807,472) — (138,807,472) Sale of loans (10,000,000) — (10,000,000) PIK interest 3,715,966 — 3,715,966 Loan amortization payments (2,851,185) — (2,851,185) Total loans held at carrying value at December 31, 2022 $ 296,584,529 $ (11,407,417) $ 285,177,112 |
Loans Held at Carrying Value Portfolio | A more detailed listing of the Company’s loans held at carrying value portfolio based on information available as of December 31, 2023 is as follows: Collateral Location Collateral Type (1) Outstanding Principal (2) Original Carrying Value (2) Interest Maturity Date (3) Payment Terms (4) Private Co. C PA C, D $ 9,954,630 $ (178,363) $ 9,776,267 19.5 % (5) 12/1/2025 P/I Sub. of Private Co. G NJ, PA C, D 79,215,888 (1,444,847) 77,771,041 18.8 % (6) 5/1/2026 P/I Private Co. K MA C, D 13,445,762 (682,619) 12,763,143 19.4 % (7) 5/3/2027 P/I Private Co. I MD C, D 3,767,454 (50,036) 3,717,418 21.9 % (8) 8/1/2026 P/I Private Co. J MO C, D 21,713,695 (327,993) 21,385,702 19.4 % (9) 9/1/2025 P/I Sub. of Public Co. H CT, IA, IL, ME, MI, NJ, PA C, D 84,000,000 (2,442,615) 81,557,385 14.3 % (10) 1/1/2026 I/O Private Co. L MO, OH C, D 53,000,000 (1,775,625) 51,224,375 13.7 % (11) 5/1/2026 P/I Sub. of Public Co. M IL, MI, MA, NJ, OH, PA C, D 18,822,000 (2,086,024) 16,735,976 9.5 % (12) 8/27/2025 I/O Private Co. M AZ D 30,457,500 (4,123,409) 26,334,091 9.0 % (13) 7/31/2026 P/I Total loans held at carrying value $ 314,376,929 $ (13,111,531) $ 301,265,398 (1) C = Cultivation Facilities, D = Dispensary/Retail Facilities. (2) The difference between the Carrying Value and the Outstanding Principal amount of the loans consists of unaccreted OID and loan origination costs. (3) Certain loans are subject to contractual extension options and may be subject to performance based or other conditions as stipulated in the loan agreement. Actual maturities may differ from contractual maturities stated herein as certain borrowers may have the right to prepay with or without paying a prepayment penalty. The Company may also extend contractual maturities and amend other terms of the loans in connection with loan modifications. (4) I/O = interest-only, P/I = principal and interest. P/I loans may include interest-only periods for a portion of the loan term. (5) Base interest rate of 9.0% plus U.S. prime rate (U.S. prime rate floor of 4.0%) and PIK interest rate of 2.0%. (6) Base interest rate of 10.25% plus U.S. prime rate (U.S. prime rate floor of 4.5%). As amended, 75.0% of the monthly cash interest was paid in kind from December 1, 2022 to May 1, 2023. Subsidiary of Private Company G was placed on non-accrual status from June 1, 2023 to August 31, 2023. In September 2023, a forbearance agreement was entered into with Subsidiary of Private Company G. As amended by the forbearance agreement entered into with Subsidiary of Private Company G, the borrower was required to pay interest of $0.8 million pro rata to the lender group for the month of September and to pay $1.0 million pro rata to the lender group for each of the months of October, November, and December 2023. Subsidiary of Private Company G paid September, October, and November interest in accordance with the terms of the forbearance agreement, which was due October 1, 2023, November 1, 2023 and December 1, 2023, respectively, and the credit facility was restored to accrual status until December 1, 2023. Subsidiary of Private Company G did not make its cash interest payment due January 1, 2024 in arrears for the month of December, and the Company placed the borrower on non-accrual as of December 1, 2023. (7) Base interest rate of 12.0% plus SOFR (SOFR floor of 1.0%) and PIK interest rate of 2.0%. As of December 1, 2023, the Company placed the borrower on non-accrual status. (8) Base interest rate of 12.0% plus SOFR (SOFR floor of 1.0%) and PIK interest rate of 4.5%. As amended, between 50.0% and 60.0% of the monthly cash interest was paid in kind from October 1, 2022 to April 1, 2023 and an additional 5.0% default rate has been applied since May 8, 2023 and the agent on this credit facility has since initiated a foreclosure proceeding. As of May 1, 2023, this loan was placed on non-accrual status. Effective July 2023, the floating interest rate under the credit agreement for Private Company I transitioned from LIBOR to SOFR. (9) Base interest rate of 12.0% plus SOFR (SOFR floor of 1.0%) and PIK interest rate of 2.0%. (10) Base interest rate of 5.8% plus U.S. prime rate (U.S. prime rate floor of 5.5%). (11) Base interest rate of 8.4% plus SOFR (SOFR floor of 5.0%). Effective September 2023, Private Company L transitioned from a fixed interest rate to a floating interest rate tied to SOFR. (12) Base interest rate of 9.5%. (13) Base interest rate of 9.0%. Quarterly cash interest is paid in kind from closing to February 1, 2024 and then payable in cash thereafter. |
LOAN RECEIVABLE HELD AT CARRY_2
LOAN RECEIVABLE HELD AT CARRYING VALUE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
Changes in Loans Receivable | The following table presents changes in loans receivable as of and for the year ended December 31, 2023: Principal Original Issue Carrying Total loan receivable held at carrying value at December 31, 2022 $ 2,222,339 $ (1,686) $ 2,220,653 Loan repayments (180,595) — (180,595) Total loan receivable held at carrying value at December 31, 2023 $ 2,041,744 $ (1,686) $ 2,040,058 The following table presents changes in loans receivable as of and for the year ended December 31, 2022: Principal Original Issue Carrying Total loan receivable held at carrying value at December 31, 2021 $ 2,533,266 $ (2,678) $ 2,530,588 Loan repayments (337,114) — (337,114) Accretion of original issue discount — 992 992 PIK interest 26,187 — 26,187 Total loan receivable held at carrying value at December 31, 2022 $ 2,222,339 $ (1,686) $ 2,220,653 |
CURRENT EXPECTED CREDIT LOSSES
CURRENT EXPECTED CREDIT LOSSES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Credit Loss [Abstract] | |
Financing Receivable, Allowance for Credit Loss | Activity related to the CECL Reserve for outstanding balances and unfunded commitments on the Company’s loans held at carrying value and loan receivable held at carrying value as of and for the years ended December 31, 2023 and 2022 was as follows: Outstanding (1) Unfunded (2) Total Balance at December 31, 2022 $ 13,538,077 $ 754,128 $ 14,292,205 Provision for current expected credit losses 12,771,373 (638,655) 12,132,718 Write-offs — — — Recoveries — — — Balance at December 31, 2023 $ 26,309,450 $ 115,473 $ 26,424,923 Outstanding (1) Unfunded (2) Total Balance at December 31, 2021 $ 2,431,558 $ 683,177 $ 3,114,735 Provision for current expected credit losses 11,106,519 70,951 11,177,470 Write-offs — — — Recoveries — — — Balance at December 31, 2022 $ 13,538,077 $ 754,128 $ 14,292,205 (1) As of December 31, 2023 and 2022 , the CECL Reserve related to outstanding balances on loans held at carrying value and loan receivable held at carrying value is recorded within current expected credit loss reserve in the Company’s consolidated balance sheets. (2) As of December 31, 2023 and 2022 , the CECL Reserve related to unfunded commitments on loans held at carrying value is recorded within current expected credit loss reserve as a liability in the Company’s consolidated balance sheets. |
Financing Receivable Credit Quality Indicators | Based on a 5-point scale, the Company’s loans are rated “1” through “5,” from less risk to greater risk, which ratings are defined as follows: Rating Definition 1 Very Low Risk — Materially exceeds performance metrics included in original or current credit underwriting and business plan 2 Low Risk — Collateral and business performance exceeds substantially all performance metrics included in original or current credit underwriting and business plan 3 Medium Risk — Collateral and business performance meets, or is on track to meet underwriting expectations; business plan is met or can reasonably be achieved 4 High Risk/ Potential for Loss — Collateral performance falls short of underwriting, material differences from business plans, defaults may exist, or may soon exist absent material improvement. Risk of recovery of interest exists 5 Impaired/ Loss Likely — Performance is significantly worse than underwriting with major variances from business plan observed. Loan covenants or financial milestones have been breached; exit from loan or refinancing is uncertain. Full recovery of principal is unlikely As of December 31, 2023, the carrying value, excluding the CECL Reserve, of the Company’s loans held at carrying value and loan receivable held at carrying value within each risk rating by year of origination is as follows: Risk Rating: 2023 2022 2021 2020 Total 1 $ — $ — $ — $ — $ — 2 — — — — — 3 26,334,091 67,960,351 102,943,087 9,776,267 207,013,796 4 — — 3,717,418 — 3,717,418 5 — 12,763,143 77,771,041 2,040,058 92,574,242 Total $ 26,334,091 $ 80,723,494 $ 184,431,546 $ 11,816,325 $ 303,305,456 |
INTEREST RECEIVABLE (Tables)
INTEREST RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Interest Receivable and Other Assets [Abstract] | |
Interest Receivable | The following table summarizes the interest receivable by the Company as of December 31, 2023 and 2022: As of 2023 2022 Interest receivable $ 2,680,188 $ 3,722,134 PIK receivable 1,009,974 1,409,678 Unused fees receivable 25,833 125,663 Total interest receivable $ 3,715,995 $ 5,257,475 |
