Welcome to Clarice Mortgage Trust's first quarter 2024 earnings conference call. My name is Elliot and I'll be your conference facilitator today. All participants will be in listen-only mode. After the speaker's remarks, there will be a question and answer period. If you would like to ask a question, please press star 1 on your telephone keypad. I would like to hand the call over to On Wynn, Vice President of Investor Relations, Clarice Mortgage Trust. Please proceed.

I'm joined by Richard Mack, Chief Executive Officer and Chairman of Claris Mortgage Trust, and Mike McGillis, President and Chief Financial Officer and Director of Claris Mortgage Trust. We also have Kevin Cullinan, Executive Vice President, who leads MREX Origination, and Priyanka Garg, Executive Vice President, who leads MREX Portfolio and Asset Management. Prior to this call, we distributed CMTG's earnings release and supplements. We encourage you to reference these documents in conjunction with the information presented on today's call. If you have any questions, please contact me. I'd like to remind everyone that today's call may include forward-looking statements within the meeting of the Private Securities Litigation Reform Act of 1995. ASHA results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including those discussed in our other filings with the SEC. Any forward-looking statements made on this call represent our views only as of today, and we undertake no obligation to update them. We will also be referring to certain non-GAAP financial measures on today's call, such as distributable earnings, which we believe may be important to investors to assess our operating performance. For reconciliations of non-GAAP measures to their nearest GAAP equivalents, please refer to the earnings supplement. I would now like to turn the call

over to Richard. Thank you all for joining us this morning for CNTG's first quarter earnings call. The meaningful decline in inflation at the beginning of the year provided rate-sensitive investors much optimism. Unfortunately, the last several months have revealed a different narrative. Recent inflation trends have been volatile and have generally come in higher than expectations, making what seemed to be all but certain Fed rate cuts now very uncertain. As it relates to commercial real estate, we believe the general outlook for the industry will remain challenging for the remainder of the year and into 2025. We expect continued headwinds in the higher rate environment and because of a lack of clarity around the direction of interest rates. In addition to trying to handicap election year Fed actions, a number of variables also add further complexity to the outlook, including U.S. economic uncertainty, growing U.S. debt levels, and geopolitical tensions in Ukraine, the Middle East, and in East Asia. In our view, it is this uncertain environment, especially around interest rates, that has placed the real estate capital markets in stasis. No one wants to acknowledge value declines if interest rate cuts are just around the corner. Against this backdrop, we have been observing slowly increasing cap rates and decreasing real estate valuations that to date reflect not where short-term rates are, but where investors expect them to sell. Sellers and buyers are dancing, but not committing to each other, resulting in vastly lower transaction volumes that have not only limited investors' ability to refinance and recapitalize properties, but have also resulted in less new loans issued and bonds available. This lack of product has been driving down lending spreads for many types of real estate financing, despite valuation uncertainties. while this is helpful it does not yet reflect a recovery similar to previous cycles real estate investors are awaiting the re-emergence of real transaction volume and an active real estate capital market to provide confidence and a much-needed liquidity infusion this may be starting as evidenced by tightening spreads and investors looking to the revalued real estate sector for attractive risk-adjusted returns, but is by no means conclusive. Real estate transactions across almost all asset classes remain muted relative to historical norms. As you know from prior calls, CMTG has been executing our business strategy through the lens of a higher for longer rate environment. We continue to believe that a conservative and defensive stance is prudent given the uncertainty around where interest rates and loan spreads will ultimately settle. Higher interest rates have translated into higher financing costs for borrowers, with many continuing to contend with negative leverage. Therefore, we expect repayments to be slow and repayment timing less predictable. Further, it is likely that these trends will continue to impact our borrowers and portfolio, and as we look ahead, we remain committed to loan resolutions and optimizing shareholder value. During this period, we anticipate that proactive asset management will remain a key focus for our team. As we work with borrowers, we expect them to not only demonstrate an operational commitment to their assets, but a financial commitment to them. For example, during the first quarter, we received repayments on two construction loans, notably one of which was a four-rated loan. We believe that this not only speak to the liquidity that is starting to return to the market, but also to the quality of the sponsorships and the assets underlying our loans. I would now like to turn the call over to

