8-K

Apollo Commercial Real Estate Finance, Inc. (ARI)

8-K 2022-02-09 For: 2022-02-08
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Added on April 04, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 8, 2022

Apollo Commercial Real Estate Finance, Inc.

(Exact name of registrant as specified in its charter)

Maryland 001-34452 27-0467113
(State or other jurisdiction<br> <br>of incorporation) (Commission<br> <br>File Number) (IRS Employer<br> <br>Identification No.)
c/o Apollo Global Management, Inc.<br> <br>9 West 57th Street, 43rd Floor<br> <br>New York, New York 10019
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(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (212) 515-3200

n/a

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br> <br>Symbol(s) Name of each exchange<br> <br>on which registered
Common Stock, $0.01 par value ARI New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On February 8, 2022, Apollo Commercial Real Estate Finance, Inc. (the “Company”) issued a summary press release and a detailed presentation announcing its financial results for the quarter and year ended December 31, 2021. A copy of the summary press release and the detailed presentation are attached as Exhibit 99.1 and Exhibit 99.2, respectively, hereto and incorporated herein by reference.

The information in Item 2.02 of this Current Report, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, unless it is specifically incorporated by reference therein.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No. Description
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99.1 Summary press release dated February 8, 2022
99.2 Financial results presentation dated February 8, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Apollo Commercial Real Estate Finance, Inc.
By: /s/ Stuart A. Rothstein
Name: Stuart A. Rothstein
Title: President, Chief Executive Officer,<br> <br>Chief Financial Officer, Treasurer and<br> <br>Secretary

Date: February 8, 2022

EX-99.1

Exhibit 99.1

LOGO


CONTACT: Hilary Ginsberg
Investor Relations
(212) 822-0767

APOLLO COMMERCIAL REAL ESTATE FINANCE, INC.

REPORTS FOURTH QUARTER 2021 RESULTS

New York, NY, February 8, 2022 – Apollo Commercial Real Estate Finance, Inc. (the “Company” or “ARI”) (NYSE:ARI), today reported results for the quarter and year ended December 31, 2021.

For the fourth quarter of 2021, net income available to common stockholders per diluted share of common stock was $0.23 and Distributable Earnings (a non-GAAP financial measure defined below) and Distributable Earnings prior to realized losses and impairments on real estate owned and investments were $0.32 per share of common stock.

Commenting on the financial results, Stuart Rothstein, Chief Executive Officer and President of the Company, and interim Chief Financial Officer, Secretary and Treasurer said: “ARI’s mortgage portfolio grew by 20% in 2021 to over $7.9 billion and produced Distributable Earnings^(1)^ in excess of the Company’s common stock dividend. In addition, ARI added $800 million of term leverage during the past year, fortifying our balance sheet and lowering our cost of capital. We are proud of ARI’s achievements in 2021 and have carried that momentum forward into 2022 as we continue to deliver attractive, risk adjusted returns to our stockholders.”

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(1) Prior to realized losses and impairments on real estate owned and investments

ARI issued a detailed presentation of the Company’s three months and year ended December 31, 2021 results, which can be viewed at www.apolloreit.com.

Conference Call and Webcast:

Members of the public who are interested in participating in the Company’s fourth quarter and full year 2021 earnings teleconference call should dial from the U.S., (877) 331-6553, or from outside the U.S., (760) 666-3769, shortly before 10:00 a.m. on February 9, 2022 and reference the Apollo Commercial Real Estate Finance, Inc. Teleconference Call (number 9966758). Please note the teleconference call will be available for replay beginning at 1:00 p.m. on Wednesday, February 9, 2022 and ending at midnight on Wednesday, February 16, 2022. To access the replay, callers from the U.S. should dial (855) 859-2056 and callers from outside the U.S. should dial (404) 537-3406 and enter conference identification number 9966758.

Distributable Earnings

“Distributable Earnings”, a non-GAAP financial measure, is defined as net income available to common stockholders, computed in accordance with GAAP, adjusted for (i) equity-based compensation expense (a portion of which may become cash-based upon final vesting and settlement of awards should the holder elect net share settlement to satisfy income tax withholding), (ii) any unrealized gains or losses or other non-cash items (including depreciation and amortization on real estate owned) included in net income available to common stockholders, (iii) unrealized income from unconsolidated joint ventures, (iv) foreign currency gains (losses), other than (a) realized gains/(losses) related to interest income, and (b) forward point gains/(losses) realized on the Company’s foreign currency hedges, (v) the non-cash amortization expense related to the reclassification of a portion of the Company’s convertible senior notes (the “Notes”) to stockholders’ equity in accordance with GAAP, and (vi) provision for loan losses.

The weighted-average diluted shares outstanding used for Distributable Earnings per weighted-average diluted share has been adjusted from weighted-average diluted shares under GAAP to exclude shares issued from a potential conversion of the Notes. Consistent with the treatment of other unrealized adjustments to Distributable Earnings, these potentially issuable shares are excluded until a conversion occurs, which the Company believes is a useful presentation for investors. The Company believes that excluding shares issued in connection with a potential conversion of the Notes from its computation of Distributable Earnings per weighted-average diluted share is useful to investors for various reasons, including the following: (i) conversion of Notes to shares requires both the holder of a Note to elect to convert the Note and for the Company to elect to settle the conversion in the form of shares; (ii) future conversion decisions by Note holders will be based on the Company’s stock price in the future, which is presently not determinable; (iii) the exclusion of shares issued in connection with a potential conversion of the Notes from the computation of Distributable Earnings per weighted-average diluted share is consistent with how the Company treats other unrealized items in its computation of Distributable Earnings per weighted-average diluted share; and (iv) the Company believes that when evaluating its operating performance, investors and potential investors consider the Company’s Distributable Earnings relative to its actual distributions, which are based on shares outstanding and not shares that might be issued in the future.

