8-K

STARWOOD PROPERTY TRUST, INC. (STWD)

8-K 2025-02-27 For: 2025-02-27
View Original
Added on April 06, 2026

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): February 27, 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

591 West Putnam Avenue Greenwich, CT 06830

(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 February 27, 2025, Starwood Property Trust, Inc. issued a press release announcing its financial results for the quarter and year ended December 31, 2024. 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 February 27, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

EXHIBIT INDEX

Exhibit<br>Number Description
99.1 Press Release, dated February 27, 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: February 27, 2025 STARWOOD PROPERTY TRUST, INC.
By: /s/ RINA PANIRY
Name: Rina Paniry
Title: Chief Financial Officer, Treasurer, Chief Accounting Officer and Principal Financial Officer

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Document

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Exhibit 99.1

For Immediate Release

Starwood Property Trust Reports Results for the

Quarter and Year Ended December 31, 2024

– GAAP EPS of $0.15 for the Quarter and $1.10 for the Year and Distributable EPS for the Quarter of $0.48 and $2.02 for the Year –

– Invested $1.6 Billion in the Quarter, $5.1 Billion for the Year and $1.5 Billion After Year End –

– Executed $2.3 Billion of Corporate Debt in the Quarter, Extending Average Maturity to 3.5 Years –

– Current Liquidity of $1.8 Billion –

– Paid Dividend of $0.48 per Share for the 62nd Straight Quarter –

MIAMI BEACH, FL, February 27, 2025 /PRNewswire/ -- Starwood Property Trust, Inc. (NYSE: STWD) today announced operating results for the fiscal quarter and year ended December 31, 2024. The Company’s fourth quarter 2024 GAAP net income was $51.6 million, inclusive of a $52.4 million credit loss provision, and Distributable Earnings (a non-GAAP financial measure) was $166.7 million. The Company’s full year 2024 GAAP net income was $359.9 million, inclusive of a $197.4 million credit loss provision, and Distributable Earnings was $675.0 million.

“Having a low leverage multi-cylinder platform has allowed us to invest every quarter for 15 years despite volatile and disruptive market conditions, successfully deploying over $100 billion of capital. With capital markets continuing to thaw, we expect to significantly increase our pace of investment in 2025 and have already closed $1.5 billion so far this year,” commented Barry Sternlicht, Chairman and CEO of Starwood Property Trust.

“With significant liquidity and proven access to capital at record low spreads, we are well positioned to grow across our investing cylinders. Our success is not reliant on any one of our many businesses. We have $1.5 billion of harvestable unrealized property gains and high return on equity divisions, including our special servicer (the largest named servicer in the U.S.) and our conduit (the largest non-bank contributor into CMBS in 2024),” 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 Thursday, February 27, 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: 13750198

The playback can be accessed through March 13, 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 December 31, 2024, the Company has successfully deployed over $102 billion of capital since inception and manages a portfolio of over $25 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.