Mike. Thank you, Richard. For the first quarter of 2024, CMTG reported a gap net loss of $0.39 per share and a distributable loss of $0.12 per share. Distributable earnings per share prior to realized losses were $0.20 per share compared to $0.31 per share for the prior quarter. The quarter-over-quarter change is primarily a result of the impact of seasonality on the New York City REO hotel portfolio, which accounted for an $0.08 per share swing, as well as three loans placed on non-accrual during the first quarter, which negatively impacted earnings by $0.03 per share. We'll discuss the non-accrual loans in more detail later on the call. As previously discussed, the first quarter is generally the weakest quarter for New York City hotels, particularly compared to traditionally strong performance in the fourth quarter. CMTG's loans held for investment portfolio decreased to $6.7 billion at March 31st from $6.9 billion at December 31st. The quarter-over-quarter change is attributable to follow-on fundings of $143 million, more than offset by the impact of loan repayments totaling $146 million and the reclassification of a $216 million four-rated loan to held for sale. Additionally, as mentioned in our last earnings call, at year-end 2023, we classified three loans secured by a variety of asset classes as held for sale and completed the sales of such loans during the first quarter of 2024 for $262 million. This sales price represented 96% of the loan's UPB. As noted, this loan sale did not impact the first quarter loans held for investment portfolio because these loans were classified as held for sale at year end. Reflected in our first quarter results are the resolutions of two four-rated loans. The first $104 million construction loan on a hospitality asset located in New York City had been risk-rated for since 2020. During the quarter, we received a full repayment of this loan, including all contractual interest as well as some default interest and late fees. Despite the borrower's delay in executing its business plan, the borrower is able to identify and transact with another lender to refinance our position. We believe that CMTG's successful outcome with this loan speaks well to our conviction on collateral values and also suggest potential signs of a more normalized capital markets environment. The second loan, a $216 million construction loan secured by two multifamily assets in Southern California with a remaining unfunded commitment of $45 million, had been downgraded to a four-risk rating in the second quarter of 2023 and placed on nonaccrual status last quarter. After careful consideration, we concluded that a loan sale was the best course of action, and in April we completed the sale of the loan at 80% of UPB. Our first quarter balance sheet reflects this loan is held for sale, net of a $42 million principal charge-off. Executing the sale enabled us to add liquidity, reduce debt levels, and reduce our future funding obligations. While our sponsor has the multifamily development expertise to take over these types of assets, after careful consideration, we decided that there were more effective uses of the capital and resources required to complete construction and stabilize and sell these assets. At March 31st, multifamily assets represented our largest exposure at 40% of our portfolio. We continue to have conviction in the long-term outlook of the sector with a particular focus on select high-growth markets. As previously mentioned, we are seeing some borrowers navigating the pressures of negative leverage, and we are actively monitoring these loans and working with our borrowers. During the quarter, we placed three multifamily loans with a combined UPB of $186 million on nonaccrual status. the first is a 97 million loan collateralized by a 376 unit multi-family complex located in the las vegas msa the second is a 50 million loan collateralized by a 206 unit multi-family complex located in phoenix arizona and the third is a 39 million dollar loan collateralized by a 370 unit Multifamily Complex located in Dallas, Texas. We continue to maintain a long-term favorable outlook on the multifamily sector, and our sponsor's deep experience as an owner, operator, and developer has informed our asset management approach with regard to these non-accrual loans. We have been aggressively pursuing our remedies and want to highlight that compared to the multifamily construction loan we sold, these three new non-accrual loans, which all share the same sponsor are vastly different these three new non-accrual loans are all cash flowing operating properties with solid occupancy which were downgraded primarily as a result of the borrower's inability to contend with the impact of higher financing costs on their ability to execute their business plan by comparison pursuing foreclosure for these assets requires much less capital resources than the in-process construction loans and may translate to improved earnings relative to holding the loans on nonaccrual status in the near term. With this in mind, we believe there may be select opportunities to foreclose on multifamily assets with in-place cash flow and execute the borrower's original business plan but at a much lower cost basis and leverage levels. Total CECL reserves as a percentage of UPB increased to 2.6% compared to 2.2% for the prior quarter. Specific CECL reserves represented 22.9% the UPB of our loans with a specific CECL reserve. The general CECL reserve of 1.6% was comprised of 3.1% of the UPB on four-rated loans and 0.9% of the UPB on the remaining loans. During the quarter, we recorded provisions for CECL reserves of $70 million, of which $42 million relates to the realized loss on the previously mentioned loan that was transferred to Held for Sale and sold in April 2024. Now turning to financing and liquidity. At March 31, we reported $265 million in total liquidity, which includes cash and approved and undrawn credit capacity. Unencumbered loans totaled $419 million, of which 93% were senior loans. Compared to last quarter, our portfolio's unfunded loan commitment declined from $1.1 billion to $890 million. Of the $890 million of unfunded loan commitments, approximately $115 million relates to loans, which we do not believe the borrower will be able to meet conditions precedent to funding, reducing our expected future funding levels to $775 million. To fund this, we have $453 million of in-place financing commitments, leaving a projected equity or net funding requirement of $321 million, which we expect to fund over the course of approximately 2.7 years. At March 31st, we had total financing capacity of $7.2 billion with aggregate outstanding balances of $5.5 billion. Our overall financing balance declined $226 million from the prior quarter, primarily due to a combination of loan sales and loan repayments, as well as proactive voluntary deleveraging of specific assets. During the quarter, we made voluntary deleveraging payments of $82 million, bringing this total to $439 million since the first quarter of 2023. As a result, at March 31, four-rated loans and five-rated loans maintained materially lower financing advance rates of 59% and 47% respectively, compared to 66% for loans with a three-risk rating. As Richard mentioned, we continue to manage the portfolio in the context of a higher for longer rate environment. We believe that our management team has deep industry and multi-cyclical experience to navigate through this challenging capital markets and credit environment. In addition, we believe that our sponsor's experience as an owner, operator, and developer provides us with additional market insights to effectively evaluate and pursue a broader range of alternatives and maximize recovery in various situations. Looking ahead, our priorities continue to be focused on liquidity, proactive deleveraging, loan resolutions, and proactive asset management. Over the past several quarters, we've demonstrated our commitment to liquidity management and loan resolutions from loan sales to pursuing our remedies, executing with an objective of maximizing recoveries in a challenging environment. Operator, I would now like to open the call for questions.

