8-K
STARWOOD PROPERTY TRUST, INC. (STWD)
UNITED STATESSECURITIES 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): May 9, 2025
Starwood Property Trust, Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 001-34436 | 27-0247747 |
|---|---|---|
| (State or other jurisdiction <br>of incorporation) | (Commission<br>File Number) | (IRS Employer<br>Identification No.) |
| 2340 Collins Avenue, Suite 700<br><br>Miami Beach, FL | 33139 | |
| --- | --- | |
| (Address of principal | (Zip Code) | |
| executive offices) |
Registrant’s telephone number,including area code:(305) 695-5500
(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:
☐ 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)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, $0.01 par value per share | STWD | 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 May 9, 2025, Starwood Property Trust, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2025. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit<br><br>Number | Description |
|---|---|
| 99.1 | Press Release, dated May 9, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
EXHIBIT INDEX
| Exhibit<br>Number | Description |
|---|---|
| 99.1 | Press Release, dated May 9, 2025 |
SIGNATURE
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.
| Dated: May 9, 2025 | STARWOOD PROPERTY TRUST, INC. | |
|---|---|---|
| By: | /s/ RINA PANIRY | |
| Name: | Rina Paniry | |
| Title: | Chief Financial Officer, Treasurer, Chief Accounting Officer and Principal Financial Officer |
4
Document
Exhibit 99.1
For Immediate Release
Starwood Property Trust Reports Results for
Quarter Ended March 31, 2025
– Quarterly GAAP Earnings of $0.33 and Distributable Earnings (DE) of $0.45 per Diluted Share –
– Invested $2.3 Billion, Including $1.4 Billion in Commercial Lending and Record $0.7 Billion in Infrastructure Lending –
– Closed $1.3 Billion After Quarter End, Including $0.9 Billion in Commercial Lending –
– Issued $500 Million of Corporate Debt, Extending Average Maturity to 3.7 Years –
– Current Liquidity of $1.5 Billion –
– Paid Quarterly Dividend of $0.48 per Share for Over a Decade –
MIAMI BEACH, FL, May 9, 2025 /PRNewswire/ -- Starwood Property Trust, Inc. (NYSE: STWD) today announced operating results for the fiscal quarter ended March 31, 2025. The Company’s first quarter 2025 GAAP net income was $112.3 million, and Distributable Earnings (a non-GAAP financial measure) was $156.3 million.
“We entered 2025 with significant financial flexibility, diversified business lines, and a solid investment portfolio that we expect to grow significantly this year, with commercial lending originations to date already surpassing all of last year. Our pipeline across businesses continues to be very active. Dislocation in securitized markets, as we are seeing today, always creates outsized opportunities for us,” commented Barry Sternlicht, Chairman and CEO of Starwood Property Trust.
“With $18 billion of capital raised since our IPO, we have a demonstrated ability to access capital markets across varied market conditions. We also continue to benefit from our diverse business model, high levels of liquidity, no corporate debt maturities for over a year, $4.9 billion of unencumbered assets and $1.5 billion of unrealized property gains which we can harvest to create incremental distributable earnings,” added Jeffrey DiModica, President of Starwood Property Trust.
Supplemental Schedules
The Company has published supplemental earnings schedules on its website in order to provide additional disclosure and financial information for the benefit of the Company’s stakeholders. Specifically, these materials can be found on the Company’s website in the Investor Relations section under “Quarterly Results” at www.starwoodpropertytrust.com.
Webcast and Conference Call Information
The Company will host a live webcast and conference call on Friday, May 9, 2025, at 10:00 a.m. Eastern Time. To listen to a live broadcast, access the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary audio software. The webcast is available at www.starwoodpropertytrust.com in the Investor Relations section of the website. The Company encourages use of the webcast due to potential extended wait times to access the conference call via dial-in.
To Participate via Telephone Conference Call:
Dial in at least 15 minutes prior to start time.
Domestic: 1-877-407-9039
International: 1-201-689-8470
Conference Call Playback:
Domestic: 1-844-512-2921
International: 1-412-317-6671
Passcode: 13750625
The playback can be accessed through May 23, 2025.
About Starwood Property Trust, Inc.