As a REIT, U.S. federal income tax law generally requires the Company to distribute annually at least 90% of its REIT taxable income, without regard to the deduction for dividends paid and excluding net capital gains, and that the Company pay tax at regular corporate rates to the extent that it annually distributes less than 100% of its net taxable income. Given these requirements and the Company’s belief that dividends are generally one of the principal reasons shareholders invest in a REIT, the Company generally intends over time to pay dividends to its stockholders in an amount equal to its net taxable income, if and to the extent authorized by the Company’s board of directors. Distributable Earnings is a key factor considered by the Company’s board of directors in setting the dividend and as such the Company believes Distributable Earnings is useful to investors.

During the year ended December 31, 2021, the Company recorded realized losses in the consolidated statement of operations related to the change in expected sales timing of the Company’s real estate owned, held for sale, the foreclosure of the collateral related to a hotel loan, and the sale of a loan previously classified as held for sale.

The Company believes it is useful to its investors to also present Distributable Earnings prior to realized losses and impairments on real estate owned, investments, and interest rate swap to reflect its operating results because (i) the Company’s operating results are primarily comprised of earning interest income on its investments net of borrowing and administrative costs, which comprise the Company’s ongoing operations and (ii) it has been a useful factor related to the Company’s dividend per share because it is one of the considerations when a dividend is determined. The Company believes that its investors use Distributable Earnings and Distributable Earnings prior to realized losses and impairments on real estate owned, investments, and interest rate swap, or a comparable supplemental performance measure, to evaluate and compare the performance of the Company and its peers.

A significant limitation associated with Distributable Earnings as a measure of the Company’s financial performance over any period is that it excludes unrealized gains (losses) from investments. In addition, the Company’s presentation of Distributable Earnings may not be comparable to similarly-titled measures of other companies, that use different calculations. As a result, Distributable Earnings should not be considered as a substitute for the Company’s GAAP net income as a measure of its financial performance or any measure of its liquidity under GAAP. Distributable Earnings are reduced for realized losses on loans which include losses that management believes are near certain to be realized.

A reconciliation of Distributable Earnings, and Distributable Earnings prior to realized losses and impairments on real estate owned, investments, and interest rate swap, to GAAP net income (loss) available to common stockholders is included in the detailed presentation of the Company’s three months and year ended December 31, 2021 results, which can be viewed at www.apolloreit.com.

About Apollo Commercial Real Estate Finance, Inc.

Apollo Commercial Real Estate Finance, Inc. (NYSE: ARI) is a real estate investment trust that primarily originates, acquires, invests in and manages performing commercial first mortgage loans, subordinate financings and other commercial real estate-related debt investments. The Company is externally managed and advised by ACREFI Management, LLC, a Delaware limited liability company and an indirect subsidiary of Apollo Global Management, Inc., a high-growth, global alternative asset manager with approximately $481 billion of assets under management at September 30, 2021.

Additional information can be found on the Company’s website at www.apolloreit.com.

Forward-Looking Statements

Certain statements contained in this press release constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond the Company’s control. These forward-looking statements include information about possible or assumed future results of the Company’s business, financial condition, liquidity, results of operations, plans and objectives. When used in this release, the words believe, expect, anticipate, estimate, plan, continue, intend, should, may or similar expressions, are intended to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking: macro- and micro-economic impact of the COVID-19 pandemic; the severity and duration of the COVID-19 pandemic; actions taken by governmental authorities to contain the COVID-19 pandemic or treat its impact; the efficacy of vaccines or other remedies and the speed of their distributions and administration; the impact of the COVID-19 pandemic on the Company’s financial condition, results of operations, liquidity and capital resources; market trends in the Company’s industry, interest rates, real estate values, the debt securities markets or the general economy; the timing and amounts of expected future fundings of unfunded commitments; the return on equity; the yield on investments; the ability to borrow to finance assets; the Company’s ability to deploy the proceeds of its capital raises or acquire its target assets; and risks associated with investing in real estate assets, including changes in business conditions and the general economy. For a further list and description of such risks and uncertainties, see the reports filed by the Company with the Securities and Exchange Commission. The forward-looking statements, and other risks, uncertainties and factors are based on the Company’s beliefs, assumptions and expectations of its future performance, taking into account all information currently available to the Company. Forward-looking statements are not predictions of future events. The Company disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.

EX-99.2

Exhibit 99.2 A P O L L O C O M M E R C I A L R E A L E S T A T E F I N A N C E , I N C . Q4 & FY 2021 Financial Results February 8, 2022 Information is as of December 31, 2021, except as otherwise noted. It should not be assumed that investments made in the future will be profitable or will equal the performance of the investments in this document.

