TPG RE FINANCE TRUST, INC., 10-Q filed on 11/6/2017
Quarterly Report
v3.8.0.1
Document And Entity Information - shares
9 Months Ended
Sep. 30, 2017
Nov. 03, 2017
Document Information [Line Items]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Sep. 30, 2017  
Document Fiscal Year Focus 2017  
Document Fiscal Period Focus Q3  
Trading Symbol TRTX  
Entity Registrant Name TPG RE Finance Trust, Inc.  
Entity Central Index Key 0001630472  
Current Fiscal Year End Date --12-31  
Entity Filer Category Non-accelerated Filer  
Common Stock    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   59,618,302
Class A Common Stock    
Document Information [Line Items]    
Entity Common Stock, Shares Outstanding   1,213,026
v3.8.0.1
Consolidated Balance Sheets (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
ASSETS    
Cash and Cash Equivalents [1] $ 64,801 $ 103,126
Restricted Cash [1] 499 849
Accounts Receivable [1] 141 644
Accounts Receivable from Servicer/Trustee [1] 51,076 34,743
Accrued Interest Receivable [1] 13,764 14,023
Loans Held for Investment (includes $2,313,036 and $1,397,610 pledged as collateral under repurchase agreements) [1] 2,824,713 2,449,990
Investment in Commercial Mortgage-Backed Securities, Available-for-Sale (includes $48,029 and $51,305 pledged as collateral under repurchase agreements) [1] 86,182 61,504
Other Assets, Net [1] 1,506 704
Total Assets [1] 3,042,682 2,665,583
Liabilities    
Accrued Interest Payable [1] 3,733 2,907
Accrued Expenses [1] 8,091 6,555
Collateralized Loan Obligation (net of deferred financing costs of $0 and $2,541) [1]   540,780
Repurchase and Senior Secured Agreements (net of deferred financing costs of $8,753 and $8,159) [1] 1,531,345 1,013,370
Notes Payable (net of deferred financing costs of $2,917 and $2,883) [1] 261,875 108,499
Payable to Affiliates [1] 9,148 3,955
Deferred Revenue [1] 557 482
Dividends Payable [1] 20,135 18,346
Total Liabilities [1] 1,834,884 1,694,894
Commitments and Contingencies—See Note 14 [1]
Stockholders’ Equity:    
Preferred Stock ($0.001 par value; 100,000,000 and 125 shares authorized; 125 and 125 shares issued and outstanding, respectively) [1]
Additional Paid-in-Capital [1] 1,216,725 979,467
Accumulated Deficit [1] (8,968) (10,068)
Accumulated Other Comprehensive (Loss) Income [1] (20) 1,250
Total Stockholders' Equity [1],[2] 1,207,798 970,689
Total Liabilities and Stockholders' Equity [1] 3,042,682 2,665,583
Common Stock, Undefined Class    
Stockholders’ Equity:    
Common Stock Value [1] 60 39
Class A Common Stock    
Stockholders’ Equity:    
Common Stock Value [1] 1 1
Total Stockholders' Equity $ 1 $ 1
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
[2] Shares issued and shares outstanding reflect the impact of the common stock and Class A common stock dividend which was paid upon completion of the Company’s initial public offering on July 25, 2017 to holders of record as of July 3, 2017. See Note 12 to the Consolidated Financial Statements for details.
v3.8.0.1
Consolidated Balance Sheets (Parenthetical) (unaudited) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
Preferred stock, par value $ 0.001 $ 0.001
Preferred stock, authorized shares 100,000,000 125
Preferred stock, shares issued 125 125
Preferred stock, shares outstanding 125 125
Common stock, par value $ 0.001 $ 0.001
Common stock, authorized shares 300,000,000 95,500,000
Common stock, shares issued 59,791,742 47,251,165
Common stock, shares outstanding 59,791,742 47,251,165
Total assets [1] $ 3,042,682 $ 2,665,583
Total liabilities [1] 1,834,884 1,694,894
Variable Interest Entity, Primary Beneficiary    
Total assets 0 743,500
Total liabilities $ 0 $ 542,800
Class A Common Stock    
Common stock, par value $ 0.001 $ 0.001
Common stock, authorized shares 2,500,000 2,500,000
Common stock, shares issued 1,213,026 1,194,863
Common stock, shares outstanding 1,213,026 1,194,863
Repurchase Agreements    
Loans pledged as collateral $ 2,313,036 $ 1,397,610
Deferred financing costs 8,753 8,159
Commercial Mortgage-Backed Securities | Repurchase Agreements    
Available-for-sale securities pledged as collateral 48,029 51,305
Collateralized Loan Obligation    
Loans pledged as collateral   712,158
Deferred financing costs 0 2,541
Notes Payable    
Deferred financing costs $ 2,917 $ 2,883
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Consolidated Statements of Income and Comprehensive Income (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
INTEREST INCOME        
Interest Income $ 46,734 $ 40,419 $ 146,411 $ 112,551
Interest Expense (19,150) (16,937) (56,585) (44,943)
Net Interest Income 27,584 23,482 89,826 67,608
OTHER REVENUE        
Other Income, net 669 15 1,036 326
Total Other Revenue 669 15 1,036 326
OTHER EXPENSES        
Professional Fees 1,256 1,133 2,448 2,359
General and Administrative 1,003 387 2,192 1,833
Servicing and Asset Management Fees 720 1,232 3,061 2,742
Management Fee 4,133 2,244 9,489 6,377
Collateral Management Fee 23 207 225 700
Incentive Management Fee 327 716 3,713 2,790
Total Other Expenses 7,462 5,919 21,128 16,801
Income Before Income Taxes 20,791 17,578 69,734 51,133
Income Taxes   (136) (140) (326)
Net Income 20,791 17,442 69,594 50,807
Preferred Stock Dividends (4) (3) (12) (11)
Net Income Attributable to Common Stockholders $ 20,787 $ 17,439 $ 69,582 $ 50,796
Basic Earnings per Common Share [1] $ 0.35 $ 0.43 $ 1.34 $ 1.30
Diluted Earnings per Common Share [1] $ 0.35 $ 0.43 $ 1.34 $ 1.30
Weighted Average Number of Common Shares Outstanding        
Basic: [1] 58,685,979 40,946,029 51,969,733 39,096,974
Diluted: [1] 58,685,979 40,946,029 51,969,733 39,096,974
Dividends Declared per Common Share [1] $ 0.33 $ 0.41 $ 1.02 $ 1.18
OTHER COMPREHENSIVE INCOME        
Net Income $ 20,791 $ 17,442 $ 69,594 $ 50,807
Unrealized (Loss) Gain on Commercial Mortgage-Backed Securities (2,558) 1,542 (1,270) 2,579
Comprehensive Net Income $ 18,233 $ 18,984 $ 68,324 $ 53,386
[1] Share and per share data reflect the impact of the common stock and Class A common stock dividend which was paid upon completion of the Company’s initial public offering on July 25, 2017 to holders of record as of July 3, 2017. See Note 12 to the Consolidated Financial Statements for details.
v3.8.0.1
Consolidated Statement of Changes in Equity (Unaudited) - USD ($)
$ in Thousands
Total
Class A Common Stock
Preferred Stock
Common Stock
Additional Paid-in-Capital
Accumulated Deficit
Accumulated Other Comprehensive (Loss) Income
Balance at Dec. 31, 2015 $ 716,350 $ 1   $ 29 $ 729,477 $ (13,157)  
Balance, Shares at Dec. 31, 2015   783,158 125 28,309,783      
Issuance of Class A Common Stock 1,832       1,832    
Issuance of Class A Common Stock, Shares   74,401          
Issuance of Common Stock 98,168     $ 4 98,164    
Issuance of Common Stock, Shares       3,987,337      
Net Income 50,807         50,807  
Other Comprehensive Income (Loss) 2,579           $ 2,579
Dividends on Preferred Stock (11)         (11)  
Dividends on Common Stock (47,292)         (47,292)  
Dividends on Class A Common Stock (1,224)         (1,224)  
Balance at Sep. 30, 2016 821,209 $ 1   $ 33 829,473 (10,877) 2,579
Balance, Shares at Sep. 30, 2016   857,559 125 32,297,120      
Balance at Dec. 31, 2016 970,689 [1],[2] $ 1   $ 39 979,467 (10,068) 1,250
Balance, Shares at Dec. 31, 2016   967,500 125 38,260,053      
Issuance of Class A Common Stock 365       365    
Issuance of Class A Common Stock, Shares   14,711          
Issuance of Common Stock 257,634     $ 12 257,622    
Issuance of Common Stock, Shares       12,642,166,000      
Common Stock and Class A Common Stock Dividend       $ 9 (9)    
Common Stock and Class A Common Stock Dividend, Shares   230,815   9,224,268      
Retired Common Stock (6,558)       (7) (6,551)  
Retired Common Stock, Shares       (334,745)      
Initial Public Offering Transaction Costs (20,713)       (20,713)    
Net Income 69,594         69,594  
Other Comprehensive Income (Loss) (1,270)           (1,270)
Dividends on Preferred Stock (12)         (12)  
Dividends on Common Stock (60,566)         (60,566)  
Dividends on Class A Common Stock (1,365)         (1,365)  
Balance at Sep. 30, 2017 $ 1,207,798 [1],[2] $ 1   $ 60 $ 1,216,725 $ (8,968) $ (20)
Balance, Shares at Sep. 30, 2017   1,213,026 125 59,791,742      
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
[2] Shares issued and shares outstanding reflect the impact of the common stock and Class A common stock dividend which was paid upon completion of the Company’s initial public offering on July 25, 2017 to holders of record as of July 3, 2017. See Note 12 to the Consolidated Financial Statements for details.
v3.8.0.1
Consolidated Statements of Cash Flows (Unaudited) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Cash Flows from Operating Activities:    
Net Income $ 69,594 $ 50,807
Adjustment to Reconcile Net Income to Net Cash Provided by (Used in) Operating Activities:    
Amortization and Accretion of Premiums, Discounts and Loan Origination Fees, Net (15,867) (5,327)
Amortization of Deferred Financing Costs 9,160 6,843
Capitalized Accrued Interest 1,865 13,098
Gain on Sales of Loans Held for Investment and Commercial Mortgage-Backed Securities, net (185)  
Cash Flows Due to Changes in Operating Assets and Liabilities:    
Accounts Receivable 503 2,699
Accrued Interest Receivable (776) (3,792)
Accrued Expenses (2,454) 787
Accrued Interest Payable 826 1,062
Payable to Affiliates 5,193 1,650
Deferred Fee Income / Gain 75  
Other Assets (694)  
Net Cash Provided by (Used in) Operating Activities 67,240 67,827
Cash Flows from Investing Activities:    
Restricted Cash 350 (644)
Origination of Loans Held for Investment (1,149,911) (333,885)
Purchase of Loans Held for Investment   (339,118)
Advances on Loans Held for Investment (226,187) (234,397)
Principal Advances Held by Servicer/Trustee 496 3,021
Principal Repayments of Loans Held for Investment 975,258 362,314
Proceeds from Sales of Loans Held for Investment 65,054  
Purchase of Commercial Mortgage-Backed Securities (96,294) (49,549)
Principal Repayments of Mortgage-Backed Securities 29,802 1,166
Purchases of Fixed Assets (108)  
Net Cash Provided by (Used in) Investing Activities (401,540) (591,092)
Cash Flows from Financing Activities:    
Payments on Collateralized Loan Obligation (559,574) (269,561)
Proceeds from Collateralized Loan Obligation 16,254 68,827
Payments on Secured Financing Agreements (621,552) (282,044)
Proceeds from Secured Financing Agreements 1,293,530 907,573
Payment of Deferred Financing Costs (6,207) (5,776)
Capital Calls Received in Advance   34,732
Payment to Retire Common Stock (6,000)  
Net Cash Provided by (Used in) Financing Activities 295,975 497,601
Net Change in Cash and Cash Equivalents (38,325) (25,664)
Cash and Cash Equivalents at Beginning of Period 103,126 [1] 104,936
Cash and Cash Equivalents at End of Period 64,801 [1] 79,272
Supplemental Disclosure of Cash Flow Information:    
Interest Paid 46,600 36,391
Taxes Paid 141 326
Supplemental Disclosure of Non-Cash Investing and Financing Activities:    
Principal Repayments of Loans Held for Investment by Servicer/Trustee, Net 51,076 131,118
Dividends Declared, not paid 20,135 [1] 16,978
Accrued Initial Public Offering Transaction Costs 2,391  
Accrued Deferred Financing Costs 2,290 2,748
Accrued Common Stock Retirement Costs 559  
Initial Public Offering    
Cash Flows from Financing Activities:    
Payment of Initial Public Offering Transaction Costs (4,341)  
Commercial Mortgage-Backed Securities    
Supplemental Disclosure of Non-Cash Investing and Financing Activities:    
Unrealized Gain on Commercial Mortgage-Backed Securities, Available-for-Sale 1,270 2,579
Common Stock, Undefined Class    
Cash Flows from Financing Activities:    
Proceeds from Issuance of Common Stock 243,654 98,168
Dividends paid (58,743) (54,680)
Class A Common Stock    
Cash Flows from Financing Activities:    
Proceeds from Issuance of Common Stock 365 1,832
Dividends paid (1,403) (1,463)
Preferred Stock    
Cash Flows from Financing Activities:    
Dividends paid $ (8) $ (7)
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Business and Organization
9 Months Ended
Sep. 30, 2017
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Business and Organization

(1) Business and Organization

TPG RE Finance Trust, Inc., together with its consolidated subsidiaries (“we”, “us”, “our”, or the “Company”), is a Maryland company incorporated on October 24, 2014 and commenced operations on December 18, 2014 (“Inception”). We are organized as a holding company and conduct our operations primarily through our various subsidiaries. We conduct our operations as a real estate investment trust (“REIT”) for U.S. federal income tax purposes. We generally will not be subject to U.S. federal income taxes on our taxable income to the extent that we annually distribute all of our net taxable income to stockholders and maintain our qualification as a REIT. We also operate our business in a manner that permits us to maintain an exclusion from registration under the Investment Company Act of 1940, as amended.

The Company’s principal business activity is to directly originate and acquire a diversified portfolio of commercial real estate related assets, primarily consisting of first mortgage loans and senior participation interests in first mortgage loans secured by institutional-quality properties in primary and select secondary markets in the United States, and commercial mortgage-backed securities (“CMBS”). As of September 30, 2017 and December 31, 2016, the Company conducted substantially all of its operations through a limited liability company, TPG RE Finance Trust Holdco, LLC (“Holdco”), and the Company’s other wholly-owned subsidiaries.

v3.8.0.1
Summary of Significant Accounting Policies
9 Months Ended
Sep. 30, 2017
Accounting Policies [Abstract]  
Summary of Significant Accounting Policies

(2) Summary of Significant Accounting Policies

Basis of Presentation

The interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The interim consolidated financial statements include the Company’s accounts, a consolidated variable interest entity for which the Company was the primary beneficiary through August 23, 2017, and its wholly-owned subsidiaries (see Note 5 for details). All intercompany transactions and balances have been eliminated.

Use of Estimates

The preparation of the interim consolidated financial statements in conformity with GAAP requires estimates of assets, liabilities, revenues, expenses and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results could differ from management’s estimates, and such differences could be material. Significant estimates made in the interim consolidated financial statements include, but are not limited to: impairment; adequacy of provisions for loan losses; and valuation of financial instruments.

Principles of Consolidation

Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810—Consolidation (“ASC 810”) provides guidance on the identification of a VIE (a variable interest entity for which control is achieved through means other than voting rights) and the determination of which business enterprise, if any, should consolidate the VIE. An entity is considered a VIE if any of the following applies: (1) the equity investors (if any) lack one or more of the essential characteristics of a controlling financial interest; (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support; or (3) the equity investors have voting rights that are not proportionate to their economic interests and the activities of the entity involve or are conducted on behalf of an investor with a disproportionately small voting interest. The Company consolidates VIEs in which it is considered to be the primary beneficiary. The primary beneficiary is defined as the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the VIE’s performance; and (2) the obligation to absorb losses and right to receive the returns from the VIE that would be significant to the VIE.

At each reporting date, the Company reconsiders its primary beneficiary conclusion to determine if its obligation to absorb losses of, or its rights to receive benefits from, the VIE could potentially be more than insignificant, and will consolidate or not consolidate accordingly.

Revenue Recognition

Interest income on loans is accrued using the interest method based on the contractual terms of the loan, adjusted for credit impairment, if any. The objective of the interest method is to arrive at periodic interest income including recognition of fees and costs at a constant effective yield. Premiums, discounts, origination fees and exit fees are amortized or accreted into interest income over the lives of the loans using the interest method, or on a straight line basis when it approximates the interest method. Extension fees are amortized into income over the extension period to which they relate using a straight line basis, which approximates the interest method, when the extension fee can be waived by the Company or a co-lender in connection with their refinancing of the loan. Prepayment penalties from borrowers are recognized as interest income when received. Certain of the Company’s investments may provide for additional interest based on the borrower’s operating cash flow or appreciation of the underlying collateral. Such amounts are considered contingent interest and are reflected as interest income only upon certainty of collection.

The Company considers a loan to be non-performing and places loans on non-accrual status at such time as: (1) management determines the borrower is incapable of, or has ceased efforts toward, curing the cause of a default; (2) the loan becomes 90 days delinquent; or (3) the loan has a maturity default. While on non-accrual status, based on the Company’s judgment as to collectability of principal, loans are either accounted for on a cash basis, where interest income is recognized only upon receipt of cash for principal and interest payments, or on a cost-recovery basis, where all cash receipts reduce a loan’s carrying value, and interest income is only recorded when such carrying value has been fully recovered.

Loans Held for Investment

Loans that the Company has the intent and ability to hold for the foreseeable future, or until maturity or payoff, are reported at their outstanding principal balances net of any premiums, discounts, loan origination fees and an allowance for loan losses. Loan origination fees and direct loan origination costs are deferred and recognized in interest income over the estimated life of the loans using the interest method, or on a straight line basis when it approximates the interest method, adjusted for actual prepayments.

The Company evaluates each loan classified as a loan receivable held for investment for impairment on a quarterly basis. Impairment occurs when it is deemed probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan. If the loan is considered to be impaired, an allowance is recorded to reduce the carrying value of the loan to the present value of the expected future cash flows discounted at the loan’s contractual effective rate, or the fair value of the collateral, less estimated costs to sell, if recovery of the Company’s investment is expected solely from the sale of the collateral. As part of the quarterly impairment review, we evaluate the risk of each loan and assign a risk rating based on a variety of factors, grouped as follows to include (without limitation): (i) loan and credit structure, including the as-is loan-to-value (“LTV”) and structural features; (ii) quality and stability of real estate value and operating cash flow, including debt yield, property type, dynamics of the geographic, property-type and local market, physical condition, stability of cash flow, leasing velocity and quality and diversity of tenancy; (iii) performance against underwritten business plan; and (iv) quality, experience and financial condition of sponsor, borrower and guarantor(s). Based on a 5-point scale, our loans are rated “1” through “5,” from least risk to greatest risk, respectively, which ratings are defined as follows:

 

1-

Outperform—Exceeds performance metrics (for example, technical milestones, occupancy, rents, net operating income) included in original or current credit underwriting and business plan;

 

2-

Meets or Exceeds Expectations—Collateral performance meets or exceeds substantially all performance metrics included in original or current underwriting / business plan;

 

3-

Satisfactory—Collateral performance meets or is on track to meet underwriting; business plan is met or can reasonably be achieved;

 

4-

Underperformance—Collateral performance falls short of original underwriting, and material differences exist from business plan; technical milestones have been missed; defaults may exist, or may soon occur absent material improvement; and

 

5-

Risk of Impairment/Default—Collateral performance is significantly worse than underwriting; major variance from business plan; loan covenants or technical milestones have been breached; timely exit from loan via sale or refinancing is questionable.

Since Inception, the Company has not recorded asset-specific loan loss reserves, nor has it recognized any impairments on its loan portfolio. Our determination of asset-specific loan loss reserves, should any such reserves be necessary, relies on material estimates regarding the fair value of any loan collateral. Such losses could be caused by various factors, including, but not limited to, unanticipated adverse changes in the economy or events adversely affecting specific assets, borrowers, industries in which our borrowers operate or markets in which our borrowers or their properties are located. Significant judgment is required when evaluating loans for impairment.

The Company’s loans are typically collateralized by real estate or a partnership, or similar, equity interest in an entity that owns real estate. As a result, the Company regularly evaluates on a loan-by-loan basis the extent and impact of any credit deterioration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor. The Company also evaluates the financial wherewithal of any loan guarantors and the borrower’s competency in managing and operating the property or properties. In addition, the Company considers the overall economic environment, real estate sector, and geographic sub-market in which the borrower operates. Such impairment analyses are completed and reviewed by asset management personnel and evaluated by senior management, who utilize various data sources, including (i) periodic financial data such as property occupancy, tenant profile, rental rates, operating expenses, the borrower’s exit plan, and capitalization and discount rates, (ii) site inspections, (iii) sales and financing comparables, (iv) current credit spreads for refinancing and (v) other market data.

Commercial Mortgage-Backed Securities

The Company invests in CMBS for cash management and investment purposes. The Company designates as available-for-sale its CMBS investments on the date of acquisition of the investment. CMBS that are not classified as held-to-maturity and which the Company does not hold for the purpose of selling in the near-term, but may dispose of prior to maturity, are also designated as available-for-sale and are carried at fair value. The Company’s recognition of interest income from its CMBS, including its amortization of premium and discount, follows the Company’s revenue recognition policy. The Company uses a specific identification method when determining the cost of security sold and the amount reclassified out of accumulated other comprehensive income into earnings. Unrealized losses on securities that, in the judgment of management, are other than temporary are charged against earnings as a loss in the consolidated statements of income. Significant valuation inputs are Level II in the fair value hierarchy as described under “Fair Value Measurements”.

Portfolio Financing Arrangements

The Company finances certain of its loan and CMBS investments using secured revolving repurchase agreements, asset-specific financing arrangements (notes payable on the consolidated balance sheets), a senior secured credit facility, and, prior to August 23, 2017, its private collateralized loan obligation (“CLO”). The related borrowings are recorded as separate liabilities on the Company’s consolidated balance sheets. Interest income earned on the investments and interest expense incurred on the related borrowings are reported separately on the Company’s consolidated statements of income and comprehensive income.

In certain instances, the Company creates structural leverage through the co-origination or non-recourse syndication of a senior loan interest to a third party. For all such syndications the Company has completed through September 30, 2017, the Company has transferred 100% of the senior mortgage loan that the Company originated on a non-recourse basis to a third-party lender and has retained as a loan investment a separate mezzanine loan investment secured by a pledge of the equity in the mortgage borrower. With respect to the senior mortgage loan transferred, the Company retains: no control over the mortgage loan; no economic interest in the mortgage loan; and no recourse to the purchaser or the borrower. Consequently, based on these circumstances and because the Company does not have any continuing involvement with the transferred senior mortgage loan, these syndications are accounted for as sales under GAAP and are removed from the Company’s consolidated financial statements at the time of transfer. The Company’s consolidated balance sheets only include the separate mezzanine loan remaining after the transfer and not the non-consolidated senior loan interest sold or co-originated that the Company transferred.