Thank you. If you would like to ask a question, please press star followed by one on your telephone If you would like to withdraw your question, please press star followed by two. When preparing to ask your question, please ensure your device is unmuted locally. Our first question comes from Rick Shane with J.P. Morgan. Your line is open. Please go ahead. Thanks for taking my questions this morning, guys.

Look, I think the number one question that comes up is obviously the ability to sustain the dividend or the desirability to sustain the dividend. You guys noted DEA excluding realized losses or excluding losses of 20 cents. That's a nickel below the current dividend run rate. There's obviously drag from 650, and I apologize, approximately 650 million non-accruals. Is the dividend, does it make sense to sustain it at these levels, given the average to preserve liquidity?

Thanks, Rick. This is my good question. I think this is something that we look at each quarter with our board. When looking at Q1, I think it's important to keep in mind that the distributable earnings pre-credit were adversely impacted by New York City hotel portfolio. So adjusting that, we get much closer to the $0.25 dividend level. But when we look at this, we're trying to look at really what our dividend paying capacity to long term. We look at this every quarter with our board and looking at, you know, multiples to continue to look at with our board regularly.

Got it. I appreciate that. And it is a good point on the seasonality on the hotel. Look, the other question that we've received a couple of times from investors is, obviously, there was a very, very quick migration from a four-rated loan to a realized loss. And, again, I appreciate that when you move them to held for sale, that pulls things forward, and that's actually helpful in understanding the numbers. But can you just help us understand a little bit about really what the development was there that caused you guys to act so quickly?

Yeah. Hi, Rick. It's Priyanka. I'll take that one. It was really just new information that was received. So at year end, we were pursuing a foreclosure on that asset. We were focused on owning it. We had a foreclosure date that was publicly available. And as we approached that foreclosure date during the first quarter, a number of credible buyers began approaching us and saying, we're interested in buying this loan from you. And so in conjunction with our development team, we spent a lot of time and did a lot of analysis on the tradeoffs between taking the discount today, getting the liquidity today, versus holding the asset, foreclosing on it, developing, stabilizing, which would result in a non-earning asset for an extended period of time. And so we concluded that the price talk that we were engaged with, and particularly with the credible buyers who could close quickly, it was a really, it was a good price relative to the amount of profit that could potentially be realized, particularly when you take into account the amount of time and the impact on earnings. So that was really the migration. It was just new information that