Forward Looking Statements and Other Disclosures This presentation may contain forward-looking statements that are within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are intended to be covered by the safe harbor provided by the same. Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond management’s control. These forward-looking statements may include information about possible or assumed future results of Apollo Commercial Real Estate Finance, Inc.’s (the “Company,” “ARI,” “we,” “us” and “our”) business, financial condition, liquidity, results of operations, plans and objectives. When used in this presentation, the words “believe,” “expect,” “anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,” “may” or similar expressions, are intended to identify forward-looking statements. Statements regarding the following subjects, among others, may be forward-looking: the macro- and micro-economic impact of the COVID-19 pandemic; the severity and duration of the COVID-19 pandemic; actions taken by governmental authorities to contain the COVID-19 pandemic or treat its impact; the impact of the COVID-19 pandemic on our financial condition, results operations, liquidity and capital resources; ARI’s business and investment strategy; ARI’s operating results; ARI’s ability to obtain and maintain financing arrangements; the timing and amounts of expected future fundings of unfunded commitments; and the return on equity, the yield on investments and risks associated with investing in real estate assets including changes in business conditions and the general economy. The forward-looking statements are based on management’s beliefs, assumptions and expectations of future performance, taking into account all information currently available to ARI. Forward-looking statements are not predictions of future events. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to ARI. Some of these factors are described under “Risk Factors,” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in ARI’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and other filings with the Securities and Exchange Commission (“SEC”), which are accessible on the SEC’s website at www.sec.gov. If a change occurs, ARI’s business, financial condition, liquidity and results of operations may vary materially from those expressed in ARI’s forward- looking statements. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible for management to predict those events or how they may affect ARI. Except as required by law, ARI is not obligated to, and does not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. This presentation contains information regarding ARI’s financial results that is calculated and presented on the basis of methodologies other than in accordance with accounting principles generally accepted in the United States (“GAAP”), including Distributable Earnings and Distributable Earnings per share. Please refer to page 19 for a definition of “Distributable Earnings” and the reconciliation of the applicable GAAP financial measures to non-GAAP financial measures set forth on page 18. This presentation may contain statistics and other data that in some cases has been obtained from or compiled from information made available by third-party service providers. ARI makes no representation or warranty, expressed or implied, with respect to the accuracy, reasonableness or completeness of such information. Past performance is not indicative nor a guarantee of future returns. Index performance and yield data are shown for illustrative purposes only and have limitations when used for comparison or for other purposes due to, among other matters, volatility, credit or other factors (such as number and types of securities). Indices are unmanaged, do not charge any fees or expenses, assume reinvestment of income and do not employ special investment techniques such as leveraging or short selling. No such index is indicative of the future results of any investment by ARI. Unless the context requires otherwise, references in this presentation to “Apollo” refer to Apollo Global Management, Inc., together with its subsidiaries, and references in this presentation to the “Manager” refer to ACREFI Management, LLC, an indirect subsidiary of Apollo Global Management, Inc. 1

ARI 2021 Highlights 1,a Strong Distributable Earnings Well-Covered Dividend $1.48 1.1x 1 2 Distributable Earnings per Diluted Share of Common Stock Coverage Ratio for Dividend per Share of Common Stock Robust Originations Activity Durable Balance Sheet $3.2 Billion $1.9 Billion 3 New Mortgage Commitments Closed of Unencumbered Loan Assets a) Amount reflects Distributable Earnings, prior to realized losses and impairments on real estate owned, investments, and interest rate swap See footnotes on page 19 2

Summary Results ➢ Net interest income of $59.2 million ➢ Net income available to common stockholders of $34.0 million, or $0.23 per diluted share of common stock Q4 1,a Financial Results ➢ Distributable Earnings of $45.8 million, or $0.32 per diluted share of common stock 4 ➢ Declared a common stock dividend of $0.35 per share for Q4 2021, resulting in a 10.5% dividend yield ➢ Committed $3.2 billion in 2021; $1.7 billion ($1.3 billion funded at close) to new mortgages during Q4 Originations 5 5 ➢ Gross add-on fundings of $522 million in 2021; $145 million in Q4 ➢ Received $1.6 billion of full repayments in 2021; $793 million in Q4 6,b ➢ Total loan portfolio of $7.9 billion with w/a unlevered all-in yield of 4.9% – 89% first mortgages Loan Portfolio – 98% floating rate c ➢ 86% of US floating-rate loans have in-the-money benchmark floors with a w/a of 0.99% 3 ➢ $1.9 billion of unencumbered loan assets ➢ Modified covenants under existing $785 million Term Loan B to increase maximum ratio of total debt to tangible net worth, increase maximum ratio of unencumbered assets to pari-passu indebtedness and expand unencumbered asset definition Capitalization 7 ➢ Ended year with total common equity market capitalization of $1.8 billion ➢ Ended year with $367 million of total liquidity, comprised of $343 million in cash on hand and $24 million of approved and undrawn credit capacity a) Amount reflects Distributable Earnings, prior to realized losses and impairments on real estate owned, investments, and interest rate swap b) Excludes benefit of forward points on currency hedges related to loans denominated in currencies other than USD c) Excludes loans on non-accrual See footnotes on page 19 3