INTEREST RESERVE (Tables)
INTEREST RESERVE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INTEREST RESERVE [Abstract] | |
Changes in Interest Reserve | The following table presents changes in interest reserve as of and for the years ended December 31, 2023 and 2022: As of 2023 2022 Beginning reserves $ 3,200,944 $ 4,782,271 New reserves 1,526,065 12,648,888 Reserves disbursed (4,727,009) (14,230,215) Ending reserves $ — $ 3,200,944 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Maturities of Long-Term Debt | Scheduled principal payments on the 2027 Senior Notes as of December 31, 2023 are as follows: 2027 Senior Notes Year 2024 $ — 2025 — 2026 — 2027 90,000,000 2028 — Thereafter — Total principal 90,000,000 Deferred financing costs included in senior notes (1,985,442) Total due senior notes, net $ 88,014,558 |
Summary of Interest Expense | The following tables reflect a summary of interest expense incurred during the years ended December 31, 2023 and 2022: Year ended 2027 Senior Notes Revolving Credit Facility AFCF Revolving Credit Facility Total Borrowings Interest expense $ 5,290,000 $ 68,667 $ — $ 5,358,667 Unused fee expense — 47,915 — 47,915 Amortization of deferred financing costs 641,662 309,213 — 950,875 Total interest expense $ 5,931,662 $ 425,795 $ — $ 6,357,457 Year ended 2027 Senior Notes Revolving Credit Facility AFCF Revolving Credit Facility Total Borrowings Interest expense $ 5,734,027 $ 53,333 $ 19,792 $ 5,807,152 Unused fee expense — 25,000 60,417 85,417 Amortization of deferred financing costs 659,120 107,741 154,645 921,506 Total interest expense $ 6,393,147 $ 186,074 $ 234,854 $ 6,814,075 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments to Fund Various Senior Term Loans, Equipment Loans and Bridge Loans | As of December 31, 2023 and 2022, the Company had the following commitments to fund various investments: As of 2023 2022 Total original loan commitments $ 431,239,913 $ 447,101,864 Less: drawn commitments (421,239,913) (401,476,418) Total undrawn commitments $ 10,000,000 $ 45,625,446 |
SHAREHOLDERS' EQUITY (Tables)
SHAREHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Share-based Payment Arrangement, Option, Activity | The following table summarizes the (i) non-vested options granted, (ii) vested options granted, (iii) exercised and (iv) forfeited options granted for the Company’s directors and officers and employees of the Manager as of December 31, 2023 and 2022: As of 2023 2022 Non-vested 206,304 293,420 Vested 2,168,328 2,081,212 Exercised (5,511) (5,511) Forfeited (200,169) (88,749) Balance 2,168,952 2,280,372 |
Assumptions Used in The Option Pricing Model of Options Granted | The following table presents the assumptions used in the option pricing model of options granted under the 2020 Plan: Assumptions Range Expected volatility 40% - 50% Expected dividend yield 10% - 20% Risk-free interest rate 0.5% - 2.0% Expected forfeiture rate 0% |
Summary of Stock Option Activity | The following tables summarize stock option activity as of and during the year ended December 31, 2023: Number of options Weighted-average Weighted-average remaining contractual term Aggregate intrinsic value Outstanding as of December 31, 2022 2,280,372 $ 17.75 Granted — — Exercised — — Forfeited (111,420) 17.98 Outstanding as of December 31, 2023 2,168,952 $ 17.74 4.27 years $ — Exercisable as of December 31, 2023 2,079,171 $ 17.67 4.25 years $ — |
Schedule of Nonvested Share Activity | The following table summarizes the non-vested restricted stock (i) granted, (ii) vested and (iii) forfeited for the Company’s directors and officers and employees of the Manager as of December 31, 2023 and 2022: As of 2023 2022 Granted 190,974 64,581 Vested (38,028) — Forfeited (33,934) (1,238) Balance 119,012 63,343 |
Restricted Stock Awards Activity | The following tables summarize the restricted stock activity as of and during the year ended December 31, 2023: Number of shares of restricted stock Weighted-average Balance as of December 31, 2022 63,343 $ 20.40 Granted 126,393 15.55 Vested (38,028) 18.03 Forfeited (32,696) 20.39 Balance as of December 31, 2023 119,012 $ 16.06 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following information sets forth the computations of basic and diluted weighted average earnings per common share for the years ended December 31, 2023 and 2022: Years ended 2023 2022 Net income attributable to common shareholders $ 20,951,999 $ 35,932,397 Dividends paid on preferred shares (15,000) (15,000) Dividends paid on unvested restricted stock (262,394) (135,299) Net income attributable to common shareholders 20,674,605 35,782,098 Divided by: Basic weighted average shares of common stock outstanding 20,321,091 19,842,222 Weighted average unvested restricted stock and dilutive stock options 24,828 115,515 Diluted weighted average shares of common stock outstanding 20,345,919 19,957,737 Basic weighted average earnings per common share $ 1.02 $ 1.80 Diluted weighted average earnings per common share $ 1.02 $ 1.79 |
INCOME TAX (Tables)
INCOME TAX (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense | The income tax provision for the Company and TRS1 consisted of the following for the years ended December 31, 2023 and 2022: Years ended 2023 2022 Current (1) $ 1,546,216 $ 953,324 Deferred — — Excise tax 113,121 73,000 Total income tax expense, including excise tax $ 1,659,337 $ 1,026,324 (1) During the year ended December 31, 2023, the Company incurred federal taxes of approximately $1.2 million and state and local taxes of approximately $0.3 million. During the year ended December 31, 2022, the Company incurred federal taxes of approximately $0.8 million and state and local taxes of approximately $0.2 million. |
FAIR VALUE (Tables)
FAIR VALUE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value, Assets Measured on Recurring and Nonrecurring Basis | The following tables present fair value measurements of loans held at fair value as of December 31, 2023 and 2022: Fair Value Measurement as of December 31, 2023 Total Level 1 Level 2 Level 3 Loans held at fair value $ 61,720,705 $ — $ — $ 61,720,705 Total $ 61,720,705 $ — $ — $ 61,720,705 Fair Value Measurement as of December 31, 2022 Total Level 1 Level 2 Level 3 Loans held at fair value $ 99,226,051 $ — $ — $ 99,226,051 Total $ 99,226,051 $ — $ — $ 99,226,051 |
Fair Value Measurements of Changes in Loans using Level 3 inputs | The following table presents changes in loans that use Level 3 inputs as of and for the year ended December 31, 2023: Year ended Total loans using Level 3 inputs at December 31, 2022 $ 99,226,051 Realized gains (losses) on loans at fair value, net (1,213,416) Change in unrealized gains (losses) on loans at fair value, net (8,513,364) Additional fundings 1,881,840 Loan repayments (34,900,946) Accretion of original issue discount 1,501,162 PIK interest 3,739,378 Total loans using Level 3 inputs at December 31, 2023 $ 61,720,705 |
Fair Value Measurement Inputs and Valuation Techniques | The following tables summarize the significant unobservable inputs the Company used to value the loans categorized within Level 3 as of December 31, 2023 and 2022. The tables are not intended to be all-inclusive, but instead capture the significant unobservable inputs relevant to the Company’s determination of fair values. As of December 31, 2023 Unobservable Input Fair Value Primary Valuation Techniques Input Estimated Range Weighted Average Senior term loans $ 47,627,845 Recovery analysis Recovery rate 86.10% - 92.40% 89.25% Senior term loans 14,092,860 Market approach Revenue multiple 0.50x - 0.70x 0.60x Total investments $ 61,720,705 As of December 31, 2022 Unobservable Input Fair Value Primary Valuation Techniques Input Estimated Range Weighted Average Senior term loans $ 99,226,051 Yield analysis Market yield 19.99% - 31.72% 21.81% Total investments $ 99,226,051 |
Book Value and Fair Value of the Financial Instruments | The following table details the book value and fair value of the Company’s financial instruments not recognized at fair value in the consolidated balance sheets as of December 31, 2023 : As of December 31, 2023 Carrying Value Fair Value Financial assets: Cash and cash equivalents $ 121,626,453 $ 121,626,453 Loans held for investment at carrying value $ 301,265,398 $ 275,070,876 Loan receivable held at carrying value $ 2,040,058 $ 510,436 Financial liabilities: Senior notes payable, net $ 88,014,558 $ 78,525,000 |
RELATED PARTY TRANSACTIONS (Tab
RELATED PARTY TRANSACTIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table summarizes the related party costs incurred by the Company for the years ended December 31, 2023 and 2022: Years ended 2023 2022 Affiliate Costs Management fees $ 5,395,617 $ 5,213,535 Less: outside fees earned (1,693,133) (1,785,916) Base management fees 3,702,484 3,427,619 Incentive fees earned 10,361,821 12,337,631 General and administrative expenses reimbursable to Manager 3,590,594 3,976,312 Total $ 17,654,899 $ 19,741,562 |
DIVIDENDS AND DISTRIBUTIONS (Ta
DIVIDENDS AND DISTRIBUTIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
