Part I - Financial Information Consolidated Financial Statements and Notes Unaudited consolidated financial statements for Q3 2024 show increased total assets to $6.33 billion, a significant nine-month net income decrease to $62.2 million, and a decline in total equity to $1.52 billion Consolidated Balance Sheets Total assets increased to $6.33 billion as of September 30, 2024, driven by higher collateralized loan obligations, while total liabilities rose and total equity decreased Consolidated Balance Sheet Highlights (in thousands) | Metric | Sep 30, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Total Assets | $6,334,976 | $5,955,180 | | Commercial mortgage loans, net | $5,077,476 | $4,989,767 | | Real estate owned, held for sale | $284,423 | $103,657 | | Total Liabilities | $4,720,994 | $4,279,223 | | Collateralized loan obligations | $4,097,668 | $3,567,166 | | Total Equity | $1,524,234 | $1,586,209 | - The allowance for credit losses on commercial mortgage loans increased significantly to $76.6 million as of September 30, 2024, from $47.2 million at the end of 2023, indicating rising credit risk concerns4 Consolidated Statements of Operations Nine-month net interest income declined to $140.3 million, leading to a sharp drop in net income to $62.2 million and diluted EPS to $0.53, though Q3 showed stability Key Operating Results (in thousands, except per share data) | Metric | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | Net Interest Income | $140,311 | $196,123 | | Total Income | $154,507 | $209,190 | | Provision for Credit Losses | $(34,790) | $(28,363) | | Net Income | $62,235 | $114,478 | | Diluted EPS | $0.53 | $1.14 | Quarterly Operating Results (in thousands, except per share data) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | Net Interest Income | $44,258 | $59,069 | | Net Income | $30,173 | $30,995 | | Diluted EPS | $0.30 | $0.30 | Consolidated Statements of Cash Flows Nine-month operating cash flow was $112.3 million, while investing activities reversed to a $420.4 million outflow, and financing activities provided a $318.3 million inflow Net Cash Flow Summary (in thousands) | Activity | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $112,322 | $141,462 | | Net Cash from Investing Activities | $(420,438) | $554,809 | | Net Cash from Financing Activities | $318,302 | $(468,666) | | Net Change in Cash | $10,186 | $227,605 | Notes to Consolidated Financial Statements Notes detail accounting policies, showing a commercial mortgage loan portfolio growth to $5.15 billion, increased credit loss allowance, a new $1.0 billion CLO issuance, and an extended share repurchase program - The commercial mortgage loan portfolio, held for investment, grew to 157 loans with a gross carrying value of $5.15 billion as of September 30, 2024, up from 144 loans and $5.04 billion at year-end 20232729 - Multifamily properties represent the largest collateral type in the loan portfolio, accounting for 73.8% of the par value as of September 30, 202430 - As of September 30, 2024, the company had three non-performing loans with a total amortized cost of $67.9 million. Two of these loans, collateralized by office properties, had a combined specific allowance for credit losses of $28.7 million3738 - In September 2024, a subsidiary of the company issued a new Collateralized Loan Obligation (CLO), BSPRT 2024-FL11, with an approximate principal balance of $1.0 billion72 - The company's board of directors authorized a $65 million share repurchase program. As of September 30, 2024, $31.1 million remained available under the program, which was extended to December 31, 202583 Management's Discussion and Analysis (MD&A) MD&A attributes the nine-month net income decline to lower net interest income and higher credit loss provisions, while the portfolio grew to $5.1 billion, liquidity remains strong, and leverage ratios increased Portfolio Analysis The portfolio comprises 157 commercial mortgage loans with a $5.1 billion carrying value, concentrated in multifamily properties and floating-rate loans, with a slightly improved risk rating Loan Portfolio by Collateral Type (Par Value) | Collateral Type | Sep 30, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Multifamily | 73.8% | 