Portfolio Activity Q4 Portfolio Activity YTD’21 Portfolio Activity ($ in mm) 9 8 8 9 Key Highlights Q4’21 $1.7 billion 100% 5.7% 59% YTD’21 $3.2 billion 5.6% 62% 100% Commitments to Floating Rate Weighted Average Weighted Average a b New Mortgage Loans Mortgages Unlevered All-in Yield Loan-to-Value a) Includes benefit of forward points on currency hedges related to loans denominated in currencies other than USD; Weighted Average Unlevered All-in Yield is based on the applicable benchmark rates as of period and includes accrual of origination, and extension. b) Represents as-is loan-to-value based on fully funded principal See footnotes on page 19 4

Book Value per Share 10 Quarterly Book Value per Share 10 Book Value per Share Roll Forward General CECL BVPS excl. General CECL BVPS Allowance & Depreciation Allowance & Depreciation 12/31/2020 $15.08 ($0.30) $15.38 (+) Earnings in excess of dividends $0.08 - $0.08 (+) Net reversal of Specific CECL Allowance $0.07 - $0.07 (+) Net unrealized gain on currency hedges $0.04 - $0.04 (-) Other ($0.02) - ($0.02) (-) Vesting and delivery of RSUs ($0.08) - ($0.08) (-) Change in General CECL Allowance & Depreciation $0.02 $0.02 - 9 Change during period $0.11 $0.02 $0.09 12/31/2021 $15.19 ($0.28) $15.47 See footnotes on page 19 5

Capital Structure Overview Capital Structure Composition Conservative Capital Management Strategy ($ in mm) Six Secured Debt Counterparties and One Private Securitization Borrowings denominated in USD, GBP, EUR, and SEK a Secured Debt Obligations to reduce currency risk $4,159 (50%) c ~70% Weighted Average Available Advance Rate Across Secured Debt Obligations 11 2.4x Debt to Equity Ratio Term Senior $1,285 Loan B Notes (15%) $785 (9%) $500 (6%) 12 1.8x Fixed Charge Coverage $575 (7%) Convertible Notes $169 (2%) Preferred Stock 3 $1.9 Billion of Unencumbered Loan Assets b $2,164 (28%) Common Equity Book Value $800 million of term leverage added during 2021 a) Weighted-average rates of applicable benchmark rates plus spreads of USD: +2.00% / GBP: +1.86% / EUR: +1.42% / SEK: +1.50% b) Reflects book value per sharQ e (2 2021 excluding General CECL Allowance and depreciation) of $15.47 multiplied by shares of common stock outstanding c) Based on maximum available advance rates across secured debt counterparties See footnotes on page 19 6

Loan Portfolio Overview W/A Unlevered All-in Yield on Number of Loans Carrying Value 6,a Loan Portfolio 67 ~$7.9 billion 4.9% W/A Remaining Fully- W/A Portfolio Loan-to- 13 W/A Portfolio Risk Rating 13,16 13,b Extended Term Value 3.1 2.9 Years 60% Collateral Diversification Loan Position 14 c a) Excludes benefit of forward points on currency hedges related to loans denominated in currencies other than USD b) Weighted average loan-to-value (“LTV”) reflects the LTV at the time the loan was originated; excludes risk-rated 5 loans c) Other property types include: Parking Garages (3%), Caravan Parks (3%), Mixed Use (3%), Multifamily Development (2%), and Urban Predevelopment (2%) See footnotes on page 19 7

Loan Portfolio Overview (cont’d) ($ in mm) United a 9 New York City Other Europe Southeast Midwest West Other Total Property Type Kingdom Hotel $179 / 2% $145 / 2% $508 / 6% $430 / 5% $61 / 1% $272 / 3% $281 / 4% $1,875 / 24% Office 557 / 7% 515 / 7% 403 / 5% - 226 / 3% - - 1,701 / 22% Residential-for-sale - 785 / 10% - 102 / 1% - - 70 / 1% 957 / 12% Urban Retail 353 / 4% 318 / 4% 41 / 1% - - - - 712 / 9% Residential-for-rent 236 / 3% 18 / 0% - 8 / 0% 133 / 2% 52 / 1% 31 / 0% 478 / 6% Retail Center 310 / 4% - - - 105 / 1% - - 415 / 5% Industrial - - 345 / 4% 4 / 0% 10 / 0% 13 / 0% 5 / 0% 377 / 5% Healthcare 219 / 3% - - 21 / 0% 22 / 0% 20 / 0% 34 / 0% 316 / 4% b 10,15, Other 442 / 6% 220 / 3% - 145 / 2% 132 / 2% - 122 / 2% 1,061 / 13% 9,15 Total $2,297 / 29% $2,001 / 25% $1,296 / 16% $709 / 9% $689 / 9% $356 / 5% $543 / 7% $7,891 / 100% General CECL Reserve $34 9 Carrying value, net $7,857 Sweden Northeast 2% 4% West Midwest United Mid- Kingdom 5% 9% Atlantic New York 29% 2% City Germany 25% 6% Southwest Spain 3% 3% Southeast Italy 9% 3% a) Other geographies include Southwest (3%), Northeast (2%), Mid-Atlantic (2%), and Other International (<1%) b) Other property types include Parking Garages (3%), Caravan Parks (3%), Mixed Use (3%), Multifamily Development (2%), and Urban Predevelopment (2%) Note: Map does not show locations where percentages are 1% or lower See footnotes on page 19 8