DIVIDENDS AND DISTRIBUTIONS [Abstract] | |
Schedule of Dividends Payable | The following table summarizes the Company’s dividends declared during the years ended December 31, 2023 and 2022: Declaration Date Record Date Payment Common Share Taxable Qualified Dividends Return of Section 3/10/2022 3/31/2022 4/15/2022 $ 0.55 $ 0.55 $ — $ — $ 0.55 6/15/2022 6/30/2022 7/15/2022 0.56 0.56 — — 0.56 9/15/2022 9/30/2022 10/14/2022 0.56 0.56 — — 0.56 12/15/2022 12/31/2022 1/13/2023 0.56 0.56 — — 0.56 2022 Total cash dividend $ 2.23 $ 2.23 $ — $ — $ 2.23 3/2/2023 3/31/2023 4/14/2023 $ 0.56 $ 0.55 $ 0.01 $ — $ 0.55 6/15/2023 6/30/2023 7/14/2023 0.48 0.48 — — 0.48 9/15/2023 9/30/2023 10/13/2023 0.48 0.36 0.12 — 0.36 12/15/2023 12/31/2023 1/12/2024 0.48 0.46 0.02 — 0.46 2023 Total cash dividend $ 2.00 $ 1.85 $ 0.15 $ — $ 1.85 |
ORGANIZATION (Details)
ORGANIZATION (Details) | 12 Months Ended |
Dec. 31, 2023 segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
LOANS HELD FOR INVESTMENT AT _4
LOANS HELD FOR INVESTMENT AT FAIR VALUE - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) loan | Dec. 31, 2022 USD ($) loan | Dec. 31, 2021 USD ($) | |
Loans and Leases Receivable Disclosure [Line Items] | |||
Number of loans held for investment | loan | 2 | 3 | |
Loans held at fair value, aggregate commitments | $ 94,200,000 | $ 104,300,000 | |
Outstanding principal | 71,883,402 | 102,376,546 | $ 77,630,742 |
Loans held at fair value, funded of outstanding principal | 1,900,000 | ||
Loan repayments | 34,900,946 | 5,397,191 | |
Realized loss on loans | 1,213,416 | ||
Non accrual status | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Outstanding principal | $ 1,200,000 | ||
Number of loans held at fair value | loan | 1 | ||
Unrealized loss | $ 1,200,000 | ||
Public Company A | Real Estate | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Realized loss on loans | $ 1,200,000 |
LOANS HELD FOR INVESTMENT AT _5
LOANS HELD FOR INVESTMENT AT FAIR VALUE - Loans Held at Fair Value (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Loans and Leases Receivable Disclosure [Line Items] | |||
Fair Value | $ 61,720,705 | $ 99,226,051 | $ 77,096,319 |
Carrying Value | 71,644,003 | 100,635,985 | |
Outstanding principal | $ 71,883,402 | $ 102,376,546 | $ 77,630,742 |
Weighted Average Remaining Life (Years) | 4 months 24 days | 1 year 2 months 12 days | |
Senior term loans | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Fair Value | $ 61,720,705 | $ 99,226,051 | |
Carrying Value | 71,644,003 | 100,635,985 | |
Outstanding principal | $ 71,883,402 | $ 102,376,546 | |
Weighted Average Remaining Life (Years) | 4 months 24 days | 1 year 2 months 12 days |
LOANS HELD FOR INVESTMENT AT _6
LOANS HELD FOR INVESTMENT AT FAIR VALUE - Changes in Loans Held at Fair Value (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Principal | ||
Total loans held at fair value, principal, beginning balance | $ 102,376,546 | $ 77,630,742 |
Realized gains (losses) on loans at fair value, net | (1,213,416) | |
New fundings | 1,881,840 | 26,605,796 |
Loan repayments | (34,900,946) | (5,397,191) |
Loan amortization payments | (1,089,776) | |
PIK interest | 3,739,378 | 4,626,975 |
Total loans held at fair value, principal, ending balance | 71,883,402 | 102,376,546 |
Original Issue Discount | ||
Loans held for at fair value, original issue discount, beginning balance | (1,740,561) | (2,717,584) |
Accretion of original issue discount | 1,501,162 | 1,456,298 |
New fundings | (479,275) | |
Loans held for at fair value, original issue discount, ending balance | (239,399) | (1,740,561) |
Unrealized Gains (Losses) | ||
Loans held at fair value, unrealized gains (losses), beginning balance | (1,409,934) | 2,183,161 |
Change in unrealized gains (losses) on loans at fair value, net | (8,513,364) | (3,593,095) |
Loans held at fair value, unrealized gains (losses), ending balance | (9,923,298) | (1,409,934) |
Fair Value | ||
Total loans held at fair value, fair value, beginning balance | 99,226,051 | 77,096,319 |
Realized gains (losses) on loans at fair value, net | (1,213,416) | |
Change in unrealized gains (losses) on loans at fair value, net | (8,513,364) | (3,593,095) |
New fundings | 1,881,840 | 26,126,521 |
Accretion of original issue discount | 1,501,162 | 1,456,298 |
Loan repayments | (34,900,946) | (5,397,191) |
PIK interest, fair value | 3,739,378 | 4,626,975 |
Loan amortization payments | (1,089,776) | |
Total loans held at fair value, fair value, ending balance | $ 61,720,705 | $ 99,226,051 |
LOANS HELD FOR INVESTMENT AT _7
LOANS HELD FOR INVESTMENT AT FAIR VALUE - Loans Held at Fair Value Portfolio (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||
Oct. 31, 2023 | Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Loans and Leases Receivable Disclosure [Line Items] | |||||
Fair Value | $ 61,720,705 | $ 99,226,051 | $ 77,096,319 | ||
Carrying Value | 71,644,003 | 100,635,985 | |||
Outstanding principal | $ 71,883,402 | $ 102,376,546 | $ 77,630,742 | ||
Private Co. A | Multi State | |||||
Loans and Leases Receivable Disclosure [Line Items] | |||||
Base interest rate | 13% | ||||
PIK interest rate | 2.70% | ||||
Additional PIK interest rate | 5% | ||||
Private Co. A | Multi State | C, D | |||||
Loans and Leases Receivable Disclosure [Line Items] | |||||
Fair Value | $ 47,627,845 | ||||
Carrying Value | 53,125,133 | ||||
Outstanding principal | $ 53,364,532 | ||||
Interest Rate | 15.70% | ||||
Private Co. B | Multi State | |||||
Loans and Leases Receivable Disclosure [Line Items] | |||||
Additional PIK interest rate | 5% | ||||
Private Co. B | MI | |||||
Loans and Leases Receivable Disclosure [Line Items] | |||||
Base interest rate | 14.70% | ||||
PIK interest rate | 4% | ||||
Additional PIK interest rate | 4% | 4% | |||
Private Co. B | MI | C, D | |||||
Loans and Leases Receivable Disclosure [Line Items] | |||||
Fair Value | $ 14,092,860 | ||||
Carrying Value | 18,518,870 | ||||
Outstanding principal | $ 18,518,870 | ||||
Interest Rate | 18.70% |
LOANS HELD FOR INVESTMENT AT _8
LOANS HELD FOR INVESTMENT AT CARRYING VALUE - Narrative (Details) | 1 Months Ended | 12 Months Ended | |||||||
Dec. 31, 2023 USD ($) loan | Nov. 30, 2023 USD ($) | Oct. 31, 2023 USD ($) | Sep. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) loan | Dec. 31, 2022 USD ($) loan | Dec. 01, 2023 USD ($) | May 01, 2023 USD ($) | Dec. 31, 2021 USD ($) | |
Loans and Leases Receivable Disclosure [Line Items] | |||||||||
Number of loans held for investments in portfolio (in loans) | loan | 9 | 9 | |||||||
Loans held for investments aggregate commitments | $ 333,100,000 | $ 333,100,000 | $ 338,900,000 | ||||||
Loans held at carrying value, outstanding principal | $ 314,376,929 | 314,376,929 | 296,584,529 | $ 270,841,715 | |||||
Loans held at carrying value, outstanding principal fundings | 59,100,000 | ||||||||
Loan repayments, carrying value | 23,900,000 | ||||||||
Sale of loans | $ 24,606,578 | $ 10,000,000 | |||||||
Percentage of loans held at carrying value with floating interest rates | 84% | 84% | 73% | ||||||
Sub. of Private Co. G | |||||||||
Loans and Leases Receivable Disclosure [Line Items] | |||||||||
Interest expense | $ 1,000,000 | $ 1,000,000 | $ 1,000,000 | $ 800,000 | |||||
Private Co. K | |||||||||
Loans and Leases Receivable Disclosure [Line Items] | |||||||||
Outstanding principal | $ 13,400,000 | ||||||||
Non-Accrual | |||||||||
Loans and Leases Receivable Disclosure [Line Items] | |||||||||
Loans held for investments aggregate commitments | $ 3,800,000 | ||||||||
Number of loans on non accrual status, carrying value | loan | 3 | 3 | |||||||
Secured Overnight Financing Rate (SOFR) | |||||||||
Loans and Leases Receivable Disclosure [Line Items] | |||||||||
Interest rate floor | 3.30% | 3.30% | |||||||
Quoted interest rate | 0.054 | 0.054 | |||||||
Prime Rate | |||||||||
Loans and Leases Receivable Disclosure [Line Items] | |||||||||
Interest rate floor | 5% | 5% | |||||||
Quoted interest rate | 0.085 | 0.085 |
LOANS HELD FOR INVESTMENT AT _9
LOANS HELD FOR INVESTMENT AT CARRYING VALUE - Loans Held at Carrying Value (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Loans and Leases Receivable Disclosure [Line Items] | |||
Outstanding Principal | $ 314,376,929 | $ 296,584,529 | $ 270,841,715 |
Original Issue Discount | (13,111,531) | (11,407,417) | (13,678,219) |
Carrying Value | $ 301,265,398 | $ 285,177,112 | $ 257,163,496 |
Weighted Average Remaining Life (Years) | 2 years 2 months 12 days | 3 years 1 month 6 days | |
Senior term loans | |||
Loans and Leases Receivable Disclosure [Line Items] | |||
Outstanding Principal | $ 314,376,929 | $ 296,584,529 | |
Original Issue Discount | (13,111,531) | (11,407,417) | |
Carrying Value | $ 301,265,398 | $ 285,177,112 | |
Weighted Average Remaining Life (Years) | 2 years 2 months 12 days | 3 years 1 month 6 days |
LOANS HELD FOR INVESTMENT AT_10
LOANS HELD FOR INVESTMENT AT CARRYING VALUE - Changes in Loans Held at Carrying Value (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Principal | ||
Total loans held at carrying value, principal, beginning balance | $ 296,584,529 | $ 270,841,715 |
New fundings | 59,088,860 | 173,685,505 |
Loan repayments | (18,600,105) | (138,807,472) |
Sale of loans | (24,606,578) | (10,000,000) |
PIK interest | 7,192,354 | 3,715,966 |