76.8% | | Hospitality | 13.7% | 13.3% | | Industrial | 5.8% | 1.5% | | Office | 4.0% | 5.4% | | Other/Retail | 2.7% | 3.0% | - The company had three loans designated as non-performing with a total amortized cost of $67.9 million as of September 30, 2024130 Results of Operations Nine-month net interest income decreased by $55.8 million due to lower interest income and higher interest expense, while credit loss provisions increased and operating expenses decreased Comparison of Nine Months Ended Sep 30 (in millions) | Metric | 2024 | 2023 | Change | | :--- | :--- | :--- | :--- | | Interest Income | $398.3 | $420.5 | $(22.2) | | Interest Expense | $257.9 | $224.3 | $33.6 | | Net Interest Income | $140.3 | $196.1 | $(55.8) | | Provision for Credit Losses | $34.8 | $28.4 | $6.4 | | Total Operating Expenses | $60.1 | $67.0 | $(6.9) | Liquidity and Capital Resources The company maintains strong liquidity with $1.13 billion in available sources, though net debt-to-equity and total leverage ratios increased to 2.7x and 2.9x, respectively Sources of Liquidity (in millions) | Source | Sep 30, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Unrestricted cash | $346 | $338 | | CLO reinvestment available | $138 | $55 | | Financings available & in progress | $645 | $1,131 | | Total | $1,129 | $1,524 | Leverage Ratios | Ratio | Sep 30, 2024 | Dec 31, 2023 | | :--- | :--- | :--- | | Net debt-to-equity ratio | 2.7x | 2.3x | | Total leverage ratio | 2.9x | 2.5x | Non-GAAP Financial Measures Distributable Earnings, a non-GAAP measure, were negative $4.0 million for Q3 2024, a significant decline from Q3 2023, primarily due to realized loss adjustments Reconciliation to Distributable Earnings (in thousands) | Metric | Q3 2024 | Q3 2023 | | :--- | :--- | :--- | | GAAP Net Income | $30,173 | $30,995 | | Realized Gain/(Loss) Adj. on loans/REO | $(36,433) | $(1,571) | | Other Adjustments (Net) | $2,301 | $12,564 | | Distributable Earnings | $(3,959) | $41,988 | Distributable Earnings Per Share (Fully Converted) | Period | Per Share Amount | | :--- | :--- | | Q3 2024 | $(0.10) | | Q3 2023 | $0.43 | | Nine Months 2024 | $0.62 | | Nine Months 2023 | $1.53 | Market Risk Disclosures The company is exposed to credit, capital market, interest rate, and real estate risks, with interest rate sensitivity analysis showing a 1.72% net interest income increase for a 50 basis point rate rise Interest Rate Sensitivity Analysis (Impact on Net Interest Income) | Change in Interest Rates | Sep 30, 2024 | | :--- | :--- | | (-) 100 Basis Points | (2.44)% | | (-) 50 Basis Points | (1.58)% | | (+) 50 Basis Points | 1.72% | Controls and Procedures Management concluded that disclosure controls and procedures were effective as of September 30, 2024, with no material changes in internal control over financial reporting - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures are effective as of the end of the reporting period226 Part II - Other Information Legal Proceedings The company is pursuing civil remedies and selling foreclosed Walgreens properties due to sponsor fraud on a loan originated in April 2022 - The company is actively pursuing civil remedies following a sponsor's fraud and default on a loan secured by 24 Walgreens-leased properties. The company has foreclosed on all properties and is marketing them for sale229 Risk Factors No material changes to the risk factors from the 2023 Annual Report on Form 10-K were reported - No material changes to the risk factors from the 2023 Form 10-K were reported230 Unregistered Sales of Equity Securities and Use of Proceeds No shares were repurchased in Q3 2024, and the $65 million share repurchase program, with $31.1 million remaining, was extended to December 31, 2025 - The company's board extended the $65 million share repurchase program to December 31, 2025. As of early November 2024, $31.1 million remains available231 - No shares were repurchased during the three months ended September 30, 2024231 Exhibits Key exhibits include the Indenture for the new BSPRT 2024-FL11 CLO issuance and CEO/CFO certifications - Key exhibits filed with the report include the Indenture for the new CLO (BSPRT 2024-FL11) and CEO/CFO certifications234
Franklin BSP Realty Trust(FBRT) - 2024 Q3 - Quarterly Report