Fair Value Measurements

The Company follows ASC 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”), for its holdings of financial instruments. ASC 820-10 defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosure of fair value measurements. ASC 820-10 determines fair value to be the price that would be received for a financial instrument in a current sale, which assumes an orderly transaction between market participants on the measurement date. The Company determines the estimated fair value of financial assets and liabilities using the three-tier fair value hierarchy established by GAAP, which prioritizes the inputs used in measuring fair value. GAAP establishes market-based or observable inputs as the preferred source of values followed by valuation models using management assumptions in the absence of market inputs. The financial instruments recorded at fair value on a recurring basis in the Company’s consolidated financial statements are cash and cash equivalents, restricted cash and available-for-sale CMBS investments. The three levels of inputs that may be used to measure fair value are as follows:

Level I—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

Level II—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level III—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

For certain financial instruments, the various inputs that management uses to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for such financial instrument is based on the lowest level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. The Company may use valuation techniques consistent with the market and income approaches to measure the fair value of its assets and liabilities. The market approach uses third-party valuations and information obtained from market transactions involving identical or similar assets or liabilities. The income approach uses projections of the future economic benefits of an instrument to determine its fair value, such as in the discounted cash flow methodology. The inputs or methodology used for valuing financial instruments are not necessarily an indication of the risk associated with investing in these financial instruments. Transfers between levels of the fair value hierarchy are assumed to occur at the end of the reporting period.

Income Taxes

The Company qualifies and has elected to be taxed as a REIT for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended, commencing with its taxable year ended December 31, 2014. To the extent that it annually distributes at least 90% of its REIT taxable income to stockholders and complies with various other requirements as a REIT, the Company generally will not be subject to U.S. federal income taxes on its distributed REIT taxable income. If the Company fails to continue to qualify as a REIT in any taxable year and does not qualify for certain statutory relief provisions, the Company will be subject to U.S. federal and state income taxes at regular corporate rates (including any applicable alternative minimum tax) beginning with the year in which it fails to qualify and may be precluded from being able to elect to be treated as a REIT for the Company’s four subsequent taxable years. Even though the Company currently qualifies for taxation as a REIT, the Company may be subject to certain U.S. federal, state, local and foreign taxes on the Company’s income and property and to U.S. federal income and excise taxes on the Company’s undistributed REIT taxable income.

Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period in which the enactment date occurs. Under ASC Topic 740, Income Taxes (“ASC 740”), a valuation allowance is established when management believes it is more likely than not that a deferred tax asset will not be realized. The Company intends to continue to operate in a manner consistent with, and to continue to meet the requirements to be treated as, a REIT for tax purposes and to distribute all of its taxable income. Accordingly, the Company does not expect to pay corporate level taxes.

Earnings per Common Share

The Company utilizes the two-class method when assessing participating securities to calculate earnings per common share. Basic and diluted earnings per common share is computed by dividing net income attributable to common stockholders (i.e., holders of common stock and Class A common stock), divided by the weighted-average number of common shares (both common stock and Class A common stock) outstanding during the period. The preferences, rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of the Class A common stock are identical to the common stock, except (1) the Class A common stock is not a “margin security” as defined in Regulation U of the Board of Governors of the U.S. Federal Reserve System (and rulings and interpretations thereunder) and may not be listed on a national securities exchange or a national market system and (2) each share of Class A common stock is convertible at any time or from time to time, at the option of the holder, for one fully paid and non-assessable share of common stock. The Class A common stock votes together with the common stock as a single class. Shares of Class A common stock have been issued to, and are owned by, certain individuals or entities affiliated with the Company’s external manager, TPG RE Finance Trust Management, L.P., a Delaware limited partnership (the “Manager”), and the sale or conversion to common stock by investors of such shares of Class A common stock is subject to certain restrictions. Diluted earnings per common share is calculated by including the effect of dilutive securities. The Company currently does not have any outstanding participating securities.

Loan Origination Fees

Loan origination fees are reflected in loans held for investment on the consolidated balance sheets and include fees charged to borrowers. These fees are amortized into interest income over the life of the related loans held.

Deferred Financing Costs

Deferred financing costs are reflected net of the collateralized loan obligation and secured financing agreements on the Company’s consolidated balance sheets. These costs are amortized in interest expense using the interest method or on a straight line basis which approximates the interest method over the life of the related obligations.

Cash and Cash Equivalents

Cash and cash equivalents include cash held in banks or invested in money market funds with original maturities of less than 90 days. The Company deposits its cash and cash equivalents with high credit quality institutions to minimize credit risk exposure. The Company maintains cash accounts at several financial institutions, which are insured up to a maximum of $250,000 per account as of September 30, 2017 and December 31, 2016. The balances in these accounts may exceed the insured limits.

Restricted Cash

Restricted cash primarily represents deposit proceeds from potential borrowers which may be returned to borrowers, after deducting transaction costs paid by the Company for the benefit of the borrowers, upon the closing of a loan transaction.

 

Recently Issued Accounting Pronouncements

In November 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force) (“ASU 2016-18”). The amendments in ASU 2016-18 require an entity to reconcile and explain the period-over-period change in total cash, cash equivalents and restricted cash within its statements of cash flows. ASU 2016-18 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. A reporting entity must apply the amendments in ASU 2016-18 using a full retrospective approach. The Company does not expect the adoption of ASU 2016-18 to have a material impact on its consolidated statements of cash flows as the Company does not have material restricted cash activity.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. ASU 2016-13 will replace the “incurred loss” model under existing guidance with an “expected loss” model for instruments measured at amortized cost, and require entities to record allowances for available-for-sale debt securities rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019 and is to be adopted through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently evaluating the impact ASU 2016-13 will have on its consolidated financial statements.

In May 2014, FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. In August 2015, the FASB issued an update (“ASU 2015-14”) to Topic 606, Deferral of the Effective Date, which defers the adoption of ASU 2014-09 to interim and annual reporting periods in fiscal years that begin after December 15, 2018. In March 2016, the FASB issued an update (“ASU 2016-08”) to Topic 606, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which clarifies the implementation guidance on principal versus agent considerations in the new revenue recognition standard pursuant to ASU 2014-09. In April 2016, the FASB issued an update (“ASU 2016-10”) to Topic 606, Identifying Performance Obligations and Licensing, which clarifies guidance related to identifying performance obligations and licensing implementation guidance contained in ASU 2014-09. In May 2016, the FASB issued an update (“ASU 2016-12”) to Topic 606, Narrow-Scope Improvements and Practical Expedients, which amends certain aspects of the new revenue recognition standard pursuant to ASU 2014-09. In adopting ASU 2014-09, companies may use either a full retrospective or a modified retrospective approach. Additionally, this guidance requires improved disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Early adoption is not permitted, except that we may adopt under the original provisions of ASU 2014-09 prior to the issuance of ASU 2015-14. The Company anticipates adopting this update in the quarter ended March 31, 2018, and continues the process of evaluating the impact of Topic 606 on its consolidated financial statements.

v3.8.0.1
Loans Held for Investment
9 Months Ended
Sep. 30, 2017
Receivables [Abstract]  
Loans Held for Investment

(3) Loans Held for Investment

The Company currently originates and acquires first mortgage and mezzanine loans secured by commercial properties. These loans can potentially subject the Company to concentrations of credit risk as measured by various metrics, including the property type collateralizing the loan, loan size, loans to a single sponsor and loans in a single geographic area, among others. The Company’s loans held for investment are accounted for at amortized cost.

During the nine months ended September 30, 2017, the Company’s subsidiaries originated or acquired 15 loans with a total commitment of approximately $1.5 billion, an unpaid principal balance of $1.1 billion, and unfunded commitments of $229.7 million. To fund these originations, the Company employed financing methods that included repurchase and secured financings, notes payable, and the non-recourse syndication of senior loan interests to third parties that were recognized as sales. Total commitments related to non-recourse senior loan interest syndications for the nine months ended September 30, 2017 were $91.5 million.

The following tables present an overview of the loan investment portfolio as of September 30, 2017 and December 31, 2016 (in thousands):

 

 

 

September 30, 2017

 

Loans Receivable

 

Outstanding

Principal

 

 

Unamortized Premium

(Discount), Loan

Origination Fees, net

 

 

Carrying

Amount

 

Senior loans

 

$

2,778,553

 

 

$

(20,622

)

 

$

2,757,931

 

Subordinated and mezzanine loans

 

 

67,135

 

 

 

(353

)

 

 

66,782

 

Subtotal before allowance

 

 

2,845,688

 

 

 

(20,975

)

 

 

2,824,713

 

Allowance for loan losses

 

 

 

 

 

 

 

 

 

Total

 

$

2,845,688

 

 

$

(20,975

)

 

$

2,824,713

 

 

 

 

December 31, 2016

 

Loans Receivable

 

Outstanding

Principal

 

 

Unamortized Premium

(Discount), Loan

Origination Fees, net

 

 

Carrying

Amount

 

Senior loans

 

$

2,429,632

 

 

$

(20,931

)

 

$

2,408,701

 

Subordinated and mezzanine loans

 

 

41,446

 

 

 

(157

)

 

 

41,289

 

Subtotal before allowance

 

 

2,471,078

 

 

 

(21,088

)

 

 

2,449,990

 

Allowance for loan losses

 

 

 

 

 

 

 

 

 

Total

 

$

2,471,078

 

 

$

(21,088

)

 

$

2,449,990

 

 

For the nine months ended September 30, 2017, loan portfolio activity was as follows (in thousands):

 

Balance at December 31, 2016

 

$

2,449,990

 

Loans originated

 

 

1,149,911

 

Additional fundings

 

 

228,217

 

Amortization of discount and origination fees

 

 

15,607

 

Deductions during the period:

 

 

 

 

Collection of principal

 

 

(1,016,246

)

Amortization of premium

 

 

(2,766

)

Balance at September 30, 2017

 

$

2,824,713

 

 

At September 30, 2017 and December 31, 2016, there was $0.1 million and $2.9 million, respectively, of unamortized premium and $2.8 million and $12.5 million, respectively, of unamortized discount included in loans held for investment at amortized cost on the consolidated balance sheets.

The table below summarizes the carrying values and results of the Company’s internal risk rating review performed as of September 30, 2017 and December 31, 2016 (dollars in thousands):

 

 

 

Carrying Value

 

Rating

 

September 30, 2017

 

 

December 31, 2016

 

1

 

$

 

 

$

261,261

 

2

 

 

1,073,455

 

 

 

745,340

 

3

 

 

1,695,009

 

 

 

1,205,994

 

4

 

 

56,249

 

 

 

237,395

 

5

 

 

 

 

 

 

Totals

 

$

2,824,713

 

 

$

2,449,990

 

Weighted Average Risk Rating(1)

 

 

2.6

 

 

 

2.6

 

 

(1)

Weighted Average Risk Rating calculated based on unpaid principal balance at period end.

 

During the nine months ended September 30, 2017, two loans were moved from the Company’s category four risk rating, one into its category two risk rating and the other into its category three risk rating, as a result of improved operating performance of the underlying loan collateral. Additionally, the Company moved four loans that were classified in its category three risk rating to category four, resulting from a decline in collateral performance. During the nine months ended September 30, 2017, two loans classified in its category four risk rating and three loans classified in its category one risk rating as of December 31, 2016 were repaid during the ordinary course of business. The weighted average risk rating at both September 30, 2017 and December 31, 2016 was 2.6.

At September 30, 2017 and December 31, 2016, there were no loans on non-accrual status or that were impaired; thus, the Company did not record a reserve for loan loss.

See Note 15 for details about the Company’s mortgage loan originations subsequent to September 30, 2017.

v3.8.0.1
Commercial Mortgage-Backed Securities
9 Months Ended
Sep. 30, 2017
Investments Debt And Equity Securities [Abstract]  
Commercial Mortgage-Backed Securities

(4) Commercial Mortgage-Backed Securities

At each of September 30, 2017 and December 31, 2016, the Company had five CMBS designated as available-for-sale. During the three months ended September 30, 2017, the Company sold a CMBS investment for net proceeds of $43.8 million, recognizing in Other income, net a gain on sale of $0.3 million. Detailed information regarding the Company’s available-for-sale CMBS is as follows (dollars in thousands):

 

 

 

September 30, 2017

 

 

 

 

 

 

 

Unamortized

 

 

Gross

 

 

Estimated

 

 

 

Face

 

 

Premium

 

 

Unrealized

 

 

Fair

 

 

 

Amount

 

 

(Discount)

 

 

Loss

 

 

Value

 

Investments, at Fair Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial mortgage-backed securities

 

$

85,866

 

 

$

336

 

 

$

(20

)

 

$

86,182

 

 

 

 

December 31, 2016

 

 

 

Face

Amount

 

 

Unamortized

Premium

(Discount)

 

 

Gross

Unrealized

Gain

 

 

Estimated

Fair

Value

 

Investments, at Fair Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial mortgage-backed securities

 

$

62,927

 

 

$

(2,673

)

 

$

1,250

 

 

$

61,504

 

 

The CMBS fair values are considered Level II fair value measurements within the fair value hierarchy of ASC 820-10. The CMBS fair values are based upon market, broker, counterparty or pricing services quotations, which provide valuation estimates based upon reasonable market order indications. These fair value quotations are subject to significant variability based on market conditions, such as interest rates, credit spreads and market liquidity.

The amortized cost and estimated fair value of the Company’s available-for-sale CMBS by contractual maturity are shown in the following table (dollars in thousands):

 

 

 

September 30, 2017

 

 

 

Amortized

Cost

 

 

Estimated

Fair Value

 

Expected Maturity Date

 

 

 

 

 

 

 

 

After one, within five years

 

$

36,700

 

 

$

36,872

 

After five, within ten years

 

 

49,509

 

 

 

49,310

 

Total investment in commercial mortgage-backed securities, at fair value

 

$

86,209

 

 

$

86,182

 

 

 

 

December 31, 2016

 

 

 

Amortized

Cost

 

 

Estimated

Fair Value

 

Expected Maturity Date

 

 

 

 

 

 

 

 

After one, within five years

 

$

58,962

 

 

$

60,242

 

After five, within ten years

 

 

1,292

 

 

 

1,262

 

Total investment in commercial mortgage-backed securities, at fair value

 

$

60,254

 

 

$

61,504

 

 

No other than temporary impairments were recognized through income during the nine months ended September 30, 2017 or year ended December 31, 2016.

v3.8.0.1
Variable Interest Entities and Collateralized Loan Obligation
9 Months Ended
Sep. 30, 2017
Organization Consolidation And Presentation Of Financial Statements [Abstract]  
Variable Interest Entities and Collateralized Loan Obligation

(5) Variable Interest Entities and Collateralized Loan Obligation

On December 18, 2014, the Company entered into a collateralized loan obligation through TPG RE Finance Trust CLO Issuer, L.P., a wholly-owned subsidiary of the Company (“CLO Issuer”) and on December 29, 2014, the Company acquired from German American Capital Corporation (“GACC”) a portfolio of 75% participation interests in certain loans secured primarily by first mortgages on commercial properties, with a face value of approximately $2.4 billion. To partially fund the investment, on December 18, 2014, the CLO Issuer issued a Class A Note secured by the Company’s 75% participation interests in the portfolio of loans acquired. The Company evaluated in accordance with ASC 810, the key attributes of the CLO Issuer to determine if it was a VIE and, if so, whether the Company was the primary beneficiary of the CLO Issuer’s operating activities. This analysis resulted in the Company concluding that the CLO Issuer was a VIE, that the Company was the primary beneficiary, and that it would consolidate the entity.

The CLO Issuer invested in real estate-related loans which were substantially financed by the issuance of debt securities. The  Manager was named collateral manager (“CLO Collateral Manager”) for all of the CLO Issuer’s collateral assets. The CLO Collateral Manager was responsible for the activities that most significantly impacted the performance of the underlying assets, including but not limited to monitoring, managing and disposing of collateral assets and managing the CLO Issuer’s compliance with provisions of the CLO indenture. The Company’s involvement with the CLO Issuer primarily affected its financial performance and operating cash flows through amounts recorded to interest income, interest expense and provision for loan losses.

The Company consolidated the CLO Issuer because ultimately it had the ability to control the activities that most significantly impacted the economic performance of the entity through its contractual rights with the affiliated CLO Collateral Manager. The CLO Collateral Manager had a contractual duty to the CLO Issuer, which in turn benefited the Company as the owner of 100% of the equity in the CLO Issuer. Additionally, the Company had exposure to the CLO Issuer’s losses to the extent of its equity interests and also had rights to waterfall payments in excess of required payments to the CLO Issuer’s Class A Note holder which would both be significant to the CLO Issuer. At each reporting date, the Company reconsidered its primary beneficiary conclusion to determine if its obligation to absorb losses of, or its rights to receive benefits from, the CLO Issuer could potentially be more than insignificant and if it should consolidate the CLO Issuer.

On August 16, 2017, the outstanding principal balance of the Class A Note issued by the CLO Issuer was approximately $118.0 million. On August 16, 2017, the CLO Issuer sold to GACC two first mortgage loan participation interests with an aggregate unpaid principal balance of $12.8 million that collateralized the Class A Note in part and recognized in Other income, net a $0.2 million loss on sale. The sales price of the two first mortgage loans was approximately par value. These loans were sold because they were determined to no longer be consistent with the Company’s current investment strategy.

On August 18, 2017, one of the Company’s wholly-owned subsidiaries purchased from the CLO Issuer seven first mortgage loan participation interests with an aggregate unpaid principal balance of $138.5 million that collateralized the remainder of the Class A Note issued by the CLO Issuer. The first mortgage loan participation interests were sold by the CLO Issuer for approximately par value. On August 23, 2017, proceeds from both transactions were used in combination with approximately $3.0 million of Company cash to retire all amounts outstanding under the Class A Note issued by the CLO Issuer, which totaled $118.0 million. The collateralized loan obligation was subsequently terminated.

The Company’s total assets and total liabilities at December 31, 2016 included the following VIE assets and liabilities (dollars in thousands):

 

 

 

December 31, 2016

 

ASSETS

 

 

 

 

Cash and Cash Equivalents

 

$

2,133

 

Accounts Receivable

 

 

479

 

Accounts Receivable from Servicer/Trustee

 

 

23,009

 

Accrued Interest Receivable

 

 

5,714

 

Loans Held for Investment

 

 

712,158

 

Total Assets

 

$

743,493

 

LIABILITIES

 

 

 

 

Accrued Interest Payable

 

$

885

 

Accrued Expenses

 

 

32

 

Collateralized Loan Obligation

 

 

540,780

 

Payable to Affiliates

 

 

933

 

Deferred Revenue

 

 

198

 

Total Liabilities

 

$

542,828

 

 

Assets held by the CLO Issuer were restricted and could only be used to settle obligations of the entity. The liabilities of the CLO Issuer were non-recourse to the Company and could only be satisfied from the CLO Issuer’s asset pool. From inception of the CLO through its dissolution, the Company did not provide, and was not required to provide, financial support to the CLO Issuer through a liquidity arrangement or otherwise.

 

The following table outlines borrowings and the corresponding collateral under the Company’s consolidated CLO Issuer as of December 31, 2016 (dollars in thousands):

 

As of December 31, 2016

 

Debt

 

 

Collateral (loans)

 

Face Value

 

 

Carrying Value

 

 

Outstanding Principal

 

 

Carrying Value

 

$

543,320

 

 

$

540,780

 

 

$

712,420

 

 

$

712,158

 

 

The Company incurred approximately $13.2 million of issuance costs which were amortized on an effective yield basis over the shorter of the remaining life of the loans that collateralized the Class A Note, or the Class A Note. As a result of retiring all amounts outstanding under the Class A Note, the Company recognized an additional $0.9 million of issuance costs during the three months ended September 30, 2017. As of September 30, 2017 and December 31, 2016, the Company’s unamortized issuance costs were $0.0 million and $2.5 million, respectively.

 

Interest on the Class A Note was payable monthly, beginning on December 18, 2014, and for the nine months ended September 30, 2017 and 2016, interest expense (excluding amortization of deferred financing costs) of $9.3 million and $21.8 million, respectively, is included in the Company’s consolidated statements of income as interest expense.

v3.8.0.1
Notes Payable, Repurchase Agreements, Senior Secured Credit Facility and Subscription Secured Facility
9 Months Ended
Sep. 30, 2017
Debt Disclosure [Abstract]  
Notes Payable, Repurchase Agreements, Senior Secured Credit Facility and Subscription Secured Facility

(6) Notes Payable, Repurchase Agreements, Senior Secured Credit Facility and Subscription Secured Facility

At September 30, 2017 and December 31, 2016, the Company had notes payable and repurchase agreements for certain of the Company’s originated loans. In addition, at December 31, 2016, the Company had a subscription secured credit facility outstanding, which facility was terminated in July 2017. On September 29, 2017, the Company entered into a new senior secured credit facility agreement with Bank of America. These financing agreements bear interest at a rate equal to LIBOR plus a credit spread determined primarily by advance rate and property type, or in the case of the subscription secured facility before it was terminated, the creditworthiness of the irrevocable investor commitments that secured the facility. The agreements contain covenants that include certain financial requirements, including maintenance of minimum liquidity, minimum tangible net worth, maximum debt to net worth ratio, current ratio and limitations on capital expenditures, indebtedness, distributions, transactions with affiliates and maintenance of positive net income as defined in the agreements.

The following table presents certain information regarding the Company’s notes payable, repurchase agreements, senior secured credit facility, and subscription secured facility as of September 30, 2017 and December 31, 2016, respectively. Except as otherwise noted, all other agreements are held on a non-recourse basis. Amounts included are shown in thousands:

 

As of September 30, 2017

 

Notes Payable

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Bank of the Ozarks

 

8/23/2019

 

1 Month Libor

 

 

4.5

%

 

 

5.7

%

 

$

92,400

 

 

$

56,175

 

 

$

36,225

 

 

$

51,750

 

Bank of the Ozarks

 

8/31/2018

 

1 Month Libor

 

 

4.0

 

 

 

5.2

 

 

 

68,600

 

 

 

17,824

 

 

 

50,776

 

 

 

72,537

 

Deutsche Bank

 

9/25/2019

 

1 Month Libor

 

 

3.5

 

 

 

4.7

 

 

 

64,779

 

 

 

19,027

 

 

 

45,752

 

 

 

76,253

 

Deutsche Bank

 

6/29/2018

 

1 Month Libor

 

 

3.3

 

 

 

4.5

 

 

 

49,644

 

 

 

21,021

 

 

 

28,623

 

 

 

44,035

 

Bank of the Ozarks

 

5/22/2018

 

1 Month Libor

 

 

4.8

 

 

 

6.0

 

 

 

48,750

 

 

 

20,376

 

 

 

28,374

 

 

 

43,653

 

Deutsche Bank

 

12/9/2018

 

1 Month Libor

 

 

3.7

 

 

 

4.9

 

 

 

42,543

 

 

 

1

 

 

 

42,542

 

 

 

60,775

 

BMO Harris Bank(1)

 

4/9/2020

 

1 Month Libor

 

 

2.7

 

 

 

3.9

 

 

 

32,500

 

 

 

 

 

 

32,500

 

 

 

45,000

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

399,216

 

 

 

134,424

 

 

 

264,792

 

 

 

394,003

 

 

Repurchase Agreements

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Goldman Sachs(1)

 

8/19/2018

 

1 Month Libor

 

 

2.2

%

 

 

3.4

%

 

$

750,000

 

 

$

202,428

 

 

$

547,572

 

 

$

841,002

 

Wells Fargo(1)

 

5/25/2019

 

1 Month Libor

 

 

2.1

 

 

 

3.4

 

 

 

750,000

 

 

 

356,512

 

 

 

393,488

 

 

 

682,221

 

JP Morgan(1)

 

8/20/2018

 

1 Month Libor

 

 

2.5

 

 

 

3.7

 

 

 

417,250

 

 

 

155,382

 

 

 

261,868

 

 

 

380,621

 

Morgan Stanley(1)

 

5/3/2019

 

1 Month Libor

 

 

2.4

 

 

 

3.6

 

 

 

400,000

 

 

 

127,268

 

 

 

272,732

 

 

 

397,592

 

US Bank(1)

 

10/6/2019

 

1 Month Libor

 

 

2.3

 

 

 

3.5

 

 

 

150,000

 

 

 

129,000

 

 

 

21,000

 

 

 

30,000

 

Goldman Sachs (CMBS)(2)

 

10/30/2017

 

1 Month Libor

 

 

1.8

 

 

 

3.0

 

 

 

100,000

 

 

 

64,422

 

 

 

35,578

 

 

 

39,533

 

Royal Bank of Canada (CMBS)(2)

 

12/20/2017

 

1 Month Libor

 

 

1.0

 

 

 

2.2

 

 

 

100,000

 

 

 

92,140

 

 

 

7,860

 

 

 

8,418

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,667,250

 

 

 

1,127,152

 

 

 

1,540,098

 

 

 

2,379,387

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Secured Credit Facility

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Bank of America(1)

 

9/29/2020

 

1 Month Libor

 

N/A

 

 

N/A

 

 

$

250,000

 

 

$

250,000

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

$

3,316,466

 

 

$

1,511,576

 

 

$

1,804,890

 

 

$

2,773,390

 

 

(1)

Borrowings under repurchase agreements, senior secured credit facility, and one note payable with a guarantee for 25% recourse.