Loan amortization payments | (5,282,131) | (2,851,185) |
Total loans held at carrying value, principal, ending balance | 314,376,929 | 296,584,529 |
Original Issue Discount | ||
Total loans held at carrying value, original issue discount, beginning balance | (11,407,417) | (13,678,219) |
New fundings | (7,713,475) | (8,035,600) |
Accretion of original issue discount | 4,642,670 | 10,306,402 |
Sale of loans | 1,366,691 | |
Total loans held at carrying value, original issue discount, ending balance | (13,111,531) | (11,407,417) |
Carrying Value | ||
Total loans held at carrying value, carrying value, beginning balance | 285,177,112 | 257,163,496 |
New fundings | 51,375,385 | 165,649,905 |
Accretion of original issue discount | 4,642,670 | 10,306,402 |
Loan repayments | (18,600,105) | (138,807,472) |
Sale of loans | (23,239,887) | (10,000,000) |
PIK interest | 7,192,354 | 3,715,966 |
Loan amortization payments | (5,282,131) | (2,851,185) |
Total loans held at carrying value, carrying value, ending balance | $ 301,265,398 | $ 285,177,112 |
LOANS HELD FOR INVESTMENT AT_11
LOANS HELD FOR INVESTMENT AT CARRYING VALUE - Loans Held at Carrying Value Portfolio (Details) - USD ($) | 1 Months Ended | 5 Months Ended | 6 Months Ended | 12 Months Ended | ||||||
May 08, 2023 | Dec. 31, 2023 | Nov. 30, 2023 | Oct. 31, 2023 | Sep. 30, 2023 | May 01, 2023 | Mar. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | $ 314,376,929 | $ 314,376,929 | $ 296,584,529 | $ 270,841,715 | ||||||
Original Issue Discount | (13,111,531) | (13,111,531) | (11,407,417) | (13,678,219) | ||||||
Carrying Value | 301,265,398 | $ 301,265,398 | $ 285,177,112 | $ 257,163,496 | ||||||
Private Co. C | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 9% | |||||||||
Private Co. C | Prime Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 4% | |||||||||
Private Co. C | PIK Interest Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 2% | |||||||||
Private Co. C | PA | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 9,954,630 | $ 9,954,630 | ||||||||
Original Issue Discount | (178,363) | (178,363) | ||||||||
Carrying Value | 9,776,267 | $ 9,776,267 | ||||||||
Interest Rate | 19.50% | |||||||||
Sub. of Private Co. G | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Percentage of interest paid in kind | 75% | |||||||||
Interest expense | 1,000,000 | $ 1,000,000 | $ 1,000,000 | $ 800,000 | ||||||
Sub. of Private Co. G | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 10.25% | |||||||||
Sub. of Private Co. G | Prime Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 4.50% | |||||||||
Sub. of Private Co. G | Multi State | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 79,215,888 | $ 79,215,888 | ||||||||
Original Issue Discount | (1,444,847) | (1,444,847) | ||||||||
Carrying Value | 77,771,041 | $ 77,771,041 | ||||||||
Interest Rate | 18.80% | |||||||||
Private Co. K | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 12% | |||||||||
Private Co. K | PIK Interest Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 2% | |||||||||
Private Co. K | Secured Overnight Financing Rate (SOFR) | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 1% | |||||||||
Private Co. K | MA | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 13,445,762 | $ 13,445,762 | ||||||||
Original Issue Discount | (682,619) | (682,619) | ||||||||
Carrying Value | 12,763,143 | $ 12,763,143 | ||||||||
Interest Rate | 19.40% | |||||||||
Private Co. I | Minimum | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Percentage of interest paid in kind | 50% | |||||||||
Private Co. I | Maximum | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Percentage of interest paid in kind | 60% | |||||||||
Private Co. I | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 12% | |||||||||
Private Co. I | PIK Interest Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 4.50% | |||||||||
Private Co. I | Default rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 5% | |||||||||
Private Co. I | Secured Overnight Financing Rate (SOFR) | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 1% | |||||||||
Private Co. I | MD | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 3,767,454 | $ 3,767,454 | ||||||||
Original Issue Discount | (50,036) | (50,036) | ||||||||
Carrying Value | 3,717,418 | $ 3,717,418 | ||||||||
Interest Rate | 21.90% | |||||||||
Private Co. J | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 12% | |||||||||
Private Co. J | PIK Interest Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 2% | |||||||||
Private Co. J | Secured Overnight Financing Rate (SOFR) | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 1% | |||||||||
Private Co. J | MO | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 21,713,695 | $ 21,713,695 | ||||||||
Original Issue Discount | (327,993) | (327,993) | ||||||||
Carrying Value | 21,385,702 | $ 21,385,702 | ||||||||
Interest Rate | 19.40% | |||||||||
Sub. of Public Co. H | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 5.80% | |||||||||
Sub. of Public Co. H | Prime Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 5.50% | |||||||||
Sub. of Public Co. H | Multi State | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 84,000,000 | $ 84,000,000 | ||||||||
Original Issue Discount | (2,442,615) | (2,442,615) | ||||||||
Carrying Value | 81,557,385 | $ 81,557,385 | ||||||||
Interest Rate | 14.30% | |||||||||
Private Co. L | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 8.40% | |||||||||
Private Co. L | Secured Overnight Financing Rate (SOFR) | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 5% | |||||||||
Private Co. L | Multi State | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 53,000,000 | $ 53,000,000 | ||||||||
Original Issue Discount | (1,775,625) | (1,775,625) | ||||||||
Carrying Value | 51,224,375 | $ 51,224,375 | ||||||||
Interest Rate | 13.70% | |||||||||
Sub. of Public Co. M | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 9.50% | |||||||||
Sub. of Public Co. M | Multi State | C, D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 18,822,000 | $ 18,822,000 | ||||||||
Original Issue Discount | (2,086,024) | (2,086,024) | ||||||||
Carrying Value | 16,735,976 | $ 16,735,976 | ||||||||
Interest Rate | 9.50% | |||||||||
Private Co. M | Base Rate | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Interest Rate | 9% | |||||||||
Private Co. M | AZ | D | ||||||||||
Loans held at investment, Carrying Amount [Abstract] | ||||||||||
Outstanding Principal | 30,457,500 | $ 30,457,500 | ||||||||
Original Issue Discount | (4,123,409) | (4,123,409) | ||||||||
Carrying Value | $ 26,334,091 | $ 26,334,091 | ||||||||
Interest Rate | 9% |
LOAN RECEIVABLE HELD AT CARRY_3
LOAN RECEIVABLE HELD AT CARRYING VALUE - Narrative (Details) | 12 Months Ended | ||
Dec. 31, 2023 USD ($) loan | Dec. 31, 2022 USD ($) loan | Dec. 31, 2021 USD ($) | |
Financing Receivable, Allowance for Credit Loss [Line Items] | |||
Number of portfolio loans | loan | 1 | 1 | |
Loans receivable at carrying value aggregate commitments | $ 4,000,000 | $ 4,000,000 | |
Loans receivable at principal | 2,041,744 | $ 2,222,339 | $ 2,533,266 |
Proceeds from repayments of outstanding principal | 200,000 | ||
Non accrual status | |||
Financing Receivable, Allowance for Credit Loss [Line Items] | |||
Loans receivable at principal | $ 2,000,000 | ||
Number of loans | loan | 1 | 1 |
LOAN RECEIVABLE HELD AT CARRY_4
LOAN RECEIVABLE HELD AT CARRYING VALUE - Changes in Loans Receivable (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Principal | |||
Total loans receivable at carrying value, principal, beginning balance | $ 2,041,744 | $ 2,222,339 | $ 2,533,266 |
Loan repayments | (180,595) | (337,114) | |
Total loans receivable at carrying value, principal, ending balance | 2,041,744 | 2,222,339 | $ 2,533,266 |
Original Issue Discount | |||
Total loans receivable at carrying value, original issue discount, beginning balance | (1,686) | (2,678) | |
Accretion of original issue discount | 992 | ||
PIK interest | 26,187 | ||
Total loans receivable at carrying value, original issue discount, ending balance | (1,686) | (1,686) | |
Carrying Value | |||
Total loans receivable at carrying value, carrying value, beginning balance | 2,220,653 | 2,530,588 | |
Loan repayments | (180,595) | (337,114) | |
Accretion of original issue discount | 992 | ||
PIK interest | 26,187 | ||
Total loans receivable at carrying value, carrying value, ending balance | $ 2,040,058 | $ 2,220,653 |
CURRENT EXPECTED CREDIT LOSSE_2
CURRENT EXPECTED CREDIT LOSSES - Narrative (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Financing Receivable, Past Due [Line Items] | |||
Current expected credit loss reserve | $ 26,309,450 | $ 13,538,077 | |
CECL Reserve | |||
Financing Receivable, Past Due [Line Items] | |||
Current expected credit loss reserve | $ 26,424,923 | $ 14,292,205 | $ 3,114,735 |
Basis points of total loans and loans receivable at carrying value | 8.71% | 4.97% | |
Loans receivable at carrying value, commitment balance | $ 303,300,000 | $ 287,400,000 | |
CECL Reserve | Outstanding | |||
Financing Receivable, Past Due [Line Items] | |||
Current expected credit loss reserve | 26,309,450 | 13,538,077 | 2,431,558 |
CECL Reserve | Unfunded | |||
Financing Receivable, Past Due [Line Items] | |||