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 December 31, 2024

(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 $ 321,378 $ 61,119 $ $ 5,889 $ $ 388,386 $ $ 388,386
Interest income from investment securities 26,638 115 22,978 49,731 (35,359) 14,372
Servicing fees 64 24,067 24,131 (6,481) 17,650
Rental income 6,506 16,347 4,860 27,713 27,713
Other revenues 2,349 2,152 198 1,006 563 6,268 6,268
Total revenues 356,935 63,386 16,545 58,800 563 496,229 (41,840) 454,389
Costs and expenses:
Management fees 187 41,020 41,207 41,207
Interest expense 182,958 35,891 9,647 9,918 72,283 310,697 (208) 310,489
General and administrative 11,160 5,355 727 28,092 4,103 49,437 49,437
Costs of rental operations 4,586 6,174 2,930 13,690 13,690
Depreciation and amortization 3,304 13 5,840 1,768 251 11,176 11,176
Credit loss provision, net 51,267 1,158 52,425 52,425
Other expense 14 341 234 589 589
Total costs and expenses 253,476 42,758 22,388 42,942 117,657 479,221 (208) 479,013
Other income (loss):
Change in net assets related to consolidated VIEs 31,870 31,870
Change in fair value of servicing rights 2,408 2,408 (184) 2,224
Change in fair value of investment securities, net 4,428 (14,303) (9,875) 10,385 510
Change in fair value of mortgage loans, net (99,184) 24,785 (74,399) (74,399)
Income from affordable housing fund investments 91,837 91,837 91,837
Earnings (loss) from unconsolidated entities 1,306 2,108 427 3,841 (439) 3,402
Gain on sale of investments and other assets, net 346 86 432 432
Gain (loss) on derivative financial instruments, net 184,713 93 50 3,325 (49,231) 138,950 138,950
Foreign currency (loss) gain, net (97,800) (666) 102 (98,364) (98,364)
Loss on extinguishment of debt (846) (293) (1,139) (1,139)
Other (loss) income, net (2,676) 491 207 (1,978) (1,978)
Total other income (loss) (8,867) 1,180 92,196 16,728 (49,524) 51,713 41,632 93,345
Income (loss) before income taxes 94,592 21,808 86,353 32,586 (166,618) 68,721 68,721
Income tax benefit (provision) 9,814 (155) (7,558) 2,101 2,101
Net income (loss) 104,406 21,653 86,353 25,028 (166,618) 70,822 70,822
Net (income) loss attributable to non-controlling interests (4) (23,191) 4,016 (19,179) (19,179)
Net income (loss) attributable to Starwood Property Trust, Inc. $ 104,402 $ 21,653 $ 63,162 $ 29,044 $ (166,618) $ 51,643 $ $ 51,643

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 Annual Report on Form 10-K for the year ended December 31, 2024 for additional information regarding Distributable Earnings.

Reconciliation of Net Income to Distributable Earnings

For the three months ended December 31, 2024

(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. $ 104,402 $ 21,653 $ 63,162 $ 29,044 $ (166,618) $ 51,643
Add / (Deduct):
Non-controlling interests attributable to Woodstar II Class A Units 4,660 4,660
Non-controlling interests attributable to unrealized gains/losses 15,579 (9,463) 6,116
Non-cash equity compensation expense 2,430 490 82 1,330 5,952 10,284
Management incentive fee 12,731 12,731
Depreciation and amortization 3,446 2 5,941 1,870 11,259
Interest income adjustment for securities 4,361 9,990 14,351
Consolidated income tax (benefit) provision associated with fair value adjustments (9,814) 155 7,558 (2,101)
Other non-cash items 4 277 (117) 164
Reversal of GAAP unrealized and realized (gains) / losses on:
Loans 99,184 (24,785) 74,399
Credit loss provision, net 51,267 1,158 52,425
Securities (4,428) 14,303 9,875
Woodstar Fund investments (91,837) (91,837)
Derivatives (184,713) (93) (50) (3,325) 49,231 (138,950)
Foreign currency 97,800 666 (102) 98,364
Earnings from unconsolidated entities (1,306) (2,108) (427) (3,841)
Sales of properties (86) (86)
Recognition of Distributable realized gains / (losses) on:
Loans (286) 25,953 25,667
Securities (254) (11,633) (11,887)
Woodstar Fund investments 16,100 16,100
Derivatives 43,141 65 (411) 8,335 (11,515) 39,615
Foreign currency (13,846) (101) 102 (13,845)
Earnings (loss) from unconsolidated entities 1,305 (111) 305 1,499
Sales of properties 86 86
Distributable Earnings (Loss) $ 192,693 $ 21,776 $ 13,503 $ 48,938 $ (110,219) $ 166,691
Distributable Earnings (Loss) per Weighted Average Diluted Share $ 0.55 $ 0.06 $ 0.04 $ 0.14 $ (0.31) $ 0.48

Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Statement of Operations by Segment