Starwood Property Trust (NYSE: STWD), an affiliate of global private investment firm Starwood Capital Group, is a leading diversified finance company with a core focus on the real estate and infrastructure sectors. As of March 31, 2025, the Company has successfully deployed over $104 billion of capital since inception and manages a portfolio of over $26 billion across debt and equity investments. Starwood Property Trust’s investment objective is to generate attractive and stable returns for shareholders, primarily through dividends, by leveraging a premiere global organization to identify and execute on the best risk adjusted returning investments across its target assets. Additional information can be found at www.starwoodpropertytrust.com.
Forward-Looking Statements
Statements in this press release which are not historical fact may be deemed forward-looking statements 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. Forward-looking statements are developed by combining currently available information with our beliefs and assumptions and are generally identified by the words “believe,” “expect,” “anticipate” and other similar expressions. Although Starwood Property Trust, Inc. believes the expectations reflected in any forward-looking statements are based on reasonable assumptions, it can give no assurance that its expectations will be attained. Factors that could cause actual results to differ materially from the Company’s expectations include, but are not limited to, completion of pending investments and financings, continued ability to acquire additional investments, competition within the finance and real estate industries, availability of financing, and other risks detailed under the heading “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as well as other risks and uncertainties set forth from time to time in the Company’s reports filed with the SEC, including its Quarterly Report on Form 10-Q for the quarter ended March 31, 2025.
In light of these risks and uncertainties, there can be no assurances that the results referred to in the forward-looking statements contained herein will in fact occur. Except to the extent required by applicable law or regulation, we undertake no obligation to, and expressly disclaim any such obligation to, update or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, changes to future results over time or otherwise.
Additional information can be found on the Company’s website at www.starwoodpropertytrust.com.
Contact: Zachary Tanenbaum
Starwood Property Trust
Phone: 203-422-7788
Email: ztanenbaum@starwood.com
Starwood Property Trust, Inc. and Subsidiaries
Condensed Consolidated Statement of Operations by Segment
For the three months ended March 31, 2025
(Amounts in thousands)
| Commercial and<br>Residential<br>Lending<br>Segment | Infrastructure<br>Lending<br>Segment | Property<br>Segment | Investing<br>and Servicing<br>Segment | Corporate | Subtotal | Securitization<br>VIEs | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Revenues: | ||||||||||||||||
| Interest income from loans | $ | 290,299 | $ | 60,456 | $ | — | $ | 3,168 | $ | — | $ | 353,923 | $ | — | $ | 353,923 |
| Interest income from investment securities | 23,889 | 154 | — | 28,174 | — | 52,217 | (39,996) | 12,221 | ||||||||
| Servicing fees | 65 | — | — | 21,829 | — | 21,894 | (4,434) | 17,460 | ||||||||
| Rental income | 8,203 | — | 16,315 | 4,665 | — | 29,183 | — | 29,183 | ||||||||
| Other revenues | 3,010 | 1,015 | 234 | 1,039 | 95 | 5,393 | — | 5,393 | ||||||||
| Total revenues | 325,466 | 61,625 | 16,549 | 58,875 | 95 | 462,610 | (44,430) | 418,180 | ||||||||
| Costs and expenses: | ||||||||||||||||