Current expected credit loss reserve | $ 115,473 | $ 754,128 | $ 683,177 |
CURRENT EXPECTED CREDIT LOSSE_3
CURRENT EXPECTED CREDIT LOSSES - Financing Receivable, Allowance for Credit Loss (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | $ 13,538,077 | |
Provision for current expected credit losses | 12,132,718 | $ 11,177,470 |
Ending balance | 26,309,450 | 13,538,077 |
CECL Reserve | ||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | 14,292,205 | 3,114,735 |
Provision for current expected credit losses | 12,132,718 | 11,177,470 |
Write-offs | 0 | 0 |
Recoveries | 0 | 0 |
Ending balance | 26,424,923 | 14,292,205 |
Outstanding | CECL Reserve | ||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | 13,538,077 | 2,431,558 |
Provision for current expected credit losses | 12,771,373 | 11,106,519 |
Write-offs | 0 | 0 |
Recoveries | 0 | 0 |
Ending balance | 26,309,450 | 13,538,077 |
Unfunded | CECL Reserve | ||
Financing Receivable, Allowance for Credit Loss [Roll Forward] | ||
Beginning balance | 754,128 | 683,177 |
Provision for current expected credit losses | (638,655) | 70,951 |
Write-offs | 0 | 0 |
Recoveries | 0 | 0 |
Ending balance | $ 115,473 | $ 754,128 |
CURRENT EXPECTED CREDIT LOSSE_4
CURRENT EXPECTED CREDIT LOSSES - Financing Receivable Credit Quality Indicators (Details) | Dec. 31, 2023 USD ($) |
Financing Receivable, Credit Quality Indicator [Line Items] | |
2023 | $ 26,334,091 |
2022 | 80,723,494 |
2021 | 184,431,546 |
2020 | 11,816,325 |
Total | 303,305,456 |
1 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
2023 | 0 |
2022 | 0 |
2021 | 0 |
2020 | 0 |
Total | 0 |
2 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
2023 | 0 |
2022 | 0 |
2021 | 0 |
2020 | 0 |
Total | 0 |
3 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
2023 | 26,334,091 |
2022 | 67,960,351 |
2021 | 102,943,087 |
2020 | 9,776,267 |
Total | 207,013,796 |
4 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
2023 | 0 |
2022 | 0 |
2021 | 3,717,418 |
2020 | 0 |
Total | 3,717,418 |
5 | |
Financing Receivable, Credit Quality Indicator [Line Items] | |
2023 | 0 |
2022 | 12,763,143 |
2021 | 77,771,041 |
2020 | 2,040,058 |
Total | $ 92,574,242 |
INTEREST RECEIVABLE (Details)
INTEREST RECEIVABLE (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Interest Receivable and Other Assets [Abstract] | ||
Interest receivable | $ 2,680,188 | $ 3,722,134 |
PIK receivable | 1,009,974 | 1,409,678 |
Unused fees receivable | 25,833 | 125,663 |
Total interest receivable | $ 3,715,995 | $ 5,257,475 |
INTEREST RESERVE - Narrative (D
INTEREST RESERVE - Narrative (Details) | 12 Months Ended | |
Dec. 31, 2023 USD ($) loan | Dec. 31, 2022 USD ($) loan | |
INTEREST RESERVE [Abstract] | ||
Number of loans included in loan funded interest reserve (in loans) | loan | 0 | 3 |
Interest reserve disbursed | $ | $ 4,727,009 | $ 14,230,215 |
INTEREST RESERVE - Changes in I
INTEREST RESERVE - Changes in Interest Reserve (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Interest Reserve [Roll Forward] | ||
Beginning reserves | $ 3,200,944 | $ 4,782,271 |
New reserves | 1,526,065 | 12,648,888 |
Reserves disbursed | (4,727,009) | (14,230,215) |
Ending reserves | $ 0 | $ 3,200,944 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Apr. 29, 2022 USD ($) | Nov. 03, 2021 USD ($) installment | May 07, 2021 USD ($) | Jul. 31, 2020 USD ($) | Jun. 30, 2022 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Line of Credit Facility [Line Items] | |||||||
Increase limit | $ 100,000,000 | ||||||
Unused fee expense | $ 47,915 | $ 85,417 | |||||
Line of credit payable, net | 42,000,000 | 60,000,000 | |||||
Gain on extinguishment of debt | 1,986,381 | 0 | |||||
2027 Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Unused fee expense | 0 | 0 | |||||
Total principal | $ 88,014,558 | ||||||
2027 Senior Notes | 2027 Senior Notes | |||||||
Line of Credit Facility [Line Items] | |||||||
Debt instrument, stated percentage | 5.75% | ||||||
Debt instrument, aggregate principal | $ 100,000,000 | ||||||
Net proceeds from offering | $ 97,000,000 | ||||||
Redemption price percentage | 100% | 77.40% | |||||
Redemption price percentage, change of control triggering event | 101% | ||||||
Debt service coverage ratio | 150% | ||||||
Percentage of debt in aggregate principal | 60% | ||||||
Secured debt of percentage in aggregate principal | 25% | ||||||
Repurchased principal amount | $ 10,000,000 | ||||||
Gain on extinguishment of debt | 2,000,000 | ||||||
Total principal | 90,000,000 | 100,000,000 | |||||
Revolving Credit Facility | |||||||
Line of Credit Facility [Line Items] | |||||||
Unused fee expense | 0 | 60,417 | |||||
Revolving Credit Facility | Line of Credit | |||||||
Line of Credit Facility [Line Items] | |||||||
Revolving credit loan commitment | $ 60,000,000 | ||||||
Debt instrument, stated percentage | 4.50% | ||||||
Unused fee expense | 47,900 | 25,000 | |||||
Unamortized commitment fee | $ 500,000 | ||||||
Unused line fee percentage | 0.25% | ||||||
Line of credit payable, net | 42,000,000 | 60,000,000 | |||||
Line of credit, available to borrow | $ 18,000,000 | $ 0 | |||||
Minimum liquidity covenant | $ 5,000,000 | ||||||
Minimum annual debt service coverage covenant | 1.5 | ||||||
Maximum secured debt to total assets percentage covenant | 25% | ||||||
Revolving Credit Facility | Line of Credit | Base Rate | |||||||
Line of Credit Facility [Line Items] | |||||||
Basis spread on variable interest rate | 0.50% | ||||||
Revolving Credit Facility | Secured Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Revolving credit loan commitment | $ 40,000,000 | ||||||
Revolving credit interest rate | 8% | ||||||
First Amendment Revolving Credit Facility | Secured Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Revolving credit loan commitment | $ 50,000,000 | ||||||
Revolving credit interest rate | 6% | ||||||
Second Amendment Revolving Credit Facility | Secured Debt | |||||||
Line of Credit Facility [Line Items] | |||||||
Revolving credit loan commitment | $ 75,000,000 | ||||||
Unused fee expense | $ 100,000 | ||||||
Unused line fee percentage | 0.25% | ||||||
Revolving credit interest rate | 4.75% | ||||||
One-time commitment fee percentage | 0.25% | ||||||
Number of installments (in installments) | installment | 3 | ||||||
One-time commitment fee | $ 200,000 | ||||||
Acceleration of remaining deferred financing costs | $ 100,000 |
DEBT - Schedule of Maturities o
DEBT - Schedule of Maturities of Long-Term Debt (Details) - 2027 Senior Notes | Dec. 31, 2023 USD ($) |
Line of Credit Facility [Line Items] | |
2024 | $ 0 |
2025 | 0 |
2026 | 0 |
2027 | 90,000,000 |
2028 | 0 |
Thereafter | 0 |
Total principal | 90,000,000 |
Deferred financing costs included in senior notes | (1,985,442) |
Total due senior notes, net | $ 88,014,558 |
DEBT - Summary Of Interest Expe
DEBT - Summary Of Interest Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Line of Credit Facility [Line Items] | ||
Interest expense | $ 5,358,667 | $ 5,807,152 |
Unused fee expense | 47,915 | 85,417 |
Amortization of deferred financing and offering costs | 950,875 | 921,506 |
Total interest expense | 6,357,457 | 6,814,075 |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Interest expense | 68,667 | 53,333 |
Unused fee expense | 47,915 | 25,000 |
Amortization of deferred financing and offering costs | 309,213 | 107,741 |
Total interest expense | 425,795 | 186,074 |
Revolving Credit Facility | ||
Line of Credit Facility [Line Items] | ||
Interest expense | 0 | 19,792 |
Unused fee expense | 0 | 60,417 |
Amortization of deferred financing and offering costs | 0 | 154,645 |
Total interest expense | 0 | 234,854 |
2027 Senior Notes | ||
Line of Credit Facility [Line Items] | ||
Interest expense | 5,290,000 | 5,734,027 |
Unused fee expense | 0 | 0 |
Amortization of deferred financing and offering costs | 641,662 | 659,120 |
Total interest expense | $ 5,931,662 | $ 6,393,147 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Commitments to Fund Investments (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Commitments and Contingencies Disclosure [Abstract] | ||
Total original loan commitments | $ 431,239,913 | $ 447,101,864 |
Less: drawn commitments | (421,239,913) | (401,476,418) |
Total undrawn commitments | $ 10,000,000 | $ 45,625,446 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Millions | 12 Months Ended | ||
Mar. 17, 2023 tranche | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |||
Termination, period to receive base salary | 12 months | ||
Termination, percentage of COBRA premiums paid | 100% | ||
Termination, period of COBRA premiums paid | 12 months | ||
Termination, accelerated vesting of equity awards, number of tranches | tranche | 1 | ||
Termination, extension of exercise period for outstanding options | 1 year | ||
Termination benefits | $ | $ 0.7 | $ 0 |
SHAREHOLDERS' EQUITY - Narrativ
SHAREHOLDERS' EQUITY - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Jun. 20, 2023 | Apr. 05, 2022 | Jan. 19, 2022 | Jan. 10, 2022 | Jan. 31, 2023 | Jan. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Jun. 13, 2023 | Mar. 10, 2022 | |
Class of Stock [Line Items] | |||||||||||
Preferred stock, authorized (in shares) | 10,000 | 10,000 | 10,000 | ||||||||