(2)

Borrowings under repurchase agreements with a guarantee for 100% recourse. Maturity Date represents the sooner of the next maturity date of the CMBS repurchase agreement, or roll over date for the applicable underlying trade confirmation, subsequent to September 30, 2017.

 

As of December 31, 2016

 

Notes Payable

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Bank of the Ozarks

 

8/23/2019

 

1 Month Libor

 

 

4.5

%

 

 

5.1

%

 

$

92,400

 

 

$

72,544

 

 

$

19,856

 

 

$

28,366

 

Deutsche Bank

 

9/25/2019

 

1 Month Libor

 

 

3.5

 

 

 

4.1

 

 

 

64,779

 

 

 

30,207

 

 

 

34,572

 

 

 

57,620

 

Deutsche Bank

 

12/9/2018

 

1 Month Libor

 

3.3

 

 

3.9

 

 

 

49,644

 

 

 

29,293

 

 

 

20,351

 

 

 

31,309

 

Deutsche Bank

 

9/29/2018

 

1 Month Libor

 

 

3.7

 

 

 

4.3

 

 

 

42,543

 

 

 

5,940

 

 

 

36,603

 

 

 

52,303

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

249,366

 

 

 

137,984

 

 

 

111,382

 

 

 

169,598

 

 

Repurchase Agreements

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Goldman Sachs(1)

 

8/19/2017

 

1 Month Libor

 

 

2.2

%

 

 

2.9

%

 

$

500,000

 

 

$

249,110

 

 

$

250,890

 

 

$

363,146

 

Wells Fargo(1)

 

5/25/2019

 

1 Month Libor

 

 

2.2

 

 

 

3.0

 

 

 

500,000

 

 

 

179,729

 

 

 

320,271

 

 

 

461,618

 

JP Morgan(1)

 

8/20/2018

 

1 Month Libor

 

 

2.7

 

 

 

3.4

 

 

 

313,750

 

 

 

25,001

 

 

 

288,749

 

 

 

414,269

 

Morgan Stanley(1)

 

5/3/2019

 

1 Month Libor

 

 

2.5

 

 

 

3.2

 

 

 

250,000

 

 

 

124,036

 

 

 

125,964

 

 

 

175,884

 

Goldman Sachs (CMBS)(2)

 

8/19/2017

 

1 Month Libor

 

 

2.0

 

 

 

2.6

 

 

 

100,000

 

 

 

73,195

 

 

 

26,805

 

 

 

43,500

 

Royal Bank of Canada (CMBS)(2)

 

2/9/2021

 

1 Month Libor

 

 

1.0

 

 

 

1.6

 

 

 

100,000

 

 

 

91,150

 

 

 

8,850

 

 

 

9,347

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,763,750

 

 

 

742,221

 

 

 

1,021,529

 

 

 

1,467,764

 

 

Subscription Secured Facility

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Lloyds Bank

 

1/6/2018

 

1 Month Libor

 

 

1.8

%

 

 

2.5

%

 

$

250,000

 

 

$

109,142

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

$

2,263,116

 

 

$

989,347

 

 

$

1,132,911

 

 

$

1,637,362

 

 

(1)

Borrowings under repurchase agreements with a guarantee for 25% recourse.

(2)

Borrowings under repurchase agreements with a guarantee for 100% recourse.

Notes Payable

As of September 30, 2017 and December 31, 2016, the Company had seven and four note-on-note financing agreements, respectively, to finance certain of its lending activities. These loans allow for additional advances up to a specified cap and are secured by seven and four loans held for investment, respectively. The Company’s note-on-note agreements have the following guarantees:

 

(1)

Deutsche Bank and Bank of the Ozarks: Holdco has provided funding guarantees under which Holdco guarantees the funding obligations of the special purpose lending entity in limited circumstances. In addition, under the Deutsche Bank and Bank of the Ozarks asset-specific financings, Holdco has delivered limited non-recourse carve-out guarantees in favor of the lenders as additional credit support for the financings. These guarantees trigger recourse to Holdco as a result of certain “bad boy” defaults for actual losses incurred by such party, or the entire outstanding obligations of the financing borrower, depending on the nature of the “bad boy” default in question; and

 

(2)

BMO Harris: Holdco has delivered a payment guarantee in favor of the lender as additional credit support for the financing. The liability of Holdco under this guarantee is generally capped at 25% of the outstanding obligations of the special purpose subsidiary which is the primary obligor under the financing. In addition, Holdco has delivered a non-recourse carveout guarantee, which can trigger recourse to Holdco as a result of certain “bad boy” defaults for losses incurred by BMO Harris or the entire outstanding obligations of the financing borrower, depending on the nature of the “bad boy” default in question.

All loans at September 30, 2017 are guaranteed by Holdco, and the agreements include guarantor covenants regarding liquid assets and net worth requirements. The Company believes it is in compliance with all covenants as of September 30, 2017 and December 31, 2016. One of these loans at September 30, 2017 is 25% recourse to Holdco.

Repurchase Agreements

The Company frequently utilizes repurchase agreements to finance the direct origination or acquisition of commercial real estate mortgage loans and CMBS. Under these repurchase agreements, the Company transfers all of its rights, title and interest in the loans or CMBS to the repurchase counterparty in exchange for cash, and simultaneously agrees to reacquire the asset at a future date for an amount equal to the cash exchanged plus an interest factor. The repurchase counterparty collects all principal and interest on related loans or CMBS and remits to the Company only the net after collecting its interest and other fees.

During the nine months ended September 30, 2017 and the year ended December 31, 2016, the Company entered into one and two additional repurchase agreements, respectively, to finance its lending activities. Credit spreads vary depending on property type and advance rate. Assets pledged are mortgage loans collateralized by commercial properties. These facilities are 25% recourse to Holdco.

On July 21, 2017, the Company closed an amendment to its existing secured revolving repurchase facility with Morgan Stanley Bank, N.A. to increase the maximum facility amount to $400 million from $250 million. Additionally, the Company has the right to further upsize the facility to $500 million from $400 million upon at least five days’ notice, subject to customary conditions. The facility was also amended to provide for an extended maturity in May 2020 and can be extended by the Company for additional successive one year periods, subject to approval by the lender. As was the case prior to the amendment, the number of extension options is not limited by the terms of this facility.

On August 18, 2017, and in connection with the repayment of the Class A Note and the termination of the collateralized loan obligation, the Company closed an amendment to its existing secured revolving repurchase facility with JPMorgan Chase Bank, N.A. to increase the maximum facility amount by $103.5 million, to $417.3 million, and to include as pledged collateral under the facility the seven first mortgage loan participation interests purchased from the CLO Issuer by one of our wholly-owned subsidiaries on August 18, 2017. With respect only to the upsize amount, amounts borrowed may not be repaid and reborrowed. All other material terms of the credit facility remain unchanged.

At September 30, 2017 and December 31, 2016, the Company had two securities repurchase agreements to finance its CMBS investing activities. Credit spreads vary depending upon the CMBS and advance rate. Assets pledged at September 30, 2017 and December 31, 2016 consisted of three and three mortgage-backed securities, respectively. These facilities are 100% recourse to Holdco. The agreements include various covenants covering net worth, liquidity, recourse limitations, and debt coverage. The Company believes it is in compliance with all covenants as of September 30, 2017 and December 31, 2016.

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by commercial mortgage loans, all of which are considered long-term borrowings, and comprise counterparty concentration risks, at September 30, 2017 (in thousands):

 

 

 

September 30, 2017

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity

 

Goldman Sachs Bank

 

$

841,002

 

 

$

836,913

 

 

$

548,306

 

 

$

288,607

 

 

 

23.9

%

 

 

688

 

Wells Fargo Bank

 

 

682,221

 

 

 

678,256

 

 

 

394,007

 

 

 

284,249

 

 

 

23.5

 

 

 

1,333

 

Morgan Stanley Bank(4)

 

 

397,592

 

 

 

396,370

 

 

 

273,144

 

 

 

123,226

 

 

 

10.2

 

 

N/A

 

JP Morgan Chase Bank

 

 

380,621

 

 

 

381,178

 

 

 

262,403

 

 

 

118,775

 

 

 

9.8

 

 

 

1,055

 

US Bank

 

 

30,000

 

 

 

29,514

 

 

 

21,058

 

 

 

8,456

 

 

 

0.7

 

 

 

1,467

 

Subtotal / Weighted Average

 

 

2,331,436

 

 

 

2,322,231

 

 

 

1,498,918

 

 

 

823,313

 

 

 

 

 

 

 

987

 

 

(1)

Amounts shown in the table include interest receivable of $9.2 million and are net of premium, discount and origination fees of $18.4 million.

(2)

Amounts shown in the table include interest payable of $2.3 million and do not reflect unamortized deferred financing fees of $8.7 million.

(3)

Represents the net carrying value of the commercial real estate assets sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

(4)

The Morgan Stanley Bank credit facility is excluded from the Days to Extended Maturity calculation because it does not have a contractual maturity date.

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by CMBS, all of which are considered short-term borrowings, and comprise counterparty concentration risks, at September 30, 2017 (in thousands):

 

 

 

September 30, 2017

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity(4)

 

Goldman Sachs Bank

 

$

39,533

 

 

$

39,398

 

 

$

35,767

 

 

$

3,631

 

 

 

0.3

%

 

 

30

 

Royal Bank of Canada

 

 

8,418

 

 

 

8,721

 

 

 

7,903

 

 

 

818

 

 

 

0.1

 

 

 

81

 

Subtotal / Weighted Average

 

 

47,951

 

 

 

48,119

 

 

 

43,670

 

 

 

4,449

 

 

 

 

 

 

 

39

 

Total / Weighted Average - Loans and CMBS

 

$

2,379,387

 

 

$

2,370,350

 

 

$

1,542,588

 

 

$

827,762

 

 

 

 

 

 

 

955

 

 

(1)

Amounts shown in the table include interest receivable of $0.1 million and are net of premium, discount, and unrealized gains of $0.1 million.

(2)

Amounts shown in the table include interest payable of $0.2 million and do not reflect unamortized deferred financing fees of $0.1 million.

(3)

Represents the net carrying value of available-for-sale securities sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

(4)

Represents the sooner of the next maturity date of the CMBS repurchase agreement, or roll over date for the applicable underlying trade confirmation, subsequent to September 30, 2017.

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by commercial mortgage loans, all of which are considered long-term borrowings, and comprise counterparty concentration risks, at December 31, 2016 (in thousands):

 

 

 

December 31, 2016

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity

 

Wells Fargo Bank

 

$

461,618

 

 

$

450,338

 

 

$

320,175

 

 

$

130,163

 

 

 

13

%

 

 

1,606

 

JP Morgan Chase Bank

 

 

414,269

 

 

 

414,461

 

 

 

289,206

 

 

 

125,255

 

 

 

13

 

 

 

1,328

 

Goldman Sachs Bank

 

 

363,146

 

 

 

361,964

 

 

 

251,366

 

 

 

110,598

 

 

 

11

 

 

 

961

 

Morgan Stanley Bank(4)

 

 

175,884

 

 

 

175,178

 

 

 

126,152

 

 

 

49,026

 

 

 

5

 

 

N/A

 

Subtotal / Weighted Average

 

 

1,414,917

 

 

 

1,401,941

 

 

 

986,899

 

 

 

415,042

 

 

 

 

 

 

 

3,895

 

 

(1)

Amounts shown in the table include interest receivable of $0.004 million and are net of premium, discount and origination fees of $0.02 million.

(2)

Amounts shown in the table include interest payable of $0.001 million and do not reflect unamortized deferred financing fees of $0.01 million.

(3)

Represents the net carrying value of the commercial real estate assets sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

(4)

The Morgan Stanley Bank credit facility is excluded from the Days to Extended Maturity calculation because it does not have a contractual maturity date.

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by CMBS, all of which are considered short-term borrowings, and comprise counterparty concentration risks, at December 31, 2016 (in thousands):

 

 

 

December 31, 2016

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity

 

Goldman Sachs Bank

 

$

43,500

 

 

$

41,403

 

 

$

26,832

 

 

$

14,571

 

 

 

2

%

 

 

1,502

 

Royal Bank of Canada

 

 

9,347

 

 

 

9,932

 

 

 

8,856

 

 

 

1,076

 

 

 

 

 

 

1,507

 

Subtotal / Weighted Average

 

 

52,847

 

 

 

51,335

 

 

 

35,688

 

 

 

15,647

 

 

 

 

 

 

 

3,009

 

Total / Weighted Average - Loans and CMBS

 

$

1,467,764

 

 

$

1,453,276

 

 

$

1,022,587

 

 

$

430,689

 

 

 

 

 

 

 

1,331

 

 

(1)

Amounts shown in the table include interest receivable of $0.03 million and are net of premium, discount, and unrealized gains of $2.7 million.

(2)

Amounts shown in the table include interest payable of $0.03 million and do not reflect unamortized deferred financing fees of $0.01 million.

(3)

Represents the net carrying value of available-for-sale securities sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

 

Senior Secured Credit Facility

On September 29, 2017, the Company entered into a senior secured credit facility agreement with Bank of America that has a maximum facility amount $250 million, which may increase from time to time, up to $500 million, at the request of the Company and agreement by the lender. The current extended maturity of this facility is September 2022.

Subscription Secured Facility

On January 6, 2016, the Company entered into a subscription secured revolving credit facility with a commitment of $250 million. Borrowing ability is limited to the lesser of $250 million and 66.67% of unfunded commitments from included investors as defined in the agreement. The credit facility term is two years with a one year extension option at a rate of LIBOR plus 1.75%. In connection with the completion of the Company’s initial public offering in July 2017, the Company cancelled the unfunded commitments and terminated this facility.

v3.8.0.1
Schedule of Maturities
9 Months Ended
Sep. 30, 2017
Debt Disclosure [Abstract]  
Schedule of Maturities

(7) Schedule of Maturities

The future principal payments for the five years subsequent to September 30, 2017 and thereafter are as follows (in thousands):

 

 

 

Senior Secured

Credit Facility

 

 

Repurchase

Agreements

 

 

Notes

Payable

 

2017

 

$

 

 

$

101,485

 

 

$

 

2018

 

 

 

 

 

901,253

 

 

 

186,540

 

2019

 

 

 

 

 

537,360

 

 

 

45,752

 

2020

 

 

 

 

 

 

 

 

32,500

 

2021

 

 

 

 

 

 

 

 

 

Thereafter

 

 

 

 

 

 

 

 

 

Total

 

$

 

 

$

1,540,098

 

 

$

264,792

 

 

v3.8.0.1
Fair Value Measurements
9 Months Ended
Sep. 30, 2017
Fair Value Disclosures [Abstract]  
Fair Value Measurements

(8) Fair Value Measurements

The Company’s consolidated balance sheet includes Level I fair value measurements related to cash equivalents, restricted cash, accounts receivable, and accounts payable and accrued liabilities. At September 30, 2017, the Company had $58.9 million invested in money market funds with original maturities of less than 90 days. The carrying values of these financial assets and liabilities are reasonable estimates of fair value because of the short-term maturities of these instruments. The consolidated balance sheet also includes Loans Held for Investment, a collateralized loan obligation, and secured financing arrangements that are considered Level III fair value measurements that are not measured at fair value on a recurring basis, but are subject to fair value adjustments utilizing the fair value of the underlying collateral when there is evidence of impairment. The Company did not have any nonrecurring fair value items as of September 30, 2017 and December 31, 2016.

The following tables provide information about financial assets and liabilities not carried at fair value on a recurring basis in our consolidated balance sheet (dollars in thousands):

 

 

 

September 30, 2017

 

 

 

Carrying Value

 

 

Level I

 

 

Level II

 

 

Level III

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans Held for Investment

 

$

2,824,713

 

 

$

 

 

$

 

 

$

2,848,390

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Secured Financing Arrangements

 

 

1,793,220

 

 

 

 

 

 

 

 

 

1,793,220

 

 

 

 

December 31, 2016

 

 

 

Carrying Value

 

 

Level I

 

 

Level II

 

 

Level III

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans Held for Investment

 

$

2,449,990

 

 

$

 

 

$

 

 

$

2,469,717

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized Loan Obligation

 

 

540,780

 

 

 

 

 

 

 

 

 

540,780

 

Secured Financing Arrangements

 

 

1,121,869

 

 

 

 

 

 

 

 

 

1,121,869

 

Level III fair values were determined based on standardized valuation models and significant unobservable market inputs, including holding period, discount rates based on loan to value, property type and loan pricing expectations developed by the Manager that were corroborated with other institutional lenders to determine a market spread that was added to the one-month LIBOR forward curve. There were no transfers of financial assets or liabilities within the fair value hierarchy during the current period.

At September 30, 2017 and December 31, 2016, the estimated fair value of loans held for investment was $2.8 billion and $2.5 billion, respectively. The average gross spread at September 30, 2017 and December 31, 2016 was 4.88% and 5.10%, respectively. The weighted average years to maturity was 3.5 years, assuming full extension of all loans, at September 30, 2017.

At September 30, 2017 and December 31, 2016, the carrying value of the secured financing agreements approximates fair value as current borrowing spreads reflect market terms. At December 31, 2016, the carrying value of the collateralized loan obligation approximates fair value as current borrowing spreads reflect market terms.

v3.8.0.1
Income Taxes
9 Months Ended
Sep. 30, 2017
Income Tax Disclosure [Abstract]  
Income Taxes

(9) Income Taxes

As of September 30, 2017 and December 31, 2016, the Company indirectly owns 100% of the equity of TPG RE Finance Trust CLO TRS Corp. (“CLO TRS”), TPG RE Finance Trust CLO TRS 1 Corp. (“TRS 1”) and TPG RE Finance Trust CLO TRS 2 Corp. (“TRS 2”), each of which is a taxable REIT subsidiary (collectively, “TRS”). TRS is subject to applicable U.S. federal, state, local and foreign income tax on its taxable income. In addition, as a REIT, the Company also may be subject to a 100% excise tax on certain transactions between it and its TRS that are not conducted on an arm’s-length basis. The Company files income tax returns in the United States federal jurisdiction as well as various state and local jurisdictions. The filings are subject to normal reviews by regulatory agencies until the related statute of limitations expires, with open tax years for all years since the Company’s initial capitalization in 2014. The years open to examination range from 2014 to present. The Company’s TRS had no operations as of September 30, 2017 and December 31, 2016, and accordingly no deferred tax assets or liabilities exist relating to the TRS’s operations.

ASC 740 also prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. ASC 740 also provides guidance on derecognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company has analyzed its various federal and state filing positions and believes that its income tax filing positions and deductions are well documented and supported. As of September 30, 2017 and December 31, 2016, based on the Company’s evaluation, there is no reserve for any uncertain income tax positions.

The Company’s policy is to classify interest and penalties associated with underpayment of U.S. federal and state income taxes, if any, as a component of general and administrative expense on its consolidated statements of income. For the periods ended September 30, 2017 and 2016, the Company did not have interest or penalties associated with the underpayment of any income taxes.

For the three and nine months ended September 30, 2017 and September 30, 2016, the Company incurred $0.0 million  and $0.1 million, respectively, and $0.1 million and $0.3 million, respectively, of federal, state and local tax expense relating to its TRS. At September 30, 2017 and 2016, the Company’s effective tax rate was 0.2% and  0.6%, respectively.

At September 30, 2017 and December 31, 2016, the Company had no deferred tax assets or liabilities.

v3.8.0.1
Related Party Transactions
9 Months Ended
Sep. 30, 2017
Related Party Transactions [Abstract]  
Related Party Transactions

(10) Related Party Transactions

Management Agreements

The Company is externally managed and advised by the Manager and, through July 24, 2017, paid the Manager a management fee in accordance with the management agreement which was executed on December 15, 2014 (the “pre-IPO Management Agreement”). For the three months ended September 30, 2017, the management fee and incentive management fee calculated under the pre-IPO Management Agreement was from July 1, 2017 through July 24, 2017, or 24 days. The management fee is equal to 1.25% of the Company’s stockholders’ equity per annum, which is calculated and payable quarterly in arrears. For purposes of calculating the management fee, stockholders’ equity means: (i) the sum of (A) the net proceeds received by the Company from all issuances of the Company’s common stock, plus (B) the Company’s cumulative Core Earnings from and after the date of the pre-IPO Management Agreement to the end of the most recently completed calendar quarter, (ii) less (A) any distributions to the Company’s stockholders from and after the date of the pre-IPO Management Agreement, (B) any amount that the Company or any of its subsidiaries has paid to repurchase the Company’s common stock since the date of the pre-IPO Management Agreement, and (C) any incentive management fee paid from and after the date of the pre-IPO Management Agreement. With respect to that portion of the period from and after the date of the pre-IPO Management Agreement that is used in any calculation of the incentive management fee or the management fee, all items in the foregoing sentence (other than clause (i) (B)) are calculated on a daily weighted average basis.

In addition, the Manager is entitled to an incentive management fee each calendar quarter in arrears in an amount, not less than zero, equal to the product of (i) 16% and (ii) the positive sum, if any, remaining after (A) Core Earnings of the Company for such calendar quarter are reduced by (B) the product of (1) the Company’s stockholders’ equity as of the end of such calendar quarter, and (2) 7% per annum; provided, however, that no incentive management fee is payable with respect to any calendar quarter unless Core Earnings for the 12 most recently completed calendar quarters is greater than zero. The Manager also acts as Collateral Manager for the CLO. The collateral management fee is equal to 0.075% per annum of the aggregate par amount of the loans in the CLO, and is calculated and payable monthly in arrears in cash. Pursuant to an arrangement that the Company had with the Manager prior to the Company’s initial public offering, the Company was entitled to reduce the base management fee payable to the Manager under the pre-IPO Management Agreement by an amount equal to the collateral management fee the Manager was entitled to receive for acting as the collateral manager for the CLO. After the completion of the initial public offering and prior to the termination of the CLO, the Manager was entitled to earn a collateral management fee for acting as the collateral manager for the CLO without any reduction or offset right to the base management fee payable to the Manager under the Management Agreement (as defined below). As of September 30, 2017 and December 31, 2016, the aggregate par amount of the loans in the CLO was $0.0 million and $712.4 million, respectively.