| Management fees | 180 | — | — | — | 40,583 | 40,763 | — | 40,763 | ||||||||
| Interest expense | 165,551 | 35,154 | 8,977 | 8,133 | 74,538 | 292,353 | (195) | 292,158 | ||||||||
| General and administrative | 14,606 | 5,018 | 1,414 | 22,501 | 4,608 | 48,147 | — | 48,147 | ||||||||
| Costs of rental operations | 5,518 | — | 6,018 | 3,284 | — | 14,820 | — | 14,820 | ||||||||
| Depreciation and amortization | 3,607 | 10 | 5,865 | 1,751 | 251 | 11,484 | — | 11,484 | ||||||||
| Credit loss (reversal) provision, net | (25,759) | 760 | — | — | — | (24,999) | — | (24,999) | ||||||||
| Other expense | (25) | 1,923 | (82) | 35 | — | 1,851 | — | 1,851 | ||||||||
| Total costs and expenses | 163,678 | 42,865 | 22,192 | 35,704 | 119,980 | 384,419 | (195) | 384,224 | ||||||||
| Other income (loss): | ||||||||||||||||
| Change in net assets related to consolidated VIEs | — | — | — | — | — | — | 28,691 | 28,691 | ||||||||
| Change in fair value of servicing rights | — | — | — | (114) | — | (114) | 867 | 753 | ||||||||
| Change in fair value of investment securities, net | 7,397 | — | — | (22,629) | — | (15,232) | 15,059 | (173) | ||||||||
| Change in fair value of mortgage loans, net | 42,574 | — | — | 15,830 | — | 58,404 | — | 58,404 | ||||||||
| Income from affordable housing fund investments | — | — | 3,910 | — | — | 3,910 | — | 3,910 | ||||||||
| Earnings (loss) from unconsolidated entities | 1,296 | (622) | — | 245 | — | 919 | (382) | 537 | ||||||||
| (Loss) gain on derivative financial instruments, net | (65,838) | (19) | (98) | (1,073) | 27,339 | (39,689) | — | (39,689) | ||||||||
| Foreign currency gain (loss), net | 34,616 | 236 | (61) | — | — | 34,791 | — | 34,791 | ||||||||
| Other (loss) income, net | (489) | — | (828) | 4 | — | (1,313) | — | (1,313) | ||||||||
| Total other income (loss) | 19,556 | (405) | 2,923 | (7,737) | 27,339 | 41,676 | 44,235 | 85,911 | ||||||||
| Income (loss) before income taxes | 181,344 | 18,355 | (2,720) | 15,434 | (92,546) | 119,867 | — | 119,867 | ||||||||
| Income tax provision | (294) | (133) | — | (3,339) | — | (3,766) | — | (3,766) | ||||||||
| Net income (loss) | 181,050 | 18,222 | (2,720) | 12,095 | (92,546) | 116,101 | — | 116,101 | ||||||||
| Net (income) loss attributable to non-controlling interests | (3) | — | (5,084) | 1,241 | — | (3,846) | — | (3,846) | ||||||||
| Net income (loss) attributable to Starwood Property Trust, Inc. | $ | 181,047 | $ | 18,222 | $ | (7,804) | $ | 13,336 | $ | (92,546) | $ | 112,255 | $ | — | $ | 112,255 |
Definition of Distributable Earnings
Distributable Earnings, a non-GAAP financial measure, is used to compute the Company’s incentive fees to its external manager and is an appropriate supplemental disclosure for a mortgage REIT. For the Company’s purposes, Distributable Earnings is defined as GAAP net income (loss) excluding non-cash equity compensation expense, the incentive fee due to the Company’s external manager, acquisition costs for successful acquisitions, depreciation and amortization of real estate and associated intangibles, any unrealized gains, losses or other non-cash items recorded in net income (loss) for the period and, to the extent deducted from net income (loss), distributions payable with respect to equity securities of subsidiaries issued in exchange for properties or interests therein. The amount is adjusted to exclude one-time events pursuant to changes in GAAP and certain other non-cash adjustments as determined by the Company’s external manager and approved by a majority of the Company’s independent directors. Refer to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2025 for additional information regarding Distributable Earnings.