Preferred stock, issued (in shares) | 125 | 125 | 125 | ||||||||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||
Preferred stock, outstanding (in shares) | 125 | 125 | 125 | ||||||||
Shares sold in offering (in shares) | 3,291,832 | 3,000,000 | |||||||||
Offering price per share (in dollars per share) | $ 20.50 | ||||||||||
Proceeds from stock offering | $ 63,000,000 | $ 61,500,000 | |||||||||
Payment of offering costs - equity offering | $ 0 | $ 1,711,365 | |||||||||
Payments of stock issuance costs | $ 67,500,000 | ||||||||||
Common stock, authorized (in shares) | 50,000,000 | 50,000,000 | 50,000,000 | 50,000,000 | |||||||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||
Authorized repurchase amount | $ 20,000,000 | ||||||||||
Shares repurchased (in shares) | 0 | ||||||||||
Granted (in shares) | 0 | ||||||||||
Granted (in dollars per share) | $ 0 | ||||||||||
Options outstanding (in shares) | 2,168,952 | 2,168,952 | 2,280,372 | ||||||||
Stock-based compensation | $ 1,008,148 | $ 1,338,469 | |||||||||
Stock options | |||||||||||
Class of Stock [Line Items] | |||||||||||
Granted (in dollars per share) | $ 1.46 | ||||||||||
Intrinsic value of options exercised | $ 3,300 | ||||||||||
Unrecognized share-based compensation cost, stock options | $ 45,200 | $ 45,200 | |||||||||
Cost not yet recognized, period for recognition | 8 months 4 days | ||||||||||
Restricted Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Restricted stock, granted (in shares) | 126,393 | ||||||||||
Cost not yet recognized, period for recognition | 11 months 15 days | ||||||||||
Unrecognized share-based compensation cost, restricted stock | $ 1,200,000 | $ 1,200,000 | |||||||||
Fair value of shares vested | $ 500,000 | ||||||||||
2020 Plan | |||||||||||
Class of Stock [Line Items] | |||||||||||
Granted (in shares) | 742,000 | ||||||||||
Granted (in dollars per share) | $ 20.18 | ||||||||||
Shares of common stock outstanding (in shares) | 2,326,892 | 2,326,892 | |||||||||
Options outstanding (in shares) | 2,169,852 | 2,169,852 | |||||||||
Share limit (in shares) | 2,793,288 | 2,793,288 | |||||||||
2020 Plan | Stock options | |||||||||||
Class of Stock [Line Items] | |||||||||||
Vesting period | 4 years | ||||||||||
2020 Plan | Restricted Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Restricted stock, granted (in shares) | 125,234 | 8,296 | |||||||||
Vesting period | 3 years | 4 years | |||||||||
Vesting percentage | 33% | 33% | |||||||||
Awards outstanding (in shares) | 157,040 | 157,040 | |||||||||
2020 Plan | Restricted Stock | James C. Fagan | |||||||||||
Class of Stock [Line Items] | |||||||||||
Restricted stock, granted (in shares) | 1,159 | ||||||||||
Vesting period | 1 year | ||||||||||
Over-Allotment Option | |||||||||||
Class of Stock [Line Items] | |||||||||||
Shares sold in offering (in shares) | 291,832 | 450,000 | |||||||||
Underwriting commissions | $ 3,500,000 | ||||||||||
Payment of offering costs - equity offering | $ 1,000,000 | ||||||||||
Shelf Registration | |||||||||||
Class of Stock [Line Items] | |||||||||||
Aggregate offering price | $ 1,000,000,000 | ||||||||||
Open Market Sale | |||||||||||
Class of Stock [Line Items] | |||||||||||
Shares sold in offering (in shares) | 621,398 | ||||||||||
Offering price per share (in dollars per share) | $ 18.30 | ||||||||||
Proceeds from stock offering | $ 10,400,000 | ||||||||||
Aggregate offering price | $ 75,000,000 | ||||||||||
Commission percentage | 3% | ||||||||||
Series A Preferred Stock | |||||||||||
Class of Stock [Line Items] | |||||||||||
Preferred stock, authorized (in shares) | 10,000 | 10,000 | 10,000 | ||||||||
Preferred stock, issued (in shares) | 125 | 125 | 125 | ||||||||
Preferred stock, dividend rate | 12% | 12% | |||||||||
Preferred stock, liquidation preference (in dollars per share) | $ 1,000 | $ 1,000 | $ 1,000 | ||||||||
Preferred stock, redemption price (in dollars per share) | $ 1,000 | $ 1,000 | $ 1,000 | ||||||||
Preferred stock, redemption amount | $ 125,000 | $ 125,000 | $ 125,000 | ||||||||
Preferred stock, outstanding (in shares) | 125 | 125 | 125 |
SHAREHOLDERS' EQUITY - Share-ba
SHAREHOLDERS' EQUITY - Share-based Payment Arrangement, Option, Activity (Details) - shares | Dec. 31, 2023 | Dec. 31, 2022 |
Equity [Abstract] | ||
Non-vested (in shares) | 206,304 | 293,420 |
Vested (in shares) | 2,168,328 | 2,081,212 |
Exercised (in shares) | (5,511) | (5,511) |
Forfeited (in shares) | (200,169) | (88,749) |
Balance | 2,168,952 | 2,280,372 |
SHAREHOLDERS' EQUITY - Assumpti
SHAREHOLDERS' EQUITY - Assumption Used in The Option Pricing Model of Options Granted (Details) - 2020 Plan - Stock options | 12 Months Ended |
Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected forfeiture rate | 0% |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 40% |
Expected dividend yield | 10% |
Risk-free interest rate | 0.50% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 50% |
Expected dividend yield | 20% |
Risk-free interest rate | 2% |
SHAREHOLDERS' EQUITY - Summary
SHAREHOLDERS' EQUITY - Summary of Stock Option Activity (Details) | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Option Activity [Roll Forward] | |
Beginning balance (in shares) | shares | 2,280,372 |
Granted (in shares) | shares | 0 |
Exercised (in shares) | shares | 0 |
Forfeited (in shares) | shares | (111,420) |
Ending balance (in shares) | shares | 2,168,952 |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Exercise Price | $ / shares | $ 17.67 |
Options exercisable, Number of options (in shares) | shares | 2,079,171 |
Weighted-average grant date fair value per option | |
Beginning balance (in dollars per share) | $ / shares | $ 17.75 |
Granted - exercise price (in dollars per share) | $ / shares | 0 |
Exercised (in dollars per share) | $ / shares | 0 |
Forfeited (in dollars per share) | $ / shares | 17.98 |
Ending balance (in dollars per share) | $ / shares | $ 17.74 |
Options, Additional Disclosures [Abstract] | |
Options outstanding, Weighted average remaining contractual term | 4 years 3 months 7 days |
Options exercisable, Weighted average remaining contractual term | 4 years 3 months |
Options outstanding, Aggregate intrinsic value | $ | $ 0 |
Options exercisable, Aggregate intrinsic value | $ | $ 0 |
SHAREHOLDERS' EQUITY - Schedule
SHAREHOLDERS' EQUITY - Schedule of Nonvested Share Activity (Details) - Restricted Stock - shares | Dec. 31, 2023 | Dec. 31, 2022 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Granted (in shares) | 190,974 | 64,581 |
Vested (in shares) | (38,028) | 0 |
Forfeited (in shares) | (33,934) | (1,238) |
Balance (in shares) | 119,012 | 63,343 |
SHAREHOLDERS' EQUITY - Share-_2
SHAREHOLDERS' EQUITY - Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unity, Activity (Details) - Restricted Stock | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Beginning balance (in shares) | shares | 63,343 |
Granted (in shares) | shares | 126,393 |
Vested (in shares) | shares | (38,028) |
Forfeited (in shares) | shares | (32,696) |
Ending balance (in shares) | shares | 119,012 |
Weighted-average grant date fair value | |
Beginning balance (in dollars per share) | $ / shares | $ 20.40 |
Granted (in dollars per share) | $ / shares | 15.55 |
Vested (in dollars per share) | $ / shares | 18.03 |
Forfeited (in dollars per share) | $ / shares | 20.39 |
Ending balance (in dollars per share) | $ / shares | $ 16.06 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Earnings Per Share Reconciliation [Abstract] | ||
Net income attributable to common shareholders | $ 20,951,999 | $ 35,932,397 |
Dividends paid on preferred shares | (15,000) | (15,000) |
Dividends paid on unvested restricted stock | (262,394) | (135,299) |
Net income attributable to common shareholders, basic | 20,674,605 | 35,782,098 |
Net income attributable to common shareholders, diluted | $ 20,674,605 | $ 35,782,098 |
Divided by: | ||
Basic weighted average shares of common stock outstanding (in shares) | 20,321,091 | 19,842,222 |
Weighted average unvested restricted stock and dilutive stock options (in shares) | 24,828 | 115,515 |
Diluted weighted average shares of common stock outstanding (in shares) | 20,345,919 | 19,957,737 |
Basic weighted average earnings per common share (in dollars per share) | $ 1.02 | $ 1.80 |
Diluted weighted average earnings per common share (in dollars per share) | $ 1.02 | $ 1.79 |
Antidilutive stock options (in shares) | 2,336,146 | 1,401,200 |
INCOME TAX - Narrative (Details
INCOME TAX - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
Income tax expense | $ 1,659,337 | $ 1,026,324 |
Tax expense for US federal tax | $ 100,000 | $ 100,000 |
Exercise tax as a percentage of undistributed ordinary income and net capital gains | 4% | |
Unrecognized tax benefits | $ 0 |
INCOME TAXES - Schedule of Tax
INCOME TAXES - Schedule of Tax Provision (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | ||
Current | $ 1,546,216 | $ 953,324 |
Deferred | 0 | 0 |
Excise tax | 113,121 | 73,000 |
Total income tax expense, including excise tax | 1,659,337 | 1,026,324 |
Current federal tax expense | 1,200,000 | 800,000 |
Current state and local tax expense | $ 300,000 | $ 200,000 |
FAIR VALUE - Fair Value, Assets
FAIR VALUE - Fair Value, Assets measured on Recurring and Nonrecurring Basis (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Loans held at fair value | $ 61,720,705 | $ 99,226,051 | $ 77,096,319 |