For the year ended December 31, 2024

(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 $ 1,424,188 $ 255,645 $ $ 18,234 $ $ 1,698,067 $ $ 1,698,067
Interest income from investment securities 116,808 506 93,641 210,955 (144,150) 66,805
Servicing fees 425 72,579 73,004 (17,805) 55,199
Rental income 18,325 69,210 20,463 107,998 107,998
Other revenues 6,804 4,842 772 3,842 2,514 18,774 18,774
Total revenues 1,566,550 260,993 69,982 208,759 2,514 2,108,798 (161,955) 1,946,843
Costs and expenses:
Management fees 756 144,421 145,177 $ 145,177
Interest expense 845,082 151,120 44,972 36,870 271,483 1,349,527 (834) 1,348,693
General and administrative 60,163 19,980 4,428 99,499 15,166 199,236 199,236
Costs of rental operations 13,163 23,483 11,591 48,237 48,237
Depreciation and amortization 9,653 56 23,535 7,057 1,005 41,306 41,306
Credit loss provision, net 194,260 3,140 197,400 197,400
Other expense 785 516 35 687 2,023 2,023
Total costs and expenses 1,123,862 174,812 96,453 155,704 432,075 1,982,906 (834) 1,982,072
Other income (loss):
Change in net assets related to consolidated VIEs 75,706 75,706
Change in fair value of servicing rights 887 887 2,119 3,006
Change in fair value of investment securities, net 76 (83,748) (83,672) 84,686 1,014
Change in fair value of mortgage loans, net 3,597 72,283 75,880 75,880
Income from affordable housing fund investments 102,141 102,141 102,141
Earnings (loss) from unconsolidated entities 11,599 1,414 1,473 14,486 (1,390) 13,096
Gain on sale of investments and other assets, net 305 92,003 8,402 100,710 100,710
Gain (loss) on derivative financial instruments, net 196,349 152 1,492 3,454 (43,513) 157,934 157,934
Foreign currency (loss) gain, net (73,830) (187) 89 (73,928) (73,928)
Gain (loss) on extinguishment of debt 173 (1,466) (2,254) (100) (293) (3,940) (3,940)
Other (loss) income, net (10,013) 531 (949) 50 (10,381) (10,381)
Total other income (loss) 128,256 444 192,522 2,701 (43,806) 280,117 161,121 441,238
Income (loss) before income taxes 570,944 86,625 166,051 55,756 (473,367) 406,009 406,009
Income tax (provision) benefit (9,116) 259 (16,575) (25,432) (25,432)
Net income (loss) 561,828 86,884 166,051 39,181 (473,367) 380,577 380,577
Net (income) loss attributable to non-controlling interests (14) (38,201) 17,571 (20,644) (20,644)
Net income (loss) attributable to Starwood Property Trust, Inc. $ 561,814 $ 86,884 $ 127,850 $ 56,752 $ (473,367) $ 359,933 $ $ 359,933

Reconciliation of Net Income to Distributable Earnings

For the year ended December 31, 2024

(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. $ 561,814 $ 86,884 $ 127,850 $ 56,752 $ (473,367) $ 359,933
Add / (Deduct):
Non-controlling interests attributable to Woodstar II Class A Units 18,638 18,638
Non-controlling interests attributable to unrealized gains/losses 6,551 (34,961) (28,410)
Non-cash equity compensation expense 9,750 1,975 370 6,127 23,564 41,786
Management incentive fee 35,324 35,324
Depreciation and amortization 10,239 17 23,896 7,440 41,592
Interest income adjustment for securities 20,252 35,593 55,845
Consolidated income tax provision (benefit) associated with fair value adjustments 9,116 (259) 16,575 25,432
Other non-cash items 14 1,111 (940) 185
Reversal of GAAP unrealized and realized (gains) / losses on:
Loans (3,597) (72,283) (75,880)
Credit loss provision, net 194,260 3,140 197,400
Securities (76) 83,748 83,672
Woodstar Fund investments (102,141) (102,141)
Derivatives (196,349) (152) (1,492) (3,454) 43,513 (157,934)
Foreign currency 73,830 187 (89) 73,928
Earnings from unconsolidated entities (11,599) (1,414) (1,473) (14,486)
Sales of properties (92,003) (8,402) (100,405)
Recognition of Distributable realized gains / (losses) on:
Loans (5,235) 73,214 67,979
Realized credit loss (1,546) (1,546)
Securities (9,556) (48,711) (58,267)
Woodstar Fund investments 70,346 70,346
Derivatives 144,325 334 8,283 9,354 (43,265) 119,031
Foreign currency (26,055) (46) 89 (26,012)
Earnings (loss) from unconsolidated entities 5,577 (437) 1,338 6,478
Sales of properties 39,150 3,323 42,473
Distributable Earnings (Loss) $ 776,710 $ 88,683 $ 100,559 $ 123,240 $ (414,231) $ 674,961
Distributable Earnings (Loss) per Weighted Average Diluted Share $ 2.32 $ 0.27 $ 0.30 $ 0.37 $ (1.24) $ 2.02