Q4 Business Update ▪ Committed $1.7 billion ($1.3 billion funded) to new floating rate mortgage loans 5 ▪ Completed $145 million of gross add-on fundings during the quarter ($112 million net of secured credit facility advances) New Loan Commitments Portfolio ▪ $720 million of full loan repayments across 8 floating-rate first mortgages ▪ $73 million of subordinate loan sales ▪ $66 million in partial loan repayments from a combination of condo sale proceeds and deleveraging Full Repayments/Loan Sales Summary of Repayments and Sales See footnotes on page 19 9

Q4 Business Update (cont’d) Originations: a a ▪ Committed $167 million ($160 million funded at close) to a floating-rate first mortgage secured by an office portfolio in Milan, Italy. a ▪ Upsize of $106 million to an existing floating-rate first mortgage secured by a portfolio of retail warehouse properties in the United Kingdom. Repayments: a ▪ Received $359 million repayment of a floating-rate first mortgage secured by an urban retail property in Subsequent London, U.K. All accrued contractual and default interest was collected at the time of satisfaction. Events ▪ Received $44 million repayment of a floating-rate subordinate construction loan secured by an interest in a mixed-use property in Brooklyn, NY. ▪ Received $32 million repayment of a floating-rate subordinate loan secured by an equity interest in a portfolio of healthcare facilities and a $13 million repayment of a related CMBS horizontal risk retention interest. Add-on Fundings: 5 ▪ Completed $60 million of gross add-on fundings a) Conversion to USD on date of commitment, funding and/or repayment See footnotes on page 19 10

Senior Loan Portfolio Overview (Page 1 of 2) ($ in mm) Origination Amortized Unfunded Construction 3rd Party Fully-extended 13, 16 Hotel Date Cost Commitments Loan Subordinate Debt Maturity Location Loan 1 10/2019 $263 $40 8/2024 Y Various, Spain Loan 2 11/2021 221 26 Y 11/2026 Various, UK/Ireland Loan 3 4/2018 152

  • 4/2023 Honolulu, HI Loan 4 9/2015 145 - 6/2024 Manhattan, NY Loan 5 7/2021 139 39 8/2026 Various, US Loan 6 8/2019 136 - 8/2024 Various, Italy Loan 7 5/2018 115 - 6/2024 Miami, FL Loan 8 3/2017 106 - 3/2022 Atlanta, GA Loan 9 10/2021 99 - 11/2026 New Orleans, LA Loan 10 11/2018 90 - 12/2023 Vail, CO Loan 11 12/2019 60 - 1/2025 Tucson, AZ Loan 12 11/2021 59 104 Y 12/2026 St. Thomas, USVI Loan 13 5/2021 59 2 Y 6/2026 Fort Lauderdale, FL Loan 14 5/2019 52 - 6/2024 Chicago, IL Loan 15 10/2021 44 47 Y 10/2026 Lake Como, Italy Loan 16 12/2015 43 - 8/2024 St. Thomas, USVI Loan 17 2/2018 26 1 11/2024 Pittsburgh, PA Loan 18 12/2021 23 34 Y 6/2025 Dublin, Ireland Subtotal/W.A. - Hotel $1,832 $293 Office Loan 19 2/2020 $227 $- 2/2025 London, UK Loan 20 1/2020 214 75 Y 2/2025 Long Island City, NY Loan 21 6/2019 212 15 8/2026 Berlin, Germany Loan 22 9/2019 189 - 9/2023 London, UK Loan 23 10/2018 187 - 10/2023 Manhattan, NY Loan 24 11/2017 132 - 1/2023 Chicago, IL a Loan 25 12/2017 123 - Y 7/2022 London, UK Loan 26 3/2018 86 - Y 4/2023 Chicago, IL Loan 27 11/2021 25 57 11/2025 Y Milan, Italy Loan 28 12/2019 19 2 4/2022 Edinburgh, Scotland Subtotal/W.A. - Office $1,414 $149 Urban Retail b Loan 29 12/2019 $353 $- 12/2023 London, UK Loan 30 8/2019 318 - Y 9/2024 Manhattan, NY Subtotal/W.A. - Urban Retail $671 - a) Includes £20.0 million ($27.1 million converted to USD) subordinate participating interest b) Loan was repaid subsequent to period end See footnotes on page 19 11