Post-IPO Management Agreement

Upon the completion of the Company’s initial public offering on July 25, 2017, the pre-IPO Management Agreement terminated, without payment of any termination fee to the Manager, and the Company entered into a new management agreement with the Manager (the “Management Agreement”). For the three months ended September 30, 2017, the management fee and incentive management fee calculated under the Management Agreement was from July 25, 2017 through September 30, 2017, or 68 days.

Pursuant to the Management Agreement, the Company pays the Manager a base management fee equal to the greater of $250,000 per annum ($62,500 per quarter) and 1.50% per annum (0.375% per quarter) of the Company’s “Equity.” The base management fee is payable in cash, quarterly in arrears. “Equity” means: (1) the sum of (a) the net proceeds received by the Company from all issuances of the Company’s common stock and Class A common stock (for purposes of calculating this amount, the net proceeds received by the Company from all issuances of the Company’s outstanding common stock and Class A common stock prior to the completion of the Company’s initial public offering equals approximately $1.0 billion), plus (b) the Company’s cumulative Core Earnings for the period commencing on the completion of the Company’s initial public offering to the end of the most recently completed calendar quarter, and (2) less (a) any distributions to the Company’s stockholders following the completion of the Company’s initial public offering, (b) any amount that the Company or any of its subsidiaries have paid to repurchase for cash the Company’s common stock or Class A common stock following the completion of the Company’s initial public offering and (c) any incentive compensation earned by the Manager following the completion of the Company’s initial public offering. With respect to that portion of the period from and after the completion of the Company’s initial public offering that is used in the calculation of incentive compensation, which is described below, or the base management fee, all items in the foregoing sentence (other than the Company’s cumulative Core Earnings) will be calculated on a daily weighted average basis.

The Manager is entitled to incentive compensation which is calculated and payable in cash with respect to each calendar quarter following the completion of the Company’s initial public offering (or part thereof that the Management Agreement is in effect) in arrears in an amount, not less than zero, equal to the difference between: (1) the product of (a) 20% and (b) the difference between (i) the Company’s Core Earnings for the most recent 12-month period (or such lesser number of completed calendar quarters, if applicable), including the calendar quarter (or part thereof) for which the calculation of incentive compensation is being made (the “applicable period”), and (ii) the product of (A) the Company’s Equity in the most recent 12-month period (or such lesser number of completed calendar quarters, if applicable), including the applicable period, and (B) 7% per annum; and (2) the sum of any incentive compensation paid to the Manager with respect to the first three calendar quarters of the most recent 12-month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable). No incentive compensation is payable to the Manager with respect to any calendar quarter unless Core Earnings for the 12 most recently completed calendar quarters (or such lesser number of completed calendar quarters following the completion of the Company’s initial public offering) is greater than zero.

The Company is required to reimburse the Manager or its affiliates for documented costs and expenses incurred by it and its affiliates on the Company’s behalf except those specifically required to be borne by the Manager or its affiliates under the Management Agreement. The Company’s reimbursement obligation is not be subject to any dollar limitation. The Manager or its affiliates is responsible for, and the Company will not reimburse the Manager or its affiliates for, the expenses related to the personnel of the Manager and its affiliates who provide services to the Company. However, the Company will reimburse the Manager for the Company’s allocable share of the compensation (including, without limitation, annual base salary, bonus, any related withholding taxes and employee benefits) paid to (1) the Manager’s personnel serving as the Company’s chief financial officer based on the percentage of his or her time spent managing the Company’s affairs and (2) other corporate finance, tax, accounting, internal audit, legal risk management, operations, compliance and other non-investment personnel of the Manager or its affiliates who spend all or a portion of their time managing the Company’s affairs, based on the percentage of time devoted by such personnel to the Company’s and the Company’s subsidiaries’ affairs.

For the three months ended September 30, 2017 and 2016, the Company paid an aggregate of $1.1 million and $3.2 million, respectively, to the Manager for management fees and incentive management fees under the pre-IPO Management Agreement and collateral management fees under the collateral management agreement for the CLO. For the nine months ended September 30, 2017 and 2016, the Company paid an aggregate of $10.0 million and $9.9 million, respectively, to the Manager for management fees and incentive management fees under the pre-IPO Management Agreement and collateral management fees under the collateral management agreement for the CLO. For the three and nine months ended September 30, 2017, the Company paid an aggregate of $3.4 million to the Manager for management fees and incentive management fees under the Management Agreement and collateral management fees under the collateral management agreement for the CLO. Management fees, incentive management fees, and collateral management fees included in payable to affiliates on the consolidated balance sheets at September 30, 2017 and December 31, 2016, is approximately $4.5 million and $2.9 million, respectively.

The Company is responsible for reimbursing the Manager for certain expenses paid by the Manager on behalf of the Company or for certain services provided by the Manager to the Company. Expenses incurred by the Manager and reimbursed by the Company, are reflected in the respective consolidated statements of income expense category or the consolidated balance sheets based on the nature of the item. For the nine months ended September 30, 2017 and 2016, $1.0 million and $0.1 million were incurred by the Manager and reimbursable by the Company, respectively.

Termination Fee

A termination fee will be payable to the Manager upon termination of the Management Agreement by the Company absent a cause event. The termination fee would also be payable to the Manager upon termination of the Management Agreement by the Manager if the Company materially breaches the Management Agreement. The termination fee is equal to three times the sum of (x) the average annual base management fee and (y) the average annual incentive compensation earned by the Manager, in each case during the 24-month period immediately preceding the most recently completed calendar quarter prior to the date of termination or, if such termination occurs prior to July 25, 2019, and such termination fee is payable, the base management fees and the incentive compensation will be annualized for such two-year period based on such fees actually received by the Manager during such period.

v3.8.0.1
Earnings per Share
9 Months Ended
Sep. 30, 2017
Earnings Per Share [Abstract]  
Earnings per Share

(11) Earnings per Share

At September 30, 2017, all share and per share data reflect the impact the common stock and Class A common stock dividend which was paid on July 25, 2017 to holders of record as of July 3, 2017 upon completion of the Company’s initial public offering. The following table sets forth the calculation of basic and diluted earnings per common share (common stock and Class A common stock) based on the weighted-average number of shares of common stock and Class A common stock outstanding (in thousands, except share and per share data):

 

 

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

 

2017

 

 

2016

 

 

2017

 

 

2016

 

Net Income Attributable to Common Stockholders

 

$

20,787

 

 

$

17,439

 

 

$

69,582

 

 

$

50,796

 

Weighted-Average Common Shares Outstanding, Basic and Diluted

 

 

58,685,979

 

 

 

40,946,029

 

 

 

51,969,733

 

 

 

39,096,974

 

Per Common Share Amount, Basic and Diluted

 

$

0.35

 

 

$

0.43

 

 

$

1.34

 

 

$

1.30

 

 

v3.8.0.1
Stockholders' Equity
9 Months Ended
Sep. 30, 2017
Stockholders Equity Note [Abstract]  
Stockholders' Equity

(12) Stockholders’ Equity

Initial Public Offering

On July 25, 2017, the Company completed an initial public offering of 11 million shares of common stock at a price of $20.00 per share for net proceeds of $200.1 million, after deducting underwriting discounts of $13.2 million and estimated offering expenses payable by us of $6.7 million. On August 17, 2017, the underwriters of the Company’s initial public offering partially exercised their option to purchase up to an additional 1,650,000 shares of common stock. On August 22, 2017, the Company issued and sold, and the underwriters purchased, 650,000 shares of common stock for net proceeds of $12.2 million, after deducting underwriting discounts of $0.8 million. The Company used the net proceeds from the offering to originate commercial mortgage loans consistent with its investment strategy and investment guidelines.

On July 28, 2017, the Company paid GACC $2.0 million related to its contractual deferred purchase price obligation due in the event the Company consummated an initial public offering on or before December 29, 2017.

 

Stock Dividend

On July 3, 2017, we declared a stock dividend that resulted in the issuance of 9,224,268 shares of our common stock and 230,815 shares of our Class A common stock upon the completion of our initial public offering. The stock dividend was paid on July 25, 2017 to holders of record of our common stock and Class A common stock as of July 3, 2017. All prior periods have been restated to give effect to the impact of these transactions on our common and Class A common stock issued, shares outstanding, per share calculations, and basic and diluted weighted average number of common shares outstanding.

 

10b5-1 Purchase Plan

The Company entered into an agreement (the “10b5-1 Purchase Plan”) with Goldman Sachs & Co. LLC, pursuant to which Goldman Sachs & Co. LLC, as our agent, will buy in the open market up to $35.0 million in shares of our common stock in the aggregate during the period beginning on or about August 21, 2017 and ending 12 months thereafter or, if sooner, the date on which all the capital committed to the 10b5-1 Purchase Plan has been exhausted. The 10b5-1 Purchase Plan requires Goldman Sachs & Co. LLC to purchase for us shares of our common stock when the market price per share is below the threshold price specified in the 10b5-1 Purchase Plan which is based on our book value per common share. During the three months ended September 30, 2017, the Company repurchased 0.3 million shares of common stock, at an average price of $19.59 per share, for total consideration (including commissions and related fees) of $6.6 million. At September 30, 2017, the Company’s remaining commitment under the 10b5-1 Purchase Plan is $28.4 million.

 

Subscriptions

Prior to the completion of the Company’s initial public offering on July 25, 2017, certain of the Company’s pre-IPO investors entered into subscription agreements for specified capital commitments. Unfunded capital commitments as of December 31, 2016 were $181.0 million. In connection with the completion of the Company’s initial public offering, the stockholders agreement between the Company and certain of the Company’s pre-IPO stockholders and all of the obligations of certain of the Company’s pre-IPO stockholders to purchase additional shares of the Company’s common stock and Class A common stock using the undrawn portion of their capital commitments were terminated.

 

Articles of Amendment and Restatement

On July 19, 2017, the Company filed Articles of Amendment and Restatement with the State Department of Assessments and Taxation of Maryland. The Articles of Amendment and Restatement increased the Company’s authorized common stock to 300,000,000 shares of common stock and 2,500,000 shares of Class A common stock with $0.001 par value per share. Additionally, the Articles of Amendment and Restatement increased our authorized preferred stock to 100,000,000 shares of preferred stock with a $0.001 par value per share. Class A common stock has been issued to, and is owned by, certain individuals or entities affiliated with the Manager, and the sale or conversion to common stock by holders of such Class A common stock is subject to certain restrictions.

As of September 30, 2017, the Company’s authorized common stock consisted of 300,000,000 shares of common stock and 2,500,000 shares of Class A common stock with $0.001 par value per share. As of September 30, 2017 and December 31, 2016, the Company had total common stock and Class A common stock shares of 61,004,768 and 48,446,028 issued and outstanding, respectively.

Dividends

Prior to the completion of the Company’s initial public offering, dividends were accrued at the time of approval by the Special Actions Committee (the ”Committee”), a standing committee comprised of directors who are employed by TPG Global, LLC or an affiliate thereof. Subsequent to the completion of the Company’s initial public offering, dividends are accrued at the time of approval by the Company’s Board of Directors. Upon the approval of the Committee, or the Company’s Board of Directors, as applicable, dividends are paid first to the holders of the Company’s Series A preferred stock at the rate of 12.5% of the total $0.001 million liquidation preference per annum plus all accumulated and unpaid dividends thereon, and second to the holders of the Company’s common stock and Class A common stock. The Company intends to distribute each year substantially all of its taxable income to its stockholders to comply with the REIT provisions of the Internal Revenue Code of 1986, as amended.

On September 26, 2017, the Company’s Board of Directors declared a dividend for the third quarter of 2017 in the amount of $0.33 per share of common stock and Class A common stock, or $20.1 million in the aggregate, which dividend was payable on October 25, 2017 to holders of record of our common stock and Class A common stock as of October 6, 2017. On September 29, 2016, we declared a dividend associated with the third quarter of 2016 in the amount of $0.41 per share of common stock and Class A common stock, or $17.0 million in the aggregate, which was paid on October 26, 2016.

For the nine months ended September 30, 2017 and 2016, common and Class A common stock dividends in the amount of $61.9 million and $48.5 million, respectively, were approved. As of September 30, 2017 and December 31, 2016, $20.1 million and $18.3 million, respectively, remain unpaid and are reflected in dividends payable on the Company’s consolidated balance sheets.

Liquidation

Upon liquidation of the Company, subsequent to the redemption of preferred stock, the net assets attributable to all classes of common stock shall be distributed pro rata among the common shareholders in proportion to the number of shares of common stock, regardless of class, held by each such holder.

Other Comprehensive (Loss) Income

For the three and nine months ended September 30, 2017 and September 30, 2016, other comprehensive (loss) income was $(2.6) million and $(1.3) million, respectively, and $1.5 million and $2.6 million, respectively. Other comprehensive (loss) income is a result of unrealized (losses) gains on CMBS available-for-sale.

 

2017 Equity Incentive Plan

The Company’s Board of Directors has adopted, and its stockholders have approved, the TPG RE Finance Trust, Inc. 2017 Equity Incentive Plan (the “Incentive Plan”). The Incentive Plan provides for the grant of equity-based awards to the Company’s, and its affiliates’, directors, officers, employees (if any) and consultants, and the members, officers, directors, employees and consultants of our Manager or its affiliates, as well as to our Manager and other entities that provide services to us and our affiliates and the employees of such entities. The total number of shares of common stock or long term incentive plan (“LTIP”) units that may be awarded under the Incentive Plan is 4,600,463, or 7.5% of the issued and outstanding shares of our common stock after completion of our common and Class A common stock dividend, initial public offering and the issuance of shares in connection with the partial exercise of the option to purchase additional shares related to the initial public offering. The Incentive Plan will automatically expire on the tenth anniversary of its effective date, unless terminated earlier by the Company’s Board of Directors. No equity grants were awarded in conjunction with the Company’s initial public offering or have otherwise been made under the Incentive Plan.

v3.8.0.1
Commitments and Contingencies
9 Months Ended
Sep. 30, 2017
Commitments And Contingencies Disclosure [Abstract]  
Commitments and Contingencies

(13) Commitments and Contingencies

Unfunded Commitments

As of September 30, 2017 and December 31, 2016, the Company had $581.6 million and $574.6 million, respectively, of unfunded commitments related to loans held for investment. These commitments are not reflected on the consolidated balance sheets.

Litigation

From time to time, the Company may be involved in various claims and legal actions arising in the ordinary course of business. As of September 30, 2017 and December 31, 2016, the Company was not involved in any material legal proceedings.

v3.8.0.1
Concentration of Credit Risk
9 Months Ended
Sep. 30, 2017
Risks And Uncertainties [Abstract]  
Concentration of Credit Risk

(14) Concentration of Credit Risk

Property Type

A summary of the loan portfolio by property type as of September 30, 2017 and December 31, 2016 based on current unpaid principal balance (“UPB”) and full loan commitment is as follows (amounts in thousands):

 

 

 

As of September 30, 2017

 

Property Type

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% of

Portfolio

 

 

Loan UPB

 

 

% of

Portfolio

 

Office

 

$

769,251

 

 

$

148,756

 

 

 

22.4

%

 

$

620,494

 

 

 

21.8

%

Condominium

 

 

703,662

 

 

 

205,107

 

 

 

20.6

%

 

 

498,556

 

 

 

17.5

%

Multifamily

 

 

656,975

 

 

 

84,215

 

 

 

19.2

%

 

 

572,760

 

 

 

20.1

%

Hotel

 

 

570,676

 

 

 

25,382

 

 

 

16.7

%

 

 

548,945

 

 

 

19.3

%

Mixed Use

 

 

431,500

 

 

 

58,583

 

 

 

12.6

%

 

 

372,917

 

 

 

13.1

%

Retail

 

 

195,044

 

 

 

48,460

 

 

 

5.7

%

 

 

146,584

 

 

 

5.2

%

Industrial

 

 

86,270

 

 

 

11,087

 

 

 

2.5

%

 

 

75,183

 

 

 

2.6

%

Other

 

 

10,249

 

 

 

 

 

 

0.3

%

 

 

10,249

 

 

 

0.4

%

Total

 

$

3,423,627

 

 

$

581,590

 

 

 

100.0

%

 

$

2,845,688

 

 

 

100.0

%

 

 

 

As of December 31, 2016

 

Property Type

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% of

Portfolio

 

 

Loan UPB

 

 

% of

Portfolio

 

Condominium

 

$

821,411

 

 

$

338,222

 

 

 

27.0

%

 

$

486,646

 

 

 

19.7

%

Hotel

 

 

644,459

 

 

 

31,282

 

 

 

21.2

%

 

 

615,238

 

 

 

24.9

%

Office

 

 

538,736

 

 

 

99,953

 

 

 

17.7

%

 

 

438,783

 

 

 

17.8

%

Mixed Use

 

 

527,548

 

 

 

74,100

 

 

 

17.4

%

 

 

453,448

 

 

 

18.4

%

Multifamily

 

 

327,578

 

 

 

11,217

 

 

 

10.8

%

 

 

316,360

 

 

 

12.8

%

Industrial

 

 

131,987

 

 

 

11,468

 

 

 

4.3

%

 

 

120,519

 

 

 

4.9

%

Other

 

 

48,483

 

 

 

8,400

 

 

 

1.6

%

 

 

40,083

 

 

 

1.6

%

Total

 

$

3,040,202

 

 

$

574,642

 

 

 

100.0

%

 

$

2,471,078

 

 

 

100.0

%

 

Geography

All of the Company’s loans held for investment are secured by properties within the United States. The geographic composition of loans held for investment based on full loan commitment and current UPB is as follows (dollars in thousands):

 

 

 

September 30, 2017

 

Geographic Region

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% Loan

Commitment

 

 

Loan UPB

 

 

% Loan UPB

 

 

Carrying

Amount

 

East

 

$

1,327,238

 

 

$

149,702

 

 

 

38.8

%

 

$

1,181,189

 

 

 

41.5

%

 

$

1,173,142

 

South

 

 

1,093,810

 

 

 

322,937

 

 

 

31.9

%

 

 

770,873

 

 

 

27.1

%

 

 

763,891

 

West

 

 

674,123

 

 

 

82,810

 

 

 

19.7

%

 

 

591,312

 

 

 

20.8

%

 

 

587,278

 

Midwest

 

 

259,686

 

 

 

15,054

 

 

 

7.6

%

 

 

244,631

 

 

 

8.6

%

 

 

242,900

 

Various

 

 

68,770

 

 

 

11,087

 

 

 

2.0

%

 

 

57,683

 

 

 

2.0

%

 

 

57,502

 

Total

 

$

3,423,627

 

 

$

581,590

 

 

 

100.0

%

 

$

2,845,688

 

 

 

100.0

%

 

$

2,824,713

 

 

 

 

December 31, 2016

 

Geographic Region

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% Loan

Commitment

 

 

Loan UPB

 

 

% Loan UPB

 

 

Carrying

Amount

 

East

 

$

1,330,003

 

 

$

132,951

 

 

 

43.7

%

 

$

1,197,052

 

 

 

48.4

%

 

$

1,192,153

 

West

 

 

867,494

 

 

 

116,057

 

 

 

28.5

%

 

 

751,437

 

 

 

30.4

%

 

 

741,513

 

South

 

 

578,340

 

 

 

311,166

 

 

 

19.0

%

 

 

272,692

 

 

 

11.0

%

 

 

268,443

 

Midwest

 

 

179,589

 

 

 

3,000

 

 

 

5.9

%

 

 

176,589

 

 

 

7.1

%

 

 

175,158

 

Various

 

 

84,776

 

 

 

11,468

 

 

 

2.8

%

 

 

73,308

 

 

 

3.0

%

 

 

72,723

 

Total

 

$

3,040,202

 

 

$

574,642

 

 

 

100.0

%

 

$

2,471,078

 

 

 

100.0

%

 

$

2,449,990

 

 

Loan commitments represent principal commitments made by the Company, and do not include capitalized interest of $3.7 million and $5.5 million at September 30, 2017 and December 31, 2016, respectively.

v3.8.0.1
Subsequent Events
9 Months Ended
Sep. 30, 2017
Subsequent Events [Abstract]  
Subsequent Events

(15) Subsequent Events

The following events occurred subsequent to September 30, 2017:

Cash Dividend

On October 25, 2017, the Company paid a cash dividend on its common stock, to stockholders of record as of October 6, 2017, of $0.33 per share, or $20.1 million.

10b5-1 Purchase Plan

From September 30, 2017 through November 3, 2017, the Company repurchased 0.2 million shares of common stock under the 10b5-1 Purchase Plan, at an average price of $19.60 per share for total consideration (including commissions and related fees) of $3.4 million.

Senior Mortgage Loan Originations

From September 30, 2017 through November 6, 2017, the Company originated three first mortgage loans, representing loans closed and in the process of closing, with an aggregate commitment amount of $294 million. These loans were funded, or will be funded upon closing, with a combination of cash-on-hand and borrowings.  

The Company has evaluated subsequent events through November 6, 2017, the date which the consolidated financial statements were available to be issued.

v3.8.0.1
Summary of Significant Accounting Policies (Policies)
9 Months Ended
Sep. 30, 2017
Accounting Policies [Abstract]  
Basis of Presentation

Basis of Presentation

The interim consolidated financial statements of the Company have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”). The interim consolidated financial statements include the Company’s accounts, a consolidated variable interest entity for which the Company was the primary beneficiary through August 23, 2017, and its wholly-owned subsidiaries (see Note 5 for details). All intercompany transactions and balances have been eliminated.

Use of Estimates

Use of Estimates

The preparation of the interim consolidated financial statements in conformity with GAAP requires estimates of assets, liabilities, revenues, expenses and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Actual results could differ from management’s estimates, and such differences could be material. Significant estimates made in the interim consolidated financial statements include, but are not limited to: impairment; adequacy of provisions for loan losses; and valuation of financial instruments.

Principles of Consolidation

Principles of Consolidation

Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 810—Consolidation (“ASC 810”) provides guidance on the identification of a VIE (a variable interest entity for which control is achieved through means other than voting rights) and the determination of which business enterprise, if any, should consolidate the VIE. An entity is considered a VIE if any of the following applies: (1) the equity investors (if any) lack one or more of the essential characteristics of a controlling financial interest; (2) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support; or (3) the equity investors have voting rights that are not proportionate to their economic interests and the activities of the entity involve or are conducted on behalf of an investor with a disproportionately small voting interest. The Company consolidates VIEs in which it is considered to be the primary beneficiary. The primary beneficiary is defined as the entity having both of the following characteristics: (1) the power to direct the activities that, when taken together, most significantly impact the VIE’s performance; and (2) the obligation to absorb losses and right to receive the returns from the VIE that would be significant to the VIE.

At each reporting date, the Company reconsiders its primary beneficiary conclusion to determine if its obligation to absorb losses of, or its rights to receive benefits from, the VIE could potentially be more than insignificant, and will consolidate or not consolidate accordingly.