Starwood Property Trust, Inc. and Subsidiaries

Condensed Consolidated Balance Sheet by Segment

As of December 31, 2024

(Amounts in thousands)

Commercial and<br>Residential 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 $ 19,743 $ 122,134 $ 24,717 $ 11,946 $ 199,291 $ 377,831 $ $ 377,831
Restricted cash 147,502 21,986 1,133 5,543 176,164 176,164
Loans held-for-investment, net 12,895,064 2,541,949 15,437,013 15,437,013
Loans held-for-sale 2,394,624 121,384 2,516,008 2,516,008
Investment securities 909,762 17,273 1,225,024 2,152,059 (1,618,801) 533,258
Properties, net 650,966 657,246 65,466 1,373,678 1,373,678
Investments of consolidated affordable housing fund 2,073,533 2,073,533 2,073,533
Investments in unconsolidated entities 26,441 54,105 33,640 114,186 (14,816) 99,370
Goodwill 119,409 140,437 259,846 259,846
Intangible assets 10,637 22,101 63,711 96,449 (35,745) 60,704
Derivative assets 174,507 115 898 175,520 175,520
Accrued interest receivable 150,474 13,961 684 2,648 167,767 167,767
Other assets 206,103 8,190 52,243 8,700 92,993 368,229 368,229
VIE assets, at fair value 38,937,576 38,937,576
Total Assets $ 17,585,823 $ 2,899,007 $ 2,831,088 $ 1,677,433 $ 294,932 $ 25,288,283 $ 37,268,214 $ 62,556,497
Liabilities and Equity
Liabilities:
Accounts payable, accrued expenses and other liabilities $ 185,303 $ 30,157 $ 13,232 $ 57,624 $ 148,268 $ 434,584 $ $ 434,584
Related-party payable 38,958 38,958 38,958
Dividends payable 163,383 163,383 163,383
Derivative liabilities 67,452 27,438 94,890 94,890
Secured financing agreements, net 7,912,536 760,299 479,732 591,094 1,428,227 11,171,888 (20,331) 11,151,557
Collateralized loan obligations and single asset securitization, net 1,966,865 1,229,561 3,196,426 3,196,426
Unsecured senior notes, net 2,994,682 2,994,682 2,994,682
VIE liabilities, at fair value 37,288,545 37,288,545
Total Liabilities 10,132,156 2,020,017 492,964 648,718 4,800,956 18,094,811 37,268,214 55,363,025
Temporary Equity: Redeemable non-controlling interests 426,695 426,695 426,695
Permanent Equity:
Starwood Property Trust, Inc. Stockholders’ Equity:
Common stock 3,449 3,449 3,449
Additional paid-in capital 1,363,238 619,428 (398,205) (706,746) 5,445,048 6,322,763 6,322,763
Treasury stock (138,022) (138,022) (138,022)
Retained earnings (accumulated deficit) 6,076,720 259,562 2,102,389 1,613,151 (9,816,499) 235,323 235,323
Accumulated other comprehensive income 13,594 13,594 13,594
Total Starwood Property Trust, Inc. Stockholders’ Equity 7,453,552 878,990 1,704,184 906,405 (4,506,024) 6,437,107 6,437,107
Non-controlling interests in consolidated subsidiaries 115 207,245 122,310 329,670 329,670
Total Permanent Equity 7,453,667 878,990 1,911,429 1,028,715 (4,506,024) 6,766,777 6,766,777
Total Liabilities and Equity $ 17,585,823 $ 2,899,007 $ 2,831,088 $ 1,677,433 $ 294,932 $ 25,288,283 $ 37,268,214 $ 62,556,497

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