Reconciliation of Net Income to Distributable Earnings
For the three months ended March 31, 2025
(Amounts in thousands except per share data)
| Commercial and<br>Residential<br>Lending<br>Segment | Infrastructure<br>Lending<br>Segment | Property<br>Segment | Investing<br>and Servicing<br>Segment | Corporate | Total | |||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Net income (loss) attributable to Starwood Property Trust, Inc. | $ | 181,047 | $ | 18,222 | $ | (7,804) | $ | 13,336 | $ | (92,546) | $ | 112,255 |
| Add / (Deduct): | ||||||||||||
| Non-controlling interests attributable to Woodstar II Class A Units | — | — | 4,659 | — | — | 4,659 | ||||||
| Non-controlling interests attributable to unrealized gains/losses | — | — | (3,374) | (4,503) | — | (7,877) | ||||||
| Non-cash equity compensation expense | 2,792 | 600 | 109 | 1,397 | 8,452 | 13,350 | ||||||
| Management incentive fee | — | — | — | — | 10,061 | 10,061 | ||||||
| Depreciation and amortization | 3,742 | — | 5,971 | 1,852 | — | 11,565 | ||||||
| Interest income adjustment for loans and securities | 6,216 | — | — | 15,162 | — | 21,378 | ||||||
| Consolidated income tax provision associated with fair value adjustments | 294 | 133 | — | 3,339 | — | 3,766 | ||||||
| Other non-cash items | 3 | — | 295 | (366) | — | (68) | ||||||
| Reversal of GAAP unrealized and realized (gains) / losses on: | ||||||||||||
| Loans | (42,574) | — | — | (15,830) | — | (58,404) | ||||||
| Credit loss (reversal) provision, net | (25,759) | 760 | — | — | — | (24,999) | ||||||
| Securities | (7,397) | — | — | 22,629 | — | 15,232 | ||||||
| Woodstar Fund investments | — | — | (3,910) | — | — | (3,910) | ||||||
| Derivatives | 65,838 | 19 | 98 | 1,073 | (27,339) | 39,689 | ||||||
| Foreign currency | (34,616) | (236) | 61 | — | — | (34,791) | ||||||
| (Earnings) loss from unconsolidated entities | (1,296) | 622 | — | (245) | — | (919) | ||||||
| Recognition of Distributable realized gains / (losses) on: | ||||||||||||
| Loans | (180) | — | — | 14,707 | — | 14,527 | ||||||
| Securities | (31) | — | — | (2,533) | — | (2,564) | ||||||
| Woodstar Fund investments | — | — | 20,321 | — | — | 20,321 | ||||||
| Derivatives | 29,041 | 53 | (97) | (1,024) | (7,034) | 20,939 | ||||||
| Foreign currency | 386 | (33) | (61) | — | — | 292 | ||||||
| Earnings (loss) from unconsolidated entities | 1,296 | (108) | — | 606 | — | 1,794 | ||||||
| Distributable Earnings (Loss) | $ | 178,802 | $ | 20,032 | $ | 16,268 | $ | 49,600 | $ | (108,406) | $ | 156,296 |
| Distributable Earnings (Loss) per Weighted Average Diluted Share | $ | 0.51 | $ | 0.06 | $ | 0.05 | $ | 0.14 | $ | (0.31) | $ | 0.45 |
Starwood Property Trust, Inc. and Subsidiaries
Condensed Consolidated Balance Sheet by Segment
As of March 31, 2025
(Amounts in thousands)
| Commercial and<br>Residential<br>Lending<br>Segment | Infrastructure<br>Lending<br>Segment | Property<br>Segment | Investing<br>and Servicing<br>Segment | Corporate | Subtotal | Securitization<br>VIEs | Total | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Assets: | ||||||||||||||||
| Cash and cash equivalents | $ | 19,249 | $ | 161,387 | $ | 32,113 | $ | 22,109 | $ | 205,722 | $ | 440,580 | $ | — | $ | 440,580 |
| Restricted cash | 96,106 | 19,306 | 1,158 | 349 | 134,852 | 251,771 | — | 251,771 | ||||||||
| Loans held-for-investment, net | 13,813,048 | 2,708,931 | — | — | — | 16,521,979 | — | 16,521,979 | ||||||||
| Loans held-for-sale | 2,375,642 | — | — | 70,994 | — | 2,446,636 | — | 2,446,636 | ||||||||