Senior Loan Portfolio Overview (Page 2 of 2) ($ in mm) Origination Amortized Unfunded Construction 3rd Party Fully-extended 13, 16 Residential-for-sale Date Cost Commitments Loan Subordinate Debt Maturity Location Loan 31 12/2021 $180 $57 1/2027 Manhattan, NY Loan 32 12/2018 105 74 Y Y 12/2023 Manhattan, NY Loan 33 12/2021 102 - Y 1/2026 Hallandale Beach, FL Loan 34 12/2019 70 12 11/2025 Y Boston, MA Loan 35 1/2018 21 2 Y 1/2023 Manhattan, NY Loan 36 6/2018 6 - Y 7/2022 Manhattan, NY Subtotal/W.A. - Residential-for-sale $484 $145 Residential-for-rent Loan 37 12/2021 $236 $18 12/2026 Various, UK Loan 38 5/2021 82 - 5/2026 Cleveland, OH Loan 39 4/2014 60 - 7/2023 Various Loan 40 11/2014 50 - 6/2023 Various, US Loan 41 2/2020 50 1 3/2024 Cleveland, OH Subtotal/W.A. - Residential-for-rent $478 $19 Retail Center Loan 42 10/2021 $311 $- 10/2026 Various, UK 17 Loan 43 11/2014 105 - 9/2022 Cincinnati, OH Subtotal/W.A. - Retail Center $416 - Mixed Use Loan 44 12/2019 $127 $710 6/2025 Y Y London, UK Loan 45 12/2019 54 - 12/2024 London, UK Subtotal/W.A. - Mixed Use $181 $710 Other Loan 46 - Industrial 3/2021 $284 $- 5/2026 Various, Sweden Loan 47 - Parking Garages 5/2021 269 5 5/2026 Various, US a Loan 48 - Portfolio 6/2021 267 27 6/2026 Various, Germany Loan 49 - Caravan Parks 2/2021 221 - 2/2028 Various, UK Loan 50 - Healthcare 10/2019 219 - 10/2024 Various, UK 17 Loan 51 - Multifamily Development 3/2017 177 - 7/2022 Brooklyn, NY 17 Loan 52 - Urban Predevelopment 1/2016 122 - 9/2022 Miami, FL Subtotal/W.A. - Other $1,559 $32 9 Total/W. A. - First Mortgage $7,035 $1,348 3.1 Years 8 a) Includes portfolio of office, industrial, and retail property types See footnotes on page 19 12

14 Subordinate Loan Portfolio Overview ($ in mm) Origination Amortized Unfunded Construction 3rd Party Fully-extended 13, 16 Residential-for-sale Date Cost Commitments Loan Subordinate Debt Maturity Location a Loan 53 6/2015 $238 $- 3/2022 Y Y Manhattan, NY a, b Loan 54 5/2020 153 - Y Y 3/2022 Manhattan, NY a, b Loan 55 11/2017 82 - Y Y 3/2022 Manhattan, NY Subtotal/W.A. - Residential-for-sale $473 - Office Loan 56 1/2019 $100 $- 12/2025 Manhattan, NY Loan 57 7/2013 14 - 7/2022 Manhattan, NY Loan 58 8/2017 8 - 9/2024 Troy, MI Subtotal/W.A. - Office $122 - Healthcare d Loan 59 7/2019 $51 $- Y 6/2024 Various, US c Loan 60 1/2019 32 - 1/2024 Various, US c, d Loan 61 2/2019 13 - Y 1/2034 Various, US Subtotal/W.A. - Healthcare $96 - Mixed Use Loan 62 12/2018 $42 $9 Y 12/2023 Brooklyn, NY Loan 63 2/2019 40

  • 6/2022 London, UK Loan 64 7/2012 7 - 8/2022 Chapel Hill, NC Subtotal/W.A. - Mixed Use $89 $9 Other Loan 65 - Industrial 5/2013 $32 $- 5/2023 Various, US Loan 66 - Hotel 6/2015 24 - 7/2025 Phoenix, AZ Loan 67 - Hotel 6/2018 20 - 6/2023 Las Vegas, NV Subtotal/W.A. - Other $76 - 9 Total/W.A. - Subordinate $856 $9 1.3 Years 9,15 Total/W.A. - Portfolio $7,891 $1,357 2.9 Years General CECL Reserve $34 9 Total Carrying value, net $7,857 a) Loans are secured by the same property. b) Previously disclosed as one loan. c) Loan and single-asset, single-borrower CMBS are secured by the same properties, both were repaid after period end d) In the form of a single-asset, single-borrower CMBS See footnotes on page 19 13

Loan Maturities and Future Fundings Profile 16,18,19 Fully-Extended Loan Maturities and Expected Future Fundings by Net Equity ($ in mm) a a 20 Net Interest Income Sensitivity to Benchmark Rates Note: Assumes future financing, in certain cases, against mortgages that are not currently financed a) Net of expected secured credit facility advances See footnotes on page 19 14