Total | 61,720,705 | 99,226,051 | |
Level 1 | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Loans held at fair value | 0 | 0 | |
Total | 0 | 0 | |
Level 2 | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Loans held at fair value | 0 | 0 | |
Total | 0 | 0 | |
Level 3 | |||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||
Loans held at fair value | 61,720,705 | 99,226,051 | |
Total | $ 61,720,705 | $ 99,226,051 |
FAIR VALUE - Fair Value Measure
FAIR VALUE - Fair Value Measurements of Changes in Loans using Level 3 inputs (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Changes in Loans Using Level 3 Inputs [Abstract] | ||
Total loans held at fair value, fair value, beginning balance | $ 99,226,051 | $ 77,096,319 |
Realized gains (losses) on loans at fair value, net | (1,213,416) | |
Change in unrealized gains (losses) on loans at fair value, net | (8,513,364) | (3,593,095) |
Additional fundings | 1,881,840 | 26,605,796 |
Accretion of original issue discount | 1,501,162 | 1,456,298 |
PIK interest | 3,739,378 | 4,626,975 |
Total loans held at fair value, fair value, ending balance | 61,720,705 | 99,226,051 |
Level 3 | ||
Changes in Loans Using Level 3 Inputs [Abstract] | ||
Total loans held at fair value, fair value, beginning balance | 99,226,051 | |
Realized gains (losses) on loans at fair value, net | (1,213,416) | |
Change in unrealized gains (losses) on loans at fair value, net | (8,513,364) | |
Additional fundings | 1,881,840 | |
Loan repayments | (34,900,946) | |
Accretion of original issue discount | 1,501,162 | |
PIK interest | 3,739,378 | |
Total loans held at fair value, fair value, ending balance | $ 61,720,705 | $ 99,226,051 |
FAIR VALUE - Narrative (Details
FAIR VALUE - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Realized loss on sale of debt securities | $ 0 | $ (200,000) |
Level 3 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Change in unrealized gains (losses) on loans at fair value | $ (9,726,780) |
FAIR VALUE - Fair Value measu_2
FAIR VALUE - Fair Value measurement Inputs and Valuation Techniques (Details) - Level 3 | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) |
Fair Value [Abstract] | ||
Loans held for investment, fair value | $ 61,720,705 | $ 99,226,051 |
Recovery analysis | ||
Fair Value [Abstract] | ||
Loans held for investment, fair value | $ 47,627,845 | |
Estimated Range and Weighted Average [Abstract] | ||
Investment, Type [Extensible Enumeration] | Senior term loans | |
Recovery analysis | Market Yield | Minimum | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.8610 | |
Recovery analysis | Market Yield | Maximum | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.9240 | |
Recovery analysis | Market Yield | Weighted Average | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.8925 | |
Yield analysis | ||
Estimated Range and Weighted Average [Abstract] | ||
Investment, Type [Extensible Enumeration] | Senior term loans | |
Yield analysis | Market Yield | Minimum | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.1999 | |
Yield analysis | Market Yield | Maximum | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.3172 | |
Yield analysis | Market Yield | Weighted Average | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.2181 | |
Market approach | ||
Fair Value [Abstract] | ||
Loans held for investment, fair value | $ 14,092,860 | |
Estimated Range and Weighted Average [Abstract] | ||
Investment, Type [Extensible Enumeration] | Senior term loans | |
Market approach | Minimum | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.5 | |
Market approach | Maximum | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.7 | |
Market approach | Weighted Average | ||
Estimated Range and Weighted Average [Abstract] | ||
Unobservable Input | 0.6 |
FAIR VALUE - Book Value and Fai
FAIR VALUE - Book Value and Fair Value of the Financial Instruments (Details) | Dec. 31, 2023 USD ($) |
Carrying Value | |
Financial assets: | |
Cash and cash equivalents | $ 121,626,453 |
Loans held for investment at carrying value | 301,265,398 |
Loan receivable held at carrying value | 2,040,058 |
Financial liabilities: | |
Senior notes payable, net | 88,014,558 |
Fair Value | |
Financial assets: | |
Cash and cash equivalents | 121,626,453 |
Loans held for investment at carrying value | 275,070,876 |
Loan receivable held at carrying value | 510,436 |
Financial liabilities: | |
Senior notes payable, net | $ 78,525,000 |
RELATED PARTY TRANSACTIONS - Na
RELATED PARTY TRANSACTIONS - Narrative (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||||||
Feb. 29, 2024 USD ($) | Jan. 31, 2024 | Dec. 31, 2023 USD ($) | Nov. 30, 2023 USD ($) | Oct. 31, 2023 USD ($) | Sep. 30, 2023 USD ($) | Apr. 30, 2023 USD ($) | Mar. 31, 2023 | Nov. 30, 2022 USD ($) | Oct. 31, 2022 USD ($) | Aug. 31, 2022 USD ($) | Feb. 28, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) loan | Dec. 31, 2022 USD ($) | Jun. 30, 2023 | Jul. 31, 2021 USD ($) | |
Related Party Transaction [Line Items] | |||||||||||||||||||
Incentive fees earned | $ 10,400,000 | $ 12,300,000 | |||||||||||||||||
Principal repayment of loans | $ 1,300,000 | 58,963,777 | 120,042,065 | ||||||||||||||||
Loan exit fee | 1,100,000 | ||||||||||||||||||
Additional principal funded | 51,757,225 | 162,885,750 | |||||||||||||||||
Subsequent Event | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Principal repayment of loans | $ 3,900,000 | ||||||||||||||||||
Proceeds from related exit fees | 100,000 | ||||||||||||||||||
2027 Senior Notes | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Total principal | $ 88,014,558 | 88,014,558 | 88,014,558 | ||||||||||||||||
Mr. Bernard Berman | Managers | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Membership interest | 3% | ||||||||||||||||||
Mr. Bernard Berman | Managers | Subsequent Event | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Membership interest | 1.60% | ||||||||||||||||||
AFC Agent | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Principal repayment of loans | 1,500,000 | ||||||||||||||||||
Proceeds from related exit fees | 1,400,000 | ||||||||||||||||||
AFC Agent | Subsequent Event | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Principal repayment of loans | 4,700,000 | ||||||||||||||||||
Proceeds from related exit fees | $ 100,000 | ||||||||||||||||||
Private Co. A | Multi State | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Additional PIK interest rate | 5% | ||||||||||||||||||
Sub. of Private Co. G | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Interest expense | 1,000,000 | $ 1,000,000 | $ 1,000,000 | $ 800,000 | |||||||||||||||
Sub. of Public Co. H | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Commitments | $ 84,000,000 | $ 84,000,000 | $ 84,000,000 | ||||||||||||||||
Decrease in loan commitment | $ 6,000,000 | ||||||||||||||||||
Additional principal funded | 9,000,000 | ||||||||||||||||||
Private Co. B | Multi State | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Additional PIK interest rate | 5% | ||||||||||||||||||
Related Party | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Percentage of base management fees | 0.375% | 0.375% | 0.375% | ||||||||||||||||
Percentage of aggregate amount of any outside fees | 50% | 50% | 50% | ||||||||||||||||
Amounts payable | $ 5,000,000 | $ 5,000,000 | $ 5,000,000 | 5,700,000 | |||||||||||||||
Affiliated Entity | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Due to affiliate | 16,400 | 16,400 | $ 16,400 | $ 18,100 | |||||||||||||||
Number of co-invested loans held | loan | 4 | ||||||||||||||||||
Affiliated Entity | Private Co. I | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan commitments | $ 15,500,000 | ||||||||||||||||||
Portion of company sold | 0.66666 | ||||||||||||||||||
Affiliated Entity | Private Co. I | 2027 Senior Notes | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Total principal | $ 3,800,000 | $ 3,800,000 | $ 3,800,000 | ||||||||||||||||
Affiliated Entity | Private Co. I | AFC Institutional Fund, LLC | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Percentage of loan held | 33.33% | 33.33% | 33.33% | ||||||||||||||||
Affiliated Entity | Private Co. A | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan commitments | $ 20,000,000 | ||||||||||||||||||
Increase in loan commitments | $ 7,100,000 | $ 15,300,000 | $ 20,000,000 | ||||||||||||||||
Interest rate | 13% | ||||||||||||||||||
Principal repayment of loans | $ 34,700,000 | ||||||||||||||||||
Commitments | $ 53,400,000 | $ 53,400,000 | 53,400,000 | ||||||||||||||||
Affiliated Entity | Private Co. A | Flower Loan Holdco LLC | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Increase in loan commitments | 1,400,000 | 2,500,000 | |||||||||||||||||
Affiliated Entity | Private Co. A | The Company and third party lender | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Increase in loan commitments | 16,300,000 | ||||||||||||||||||
Affiliated Entity | Private Co. A | Third party lender | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Increase in loan commitments | 1,500,000 | $ 1,000,000 | |||||||||||||||||
Affiliated Entity | Private Co. A | The Company, Flower Loan Holdco LLC and third party lenders | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Increase in loan commitments | $ 10,000,000 | ||||||||||||||||||