| Investment securities | 871,299 | 17,158 | — | 1,148,978 | — | 2,037,435 | (1,539,976) | 497,459 | ||||||||
| Properties, net | 695,579 | — | 652,965 | 64,690 | — | 1,413,234 | — | 1,413,234 | ||||||||
| Investments of consolidated affordable housing fund | — | — | 2,065,498 | — | — | 2,065,498 | — | 2,065,498 | ||||||||
| Investments in unconsolidated entities | 26,612 | 53,483 | — | 33,265 | — | 113,360 | (14,898) | 98,462 | ||||||||
| Goodwill | — | 119,409 | — | 140,437 | — | 259,846 | — | 259,846 | ||||||||
| Intangible assets | 9,914 | — | 21,438 | 63,323 | — | 94,675 | (34,878) | 59,797 | ||||||||
| Derivative assets | 82,602 | — | 17 | 4 | 2,349 | 84,972 | — | 84,972 | ||||||||
| Accrued interest receivable | 128,296 | 14,029 | — | 338 | 28 | 142,691 | — | 142,691 | ||||||||
| Other assets | 213,713 | 3,478 | 54,472 | 9,033 | 129,108 | 409,804 | — | 409,804 | ||||||||
| VIE assets, at fair value | — | — | — | — | — | — | 37,470,618 | 37,470,618 | ||||||||
| Total Assets | $ | 18,332,060 | $ | 3,097,181 | $ | 2,827,661 | $ | 1,553,520 | $ | 472,059 | $ | 26,282,481 | $ | 35,880,866 | $ | 62,163,347 |
| Liabilities and Equity | ||||||||||||||||
| Liabilities: | ||||||||||||||||
| Accounts payable, accrued expenses and other liabilities | $ | 297,370 | $ | 36,186 | $ | 13,966 | $ | 29,395 | $ | 102,978 | $ | 479,895 | $ | — | $ | 479,895 |
| Related-party payable | — | — | — | — | 36,538 | 36,538 | — | 36,538 | ||||||||
| Dividends payable | — | — | — | — | 165,039 | 165,039 | — | 165,039 | ||||||||
| Derivative liabilities | 52,248 | — | — | — | 20,727 | 72,975 | — | 72,975 | ||||||||
| Secured financing agreements, net | 8,942,642 | 961,524 | 480,322 | 527,359 | 1,546,810 | 12,458,657 | (20,219) | 12,438,438 | ||||||||
| Collateralized loan obligations and single asset securitization, net | 1,935,109 | 1,230,187 | — | — | — | 3,165,296 | — | 3,165,296 | ||||||||
| Unsecured senior notes, net | — | — | — | — | 2,747,330 | 2,747,330 | — | 2,747,330 | ||||||||
| VIE liabilities, at fair value | — | — | — | — | — | — | 35,901,085 | 35,901,085 | ||||||||
| Total Liabilities | 11,227,369 | 2,227,897 | 494,288 | 556,754 | 4,619,422 | 19,125,730 | 35,880,866 | 55,006,596 | ||||||||
| Temporary Equity: Redeemable non-controlling interests | — | — | 426,835 | — | — | 426,835 | — | 426,835 | ||||||||
| Permanent Equity: | ||||||||||||||||
| Starwood Property Trust, Inc. Stockholders’ Equity: | ||||||||||||||||
| Common stock | — | — | — | — | 3,468 | 3,468 | — | 3,468 | ||||||||
| Additional paid-in capital | 834,079 | 591,500 | (395,292) | (746,610) | 6,060,216 | 6,343,893 | — | 6,343,893 | ||||||||
| Treasury stock | — | — | — | — | (138,022) | (138,022) | — | (138,022) | ||||||||
| Retained earnings (accumulated deficit) | 6,257,767 | 277,784 | 2,094,585 | 1,626,488 | (10,073,025) | 183,599 | — | 183,599 | ||||||||
| Accumulated other comprehensive income | 12,727 | — | — | — | — | 12,727 | — | 12,727 | ||||||||
| Total Starwood Property Trust, Inc. Stockholders’ Equity | 7,104,573 | 869,284 | 1,699,293 | 879,878 | (4,147,363) | 6,405,665 | — | 6,405,665 | ||||||||
| Non-controlling interests in consolidated subsidiaries | 118 | — | 207,245 | 116,888 | — | 324,251 | — | 324,251 | ||||||||
| Total Permanent Equity | 7,104,691 | 869,284 | 1,906,538 | 996,766 | (4,147,363) | 6,729,916 | — | 6,729,916 | ||||||||
| Total Liabilities and Equity | $ | 18,332,060 | $ | 3,097,181 | $ | 2,827,661 | $ | 1,553,520 | $ | 472,059 | $ | 26,282,481 | $ | 35,880,866 | $ | 62,163,347 |
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