Appendix 15

Consolidated Balance Sheets (in thousands - except share data) December 31, 2021 December 31, 2020 f Assets: Cash and cash equivalents $343,106 $325,498 a,b Commercial mortgage loans, net 7,012,312 5,451,084 b Subordinate loans and other lending assets, net 844,948 1,045,893 Real estate owned, net (net of of $2,645 accumulated depreciation in 2021) 151,788 - Other assets 47,753 74,640 Derivative assets 16,788 - Real estate owned, held for sale, net - 42,905 Total Assets $8,416,695 $6,940,020 Liabilities and Stockholders' Equity Liabilities: Secured debt arrangements, net (net of deferred financing costs of $9,062 and $12,993 in 2021 and 2020, respectively) $4,150,268 $3,436,672 Senior secured term loan, net (net of deferred financing costs of $12,734 and $7,130 in 2021 and 2020, respectively) 768,325 483,465 Senior secured notes, net (net of deferred financing costs of $5,949 and $0 in 2021 and 2020, respectively) 494,051 - Convertible senior notes, net 569,979 565,654 c Accounts payable, accrued expenses and other liabilities 102,609 74,887 Participations sold 27,064 34,974 Payable to related party 9,773 9,598 Debt related to real estate owned, held for sale - 33,000 Derivative liabilities, net - 31,241 Total Liabilities $6,122,069 $4,669,491 Commitments and Contingencies Stockholders’ Equity: Preferred stock, $0.01 par value, 50,000,000 shares authorized, Series B, 0 and 6,770,393 shares issued and outstanding in 2021 and 2020, respectively ($0 and $169,260 liquidation preference), respectively, and Series B-1, 6,770,393 and 0 shares issued and outstanding in 2021 and 2020, respectively ($169,260 and $0 liquidation preference) $68 $68 Common stock, $0.01 par value, 450,000,000 shares authorized, 139,894,060 and 139,295,867 shares issued and outstanding in 2021 and 2020, respectively 1,399 1,393 Additional paid-in-capital 2,721,042 2,707,792 Accumulated deficit (427,883) (438,724) Total Stockholders’ Equity $2,294,626 $2,270,529 Total Liabilities and Stockholders’ Equity $8,416,695 $6,940,020 a) Includes $5,957,707 and $5,418,999 pledged as collateral under secured debt arrangements in 2021 and 2020, respectively b) Net of $178,588 and $213,102 CECL Allowances in 2021 and 2020, respectively, comprised of $145,000 and $175,000 Specific CECL Allowance and $33,588 and $38,102 General CECL Allowance, respectively. c) Includes $3,106 and $3,365 of General CECL Allowance related to unfunded commitments on commercial mortgage loans, subordinate loans and other lending assets, net in 2021 and 2020, respectively 16

Consolidated Statements of Operations (in thousands - except share and per share data) Three months ended December 31, Year Ended December 31, 2021 2020 2021 2020 Net interest income: Interest income from commercial mortgage loans $85,595 $77,116 $327,702 $309,134 Interest income from subordinate loans and other lending assets 18,343 22,944 100,413 118,435 Interest expense (44,730) (35,364) (162,522) (148,891) Net interest income $59,208 $64,696 $265,593 $278,678 Revenue from real estate owned operations 11,647 - 18,917 - Total Net Revenue $70,855 $64,696 $284,510 $278,678 Operating expenses: General and administrative expenses (includes equity-based compensation of $4,089 and $17,633 in 2021 and $7,269 and $16,815 in 2020, respectively) (8,610) (7,269) (28,845) (26,849) Management fees to related party (9,773) (9,598) (38,160) (39,750) Operating expenses related to real estate owned (11,015) - (19,923) - Depreciation and amortization on real estate owned (1,097) - (2,645) - Total operating expenses ($30,495) ($16,867) ($89,573) ($66,599) Other income 36 125 3,821 1,604 Realized loss on investments (767) (30,190) (20,767) (47,632) a Reversals of (provision for) loan losses and impairments, net (1,817) 26,354 34,773 (125,600) Realized losses and impairments on real estate owned - - (550) - Foreign currency translation gain (loss) (3,879) 35,304 (31,687) 26,916 Gain (Loss) on foreign currency forward contracts (includes unrealized gains (losses) of $46,714 and $(26,499) in 2021 and 2020, respectively) 2,021 (42,702) 41,674 (9,743) Gain (loss) on interest rate hedging instruments (includes unrealized gains (losses) of $1,314 and $14,604 in 2021 and 2020, respectively) 1,143 (40) 1,314 (39,247) Net income $37,097 $36,680 $223,515 $18,377 Preferred dividends (3,068) (3,385) (12,964) (13,540) Net income available to common stockholders $34,029 $33,295 $210,551 $4,837 Net income per basic share of common stock $0.23 $0.23 $1.48 $0.01 Net income per diluted share of common stock $0.23 $0.23 $1.46 $0.01 Basic weighted-average shares of common stock outstanding 139,894,060 140,036,383 139,869,244 148,004,385 Diluted weighted-average shares of common stock outstanding 142,391,653 140,036,383 168,402,515 148,004,385 Dividend declared per share of common stock $0.35 $0.35 $1.40 $1.45 a) For the three months ended December 31, 2021 and 2020, comprised of $24,950 in Specific CECL Reversals in 2020, and ($1,817) and $1,404 in General CECL Reversals (Allowance) in 2021 and 2020, respectively. For the years ended December 31, 2021 and 2020, comprised of $30,000 and $(118,019) Specific CECL Reversals (Allowance), respectively, and $4,773 and $(10,600) of General CECL Reversals (Allowance), respectively, and a $3,019 reversal of a previously recorded impairment on an equity investment for the three months ended and year ended December 31, 2020. 17