Revenue Recognition

Revenue Recognition

Interest income on loans is accrued using the interest method based on the contractual terms of the loan, adjusted for credit impairment, if any. The objective of the interest method is to arrive at periodic interest income including recognition of fees and costs at a constant effective yield. Premiums, discounts, origination fees and exit fees are amortized or accreted into interest income over the lives of the loans using the interest method, or on a straight line basis when it approximates the interest method. Extension fees are amortized into income over the extension period to which they relate using a straight line basis, which approximates the interest method, when the extension fee can be waived by the Company or a co-lender in connection with their refinancing of the loan. Prepayment penalties from borrowers are recognized as interest income when received. Certain of the Company’s investments may provide for additional interest based on the borrower’s operating cash flow or appreciation of the underlying collateral. Such amounts are considered contingent interest and are reflected as interest income only upon certainty of collection.

The Company considers a loan to be non-performing and places loans on non-accrual status at such time as: (1) management determines the borrower is incapable of, or has ceased efforts toward, curing the cause of a default; (2) the loan becomes 90 days delinquent; or (3) the loan has a maturity default. While on non-accrual status, based on the Company’s judgment as to collectability of principal, loans are either accounted for on a cash basis, where interest income is recognized only upon receipt of cash for principal and interest payments, or on a cost-recovery basis, where all cash receipts reduce a loan’s carrying value, and interest income is only recorded when such carrying value has been fully recovered.

Loans Held for Investment

Loans Held for Investment

Loans that the Company has the intent and ability to hold for the foreseeable future, or until maturity or payoff, are reported at their outstanding principal balances net of any premiums, discounts, loan origination fees and an allowance for loan losses. Loan origination fees and direct loan origination costs are deferred and recognized in interest income over the estimated life of the loans using the interest method, or on a straight line basis when it approximates the interest method, adjusted for actual prepayments.

The Company evaluates each loan classified as a loan receivable held for investment for impairment on a quarterly basis. Impairment occurs when it is deemed probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan. If the loan is considered to be impaired, an allowance is recorded to reduce the carrying value of the loan to the present value of the expected future cash flows discounted at the loan’s contractual effective rate, or the fair value of the collateral, less estimated costs to sell, if recovery of the Company’s investment is expected solely from the sale of the collateral. As part of the quarterly impairment review, we evaluate the risk of each loan and assign a risk rating based on a variety of factors, grouped as follows to include (without limitation): (i) loan and credit structure, including the as-is loan-to-value (“LTV”) and structural features; (ii) quality and stability of real estate value and operating cash flow, including debt yield, property type, dynamics of the geographic, property-type and local market, physical condition, stability of cash flow, leasing velocity and quality and diversity of tenancy; (iii) performance against underwritten business plan; and (iv) quality, experience and financial condition of sponsor, borrower and guarantor(s). Based on a 5-point scale, our loans are rated “1” through “5,” from least risk to greatest risk, respectively, which ratings are defined as follows:

 

1-

Outperform—Exceeds performance metrics (for example, technical milestones, occupancy, rents, net operating income) included in original or current credit underwriting and business plan;

 

2-

Meets or Exceeds Expectations—Collateral performance meets or exceeds substantially all performance metrics included in original or current underwriting / business plan;

 

3-

Satisfactory—Collateral performance meets or is on track to meet underwriting; business plan is met or can reasonably be achieved;

 

4-

Underperformance—Collateral performance falls short of original underwriting, and material differences exist from business plan; technical milestones have been missed; defaults may exist, or may soon occur absent material improvement; and

 

5-

Risk of Impairment/Default—Collateral performance is significantly worse than underwriting; major variance from business plan; loan covenants or technical milestones have been breached; timely exit from loan via sale or refinancing is questionable.

Since Inception, the Company has not recorded asset-specific loan loss reserves, nor has it recognized any impairments on its loan portfolio. Our determination of asset-specific loan loss reserves, should any such reserves be necessary, relies on material estimates regarding the fair value of any loan collateral. Such losses could be caused by various factors, including, but not limited to, unanticipated adverse changes in the economy or events adversely affecting specific assets, borrowers, industries in which our borrowers operate or markets in which our borrowers or their properties are located. Significant judgment is required when evaluating loans for impairment.

The Company’s loans are typically collateralized by real estate or a partnership, or similar, equity interest in an entity that owns real estate. As a result, the Company regularly evaluates on a loan-by-loan basis the extent and impact of any credit deterioration associated with the performance and/or value of the underlying collateral property as well as the financial and operating capability of the borrower/sponsor. The Company also evaluates the financial wherewithal of any loan guarantors and the borrower’s competency in managing and operating the property or properties. In addition, the Company considers the overall economic environment, real estate sector, and geographic sub-market in which the borrower operates. Such impairment analyses are completed and reviewed by asset management personnel and evaluated by senior management, who utilize various data sources, including (i) periodic financial data such as property occupancy, tenant profile, rental rates, operating expenses, the borrower’s exit plan, and capitalization and discount rates, (ii) site inspections, (iii) sales and financing comparables, (iv) current credit spreads for refinancing and (v) other market data.

Commercial Mortgage-Backed Securities

Commercial Mortgage-Backed Securities

The Company invests in CMBS for cash management and investment purposes. The Company designates as available-for-sale its CMBS investments on the date of acquisition of the investment. CMBS that are not classified as held-to-maturity and which the Company does not hold for the purpose of selling in the near-term, but may dispose of prior to maturity, are also designated as available-for-sale and are carried at fair value. The Company’s recognition of interest income from its CMBS, including its amortization of premium and discount, follows the Company’s revenue recognition policy. The Company uses a specific identification method when determining the cost of security sold and the amount reclassified out of accumulated other comprehensive income into earnings. Unrealized losses on securities that, in the judgment of management, are other than temporary are charged against earnings as a loss in the consolidated statements of income. Significant valuation inputs are Level II in the fair value hierarchy as described under “Fair Value Measurements”.

Portfolio Financing Arrangements

Portfolio Financing Arrangements

The Company finances certain of its loan and CMBS investments using secured revolving repurchase agreements, asset-specific financing arrangements (notes payable on the consolidated balance sheets), a senior secured credit facility, and, prior to August 23, 2017, its private collateralized loan obligation (“CLO”). The related borrowings are recorded as separate liabilities on the Company’s consolidated balance sheets. Interest income earned on the investments and interest expense incurred on the related borrowings are reported separately on the Company’s consolidated statements of income and comprehensive income.

In certain instances, the Company creates structural leverage through the co-origination or non-recourse syndication of a senior loan interest to a third party. For all such syndications the Company has completed through September 30, 2017, the Company has transferred 100% of the senior mortgage loan that the Company originated on a non-recourse basis to a third-party lender and has retained as a loan investment a separate mezzanine loan investment secured by a pledge of the equity in the mortgage borrower. With respect to the senior mortgage loan transferred, the Company retains: no control over the mortgage loan; no economic interest in the mortgage loan; and no recourse to the purchaser or the borrower. Consequently, based on these circumstances and because the Company does not have any continuing involvement with the transferred senior mortgage loan, these syndications are accounted for as sales under GAAP and are removed from the Company’s consolidated financial statements at the time of transfer. The Company’s consolidated balance sheets only include the separate mezzanine loan remaining after the transfer and not the non-consolidated senior loan interest sold or co-originated that the Company transferred.

Fair Value Measurements

Fair Value Measurements

The Company follows ASC 820-10, Fair Value Measurements and Disclosures (“ASC 820-10”), for its holdings of financial instruments. ASC 820-10 defines fair value, establishes a framework for measuring fair value in accordance with GAAP and expands disclosure of fair value measurements. ASC 820-10 determines fair value to be the price that would be received for a financial instrument in a current sale, which assumes an orderly transaction between market participants on the measurement date. The Company determines the estimated fair value of financial assets and liabilities using the three-tier fair value hierarchy established by GAAP, which prioritizes the inputs used in measuring fair value. GAAP establishes market-based or observable inputs as the preferred source of values followed by valuation models using management assumptions in the absence of market inputs. The financial instruments recorded at fair value on a recurring basis in the Company’s consolidated financial statements are cash and cash equivalents, restricted cash and available-for-sale CMBS investments. The three levels of inputs that may be used to measure fair value are as follows:

Level I—Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

Level II—Valuations based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly.

Level III—Valuations based on inputs that are unobservable and significant to the overall fair value measurement.

For certain financial instruments, the various inputs that management uses to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the fair value hierarchy is appropriate for such financial instrument is based on the lowest level of input that is significant to the fair value measurement. The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument. The Company may use valuation techniques consistent with the market and income approaches to measure the fair value of its assets and liabilities. The market approach uses third-party valuations and information obtained from market transactions involving identical or similar assets or liabilities. The income approach uses projections of the future economic benefits of an instrument to determine its fair value, such as in the discounted cash flow methodology. The inputs or methodology used for valuing financial instruments are not necessarily an indication of the risk associated with investing in these financial instruments. Transfers between levels of the fair value hierarchy are assumed to occur at the end of the reporting period.

Income Taxes

Income Taxes

The Company qualifies and has elected to be taxed as a REIT for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended, commencing with its taxable year ended December 31, 2014. To the extent that it annually distributes at least 90% of its REIT taxable income to stockholders and complies with various other requirements as a REIT, the Company generally will not be subject to U.S. federal income taxes on its distributed REIT taxable income. If the Company fails to continue to qualify as a REIT in any taxable year and does not qualify for certain statutory relief provisions, the Company will be subject to U.S. federal and state income taxes at regular corporate rates (including any applicable alternative minimum tax) beginning with the year in which it fails to qualify and may be precluded from being able to elect to be treated as a REIT for the Company’s four subsequent taxable years. Even though the Company currently qualifies for taxation as a REIT, the Company may be subject to certain U.S. federal, state, local and foreign taxes on the Company’s income and property and to U.S. federal income and excise taxes on the Company’s undistributed REIT taxable income.

Deferred tax assets and liabilities are recognized for future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the periods in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in the period in which the enactment date occurs. Under ASC Topic 740, Income Taxes (“ASC 740”), a valuation allowance is established when management believes it is more likely than not that a deferred tax asset will not be realized. The Company intends to continue to operate in a manner consistent with, and to continue to meet the requirements to be treated as, a REIT for tax purposes and to distribute all of its taxable income. Accordingly, the Company does not expect to pay corporate level taxes.

Earnings per Common Share

Earnings per Common Share

The Company utilizes the two-class method when assessing participating securities to calculate earnings per common share. Basic and diluted earnings per common share is computed by dividing net income attributable to common stockholders (i.e., holders of common stock and Class A common stock), divided by the weighted-average number of common shares (both common stock and Class A common stock) outstanding during the period. The preferences, rights, voting powers, restrictions, limitations as to dividends and other distributions, qualifications and terms and conditions of redemption of the Class A common stock are identical to the common stock, except (1) the Class A common stock is not a “margin security” as defined in Regulation U of the Board of Governors of the U.S. Federal Reserve System (and rulings and interpretations thereunder) and may not be listed on a national securities exchange or a national market system and (2) each share of Class A common stock is convertible at any time or from time to time, at the option of the holder, for one fully paid and non-assessable share of common stock. The Class A common stock votes together with the common stock as a single class. Shares of Class A common stock have been issued to, and are owned by, certain individuals or entities affiliated with the Company’s external manager, TPG RE Finance Trust Management, L.P., a Delaware limited partnership (the “Manager”), and the sale or conversion to common stock by investors of such shares of Class A common stock is subject to certain restrictions. Diluted earnings per common share is calculated by including the effect of dilutive securities. The Company currently does not have any outstanding participating securities.

Loan Origination Fees

Loan Origination Fees

Loan origination fees are reflected in loans held for investment on the consolidated balance sheets and include fees charged to borrowers. These fees are amortized into interest income over the life of the related loans held.

Deferred Financing Costs

Deferred Financing Costs

Deferred financing costs are reflected net of the collateralized loan obligation and secured financing agreements on the Company’s consolidated balance sheets. These costs are amortized in interest expense using the interest method or on a straight line basis which approximates the interest method over the life of the related obligations.

Cash and Cash Equivalents

Cash and Cash Equivalents

Cash and cash equivalents include cash held in banks or invested in money market funds with original maturities of less than 90 days. The Company deposits its cash and cash equivalents with high credit quality institutions to minimize credit risk exposure. The Company maintains cash accounts at several financial institutions, which are insured up to a maximum of $250,000 per account as of September 30, 2017 and December 31, 2016. The balances in these accounts may exceed the insured limits.

Restricted Cash

Restricted Cash

Restricted cash primarily represents deposit proceeds from potential borrowers which may be returned to borrowers, after deducting transaction costs paid by the Company for the benefit of the borrowers, upon the closing of a loan transaction.

 

Recently Issued Accounting Pronouncements

Recently Issued Accounting Pronouncements

In November 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force) (“ASU 2016-18”). The amendments in ASU 2016-18 require an entity to reconcile and explain the period-over-period change in total cash, cash equivalents and restricted cash within its statements of cash flows. ASU 2016-18 is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2017. Early adoption is permitted. A reporting entity must apply the amendments in ASU 2016-18 using a full retrospective approach. The Company does not expect the adoption of ASU 2016-18 to have a material impact on its consolidated statements of cash flows as the Company does not have material restricted cash activity.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 significantly changes how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. ASU 2016-13 will replace the “incurred loss” model under existing guidance with an “expected loss” model for instruments measured at amortized cost, and require entities to record allowances for available-for-sale debt securities rather than reduce the carrying amount, as they do today under the other-than-temporary impairment model. It also simplifies the accounting model for purchased credit-impaired debt securities and loans. ASU 2016-13 is effective for fiscal years beginning after December 15, 2019 and is to be adopted through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective. The Company is currently evaluating the impact ASU 2016-13 will have on its consolidated financial statements.

In May 2014, FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”). ASU 2014-09 is a comprehensive new revenue recognition model requiring a company to recognize revenue to depict the transfer of goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. In August 2015, the FASB issued an update (“ASU 2015-14”) to Topic 606, Deferral of the Effective Date, which defers the adoption of ASU 2014-09 to interim and annual reporting periods in fiscal years that begin after December 15, 2018. In March 2016, the FASB issued an update (“ASU 2016-08”) to Topic 606, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), which clarifies the implementation guidance on principal versus agent considerations in the new revenue recognition standard pursuant to ASU 2014-09. In April 2016, the FASB issued an update (“ASU 2016-10”) to Topic 606, Identifying Performance Obligations and Licensing, which clarifies guidance related to identifying performance obligations and licensing implementation guidance contained in ASU 2014-09. In May 2016, the FASB issued an update (“ASU 2016-12”) to Topic 606, Narrow-Scope Improvements and Practical Expedients, which amends certain aspects of the new revenue recognition standard pursuant to ASU 2014-09. In adopting ASU 2014-09, companies may use either a full retrospective or a modified retrospective approach. Additionally, this guidance requires improved disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Early adoption is not permitted, except that we may adopt under the original provisions of ASU 2014-09 prior to the issuance of ASU 2015-14. The Company anticipates adopting this update in the quarter ended March 31, 2018, and continues the process of evaluating the impact of Topic 606 on its consolidated financial statements.

v3.8.0.1
Loans Held for Investment (Tables)
9 Months Ended
Sep. 30, 2017
Receivables [Abstract]  
Schedule of Loan Investment Portfolio

The following tables present an overview of the loan investment portfolio as of September 30, 2017 and December 31, 2016 (in thousands):

 

 

 

September 30, 2017

 

Loans Receivable

 

Outstanding

Principal

 

 

Unamortized Premium

(Discount), Loan

Origination Fees, net

 

 

Carrying

Amount

 

Senior loans

 

$

2,778,553

 

 

$

(20,622

)

 

$

2,757,931

 

Subordinated and mezzanine loans

 

 

67,135

 

 

 

(353

)

 

 

66,782

 

Subtotal before allowance

 

 

2,845,688

 

 

 

(20,975

)

 

 

2,824,713

 

Allowance for loan losses

 

 

 

 

 

 

 

 

 

Total

 

$

2,845,688

 

 

$

(20,975

)

 

$

2,824,713

 

 

 

 

December 31, 2016

 

Loans Receivable

 

Outstanding

Principal

 

 

Unamortized Premium

(Discount), Loan

Origination Fees, net

 

 

Carrying

Amount

 

Senior loans

 

$

2,429,632

 

 

$

(20,931

)

 

$

2,408,701

 

Subordinated and mezzanine loans

 

 

41,446

 

 

 

(157

)

 

 

41,289

 

Subtotal before allowance

 

 

2,471,078

 

 

 

(21,088

)

 

 

2,449,990

 

Allowance for loan losses

 

 

 

 

 

 

 

 

 

Total

 

$

2,471,078

 

 

$

(21,088

)

 

$

2,449,990

 

 

Summary of Loan Portfolio Activity

For the nine months ended September 30, 2017, loan portfolio activity was as follows (in thousands):

 

Balance at December 31, 2016

 

$

2,449,990

 

Loans originated

 

 

1,149,911

 

Additional fundings

 

 

228,217

 

Amortization of discount and origination fees

 

 

15,607

 

Deductions during the period:

 

 

 

 

Collection of principal

 

 

(1,016,246

)

Amortization of premium

 

 

(2,766

)

Balance at September 30, 2017

 

$

2,824,713

 

 

Summary of Carrying Values and Results of Internal Risk Rating Review

The table below summarizes the carrying values and results of the Company’s internal risk rating review performed as of September 30, 2017 and December 31, 2016 (dollars in thousands):

 

 

 

Carrying Value

 

Rating

 

September 30, 2017

 

 

December 31, 2016

 

1

 

$

 

 

$

261,261

 

2

 

 

1,073,455

 

 

 

745,340

 

3

 

 

1,695,009

 

 

 

1,205,994

 

4

 

 

56,249

 

 

 

237,395

 

5

 

 

 

 

 

 

Totals

 

$

2,824,713

 

 

$

2,449,990

 

Weighted Average Risk Rating(1)

 

 

2.6

 

 

 

2.6

 

 

(1)

Weighted Average Risk Rating calculated based on unpaid principal balance at period end.

 

v3.8.0.1
Commercial Mortgage-Backed Securities (Tables)
9 Months Ended
Sep. 30, 2017
Investments Debt And Equity Securities [Abstract]  
Available-for-Sale Commercial Mortgage-Backed Securities

Detailed information regarding the Company’s available-for-sale CMBS is as follows (dollars in thousands):

 

 

 

September 30, 2017

 

 

 

 

 

 

 

Unamortized

 

 

Gross

 

 

Estimated

 

 

 

Face

 

 

Premium

 

 

Unrealized

 

 

Fair

 

 

 

Amount

 

 

(Discount)

 

 

Loss

 

 

Value

 

Investments, at Fair Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial mortgage-backed securities

 

$

85,866

 

 

$

336

 

 

$

(20

)

 

$

86,182

 

 

 

 

December 31, 2016

 

 

 

Face

Amount

 

 

Unamortized

Premium

(Discount)

 

 

Gross

Unrealized

Gain

 

 

Estimated

Fair

Value

 

Investments, at Fair Value

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial mortgage-backed securities

 

$

62,927

 

 

$

(2,673

)

 

$

1,250

 

 

$

61,504

 

 

Available-for-Sale Commercial Mortgage-Backed Securities by Contractual Maturity

The amortized cost and estimated fair value of the Company’s available-for-sale CMBS by contractual maturity are shown in the following table (dollars in thousands):

 

 

 

September 30, 2017

 

 

 

Amortized

Cost

 

 

Estimated

Fair Value

 

Expected Maturity Date

 

 

 

 

 

 

 

 

After one, within five years

 

$

36,700

 

 

$

36,872

 

After five, within ten years

 

 

49,509

 

 

 

49,310

 

Total investment in commercial mortgage-backed securities, at fair value

 

$

86,209

 

 

$

86,182

 

 

 

 

December 31, 2016

 

 

 

Amortized

Cost

 

 

Estimated

Fair Value

 

Expected Maturity Date

 

 

 

 

 

 

 

 

After one, within five years

 

$

58,962

 

 

$

60,242

 

After five, within ten years

 

 

1,292

 

 

 

1,262

 

Total investment in commercial mortgage-backed securities, at fair value

 

$

60,254

 

 

$

61,504

 

 

v3.8.0.1
Variable Interest Entities and Collateralized Loan Obligation (Tables)
9 Months Ended
Sep. 30, 2017
Summary of Variable Interest Entities Assets and Liabilities

The Company’s total assets and total liabilities at December 31, 2016 included the following VIE assets and liabilities (dollars in thousands):

 

 

 

December 31, 2016

 

ASSETS

 

 

 

 

Cash and Cash Equivalents

 

$

2,133

 

Accounts Receivable

 

 

479

 

Accounts Receivable from Servicer/Trustee

 

 

23,009

 

Accrued Interest Receivable

 

 

5,714

 

Loans Held for Investment

 

 

712,158

 

Total Assets

 

$

743,493

 

LIABILITIES

 

 

 

 

Accrued Interest Payable

 

$

885

 

Accrued Expenses

 

 

32

 

Collateralized Loan Obligation

 

 

540,780

 

Payable to Affiliates

 

 

933

 

Deferred Revenue

 

 

198

 

Total Liabilities

 

$

542,828

 

 

Collateralized Loan Obligation  
Schedule of Borrowings and Corresponding Collateral

The following table outlines borrowings and the corresponding collateral under the Company’s consolidated CLO Issuer as of December 31, 2016 (dollars in thousands):

 

As of December 31, 2016

 

Debt

 

 

Collateral (loans)

 

Face Value

 

 

Carrying Value

 

 

Outstanding Principal

 

 

Carrying Value

 

$

543,320

 

 

$

540,780

 

 

$

712,420

 

 

$

712,158

 

 

v3.8.0.1
Notes Payable, Repurchase Agreements, Senior Secured Credit Facility and Subscription Secured Facility (Tables)
9 Months Ended
Sep. 30, 2017
Debt Instrument [Line Items]  
Schedule of Information Related to Notes Payable, Repurchase Agreement, Senior Secured Credit Facility and Subscription Secured Facility

The following table presents certain information regarding the Company’s notes payable, repurchase agreements, senior secured credit facility, and subscription secured facility as of September 30, 2017 and December 31, 2016, respectively. Except as otherwise noted, all other agreements are held on a non-recourse basis. Amounts included are shown in thousands:

 

As of September 30, 2017

 

Notes Payable

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Bank of the Ozarks

 

8/23/2019

 

1 Month Libor

 

 

4.5

%

 

 

5.7

%

 

$

92,400

 

 

$

56,175

 

 

$

36,225

 

 

$

51,750

 

Bank of the Ozarks

 

8/31/2018

 

1 Month Libor

 

 

4.0

 

 

 

5.2

 

 

 

68,600

 

 

 

17,824

 

 

 

50,776

 

 

 

72,537

 

Deutsche Bank

 

9/25/2019

 

1 Month Libor

 

 

3.5

 

 

 

4.7

 

 

 

64,779

 

 

 

19,027

 

 

 

45,752

 

 

 

76,253

 

Deutsche Bank

 

6/29/2018

 

1 Month Libor

 

 

3.3

 

 

 

4.5

 

 

 

49,644

 

 

 

21,021

 

 

 

28,623

 

 

 

44,035

 

Bank of the Ozarks

 

5/22/2018

 

1 Month Libor

 

 

4.8

 

 

 

6.0

 

 

 

48,750

 

 

 

20,376

 

 

 

28,374

 

 

 

43,653

 

Deutsche Bank

 

12/9/2018

 

1 Month Libor

 

 

3.7

 

 

 

4.9

 

 

 

42,543

 

 

 

1

 

 

 

42,542

 

 

 

60,775

 

BMO Harris Bank(1)

 

4/9/2020

 

1 Month Libor

 

 

2.7

 

 

 

3.9

 

 

 

32,500

 

 

 

 

 

 

32,500

 

 

 

45,000

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

399,216

 

 

 

134,424

 

 

 

264,792

 

 

 

394,003

 

 

Repurchase Agreements

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Goldman Sachs(1)

 

8/19/2018

 

1 Month Libor

 

 

2.2

%

 

 

3.4

%

 

$

750,000

 

 

$

202,428

 

 

$

547,572

 

 

$

841,002

 

Wells Fargo(1)

 

5/25/2019

 

1 Month Libor

 

 

2.1

 

 

 

3.4

 

 

 

750,000

 

 

 

356,512

 

 

 

393,488

 

 

 

682,221

 

JP Morgan(1)

 

8/20/2018

 

1 Month Libor

 

 

2.5

 

 

 

3.7

 

 

 

417,250

 

 

 

155,382

 

 

 

261,868

 

 

 

380,621

 

Morgan Stanley(1)

 

5/3/2019

 

1 Month Libor

 

 

2.4

 

 

 

3.6

 

 

 

400,000

 

 

 

127,268

 

 

 

272,732

 

 

 

397,592

 

US Bank(1)

 

10/6/2019

 

1 Month Libor

 

 

2.3

 

 

 

3.5

 

 

 

150,000

 

 

 

129,000

 

 

 

21,000

 

 

 

30,000

 

Goldman Sachs (CMBS)(2)

 

10/30/2017

 

1 Month Libor

 

 

1.8

 

 

 

3.0

 

 

 

100,000

 

 

 

64,422

 

 

 

35,578

 

 

 

39,533

 

Royal Bank of Canada (CMBS)(2)

 

12/20/2017

 

1 Month Libor

 

 

1.0

 

 

 

2.2

 

 

 

100,000

 

 

 

92,140

 

 

 

7,860

 

 

 

8,418

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,667,250

 

 

 

1,127,152

 

 

 

1,540,098

 

 

 

2,379,387

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Senior Secured Credit Facility

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Bank of America(1)

 

9/29/2020

 

1 Month Libor

 

N/A

 

 

N/A

 

 

$

250,000

 

 

$

250,000

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

$

3,316,466

 

 

$

1,511,576

 

 

$

1,804,890

 

 

$

2,773,390

 

 

(1)

Borrowings under repurchase agreements, senior secured credit facility, and one note payable with a guarantee for 25% recourse.