was available to us uh Priyanka that's really helpful just in understanding sort of the thought process and and frankly the the scenarios that you guys face and I think that you know that's probably not unique you're going to have to make those decisions over and over again and I appreciate

the context on that thank you guys thanks Rick we now turn to Doug Harter with UBS your line is

open. Please go ahead. Thank you. Turning back to liquidity, last quarter you had modified some of your interest coverage covenants. Can you just give us an update as to where you stand on those covenants there and then just around your indebtedness covenants? Does that include all asset level debt and your level of comfort around that covenant as well? Sure. Thanks, Doug. Good

question. Yeah, we complied with all of our covenants at the end of Q1. As outlined in our 10-Q, we do expect to have to work with our lenders, in particular repo lenders, not modification of our interest covenant mechanics. We've been having very constructive dialogues with something else, and then we're comfortably passing all of our other covenants.

Great. Are there any tradeoffs that you have to make in those conversations or, you know, if you just go back to the prior ones so you don't have to give away what you're currently negotiating?

No, I mean, I think it's, I think a lot of it is really just being a, you know, responsible counterparty, maintaining an open and transparent dialogue with our, with our lenders, actively deleveraging our pro financings over the course of the, and I think that kind of.

Very helpful. Thank you.

Our next question comes from Don Sandetti with Wells Fargo. Your line is open. Please go ahead.

Yes, can you talk about, it looks like the $400 million multifamily California loan was moved to a four this quarter. Can you talk about that migration?

Yeah, hi, Don, it's Priyanka. That is, you know, we had a borrower who had a interest rate cap that they needed to purchase during the first quarter. As we're seeing with some borrowers, there's a hesitancy to protect at the levels that they are at. And so they wanted to approach us about modification discussions. We're in those discussions with the borrower right now. But given that messaging from them, we did migrate them to a foreign onto the watch list prior to this. They had been protecting each month and putting in new capital. We're optimistic about the resolution there. It's an excellent asset, high-quality, best-in-class kind of property. So we'll pursue those discussions. We're deep in them right now with the borrower, and we'll have some sort of direction or resolution in the coming quarters.

So it sounds like, at least as you sit here today, it doesn't feel like it's going to a five at this point.

Based on what we know today, no.

Okay, thanks. We now turn to Steve Delaney with JMP Securities. Your line is open. Please go ahead.

Good morning, and thank you for taking my questions. I wanted to ask about loan sale activity. We've observed that Claro's and TRTS TPG have been the two commercial mortgage rates most active in this market, and it's uh so i wanted to ask about that the 172 million mike that was on the books at march 31

how many loans does that represent uh that is that is um it's two loans to the same sponsor uh on two separate pieces of collab cross collateral okay and then you sold three in

the fourth quarter, I believe, you know, as well. So, yes, we put three loans.

Oh, go ahead. Go ahead. No, I was going to say we put three loans into the Loans Hell for Sale in Q4, and then we view this other loan that we completed the sale in April that's in Loans Hell for Sale at the end of Q1. We view that as sort of one loan, even though it's two loans, same sponsor.

I guess the question is, since this is a bit of a new topic, as part of asset management, it's part of working through the problems and, I guess, working through this down cycle that we're in in real estate. But if you could just offer your observations, having done this for you and Richard for many years, how deep is this loan sale market and who are the buyers? Are they credit hedge funds, or are these real property investors that are looking to use a loan-to-own type of strategy to acquire attractive properties for investment? I just appreciate your big-picture thoughts on that topic. Sure, Steve.

You want to go to it, Mike? Okay. Okay. So I think it's a combination. There's many different buyers. As it relates to loans that we've sold kind of very close to par, and there's been quite a bit of them, or at par, those are primarily hedge fund type of buyers who really are having a hard time trying to play what they view as a very – as a distressed real estate market, because there's not as much to do in the market as one would expect. As it relates to certainly the sale that we just made at a significant discount, that was to a family office with a development, with a developer in tow. And their feeling is, this is a way to get into an asset at a significant discount, understanding that they're going to have to cut through quite a bit of hair to make that happen. So I think that there are a lot of people out there searching for really high returning opportunities, and in a market where there's very little transaction volume, they're just not that much to stress out there. And so the market feels quite deep relative to the product that's available. I think if more assets were available for sale, that might feel a little bit different. But right now, there does seem to be adequate, if not extensive, demand to buy loans, whether they be kind of at relatively large discounts or at par.