1 Reconciliation of GAAP Net Income to Distributable Earnings (in thousands - except share and per share data) Three months ended December 31, Year Ended December 31, 1 Distributable Earnings : 2021 2020 2021 2020 Net income available to common stockholders: $34,029 $33,294 $210,551 $4,837 Adjustments: Equity-based compensation expense 4,484 4,089 17,633 16,815 Unrealized (gain) loss on interest rate swap——— (14,470) (Gain) Loss on foreign currency forwards (2,021) 42,702 (41,674) 9,743 Foreign currency (gain) loss, net 3,879 (35,304) 31,687 (26,916) Unrealized (gain) loss on interest rate cap (1,143) 40 (1,314) (134 Realized gains (losses) relating to interest income on foreign currency hedges, net 216 692 (1,342) 1,945 Realized gains relating to forward points on foreign currency hedges, net 1,869 1,355 1,994 5,088 Amortization of the convertible senior notes related to equity reclassification 836 788 3,272 3,084 Depreciation and amortization on real estate owned 1,097 2,645 - Provision for (reversal of) loan losses and impairments 1,817 (26,354) (34,773) 125,600 Realized losses and impairments on real estate owned and investments 767 30,190 21,317 47,632 Realized loss on interest rate swap——— 53,851 Total adjustments 11,801 18,198 (555) 222,238 1 Distributable Earnings, prior to realized loss and impairments on real estate owned, investments and interest rate swap $45,830 $51,492 $209,996 $227,075 Realized loss and impairments on real estate owned investments (767) (30,190) (21,317) (47,632) Realized loss on interest rate swap——— (53,851) 1 Distributable Earnings $45,063 $21,302 $188,679 $125,592 1 Weighted-average diluted shares – Distributable Earnings : Weighted-average diluted shares – GAAP 139,894,060 140,036,383 168,402,515 148,004,385 Weighted-average unvested RSUs 2,497,593 2,036,107 2,456,409 2,030,467 Reversal of hypothetical conversion of the Notes—— (28,533,271)— 1 Weighted-average diluted shares – Distributable Earnings 142,391,653 142,072,490 142,325,653 150,034,852 1 Distributable Earnings , per share, prior to realized losses and impairments on real estate owned, investments and interest rate swap $0.32 $0.36 $1.48 $1.51 1 Distributable Earnings per share of common stock $0.32 $0.15 $1.33 $0.84 See footnotes on page 19 18

Footnotes 1. Distributable Earnings, formerly known as Operating Earnings, is a non-GAAP financial measure that we define as net income available to common stockholders, computed in accordance with GAAP, adjusted for (i) equity-based compensation expense (a portion of which may become cash-based upon final vesting and settlement of awards should the holder elect net share settlement to satisfy income tax withholding), (ii) any unrealized gains or losses or other non-cash items (including depreciation and amortization on real estate owned) included in net income available to common stockholders, (iii) unrealized income from unconsolidated joint ventures, (iv) foreign currency gains (losses), other than (a) realized gains/(losses) related to interest income, and (b) forward point gains/(losses) realized on our foreign currency hedges, (v) the non-cash amortization expense related to the reclassification of a portion of our convertible senior notes to stockholders’ equity in accordance with GAAP, and (vi) provision for loan losses and impairments. Please see page 18 for a reconciliation of GAAP net income to Distributable Earnings. 2. Represents Distributable Earnings, prior to realized losses and impairments on real estate owned, investments, and interest rate swap per share to dividend per share for the twelve months ended December 31, 2021. 3. Represents loan assets with no asset-specific financing. Pursuant to our Term Loan B agreement, we are required to maintain a ratio of total unencumbered assets to total pari-passu indebtedness of at least 2.50:1. Unencumbered assets are comprised of unencumbered loan assets, cash, other assets and residual equity interests in entities where we hold assets financed under repurchase obligations. 4. Reflects closing share price on February 7, 2022. 5. Quarterly add-on fundings represent fundings on loans closed prior to the quarter. 2021 add-on fundings represent fundings on loans closed in prior years. 6. Weighted Average Unlevered All-in Yield on the loan portfolio is based on the applicable benchmark rates as of period end on the floating rate loans and includes accrual of origination, extension, and exit fees. For non-US deals, yield excludes incremental forward points impact from currency hedging. 7. Common equity market capitalization represents common shares outstanding times the closing stock price on December 31, 2021. 8. Other includes transfer to real estate owned, changes in current expected credit loss allowance, foreign currency appreciations/depreciation, PIK interest, and the accretion of loan costs and fees. 9. Amounts and percentages may not foot due to rounding. 10. Book value per share of common stock is common stockholders’ equity divided by shares of common stock outstanding. 11. Represents total debt, less cash and loan proceeds held by servicer divided by total stockholders' equity, adjusted to add back the General CECL Allowance in line with our covenants. 12. Fixed charge coverage is EBITDA divided by interest expense and preferred stock dividends. 13. Based on loan amortized cost. 14. Includes two subordinate risk retention interests in securitization vehicles classified as Subordinate Loans. 15. Gross of $34 million of General CECL Allowance. 16. Assumes exercise of all extension options. 17. Amortized cost for these loans is net of the recorded Specific CECL Allowances and impairments. 18. Future funding dates and amounts are based upon the Manager’s estimates, which are derived from the best information available to the Manager at the time. There is no assurance that the payments will occur in accordance with these estimates or at all, which could affect our operating results. 19. Excludes risk-rated 5 loans. 20. Any such hypothetical impact on interest rates on our variable rate borrowings does not consider the effect of any change in overall economic activity that could occur in a rising interest rate environment. Further, in the event of a change in interest rates of that magnitude, we may take actions to further mitigate our exposure to such a change. However, due to the uncertainty of the specific actions that would be taken and their possible effects, this analysis assumes no changes in our financial structure. The analysis incorporates movements in USD and GBP benchmark rates only. 19