(2)

Borrowings under repurchase agreements with a guarantee for 100% recourse. Maturity Date represents the sooner of the next maturity date of the CMBS repurchase agreement, or roll over date for the applicable underlying trade confirmation, subsequent to September 30, 2017.

 

As of December 31, 2016

 

Notes Payable

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Bank of the Ozarks

 

8/23/2019

 

1 Month Libor

 

 

4.5

%

 

 

5.1

%

 

$

92,400

 

 

$

72,544

 

 

$

19,856

 

 

$

28,366

 

Deutsche Bank

 

9/25/2019

 

1 Month Libor

 

 

3.5

 

 

 

4.1

 

 

 

64,779

 

 

 

30,207

 

 

 

34,572

 

 

 

57,620

 

Deutsche Bank

 

12/9/2018

 

1 Month Libor

 

3.3

 

 

3.9

 

 

 

49,644

 

 

 

29,293

 

 

 

20,351

 

 

 

31,309

 

Deutsche Bank

 

9/29/2018

 

1 Month Libor

 

 

3.7

 

 

 

4.3

 

 

 

42,543

 

 

 

5,940

 

 

 

36,603

 

 

 

52,303

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

249,366

 

 

 

137,984

 

 

 

111,382

 

 

 

169,598

 

 

Repurchase Agreements

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Goldman Sachs(1)

 

8/19/2017

 

1 Month Libor

 

 

2.2

%

 

 

2.9

%

 

$

500,000

 

 

$

249,110

 

 

$

250,890

 

 

$

363,146

 

Wells Fargo(1)

 

5/25/2019

 

1 Month Libor

 

 

2.2

 

 

 

3.0

 

 

 

500,000

 

 

 

179,729

 

 

 

320,271

 

 

 

461,618

 

JP Morgan(1)

 

8/20/2018

 

1 Month Libor

 

 

2.7

 

 

 

3.4

 

 

 

313,750

 

 

 

25,001

 

 

 

288,749

 

 

 

414,269

 

Morgan Stanley(1)

 

5/3/2019

 

1 Month Libor

 

 

2.5

 

 

 

3.2

 

 

 

250,000

 

 

 

124,036

 

 

 

125,964

 

 

 

175,884

 

Goldman Sachs (CMBS)(2)

 

8/19/2017

 

1 Month Libor

 

 

2.0

 

 

 

2.6

 

 

 

100,000

 

 

 

73,195

 

 

 

26,805

 

 

 

43,500

 

Royal Bank of Canada (CMBS)(2)

 

2/9/2021

 

1 Month Libor

 

 

1.0

 

 

 

1.6

 

 

 

100,000

 

 

 

91,150

 

 

 

8,850

 

 

 

9,347

 

Subtotal

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,763,750

 

 

 

742,221

 

 

 

1,021,529

 

 

 

1,467,764

 

 

Subscription Secured Facility

 

Maturity

Date

 

Index Rate

 

Weighted Average Spread

 

 

Interest

Rate

 

 

Commitment

Amount

 

 

Maximum

Current

Availability

 

 

Balance

Outstanding

 

 

Principal

Balance of

Collateral

 

Lloyds Bank

 

1/6/2018

 

1 Month Libor

 

 

1.8

%

 

 

2.5

%

 

$

250,000

 

 

$

109,142

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

$

2,263,116

 

 

$

989,347

 

 

$

1,132,911

 

 

$

1,637,362

 

 

(1)

Borrowings under repurchase agreements with a guarantee for 25% recourse.

(2)

Borrowings under repurchase agreements with a guarantee for 100% recourse.

Summary of Repurchase Agreements Secured by CMBS, Short-term Borrowings, and Counterparty Concentration

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by CMBS, all of which are considered short-term borrowings, and comprise counterparty concentration risks, at September 30, 2017 (in thousands):

 

 

 

September 30, 2017

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity(4)

 

Goldman Sachs Bank

 

$

39,533

 

 

$

39,398

 

 

$

35,767

 

 

$

3,631

 

 

 

0.3

%

 

 

30

 

Royal Bank of Canada

 

 

8,418

 

 

 

8,721

 

 

 

7,903

 

 

 

818

 

 

 

0.1

 

 

 

81

 

Subtotal / Weighted Average

 

 

47,951

 

 

 

48,119

 

 

 

43,670

 

 

 

4,449

 

 

 

 

 

 

 

39

 

Total / Weighted Average - Loans and CMBS

 

$

2,379,387

 

 

$

2,370,350

 

 

$

1,542,588

 

 

$

827,762

 

 

 

 

 

 

 

955

 

 

(1)

Amounts shown in the table include interest receivable of $0.1 million and are net of premium, discount, and unrealized gains of $0.1 million.

(2)

Amounts shown in the table include interest payable of $0.2 million and do not reflect unamortized deferred financing fees of $0.1 million.

(3)

Represents the net carrying value of available-for-sale securities sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

(4)

Represents the sooner of the next maturity date of the CMBS repurchase agreement, or roll over date for the applicable underlying trade confirmation, subsequent to September 30, 2017.

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by CMBS, all of which are considered short-term borrowings, and comprise counterparty concentration risks, at December 31, 2016 (in thousands):

 

 

 

December 31, 2016

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity

 

Goldman Sachs Bank

 

$

43,500

 

 

$

41,403

 

 

$

26,832

 

 

$

14,571

 

 

 

2

%

 

 

1,502

 

Royal Bank of Canada

 

 

9,347

 

 

 

9,932

 

 

 

8,856

 

 

 

1,076

 

 

 

 

 

 

1,507

 

Subtotal / Weighted Average

 

 

52,847

 

 

 

51,335

 

 

 

35,688

 

 

 

15,647

 

 

 

 

 

 

 

3,009

 

Total / Weighted Average - Loans and CMBS

 

$

1,467,764

 

 

$

1,453,276

 

 

$

1,022,587

 

 

$

430,689

 

 

 

 

 

 

 

1,331

 

 

(1)

Amounts shown in the table include interest receivable of $0.03 million and are net of premium, discount, and unrealized gains of $2.7 million.

(2)

Amounts shown in the table include interest payable of $0.03 million and do not reflect unamortized deferred financing fees of $0.01 million.

(3)

Represents the net carrying value of available-for-sale securities sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

Commercial Mortgage Loans  
Debt Instrument [Line Items]  
Summary of Repurchase Agreements Secured by Commercial Mortgage Loans, Long - term Borrowings, and Counterparty Concentration

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by commercial mortgage loans, all of which are considered long-term borrowings, and comprise counterparty concentration risks, at September 30, 2017 (in thousands):

 

 

 

September 30, 2017

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity

 

Goldman Sachs Bank

 

$

841,002

 

 

$

836,913

 

 

$

548,306

 

 

$

288,607

 

 

 

23.9

%

 

 

688

 

Wells Fargo Bank

 

 

682,221

 

 

 

678,256

 

 

 

394,007

 

 

 

284,249

 

 

 

23.5

 

 

 

1,333

 

Morgan Stanley Bank(4)

 

 

397,592

 

 

 

396,370

 

 

 

273,144

 

 

 

123,226

 

 

 

10.2

 

 

N/A

 

JP Morgan Chase Bank

 

 

380,621

 

 

 

381,178

 

 

 

262,403

 

 

 

118,775

 

 

 

9.8

 

 

 

1,055

 

US Bank

 

 

30,000

 

 

 

29,514

 

 

 

21,058

 

 

 

8,456

 

 

 

0.7

 

 

 

1,467

 

Subtotal / Weighted Average

 

 

2,331,436

 

 

 

2,322,231

 

 

 

1,498,918

 

 

 

823,313

 

 

 

 

 

 

 

987

 

 

(1)

Amounts shown in the table include interest receivable of $9.2 million and are net of premium, discount and origination fees of $18.4 million.

(2)

Amounts shown in the table include interest payable of $2.3 million and do not reflect unamortized deferred financing fees of $8.7 million.

(3)

Represents the net carrying value of the commercial real estate assets sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

(4)

The Morgan Stanley Bank credit facility is excluded from the Days to Extended Maturity calculation because it does not have a contractual maturity date.

The following table summarizes certain characteristics of the Company’s repurchase agreements secured by commercial mortgage loans, all of which are considered long-term borrowings, and comprise counterparty concentration risks, at December 31, 2016 (in thousands):

 

 

 

December 31, 2016

 

 

 

UPB of

Collateral

 

 

Carrying

Value of

Collateral(1)

 

 

Amounts

Payable under

Repurchase

Agreements(2)

 

 

Net

Counterparty

Exposure(3)

 

 

Percent of

Stockholders

Equity

 

 

Days to

Extended

Maturity

 

Wells Fargo Bank

 

$

461,618

 

 

$

450,338

 

 

$

320,175

 

 

$

130,163

 

 

 

13

%

 

 

1,606

 

JP Morgan Chase Bank

 

 

414,269

 

 

 

414,461

 

 

 

289,206

 

 

 

125,255

 

 

 

13

 

 

 

1,328

 

Goldman Sachs Bank

 

 

363,146

 

 

 

361,964

 

 

 

251,366

 

 

 

110,598

 

 

 

11

 

 

 

961

 

Morgan Stanley Bank(4)

 

 

175,884

 

 

 

175,178

 

 

 

126,152

 

 

 

49,026

 

 

 

5

 

 

N/A

 

Subtotal / Weighted Average

 

 

1,414,917

 

 

 

1,401,941

 

 

 

986,899

 

 

 

415,042

 

 

 

 

 

 

 

3,895

 

 

(1)

Amounts shown in the table include interest receivable of $0.004 million and are net of premium, discount and origination fees of $0.02 million.

(2)

Amounts shown in the table include interest payable of $0.001 million and do not reflect unamortized deferred financing fees of $0.01 million.

(3)

Represents the net carrying value of the commercial real estate assets sold under agreements to repurchase, including accrued interest plus any cash or assets on deposit to secure the repurchase obligation, less the amount of the repurchase liability, including accrued interest.

(4)

The Morgan Stanley Bank credit facility is excluded from the Days to Extended Maturity calculation because it does not have a contractual maturity date.

v3.8.0.1
Schedule of Maturities (Tables)
9 Months Ended
Sep. 30, 2017
Debt Disclosure [Abstract]  
Schedule of Future Principal Payments

The future principal payments for the five years subsequent to September 30, 2017 and thereafter are as follows (in thousands):

 

 

 

Senior Secured

Credit Facility

 

 

Repurchase

Agreements

 

 

Notes

Payable

 

2017

 

$

 

 

$

101,485

 

 

$

 

2018

 

 

 

 

 

901,253

 

 

 

186,540

 

2019

 

 

 

 

 

537,360

 

 

 

45,752

 

2020

 

 

 

 

 

 

 

 

32,500

 

2021

 

 

 

 

 

 

 

 

 

Thereafter

 

 

 

 

 

 

 

 

 

Total

 

$

 

 

$

1,540,098

 

 

$

264,792

 

 

v3.8.0.1
Fair Value Measurements (Tables)
9 Months Ended
Sep. 30, 2017
Fair Value Disclosures [Abstract]  
Summary of Financial Assets and Liabilities Not Carried at Fair Value On Recurring Basis

The following tables provide information about financial assets and liabilities not carried at fair value on a recurring basis in our consolidated balance sheet (dollars in thousands):

 

 

September 30, 2017

 

 

 

Carrying Value

 

 

Level I

 

 

Level II

 

 

Level III

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans Held for Investment

 

$

2,824,713

 

 

$

 

 

$

 

 

$

2,848,390

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Secured Financing Arrangements

 

 

1,793,220

 

 

 

 

 

 

 

 

 

1,793,220

 

 

 

 

December 31, 2016

 

 

 

Carrying Value

 

 

Level I

 

 

Level II

 

 

Level III

 

Financial Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans Held for Investment

 

$

2,449,990

 

 

$

 

 

$

 

 

$

2,469,717

 

Financial Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateralized Loan Obligation

 

 

540,780

 

 

 

 

 

 

 

 

 

540,780

 

Secured Financing Arrangements

 

 

1,121,869

 

 

 

 

 

 

 

 

 

1,121,869

 

 

v3.8.0.1
Earnings per Share (Tables)
9 Months Ended
Sep. 30, 2017
Earnings Per Share [Abstract]  
Schedule of Calculation of Basic and Diluted Earnings per Common Share

The following table sets forth the calculation of basic and diluted earnings per common share (common stock and Class A common stock) based on the weighted-average number of shares of common stock and Class A common stock outstanding (in thousands, except share and per share data):

 

 

Three Months Ended

September 30,

 

 

Nine Months Ended

September 30,

 

 

 

2017

 

 

2016

 

 

2017

 

 

2016

 

Net Income Attributable to Common Stockholders

 

$

20,787

 

 

$

17,439

 

 

$

69,582

 

 

$

50,796

 

Weighted-Average Common Shares Outstanding, Basic and Diluted

 

 

58,685,979

 

 

 

40,946,029

 

 

 

51,969,733

 

 

 

39,096,974

 

Per Common Share Amount, Basic and Diluted

 

$

0.35

 

 

$

0.43

 

 

$

1.34

 

 

$

1.30

 

 

v3.8.0.1
Concentration of Credit Risk (Tables)
9 Months Ended
Sep. 30, 2017
Risks And Uncertainties [Abstract]  
Summary of Loan Portfolio by Property Type

Property Type

A summary of the loan portfolio by property type as of September 30, 2017 and December 31, 2016 based on current unpaid principal balance (“UPB”) and full loan commitment is as follows (amounts in thousands):

 

 

 

As of September 30, 2017

 

Property Type

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% of

Portfolio

 

 

Loan UPB

 

 

% of

Portfolio

 

Office

 

$

769,251

 

 

$

148,756

 

 

 

22.4

%

 

$

620,494

 

 

 

21.8

%

Condominium

 

 

703,662

 

 

 

205,107

 

 

 

20.6

%

 

 

498,556

 

 

 

17.5

%

Multifamily

 

 

656,975

 

 

 

84,215

 

 

 

19.2

%

 

 

572,760

 

 

 

20.1

%

Hotel

 

 

570,676

 

 

 

25,382

 

 

 

16.7

%

 

 

548,945

 

 

 

19.3

%

Mixed Use

 

 

431,500

 

 

 

58,583

 

 

 

12.6

%

 

 

372,917

 

 

 

13.1

%

Retail

 

 

195,044

 

 

 

48,460

 

 

 

5.7

%

 

 

146,584

 

 

 

5.2

%

Industrial

 

 

86,270

 

 

 

11,087

 

 

 

2.5

%

 

 

75,183

 

 

 

2.6

%

Other

 

 

10,249

 

 

 

 

 

 

0.3

%

 

 

10,249

 

 

 

0.4

%

Total

 

$

3,423,627

 

 

$

581,590

 

 

 

100.0

%

 

$

2,845,688

 

 

 

100.0

%

 

 

 

As of December 31, 2016

 

Property Type

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% of

Portfolio

 

 

Loan UPB

 

 

% of

Portfolio

 

Condominium

 

$

821,411

 

 

$

338,222

 

 

 

27.0

%

 

$

486,646

 

 

 

19.7

%

Hotel

 

 

644,459

 

 

 

31,282

 

 

 

21.2

%

 

 

615,238

 

 

 

24.9

%

Office

 

 

538,736

 

 

 

99,953

 

 

 

17.7

%

 

 

438,783

 

 

 

17.8

%

Mixed Use

 

 

527,548

 

 

 

74,100

 

 

 

17.4

%

 

 

453,448

 

 

 

18.4

%

Multifamily

 

 

327,578

 

 

 

11,217

 

 

 

10.8

%

 

 

316,360

 

 

 

12.8

%

Industrial

 

 

131,987

 

 

 

11,468

 

 

 

4.3

%

 

 

120,519

 

 

 

4.9

%

Other

 

 

48,483

 

 

 

8,400

 

 

 

1.6

%

 

 

40,083

 

 

 

1.6

%

Total

 

$

3,040,202

 

 

$

574,642

 

 

 

100.0

%

 

$

2,471,078

 

 

 

100.0

%

 

Summary of Geographic Composition of Loans Held for Investment Based on Loan Commitment and Current UPB

Geography

All of the Company’s loans held for investment are secured by properties within the United States. The geographic composition of loans held for investment based on full loan commitment and current UPB is as follows (dollars in thousands):

 

 

 

September 30, 2017

 

Geographic Region

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% Loan

Commitment

 

 

Loan UPB

 

 

% Loan UPB

 

 

Carrying

Amount

 

East

 

$

1,327,238

 

 

$

149,702

 

 

 

38.8

%

 

$

1,181,189

 

 

 

41.5

%

 

$

1,173,142

 

South

 

 

1,093,810

 

 

 

322,937

 

 

 

31.9

%

 

 

770,873

 

 

 

27.1

%

 

 

763,891

 

West

 

 

674,123

 

 

 

82,810

 

 

 

19.7

%

 

 

591,312

 

 

 

20.8

%

 

 

587,278

 

Midwest

 

 

259,686

 

 

 

15,054

 

 

 

7.6

%

 

 

244,631

 

 

 

8.6

%

 

 

242,900

 

Various

 

 

68,770

 

 

 

11,087

 

 

 

2.0

%

 

 

57,683

 

 

 

2.0

%

 

 

57,502

 

Total

 

$

3,423,627

 

 

$

581,590

 

 

 

100.0

%

 

$

2,845,688

 

 

 

100.0

%

 

$

2,824,713

 

 

 

 

December 31, 2016

 

Geographic Region

 

Loan

Commitment

 

 

Unfunded

Commitment

 

 

% Loan

Commitment

 

 

Loan UPB

 

 

% Loan UPB

 

 

Carrying

Amount

 

East

 

$

1,330,003

 

 

$

132,951

 

 

 

43.7

%

 

$

1,197,052

 

 

 

48.4

%

 

$

1,192,153

 

West

 

 

867,494

 

 

 

116,057

 

 

 

28.5

%

 

 

751,437

 

 

 

30.4

%

 

 

741,513

 

South

 

 

578,340

 

 

 

311,166

 

 

 

19.0

%

 

 

272,692

 

 

 

11.0

%

 

 

268,443

 

Midwest

 

 

179,589

 

 

 

3,000

 

 

 

5.9

%

 

 

176,589

 

 

 

7.1

%

 

 

175,158

 

Various

 

 

84,776

 

 

 

11,468

 

 

 

2.8

%

 

 

73,308

 

 

 

3.0

%

 

 

72,723

 

Total

 

$

3,040,202

 

 

$

574,642

 

 

 

100.0

%

 

$

2,471,078

 

 

 

100.0

%

 

$

2,449,990

 