Affiliated Entity | Private Co. A | Lenders including the Company | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Principal repayment of loans | 48,200,000 | ||||||||||||||||||
Affiliated Entity | Sub. of Private Co. G | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan commitments | 73,500,000 | 73,500,000 | 73,500,000 | ||||||||||||||||
Increase in loan commitments | $ 8,100,000 | 43,400,000 | |||||||||||||||||
Commitments | 79,200,000 | 79,200,000 | 79,200,000 | ||||||||||||||||
Affiliated Entity | Sub. of Private Co. G | The Company and A BDC Warehouse, LLC | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Increase in loan commitments | 53,400,000 | ||||||||||||||||||
Affiliated Entity | Sub. of Private Co. G | A BDC Warehouse, LLC | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Increase in loan commitments | $ 10,000,000 | ||||||||||||||||||
Affiliated Entity | Sub. of Public Co. H | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan commitments | 60,000,000 | ||||||||||||||||||
Increase in loan commitments | $ 30,000,000 | ||||||||||||||||||
Commitments | $ 84,000,000 | $ 84,000,000 | $ 84,000,000 | ||||||||||||||||
Affiliated Entity | Sub. of Public Co. H | Third party lender | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan commitments | 30,000,000 | ||||||||||||||||||
Increase in loan commitments | 15,000,000 | ||||||||||||||||||
Affiliated Entity | Sub. of Public Co. H | The Company, Predecessor in Interest to AFC Institutional Fund LLC and third party lenders | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan commitments | 100,000,000 | ||||||||||||||||||
Increase in loan commitments | $ 10,000,000 | 50,000,000 | |||||||||||||||||
Affiliated Entity | Sub. of Public Co. H | Predecessor in Interest To AFC Institutional Fund LLC | |||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||
Loan commitments | $ 10,000,000 | ||||||||||||||||||
Increase in loan commitments | $ 5,000,000 |
RELATED PARTY TRANSACTIONS - Sc
RELATED PARTY TRANSACTIONS - Schedule of Related Party Transactions (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | ||
General and administrative expenses | $ 5,005,254 | $ 4,699,676 |
Total | 17,654,899 | 19,741,562 |
Related Party | ||
Related Party Transaction [Line Items] | ||
Management fees | 5,395,617 | 5,213,535 |
Less: outside fees earned | (1,693,133) | (1,785,916) |
Base management fees | 3,702,484 | 3,427,619 |
Incentive fees earned | 10,361,821 | 12,337,631 |
General and administrative expenses | $ 3,590,594 | $ 3,976,312 |
DIVIDENDS AND DISTRIBUTIONS (De
DIVIDENDS AND DISTRIBUTIONS (Details) - $ / shares | 3 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2023 | Dec. 31, 2022 | |
Dividends Payable [Line Items] | ||||||||||
Common Share Distribution Amount (in dollars per share) | $ 2 | $ 2.23 | ||||||||
Taxable Ordinary Income (in dollars per share) | 1.85 | 2.23 | ||||||||
Qualified Dividends (in dollars per share) | 0.15 | 0 | ||||||||
Return of Capital (in dollars per share) | 0 | 0 | ||||||||
Section 199A Dividends (in dollars per share) | $ 1.85 | $ 2.23 | ||||||||
Regular Cash Dividend | ||||||||||
Dividends Payable [Line Items] | ||||||||||
Common Share Distribution Amount (in dollars per share) | $ 0.48 | $ 0.48 | $ 0.48 | $ 0.56 | $ 0.56 | $ 0.56 | $ 0.56 | $ 0.55 | ||
Taxable Ordinary Income (in dollars per share) | 0.46 | 0.36 | 0.48 | 0.55 | 0.56 | 0.56 | 0.56 | 0.55 | ||
Qualified Dividends (in dollars per share) | 0.02 | 0.12 | 0 | 0.01 | 0 | 0 | 0 | 0 | ||
Return of Capital (in dollars per share) | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | ||
Section 199A Dividends (in dollars per share) | $ 0.46 | $ 0.36 | $ 0.48 | $ 0.55 | $ 0.56 | $ 0.56 | $ 0.56 | $ 0.55 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 8 Months Ended | 12 Months Ended | ||||||||
Mar. 07, 2024 USD ($) $ / shares | Feb. 22, 2024 USD ($) | Dec. 29, 2023 USD ($) | Feb. 29, 2024 USD ($) | Jan. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) | Aug. 31, 2024 USD ($) | Dec. 31, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) $ / shares | Jan. 30, 2024 | Apr. 29, 2022 USD ($) | |
Subsequent Event [Line Items] | |||||||||||||
Principal repayment of loans | $ 1,300,000 | $ 58,963,777 | $ 120,042,065 | ||||||||||
Cash dividend (in usd per share) | $ / shares | $ 2 | $ 2.23 | |||||||||||
Aggregate Amount Paid | $ 40,933,056 | $ 44,786,706 | |||||||||||
Private Co. K | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Interest payable, payable in cash in arrears | 0.20 | ||||||||||||
Revolving Credit Facility | Line of Credit | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | $ 60,000,000 | ||||||||||||
Debt instrument, stated percentage | 4.50% | ||||||||||||
Revolving Credit Facility | Revolving Credit Agreement | Line of Credit | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Proceeds from Revolving Credit Facility | $ 42,000,000 | ||||||||||||
Private Co. A | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Principal repayment of loans | 34,700,000 | ||||||||||||
Commitments | $ 53,400,000 | 53,400,000 | 53,400,000 | ||||||||||
Sub. of Private Co. G | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Commitments | $ 79,200,000 | 79,200,000 | 79,200,000 | ||||||||||
AFC Agent | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Principal repayment of loans | $ 1,500,000 | ||||||||||||
Proceeds from related exit fees | $ 1,400,000 | ||||||||||||
Subsequent Event | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Principal repayment of loans | $ 3,900,000 | ||||||||||||
Proceeds from related exit fees | 100,000 | ||||||||||||
Sale of asset pledged as collateral, pre payment | $ 11,400,000 | ||||||||||||
Sale of asset pledged as collateral, prepayment premium | $ 300,000 | ||||||||||||
Spin off transaction, assets contributed | $ 115,000,000 | ||||||||||||
Cash dividend (in usd per share) | $ / shares | $ 0.48 | ||||||||||||
Aggregate Amount Paid | $ 9,900,000 | ||||||||||||
Subsequent Event | Contractual Interest Rate Reduction | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Excess cash flow | 75 | ||||||||||||
Interest rate | 0.125 | ||||||||||||
Subsequent Event | Private Co. A | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Commitments | $ 49,800,000 | ||||||||||||
Subsequent Event | Sub. of Private Co. G | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Additional cash contribution | $ 3,000,000 | ||||||||||||
Subsequent Event | Forecast | Private Co. K | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Additional cash contribution | $ 3,500,000 | ||||||||||||
Loans held for investments, debt and equity financing | $ 8,500,000 | ||||||||||||
Interest payable, payable in cash in arrears | 0.35 | 0.50 | |||||||||||
Interest payable, paid in kind | 0.65 | 0.80 | 0.50 | ||||||||||
Subsequent Event | Unfunded | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | $ 7,500,000 | ||||||||||||
Subsequent Event | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Syndicate lender contributor | 0.500 | ||||||||||||
Extension fee income | $ 100,000 | ||||||||||||
Subsequent Event | Affiliate Extension Fee | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Extension fee income | $ 100,000 | ||||||||||||
Subsequent Event | Affiliate Syndicate Lender | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Syndicate lender contributor | 0.500 | ||||||||||||
Subsequent Event | CRE Private Company A | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | $ 28,200,000 | ||||||||||||
Subsequent Event | CRE Private Company A | Affiliated Entity | Secured Overnight Financing Rate (SOFR) | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Basis spread on variable interest rate | 15.31% | ||||||||||||
Basis spread on variable rate, interest rate floor | 0.0400 | 0.0242 | |||||||||||
Subsequent Event | CRE Private Company A | Company and Affiliate | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | $ 56,400,000 | ||||||||||||
Subsequent Event | CRE Private Company A | Company | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | 28,200,000 | ||||||||||||
Subsequent Event | Company and Affiliate | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Purchase price | $ 20,400,000 | ||||||||||||
Subsequent Event | Company and Affiliate | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Purchase price discount | 0.010 | ||||||||||||
Subsequent Event | CRE Private Company B | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Debt instrument, stated percentage | 13% | ||||||||||||
Subsequent Event | CRE Private Company B | Unfunded | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | $ 15,000,000 | ||||||||||||
Subsequent Event | CRE Private Company B | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | 20,700,000 | ||||||||||||
Subsequent Event | CRE Private Company B | Company and Affiliate | Affiliated Entity | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Revolving credit loan commitment | $ 56,400,000 | ||||||||||||
Subsequent Event | AFC Agent | |||||||||||||
Subsequent Event [Line Items] | |||||||||||||
Principal repayment of loans | $ 4,700,000 | ||||||||||||
Proceeds from related exit fees | $ 100,000 |