That's very helpful, caller. And probably the most encouraging comments I've heard about the capital flows around commercial real estate and the commercial mortgage rates in some time. So I appreciate the opportunity to discuss it, and thank you for your comments. Thanks, Steve.

Our final question comes from Jade Romani with KBW. Your line is open. Please go ahead.

Thank you very much. On the Connecticut office loan totaling $150 million, could you please give an update? It was originated before COVID, so presumably the underwriting did not factor in today's environment. Additionally, the maturity date was in February of this year. I was wondering also, it's $150 million, so a sizable loan, which would suggest it's in a large market, perhaps Stanford, Hartford, and also if you could comment on, you know, what's going on with the leasing of that asset.

Yeah. Hi, Jay. Thank you for the question. It's Priyanka. I'll take that one. So it's in – it did mature during the quarter. We are very close to extending that loan. There's a lot going on at the sponsorship level where, you know, I don't want to disclose too much, but there's a transaction coming down the pike. So our modification with the borrower is likely to be a short-term one, followed by then a more significant modification after that, depending on the status of this transaction that I'm referring to. That said, leasing clearly has not been on par with what was originally underwritten. That said, they have done a very good job of retaining tenants. Tenants are very happy in the assets and are renewing leases, albeit short term. So the waltz has not been as attractive as we would like to see. But I think that the most important global comment I can make here is that there's a tremendous amount of credit support here, primarily in the form of repayment guarantees from credit-worthy warm bodies. So, it is a large loan. We're very focused on it, but the sponsor is focused on it as well for the reasons I just mentioned.

Are you able to indicate which market it is?

It's in Stanford.

Okay. What about other upcoming 2024 maturities? It's quite a number of large ones, like the New York condo loan. You know, one of your peers had some issues in that segment, specifically the higher end of the market. There's also New York land loan and finally California hospitality.

Yeah. So I'll just speak broadly about about just maturities that we're seeing coming. Most of 2024 is there's very few initial maturities and or sorry, final maturities. And so on those final maturities, we have a path to payoff here for many of them. We understand the transactions that our borrowers are working on. And we also have line of sight modifications with some of those where we're going to need to extend beyond that final maturity date. In terms of our initial maturity dates, more than half of those loans are going to meet all of their extension tests as of right. So we'll have to do a few modifications. We'll work with borrowers. Going back to Mike's comment, if they're willing to put some capital in and they have the operational expertise, we're going to work with the borrowers. We're not in the business of owning these assets, but we're happy to modify them for the right transactions. In terms of some of the specifics that you mentioned, we don't have any high-end condos in New York City. There's a very small New York City condo loan that has maturity in 2025 that was extended, but we feel very good about our exposure on the condo front in Africa.

Okay. And lastly, just on the dividend again, I understand the emphasis in your commentary around long-term earnings potential, but we're in kind of a volatile environment with a lot of uncertainty, and you all seem to be steeped in the day-to-day blocking, tackling of asset management and also managing liabilities. So why not take the additional step of reducing the dividend to create additional leeway and also protect book value? You know, when you are paying out more in dividends than you're earning, that's downward pressure on book value. So investors clearly project a trough book value. Any comments on those considerations?

Jay, those are discussions we regularly have at the board level. You raise all good points there, and those are always things we consider.

Thanks a lot. This concludes our Q&A. I'll now hand back to Richard Mack for closing remarks.

Thank you, and thank you all for joining us. I will reiterate, you know, these are tough times in the real estate market. It's a market where we are facing almost a complete lockup of the market with very little transaction volume. But even amidst this market, we are seeking to be opportunistic as we manage through a cyclical downturn. We are pushing for loan payoffs. We are selling loans. We are modifying loans. We are foreclosing opportunistically. We are deleveraging. And we are getting ready to originate again because we know that this too will pass. so thank you all for joining and we appreciate your support

ladies and gentlemen today's call is now concluded we'd like to thank you for your participation you may now just connect your lines