 

v3.8.0.1
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($)
9 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Accounting Policies [Abstract]    
Threshold period of delinquency 90 days  
Percentage of senior mortgage loan transferred to third-party 100.00%  
Maximum insured amount of each cash account $ 250,000 $ 250,000
v3.8.0.1
Loans Held for Investment - Additional Information (Details)
9 Months Ended 12 Months Ended
Sep. 30, 2017
USD ($)
Rating
Loan
Dec. 31, 2016
USD ($)
Rating
Loan
Accounts Notes And Loans Receivable [Line Items]    
Total loan commitment amount $ 3,423,627,000 $ 3,040,202,000
Unfunded loan commitments 581,590,000 574,642,000
Unamortized premium 100,000 2,900,000
Unaccreted discount $ 2,800,000 $ 12,500,000
Weighted average risk rating | Rating 2.6 2.6
Number of loans on non-accrual status | Loan 0 0
Reserve $ 0 $ 0
Moved From Four Risk Rating Into Three Risk Rating    
Accounts Notes And Loans Receivable [Line Items]    
Number of loans selected for risk rate changes | Loan 2  
Moved From Three Risk Rating Into Four Risk Rating    
Accounts Notes And Loans Receivable [Line Items]    
Number of loans selected for risk rate changes | Loan 4  
Risk Rating One    
Accounts Notes And Loans Receivable [Line Items]    
Payments received for loans classified with category one risk rating | Loan   3
Risk Rating Four    
Accounts Notes And Loans Receivable [Line Items]    
Payments received for loans classified with category one risk rating | Loan 2  
German American Capital Corporation    
Accounts Notes And Loans Receivable [Line Items]    
Number of loans originated or acquired | Loan 15  
Total loan commitment amount $ 1,500,000,000  
Unpaid principal balance 1,100,000,000  
Unfunded loan commitments 229,700,000  
German American Capital Corporation | Non-recourse Senior Loan    
Accounts Notes And Loans Receivable [Line Items]    
Total loan commitment amount $ 91,500,000  
v3.8.0.1
Loans Held for Investment - Schedule of Loan Investment Portfolio (Details) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
Loans And Leases Receivable Disclosure [Line Items]    
Outstanding Principal, before allowance for loan losses $ 2,845,688 $ 2,471,078
Unamortized Premium (Discount), Loan Origination Fees net, before allowance for loan losses (20,975) (21,088)
Carrying Amount, before allowance for loan losses 2,824,713 2,449,990
Outstanding Principal, after allowance for loan losses 2,845,688 2,471,078
Unamortized Premium (Discount), Loan Origination Fees net, after allowance for loan losses (20,975) (21,088)
Carrying Amount, after allowance for loan losses 2,824,713 2,449,990
Senior Loans    
Loans And Leases Receivable Disclosure [Line Items]    
Outstanding Principal, before allowance for loan losses 2,778,553 2,429,632
Unamortized Premium (Discount), Loan Origination Fees net, before allowance for loan losses (20,622) (20,931)
Carrying Amount, before allowance for loan losses 2,757,931 2,408,701
Subordinated and Mezzanine Loans    
Loans And Leases Receivable Disclosure [Line Items]    
Outstanding Principal, before allowance for loan losses 67,135 41,446
Unamortized Premium (Discount), Loan Origination Fees net, before allowance for loan losses (353) (157)
Carrying Amount, before allowance for loan losses $ 66,782 $ 41,289
v3.8.0.1
Loans Held for Investment - Summary of Loan Portfolio Activity (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2017
USD ($)
Loans And Leases Receivable Disclosure [Abstract]  
Balance at December 31, 2016 $ 2,449,990
Loans originated 1,149,911
Additional fundings 228,217
Amortization of discount and origination fees 15,607
Collection of principal (1,016,246)
Amortization of premium (2,766)
Balance at September 30, 2017 $ 2,824,713
v3.8.0.1
Loans Held for Investment - Summary of Carrying Values and Results of Internal Risk Rating Review Performed (Details)
$ in Thousands
Sep. 30, 2017
USD ($)
Rating
Dec. 31, 2016
USD ($)
Rating
Accounts Notes And Loans Receivable [Line Items]    
Carrying Value $ 2,824,713 $ 2,449,990
Weighted Average Risk Rating | Rating 2.6 2.6
Risk Rating One    
Accounts Notes And Loans Receivable [Line Items]    
Carrying Value   $ 261,261
Rating 2    
Accounts Notes And Loans Receivable [Line Items]    
Carrying Value $ 1,073,455 745,340
Rating 3    
Accounts Notes And Loans Receivable [Line Items]    
Carrying Value 1,695,009 1,205,994
Rating 4    
Accounts Notes And Loans Receivable [Line Items]    
Carrying Value $ 56,249 $ 237,395
v3.8.0.1
Commercial Mortgage-Backed Securities - Additional Information (Details) - Commercial Mortgage-Backed Securities
3 Months Ended 9 Months Ended 12 Months Ended
Sep. 30, 2017
USD ($)
Investment
Sep. 30, 2017
USD ($)
Investment
Dec. 31, 2016
USD ($)
Investment
Schedule Of Available For Sale Securities [Line Items]      
Number of Investments | Investment 5 5 5
Net proceeds from sale of securities investment $ 43,800,000    
Net gain on sale of securities $ 300,000    
Other than temporary impairments on available-for-sale   $ 0 $ 0
v3.8.0.1
Commercial Mortgage-Backed Securities - Available-for-Sale Commercial Mortgage-Backed Securities (Details) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
Schedule Of Available For Sale Securities [Line Items]    
Estimated Fair Value [1] $ 86,182 $ 61,504
Commercial Mortgage-Backed Securities    
Schedule Of Available For Sale Securities [Line Items]    
Face Amount 85,866 62,927
Unamortized Premium (Discount) 336 (2,673)
Gross Unrealized Loss (20)  
Gross Unrealized Gain   1,250
Estimated Fair Value $ 86,182 $ 61,504
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Commercial Mortgage-Backed Securities - Available-for-Sale Commercial Mortgage-Backed Securities by Contractual Maturity (Details) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
Estimated Fair Value    
Total investment in commercial mortgage-backed securities, at fair value [1] $ 86,182 $ 61,504
Commercial Mortgage-Backed Securities    
Amortized Cost    
After one, within five years 36,700 58,962
After five, within ten years 49,509 1,292
Total investment in commercial mortgage-backed securities, at fair value 86,209 60,254
Estimated Fair Value    
After one, within five years 36,872 60,242
After five, within ten years 49,310 1,262
Total investment in commercial mortgage-backed securities, at fair value $ 86,182 $ 61,504
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Variable Interest Entities and Collateralized Loan Obligation - Additional Information (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Aug. 23, 2017
USD ($)
Aug. 16, 2017
USD ($)
Loan
Sep. 30, 2017
USD ($)
Sep. 30, 2017
USD ($)
Sep. 30, 2016
USD ($)
Aug. 18, 2017
USD ($)
Loan
Dec. 31, 2016
USD ($)
Dec. 29, 2014
USD ($)
Dec. 18, 2014
USD ($)
Variable Interest Entities and Collateralized Loan Obligation [Line Items]                  
Additional issuance costs recognized       $ 9,160 $ 6,843        
Class A Senior Secured Note | CLO Issuer                  
Variable Interest Entities and Collateralized Loan Obligation [Line Items]                  
Outstanding principal balance   $ 118,000              
Number of first mortgage loan participation interests sold | Loan   2       7      
Unpaid principal balance of mortgage loan   $ 12,800       $ 138,500      
Loss on sale of first mortgage loan participation interests   $ 200              
Cash $ 3,000                
Repayment of Class A Note $ 118,000                
Collateralized Loan Obligation                  
Variable Interest Entities and Collateralized Loan Obligation [Line Items]                  
Variable interest entity ownership percentage       100.00%          
Unamortized issuance costs     $ 0 $ 0     $ 2,541    
Collateralized Loan Obligation | Class A Senior Secured Note                  
Variable Interest Entities and Collateralized Loan Obligation [Line Items]                  
Debt issuance costs, gross                 $ 13,200
Additional issuance costs recognized     900            
Unamortized issuance costs     $ 0 0     $ 2,500    
Interest expense excluding amortization of deferred financing costs       $ 9,300 $ 21,800        
German American Capital Corporation                  
Variable Interest Entities and Collateralized Loan Obligation [Line Items]                  
Percentage of interest in loans acquired               75.00%  
Loans secured, face value               $ 2,400,000  
v3.8.0.1
Variable Interest Entities and Collateralized Loan Obligation - Summary of Variable Interest Entities Assets and Liabilities (Details) - Variable Interest Entity, Primary Beneficiary
$ in Thousands
Dec. 31, 2016
USD ($)
ASSETS  
Total Assets $ 743,493
LIABILITIES  
Total Liabilities 542,828
Cash and Cash Equivalents  
ASSETS  
Total Assets 2,133
Accounts Receivable  
ASSETS  
Total Assets 479
Accounts Receivable from Servicer/Trustee  
ASSETS  
Total Assets 23,009
Accrued Interest Receivable  
ASSETS  
Total Assets 5,714
Loans Held for Investment  
ASSETS  
Total Assets 712,158
Accrued Interest Payable  
LIABILITIES  
Total Liabilities 885
Accrued Expenses  
LIABILITIES  
Total Liabilities 32
Collateralized Loan Obligation  
LIABILITIES  
Total Liabilities 540,780
Payable to Affiliates  
LIABILITIES  
Total Liabilities 933
Deferred Revenue  
LIABILITIES  
Total Liabilities $ 198
v3.8.0.1
Variable Interest Entities and Collateralized Loan Obligation - Schedule of Borrowings and Corresponding Collateral (Details)
$ in Thousands
Dec. 31, 2016
USD ($)
Debt Instrument [Line Items]  
Debt, Carrying Value $ 540,780 [1]
Collateralized Loan Obligation  
Debt Instrument [Line Items]  
Debt, Face Value 543,320
Debt, Carrying Value 540,780
Collateral (loans), Outstanding Principal 712,420
Collateral (loans), Carrying Value $ 712,158
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Notes Payable, Repurchase Agreements, Senior Secured Credit Facility and Subscription Secured Facility - Additional Information (Details)
9 Months Ended 12 Months Ended
Sep. 30, 2017
Loan
Agreement
Sep. 29, 2017
USD ($)
Aug. 18, 2017
USD ($)
Jul. 21, 2017
USD ($)
Jan. 06, 2016
USD ($)
Sep. 30, 2017
Loan
Agreement
Dec. 31, 2016
Loan
Agreement
Jul. 20, 2017
USD ($)
Repurchase Agreements                
Debt Instrument [Line Items]                
Number of additional repurchase agreements | Agreement           1 2  
Recourse guarantee percentage           100.00% 100.00%  
Repurchase Agreements | CMBS                
Debt Instrument [Line Items]                
Number of repurchase agreements | Agreement           2 2  
Repurchase Agreements | Mortgage-backed Securities                
Debt Instrument [Line Items]                
Number of repurchase agreements | Agreement           3 3  
Holdco | Repurchase Agreements                
Debt Instrument [Line Items]                
Percentage of recourse loans           25.00% 25.00%  
Holdco | Repurchase Agreements | CMBS                
Debt Instrument [Line Items]                
Recourse guarantee percentage           100.00% 100.00%  
Holdco | Repurchase Agreements | Mortgage-backed Securities                
Debt Instrument [Line Items]                
Recourse guarantee percentage           100.00% 100.00%  
Notes Payable                
Debt Instrument [Line Items]                
Number of financing agreements | Agreement 7         7 4  
Number of loans held for investment | Loan 7         7 4  
Notes Payable | Holdco                
Debt Instrument [Line Items]                
Number of recourse loans | Loan 1         1    
Percentage of recourse loans 25.00%              
Notes Payable | Holdco | BMO Harris Bank                
Debt Instrument [Line Items]                
Guaranteed capped rate of outstanding obligations           25.00%    
Subscription Secured Facility                
Debt Instrument [Line Items]                
Credit facility termination date           Jul. 31, 2017    
Revolving Credit Facility                
Debt Instrument [Line Items]                
Line of credit facility, maximum borrowing capacity         $ 250,000,000      
Credit agreement initiation date           Jan. 06, 2016    
Credit agreement, Description           Borrowing ability is limited to the lesser of $250 million and 66.67% of unfunded commitments from included investors as defined in the agreement. The credit facility term is two years with a one year extension option at a rate of LIBOR plus 1.75%.    
Credit agreement term         2 years      
Debt instrument, basis spread on variable rate         1.75%      
Revolving Credit Facility | Extension Term Option                
Debt Instrument [Line Items]                
Credit agreement term         1 year      
Revolving Credit Facility | Morgan Stanley | Repurchase Agreements                
Debt Instrument [Line Items]                
Line of credit facility, maximum borrowing capacity       $ 400,000,000       $ 250,000,000
Line of credit facility, maximum borrowing capacity, subject to customary condition       $ 500,000,000        
Line of credit facility, extended maturity       2020-05        
JP Morgan | Secured Revolving Repurchase Facility | Repurchase Agreements | Class A Senior Secured Note                
Debt Instrument [Line Items]                
Line of credit facility, maximum borrowing capacity     $ 417,300,000          
Line of credit facility, increase maximum borrowing capacity     $ 103,500,000          
Senior Secured Credit Facility | Bank of America                
Debt Instrument [Line Items]                
Line of credit facility, maximum borrowing capacity   $ 250,000,000            
Line of credit facility, extended maturity   2022-09            
Credit agreement initiation date           Sep. 29, 2017    
Line of credit facility, maximum borrowing capacity subject to condition   $ 500,000,000            
v3.8.0.1
Summary of Notes Payable, Repurchase Agreements, Senior Secured Credit Facility, and Subscription Secured Facility (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Debt Instrument [Line Items]    
Index Rate one-month LIBOR  
Repurchase Agreements    
Debt Instrument [Line Items]    
Commitment Amount $ 2,667,250 $ 1,763,750
Maximum Current Availability 1,127,152 742,221
Balance Outstanding 1,540,098 1,021,529
Collateral (loans), Outstanding Principal 2,379,387 1,467,764
Senior Secured Credit Facility    
Debt Instrument [Line Items]    
Commitment Amount 3,316,466  
Maximum Current Availability 1,511,576  
Balance Outstanding 1,804,890  
Collateral (loans), Outstanding Principal 2,773,390  
Subscription Secured Facility    
Debt Instrument [Line Items]    
Commitment Amount   2,263,116
Maximum Current Availability   989,347
Balance Outstanding   1,132,911
Collateral (loans), Outstanding Principal   1,637,362
Notes Payable    
Debt Instrument [Line Items]    
Commitment Amount 399,216 249,366
Maximum Current Availability 134,424 137,984
Balance Outstanding 264,792 111,382
Collateral (loans), Outstanding Principal $ 394,003 $ 169,598
Bank of the Ozarks | Debt Instrument, Interest Rate at 5.7% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date Aug. 23, 2019  
Index Rate 1 Month Libor  
Weighted Average Spread 4.50%  
Interest Rate 5.70%  
Commitment Amount $ 92,400  
Maximum Current Availability 56,175  
Balance Outstanding 36,225  
Collateral (loans), Outstanding Principal $ 51,750  
Bank of the Ozarks | Debt Instrument, Interest Rate at 5.2% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date Aug. 31, 2018  
Index Rate 1 Month Libor  
Weighted Average Spread 4.00%  
Interest Rate 5.20%  
Commitment Amount $ 68,600  
Maximum Current Availability 17,824  
Balance Outstanding 50,776  
Collateral (loans), Outstanding Principal $ 72,537  
Bank of the Ozarks | Debt Instrument, Interest Rate at 6.0% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date May 22, 2018  
Index Rate 1 Month Libor  
Weighted Average Spread 4.80%  
Interest Rate 6.00%  
Commitment Amount $ 48,750  
Maximum Current Availability 20,376  
Balance Outstanding 28,374  
Collateral (loans), Outstanding Principal $ 43,653  
Bank of the Ozarks | Debt Instrument, Interest Rate at 5.1% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date   Aug. 23, 2019
Index Rate   1 Month Libor
Weighted Average Spread   4.50%
Interest Rate   5.10%
Commitment Amount   $ 92,400
Maximum Current Availability   72,544
Balance Outstanding   19,856
Collateral (loans), Outstanding Principal   $ 28,366
Deutsche Bank | Debt Instrument, Interest Rate at 4.7% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date Sep. 25, 2019  
Index Rate 1 Month Libor  
Weighted Average Spread 3.50%  
Interest Rate 4.70%  
Commitment Amount $ 64,779  
Maximum Current Availability 19,027  
Balance Outstanding 45,752  
Collateral (loans), Outstanding Principal $ 76,253  
Deutsche Bank | Debt Instrument, Interest Rate at 4.5% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date Jun. 29, 2018  
Index Rate 1 Month Libor  
Weighted Average Spread 3.30%  
Interest Rate 4.50%  
Commitment Amount $ 49,644  
Maximum Current Availability 21,021  
Balance Outstanding 28,623  
Collateral (loans), Outstanding Principal $ 44,035  
Deutsche Bank | Debt Instrument, Interest Rate at 4.9% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date Dec. 09, 2018  
Index Rate 1 Month Libor  
Weighted Average Spread 3.70%  
Interest Rate 4.90%  
Commitment Amount $ 42,543  
Maximum Current Availability 1  
Balance Outstanding 42,542  
Collateral (loans), Outstanding Principal $ 60,775  
Deutsche Bank | Debt Instrument, Interest Rate at 4.1% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date   Sep. 25, 2019
Index Rate   1 Month Libor
Weighted Average Spread   3.50%
Interest Rate   4.10%
Commitment Amount   $ 64,779
Maximum Current Availability   30,207
Balance Outstanding   34,572
Collateral (loans), Outstanding Principal   $ 57,620
Deutsche Bank | Debt Instrument, Interest Rate at 3.9% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date   Dec. 09, 2018
Index Rate   1 Month Libor
Weighted Average Spread   3.30%
Interest Rate   3.90%
Commitment Amount   $ 49,644
Maximum Current Availability   29,293
Balance Outstanding   20,351
Collateral (loans), Outstanding Principal   $ 31,309
Deutsche Bank | Debt Instrument, Interest Rate at 4.3% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date   Sep. 29, 2018
Index Rate   1 Month Libor
Weighted Average Spread   3.70%
Interest Rate   4.30%
Commitment Amount   $ 42,543
Maximum Current Availability   5,940
Balance Outstanding   36,603
Collateral (loans), Outstanding Principal   $ 52,303
BMO Harris Bank | Debt Instrument, Interest Rate at 3.9% | Notes Payable    
Debt Instrument [Line Items]    
Maturity Date Apr. 09, 2020  
Index Rate 1 Month Libor  
Weighted Average Spread 2.70%  
Interest Rate 3.90%  
Commitment Amount $ 32,500  
Balance Outstanding 32,500  
Collateral (loans), Outstanding Principal $ 45,000  
Goldman Sachs | Debt Instrument, Interest Rate at 3.4% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date Aug. 19, 2018  
Index Rate 1 Month Libor  
Weighted Average Spread 2.20%  
Interest Rate 3.40%  
Commitment Amount $ 750,000  
Maximum Current Availability 202,428  
Balance Outstanding 547,572  
Collateral (loans), Outstanding Principal $ 841,002  
Goldman Sachs | Debt Instrument, Interest Rate at 3.0% | CMBS | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date Oct. 30, 2017  
Index Rate 1 Month Libor  
Weighted Average Spread 1.80%  
Interest Rate 3.00%  
Commitment Amount $ 100,000  
Maximum Current Availability 64,422  
Balance Outstanding 35,578  
Collateral (loans), Outstanding Principal $ 39,533  
Goldman Sachs | Debt Instrument, Interest Rate at 2.9% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date   Aug. 19, 2017
Index Rate   1 Month Libor
Weighted Average Spread   2.20%
Interest Rate   2.90%
Commitment Amount   $ 500,000
Maximum Current Availability   249,110
Balance Outstanding   250,890
Collateral (loans), Outstanding Principal   $ 363,146
Goldman Sachs | Debt Instrument, Interest Rate at 2.6% | CMBS | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date   Aug. 19, 2017
Index Rate   1 Month Libor
Weighted Average Spread   2.00%
Interest Rate   2.60%
Commitment Amount   $ 100,000
Maximum Current Availability   73,195
Balance Outstanding   26,805
Collateral (loans), Outstanding Principal   $ 43,500
Wells Fargo | Debt Instrument, Interest Rate at 3.4% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date May 25, 2019  
Index Rate 1 Month Libor  
Weighted Average Spread 2.10%  
Interest Rate 3.40%  
Commitment Amount $ 750,000  
Maximum Current Availability 356,512  
Balance Outstanding 393,488  
Collateral (loans), Outstanding Principal $ 682,221  
Wells Fargo | Debt Instrument, Interest Rate at 3.0% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date   May 25, 2019
Index Rate   1 Month Libor
Weighted Average Spread   2.20%
Interest Rate   3.00%
Commitment Amount   $ 500,000
Maximum Current Availability   179,729
Balance Outstanding   320,271
Collateral (loans), Outstanding Principal   $ 461,618
JP Morgan | Debt Instrument, Interest Rate at 3.4% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date   Aug. 20, 2018
Index Rate   1 Month Libor
Weighted Average Spread   2.70%
Interest Rate   3.40%
Commitment Amount   $ 313,750
Maximum Current Availability   25,001
Balance Outstanding   288,749
Collateral (loans), Outstanding Principal   $ 414,269
JP Morgan | Debt Instrument, Interest Rate at 3.7% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date Aug. 20, 2018  
Index Rate 1 Month Libor  
Weighted Average Spread 2.50%  
Interest Rate 3.70%  
Commitment Amount $ 417,250  
Maximum Current Availability 155,382  
Balance Outstanding 261,868  
Collateral (loans), Outstanding Principal $ 380,621  
Morgan Stanley | Debt Instrument, Interest Rate at 3.6% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date May 03, 2019  
Index Rate 1 Month Libor  
Weighted Average Spread 2.40%  
Interest Rate 3.60%  
Commitment Amount $ 400,000  
Maximum Current Availability 127,268  
Balance Outstanding 272,732  
Collateral (loans), Outstanding Principal $ 397,592  
Morgan Stanley | Debt Instrument, Interest Rate at 3.2% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date   May 03, 2019
Index Rate   1 Month Libor
Weighted Average Spread   2.50%
Interest Rate   3.20%
Commitment Amount   $ 250,000
Maximum Current Availability   124,036
Balance Outstanding   125,964
Collateral (loans), Outstanding Principal   $ 175,884
US Bank | Debt Instrument, Interest Rate at 3.5% | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date Oct. 06, 2019  
Index Rate 1 Month Libor  
Weighted Average Spread 2.30%  
Interest Rate 3.50%  
Commitment Amount $ 150,000  
Maximum Current Availability 129,000  
Balance Outstanding 21,000  
Collateral (loans), Outstanding Principal $ 30,000  
Royal Bank of Canada | Debt Instrument, Interest Rate at 2.2% | CMBS | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date Dec. 20, 2017  
Index Rate 1 Month Libor  
Weighted Average Spread 1.00%  
Interest Rate 2.20%  
Commitment Amount $ 100,000  
Maximum Current Availability 92,140  
Balance Outstanding 7,860  
Collateral (loans), Outstanding Principal $ 8,418  
Royal Bank of Canada | Debt Instrument, Interest Rate at 1.6% | CMBS | Repurchase Agreements    
Debt Instrument [Line Items]    
Maturity Date   Feb. 09, 2021
Index Rate   1 Month Libor
Weighted Average Spread   1.00%
Interest Rate   1.60%
Commitment Amount   $ 100,000
Maximum Current Availability   91,150
Balance Outstanding   8,850
Collateral (loans), Outstanding Principal   $ 9,347
Bank of America | Senior Secured Credit Facility    
Debt Instrument [Line Items]    
Maturity Date Sep. 29, 2020  
Index Rate 1 Month Libor  
Commitment Amount $ 250,000  
Maximum Current Availability $ 250,000  
Lloyds Bank | Subscription Secured Facility    
Debt Instrument [Line Items]    
Maturity Date   Jan. 06, 2018
Index Rate   1 Month Libor
Weighted Average Spread   1.80%
Interest Rate   2.50%
Commitment Amount   $ 250,000
Maximum Current Availability   $ 109,142
v3.8.0.1
Summary of Notes Payable, Repurchase Agreements, Senior Secured Credit Facility, and Subscription Secured Facility (Parenthetical) (Details)
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Repurchase Agreements, Senior Secured Credit Facility and Note Payable    
Debt Instrument [Line Items]    
Recourse guarantee percentage 25.00%  
Repurchase Agreements    
Debt Instrument [Line Items]    
Recourse guarantee percentage 100.00% 100.00%
Repurchase Agreements | Goldman Sachs    
Debt Instrument [Line Items]    
Recourse guarantee percentage   25.00%
v3.8.0.1
Summary of Repurchase Agreements Secured by Commercial Mortgage Loans, Long - term Borrowings, and Counterparty Concentration (Details) - Commercial Mortgage Loans - Long-term Borrowings - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 2,331,436 $ 1,414,917
Carrying Value of Collateral 2,322,231 1,401,941
Amounts Payable under Repurchase Agreements 1,498,918 986,899
Net Counterparty Exposure $ 823,313 $ 415,042
Days to Extended Maturity 987 days 3895 days
Goldman Sachs Bank    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 841,002 $ 363,146
Carrying Value of Collateral 836,913 361,964
Amounts Payable under Repurchase Agreements 548,306 251,366
Net Counterparty Exposure $ 288,607 $ 110,598
Percent of Stockholders Equity 23.90% 11.00%
Days to Extended Maturity 688 days 961 days
Wells Fargo Bank    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 682,221 $ 461,618
Carrying Value of Collateral 678,256 450,338
Amounts Payable under Repurchase Agreements 394,007 320,175
Net Counterparty Exposure $ 284,249 $ 130,163
Percent of Stockholders Equity 23.50% 13.00%
Days to Extended Maturity 1333 days 1606 days
Morgan Stanley Bank    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 397,592 $ 175,884
Carrying Value of Collateral 396,370 175,178
Amounts Payable under Repurchase Agreements 273,144 126,152
Net Counterparty Exposure $ 123,226 $ 49,026
Percent of Stockholders Equity 10.20% 5.00%
JP Morgan Chase Bank    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 380,621 $ 414,269
Carrying Value of Collateral 381,178 414,461
Amounts Payable under Repurchase Agreements 262,403 289,206
Net Counterparty Exposure $ 118,775 $ 125,255
Percent of Stockholders Equity 9.80% 13.00%
Days to Extended Maturity 1055 days 1328 days
US Bank    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 30,000  
Carrying Value of Collateral 29,514  
Amounts Payable under Repurchase Agreements 21,058  
Net Counterparty Exposure $ 8,456  
Percent of Stockholders Equity 0.70%  
Days to Extended Maturity 1467 days  
v3.8.0.1
Summary of Repurchase Agreements Secured by Commercial Mortgage Loans, Long - term Borrowings, and Counterparty Concentration (Parenthetical) (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Repurchase Agreement Counterparty [Line Items]    
Interest receivable [1] $ 13,764 $ 14,023
Accrued Interest Payable [1] 3,733 2,907
Commercial Mortgage Loans | Long-term Borrowings    
Repurchase Agreement Counterparty [Line Items]    
Interest receivable 9,200 4
Premium, discount and origination fees 18,400 20
Accrued Interest Payable 2,300 1
Unamortized deferred financing fees $ 8,700 $ 10
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Summary of Repurchase Agreements Secured by CMBS, Short-term Borrowings, and Counterparty Concentration (Details) - Short term Borrowings - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 2,379,387 $ 1,467,764
Carrying Value of Collateral 2,370,350 1,453,276
Amounts Payable under Repurchase Agreements 1,542,588 1,022,587
Net Counterparty Exposure $ 827,762 $ 430,689
Days to Extended Maturity 955 days 1331 days
CMBS    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 47,951 $ 52,847
Carrying Value of Collateral 48,119 51,335
Amounts Payable under Repurchase Agreements 43,670 35,688
Net Counterparty Exposure $ 4,449 $ 15,647
Days to Extended Maturity 39 days 3009 days
Goldman Sachs | CMBS    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 39,533 $ 43,500
Carrying Value of Collateral 39,398 41,403
Amounts Payable under Repurchase Agreements 35,767 26,832
Net Counterparty Exposure $ 3,631 $ 14,571
Percent of Stockholders Equity 0.30% 2.00%
Days to Extended Maturity 30 days 1502 days
Royal Bank of Canada | CMBS    
Repurchase Agreement Counterparty [Line Items]    
UPB of Collateral $ 8,418 $ 9,347
Carrying Value of Collateral 8,721 9,932
Amounts Payable under Repurchase Agreements 7,903 8,856
Net Counterparty Exposure $ 818 $ 1,076
Percent of Stockholders Equity 0.10%  
Days to Extended Maturity 81 days 1507 days
v3.8.0.1
Summary of Repurchase Agreements Secured by CMBS, Short-term Borrowings, and Counterparty Concentration (Parenthetical) (Details) - USD ($)
$ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Repurchase Agreement Counterparty [Line Items]    
Accrued Interest Receivable [1] $ 13,764 $ 14,023
Accrued Interest Payable [1] 3,733 2,907
Short term Borrowings    
Repurchase Agreement Counterparty [Line Items]    
Accrued Interest Receivable 100 30
Premium, discount and origination fees 100 2,700
Accrued Interest Payable 200 30
Unamortized deferred financing fees $ 100 $ 10
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Schedule of Maturities - Schedule of Future Principal Payments (Details)
$ in Thousands
Sep. 30, 2017
USD ($)
Repurchase Agreements  
Debt Instrument [Line Items]  
2017 $ 101,485
2018 901,253
2019 537,360
Total 1,540,098
Notes Payable  
Debt Instrument [Line Items]  
2018 186,540
2019 45,752
2020 32,500
Total $ 264,792
v3.8.0.1
Fair Value Measurements - Additional Information (Details) - USD ($)
9 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Fair Value Disclosures [Abstract]    
Money market funds $ 58,900,000  
Threshold period of delinquency 90 days  
Market spread one-month LIBOR  
Transfers of financial assets or liabilities with in fair value hierarchy $ 0  
Estimated fair value of loans held for investment $ 2,800,000,000 $ 2,500,000,000
Average gross spread percentage 4.88% 5.10%
Weighted average maturity period 3 years 6 months  
v3.8.0.1
Fair Value Measurements - Summary of Financial Assets and Liabilities Not Carried at Fair Value On Recurring Basis (Details) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
Carrying Value | Loans Held for Investment    
Financial Assets    
Financial Assets, Nonrecurring $ 2,824,713 $ 2,449,990
Carrying Value | Collateralized Loan Obligation    
Financial Liabilities    
Financial Liabilities, Nonrecurring   540,780
Carrying Value | Secured Financing Arrangements    
Financial Liabilities    
Financial Liabilities, Nonrecurring 1,793,220 1,121,869
Estimate of Fair Value Measurement | Level III | Loans Held for Investment    
Financial Assets    
Financial Assets, Nonrecurring 2,848,390 2,469,717
Estimate of Fair Value Measurement | Level III | Collateralized Loan Obligation    
Financial Liabilities    
Financial Liabilities, Nonrecurring   540,780
Estimate of Fair Value Measurement | Secured Financing Arrangements | Level III    
Financial Liabilities    
Financial Liabilities, Nonrecurring $ 1,793,220 $ 1,121,869
v3.8.0.1
Income Taxes - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Dec. 31, 2016
Income Tax [Line Items]          
Deferred tax asset $ 0   $ 0   $ 0
Deferred tax liabilities 0   0   0
Reserve for uncertain income tax positions $ 0   0   $ 0
Interest for underpayment of income taxes     0 $ 0  
Penalties for underpayment of income taxes     $ 0 $ 0  
Effective income tax rate     0.20% 0.60%  
TRS          
Income Tax [Line Items]          
Equity interest percentage by parent 100.00%   100.00%   100.00%
Deferred tax asset $ 0   $ 0   $ 0
Deferred tax liabilities 0   0   $ 0
Current portion of income tax expense $ 0 $ 100,000 $ 100,000 $ 300,000  
v3.8.0.1
Related Party Transactions - Additional Information (Details) - USD ($)
3 Months Ended 9 Months Ended
Jul. 25, 2017
Dec. 15, 2014
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Dec. 31, 2016
Related Party Transaction [Line Items]              
Management fees, incentive management fees, and collateral management fees payable [1]     $ 9,148,000   $ 9,148,000   $ 3,955,000
Termination fee, description         A termination fee will be payable to the Manager upon termination of the Management Agreement by the Company absent a cause event. The termination fee would also be payable to the Manager upon termination of the Management Agreement by the Manager if the Company materially breaches the Management Agreement. The termination fee is equal to three times the sum of (x) the average annual base management fee and (y) the average annual incentive compensation earned by the Manager, in each case during the 24-month period immediately preceding the most recently completed calendar quarter prior to the date of termination or, if such termination occurs prior to July 25, 2019, and such termination fee is payable, the base management fees and the incentive compensation will be annualized for such two-year period based on such fees actually received by the Manager during such period    
Collateralized Loan Obligation              
Related Party Transaction [Line Items]              
Aggregate par amount of loans             712,420,000
Pre-IPO Management Agreement              
Related Party Transaction [Line Items]              
Description of management and incentive management fee calculation         For the three months ended September 30, 2017, the management fee and incentive management fee calculated under the pre-IPO Management Agreement was from July 1, 2017 through July 24, 2017, or 24 days.    
Management and incentive management fee calculation period   24 days          
Percentage of annual base management fee   1.25%          
Incentive management fee, description         Manager is entitled to an incentive management fee each calendar quarter in arrears in an amount, not less than zero, equal to the product of (i) 16% and (ii) the positive sum, if any, remaining after (A) Core Earnings of the Company for such calendar quarter are reduced by (B) the product of (1) the Company’s stockholders’ equity as of the end of such calendar quarter, and (2) 7% per annum; provided, however, that no incentive management fee is payable with respect to any calendar quarter unless Core Earnings for the 12 most recently completed calendar quarters is greater than zero.    
Incentive management fee percentage of Core Earnings less seven percent of stockholders equity         16.00%    
Percentage multiplied by stockholders equity included in incentive management fee         7.00%    
Pre-IPO Management Agreement | Collateralized Loan Obligation              
Related Party Transaction [Line Items]              
Percentage of collateral management fee   0.075%          
Aggregate par amount of loans     0   $ 0   712,400,000
Management fees, incentive management fees and collateral management fees paid to Manager     1,100,000 $ 3,200,000 $ 10,000,000 $ 9,900,000  
Post-IPO Management Agreement              
Related Party Transaction [Line Items]              
Description of management and incentive management fee calculation         For the three months ended September 30, 2017, the management fee and incentive management fee calculated under the Management Agreement was from July 25, 2017 through September 30, 2017, or 68 days.    
Management and incentive management fee calculation period         68 days    
Percentage of annual base management fee 1.50%            
Incentive management fee, description         The Manager is entitled to incentive compensation which is calculated and payable in cash with respect to each calendar quarter following the completion of the Company’s initial public offering (or part thereof that the Management Agreement is in effect) in arrears in an amount, not less than zero, equal to the difference between: (1) the product of (a) 20% and (b) the difference between (i) the Company’s Core Earnings for the most recent 12-month period (or such lesser number of completed calendar quarters, if applicable), including the calendar quarter (or part thereof) for which the calculation of incentive compensation is being made (the “applicable period”), and (ii) the product of (A) the Company’s Equity in the most recent 12-month period (or such lesser number of completed calendar quarters, if applicable), including the applicable period, and (B) 7% per annum; and (2) the sum of any incentive compensation paid to the Manager with respect to the first three calendar quarters of the most recent 12-month period (or such lesser number of completed calendar quarters preceding the applicable period, if applicable). No incentive compensation is payable to the Manager with respect to any calendar quarter unless Core Earnings for the 12 most recently completed calendar quarters (or such lesser number of completed calendar quarters following the completion of the Company’s initial public offering) is greater than zero    
Incentive management fee percentage of Core Earnings less seven percent of stockholders equity 20.00%            
Percentage multiplied by stockholders equity included in incentive management fee 7.00%            
Percentage of quarterly base management fee 0.375%            
Proceeds from Issuance of Common Stock         $ 1,000,000,000    
Management fees, incentive management fees, and collateral management fees payable     4,500,000   4,500,000   $ 2,900,000
Amount incurred and reimbursable         1,000,000 $ 100,000  
Post-IPO Management Agreement | Minimum              
Related Party Transaction [Line Items]              
Management fee payable per annum $ 250,000            
Management fee payable per quarter $ 62,500            
Post-IPO Management Agreement | Collateralized Loan Obligation              
Related Party Transaction [Line Items]              
Management fees, incentive management fees and collateral management fees paid to Manager     $ 3,400,000   $ 3,400,000    
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Earnings per Share - Additional Information (Details)
9 Months Ended
Jul. 03, 2017
Sep. 30, 2017
Earnings Per Share [Abstract]    
Dividend payable declared date Jul. 03, 2017 Jul. 03, 2017
Dividend payable date Jul. 25, 2017 Jul. 25, 2017
v3.8.0.1
Earnings per Share - Schedule of Calculation of Basic and Diluted Earnings per Common Share (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Earnings Per Share [Abstract]        
Net Income Attributable to Common Stockholders $ 20,787 $ 17,439 $ 69,582 $ 50,796
Weighted-Average Common Shares Outstanding, Basic and Diluted 58,685,979 40,946,029 51,969,733 39,096,974
Per Common Share Amount, Basic and Diluted $ 0.35 $ 0.43 $ 1.34 $ 1.30
v3.8.0.1
Stockholders' Equity - Additional Information (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 26, 2017
Aug. 22, 2017
Jul. 25, 2017
Jul. 03, 2017
Sep. 29, 2016
Sep. 30, 2017
Sep. 30, 2016
Sep. 30, 2017
Sep. 30, 2016
Aug. 21, 2017
Aug. 17, 2017
Jul. 28, 2017
Jul. 19, 2017
Dec. 31, 2016
Class Of Stock [Line Items]                            
Proceeds from initial public offering     $ 200,100                      
Payment of underwriting discounts     13,200                      
Estimated offering expenses payable     $ 6,700                      
Unfunded commitments related to contractual deferred purchase price obligations                       $ 2,000    
Dividend payable declared date       Jul. 03, 2017       Jul. 03, 2017            
Dividend payable date       Jul. 25, 2017       Jul. 25, 2017            
Unfunded capital commitments                           $ 181,000
Common stock, authorized shares           300,000,000   300,000,000         300,000,000 95,500,000
Common stock, par value           $ 0.001   $ 0.001         $ 0.001 $ 0.001
Preferred stock, authorized shares           100,000,000   100,000,000         100,000,000 125
Preferred stock, par value           $ 0.001   $ 0.001         $ 0.001 $ 0.001
Common stock, shares issued           59,791,742   59,791,742           47,251,165
Common stock, shares outstanding           59,791,742   59,791,742           47,251,165
Unpaid dividends $ 20,100         $ 20,135 [1] $ 16,978 $ 20,135 [1] $ 16,978         $ 18,346 [1]
Dividends         $ 17,000     61,900 48,500          
Other comprehensive (loss) income           $ (2,558) $ 1,542 $ (1,270) 2,579          
2017 Equity Incentive Plan                            
Class Of Stock [Line Items]                            
Number of shares authorized under the plan           4,600,463   4,600,463            
Percentage of issued and outstanding ordinary shares authorized for issuance under plan               7.50%            
Number of shares awarded for grant               0            
Goldman Sachs & Co. LLC                            
Class Of Stock [Line Items]                            
Number of common shares issued                   35,000,000        
Description on purchase plan agreement               Pursuant to which Goldman Sachs & Co. LLC, as our agent, will buy in the open market up to $35.0 million in shares of our common stock in the aggregate during the period beginning on or about August 21, 2017 and ending 12 months thereafter or, if sooner, the date on which all the capital committed to the 10b5-1 Purchase Plan has been exhausted.            
Stock repurchased during period, shares           300,000                
Average price of repurchased shares           $ 19.59                
Stock repurchased during period, value           $ 6,600                
Stock repurchase program, remaining repurchase amount           $ 28,400   $ 28,400            
Class A Common Stock                            
Class Of Stock [Line Items]                            
Number of common shares issued       230,815                    
Proceeds from Issuance of Common Stock               $ 365 $ 1,832          
Common stock, authorized shares           2,500,000   2,500,000         2,500,000 2,500,000
Common stock, par value           $ 0.001   $ 0.001         $ 0.001 $ 0.001
Common stock, shares issued           1,213,026   1,213,026           1,194,863
Common stock, shares outstanding           1,213,026   1,213,026           1,194,863
Dividend declared per share $ 0.33       $ 0.41                  
Common Stock and Class A Common Stock                            
Class Of Stock [Line Items]                            
Dividend payable declared date         Sep. 29, 2016                  
Dividend payable date Oct. 25, 2017       Oct. 26, 2016                  
Common stock, shares issued           61,004,768   61,004,768           48,446,028
Common stock, shares outstanding           61,004,768   61,004,768           48,446,028
Dividend record date Oct. 06, 2017                          
Series A Preferred Stock                            
Class Of Stock [Line Items]                            
Dividend rate               12.50%            
Preferred stock, liquidation preference per annum           $ 1   $ 1            
Common Stock                            
Class Of Stock [Line Items]                            
Number of common shares issued       9,224,268       12,642,166,000 3,987,337          
Dividend declared per share $ 0.33       $ 0.41                  
Initial Public Offering                            
Class Of Stock [Line Items]                            
Payment of underwriting discounts   $ 800                        
Exercise of stock option to purchase additional shares                     1,650,000      
Shares of common stock purchased by underwriters   650,000                        
Proceeds from Issuance of Common Stock   $ 12,200                        
Initial Public Offering | Common Stock                            
Class Of Stock [Line Items]                            
Number of common shares issued     11,000,000                      
Common stock price per share     $ 20.00                      
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details
v3.8.0.1
Commitments and Contingencies - Additional Information (Detail) - USD ($)
$ in Millions
Sep. 30, 2017
Dec. 31, 2016
Commitments And Contingencies Disclosure [Abstract]    
Unfunded commitments related to loans held for investment $ 581.6 $ 574.6
v3.8.0.1
Concentration of Credit Risk - Summary of Loan Portfolio by Property Type (Details) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 3,423,627 $ 3,040,202
Unfunded Commitment $ 581,590 $ 574,642
% of Portfolio 100.00% 100.00%
Loan UPB $ 2,845,688 $ 2,471,078
% of Portfolio 100.00% 100.00%
Condominium    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 703,662 $ 821,411
Unfunded Commitment $ 205,107 $ 338,222
% of Portfolio 20.60% 27.00%
Loan UPB $ 498,556 $ 486,646
% of Portfolio 17.50% 19.70%
Hotel    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 570,676 $ 644,459
Unfunded Commitment $ 25,382 $ 31,282
% of Portfolio 16.70% 21.20%
Loan UPB $ 548,945 $ 615,238
% of Portfolio 19.30% 24.90%
Office    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 769,251 $ 538,736
Unfunded Commitment $ 148,756 $ 99,953
% of Portfolio 22.40% 17.70%
Loan UPB $ 620,494 $ 438,783
% of Portfolio 21.80% 17.80%
Mixed Use    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 431,500 $ 527,548
Unfunded Commitment $ 58,583 $ 74,100
% of Portfolio 12.60% 17.40%
Loan UPB $ 372,917 $ 453,448
% of Portfolio 13.10% 18.40%
Multifamily    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 656,975 $ 327,578
Unfunded Commitment $ 84,215 $ 11,217
% of Portfolio 19.20% 10.80%
Loan UPB $ 572,760 $ 316,360
% of Portfolio 20.10% 12.80%
Retail    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 195,044  
Unfunded Commitment $ 48,460  
% of Portfolio 5.70%  
Loan UPB $ 146,584  
% of Portfolio 5.20%  
Industrial    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 86,270 $ 131,987
Unfunded Commitment $ 11,087 $ 11,468
% of Portfolio 2.50% 4.30%
Loan UPB $ 75,183 $ 120,519
% of Portfolio 2.60% 4.90%
Other    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 10,249 $ 48,483
Unfunded Commitment   $ 8,400
% of Portfolio 0.30% 1.60%
Loan UPB $ 10,249 $ 40,083
% of Portfolio 0.40% 1.60%
v3.8.0.1
Concentration of Credit Risk - Summary of Geographic Composition of Loans Held for Investment Based on Loan Commitment and Current UPB (Details) - USD ($)
$ in Thousands
Sep. 30, 2017
Dec. 31, 2016
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment $ 3,423,627 $ 3,040,202
Unfunded Commitment $ 581,590 $ 574,642
% Loan Commitment 100.00% 100.00%
Loan UPB $ 2,845,688 $ 2,471,078
% Loan UPB 100.00% 100.00%
Carrying Amount $ 2,824,713 $ 2,449,990
East    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment 1,327,238 1,330,003
Unfunded Commitment $ 149,702 $ 132,951
% Loan Commitment 38.80% 43.70%
Loan UPB $ 1,181,189 $ 1,197,052
% Loan UPB 41.50% 48.40%
Carrying Amount $ 1,173,142 $ 1,192,153
South    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment 1,093,810 578,340
Unfunded Commitment $ 322,937 $ 311,166
% Loan Commitment 31.90% 19.00%
Loan UPB $ 770,873 $ 272,692
% Loan UPB 27.10% 11.00%
Carrying Amount $ 763,891 $ 268,443
West    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment 674,123 867,494
Unfunded Commitment $ 82,810 $ 116,057
% Loan Commitment 19.70% 28.50%
Loan UPB $ 591,312 $ 751,437
% Loan UPB 20.80% 30.40%
Carrying Amount $ 587,278 $ 741,513
Midwest    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment 259,686 179,589
Unfunded Commitment $ 15,054 $ 3,000
% Loan Commitment 7.60% 5.90%
Loan UPB $ 244,631 $ 176,589
% Loan UPB 8.60% 7.10%
Carrying Amount $ 242,900 $ 175,158
Various    
Loans And Leases Receivable Disclosure [Line Items]    
Loan Commitment 68,770 84,776
Unfunded Commitment $ 11,087 $ 11,468
% Loan Commitment 2.00% 2.80%
Loan UPB $ 57,683 $ 73,308
% Loan UPB 2.00% 3.00%
Carrying Amount $ 57,502 $ 72,723
v3.8.0.1
Concentration of Credit Risk - Additional Information (Details) - USD ($)
$ in Millions
9 Months Ended 12 Months Ended
Sep. 30, 2017
Dec. 31, 2016
Risks And Uncertainties [Abstract]    
Capitalized interest $ 3.7 $ 5.5
v3.8.0.1
Subsequent Events - Additional Information (Details)
$ / shares in Units, shares in Millions
1 Months Ended 9 Months Ended
Oct. 25, 2017
USD ($)
$ / shares
Jul. 03, 2017
Nov. 06, 2017
USD ($)
Loan
Nov. 03, 2017
USD ($)
$ / shares
shares
Sep. 30, 2017
USD ($)
Sep. 26, 2017
USD ($)
$ / shares
Dec. 31, 2016
USD ($)
[1]
Sep. 30, 2016
USD ($)
Sep. 29, 2016
$ / shares
Subsequent Event [Line Items]                  
Dividend payable date   Jul. 25, 2017     Jul. 25, 2017        
Dividends Payable         $ 20,135,000 [1] $ 20,100,000 $ 18,346,000 $ 16,978,000  
Common Stock                  
Subsequent Event [Line Items]                  
Dividend amount per share | $ / shares           $ 0.33     $ 0.41
Subsequent Events                  
Subsequent Event [Line Items]                  
Common stock, shares repurchased | shares       0.2          
Stock repurchased during period, value       $ 3,400,000          
Average price of repurchased shares | $ / shares       $ 19.60          
Number of first mortgage loans originated | Loan     3            
Aggregate commitment amount     $ 294,000,000            
Subsequent event date     Nov. 06, 2017            
Subsequent Events | Common Stock                  
Subsequent Event [Line Items]                  
Dividend payable date Oct. 25, 2017                
Dividend record date Oct. 06, 2017                
Dividend amount per share | $ / shares $ 0.33                
Dividends Payable $ 20,100,000                
[1] At September 30, 2017 there were no VIE assets or liabilities recorded in the Company’s Total Assets and Total Liabilities. The Company’s consolidated Total Assets and Total Liabilities at December 31, 2016 include VIE assets and liabilities of $743.5 million and $542.8 million, respectively. These assets can be used only to satisfy obligations of the VIE, and creditors of the VIE have recourse only to these assets, and not to TPG RE Finance Trust, Inc. See Note 5 to the Consolidated Financial Statements for details