References in this quarterly report to "we," "us" or the "Company" refer to
ACRES Commercial Realty Corp. The following discussion and analysis of the
Company's financial condition and results of operations should be read in
conjunction with the consolidated financial statements and accompanying notes
appearing elsewhere in this report. Certain information contained in the
discussion and analysis set forth below includes forward-looking statements that
involve risks and uncertainties.

Special Note Regarding Forward-Looking Statements



This report contains certain forward-looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Such forward-looking statements can
generally be identified by our use of forward-looking terminology such as "may,"
"will," "continue," "expect," "intend," "anticipate," "estimate," "believe,"
"look forward" or other similar words or terms. Because such statements include
risks, uncertainties and contingencies, actual results may differ materially
from the expectations, intentions, beliefs, plans or predictions of the future
expressed or implied by such forward-looking statements. For information
identifying important factors that could cause actual results to differ
materially from those anticipated in the forward-looking statements, including,
without limitation, factors impacting whether we will be able to maintain our
sources of liquidity and whether we will be able to identify sufficient suitable
investments to increase our originations, please refer to the Risk Factors
section of the Company's Annual Report on Form 10-K for the year ended December
31, 2021 filed with the U.S. Securities and Exchange Commission (the "SEC").
Except as expressly required by applicable securities law, the Company disclaims
any intention or obligation to update or revise any forward-looking statements
whether as a result of new information, future events or otherwise.

Overview



We are a Maryland corporation and an externally managed real estate investment
trust ("REIT") that is primarily focused on originating, holding and managing
commercial real estate ("CRE") mortgage loans and equity investments in
commercial real estate properties through direct ownership and joint ventures.
Our manager is ACRES Capital, LLC (the "Manager"), a subsidiary of ACRES Capital
Corp. (collectively, "ACRES"), a private commercial real estate lender
exclusively dedicated to nationwide middle market CRE lending with a focus on
multifamily, student housing, hospitality, office and industrial property in top
United States ("U.S.") markets. Our Manager draws upon the management team of
ACRES and its collective investment experience to provide its services. Our
objective is to provide our stockholders with total returns over time, including
quarterly distributions and capital appreciation, while seeking to manage the
risks associated with our investment strategies as well as to maximize long-term
stockholder value by maintaining stability through our available liquidity and
diversified CRE loan portfolio.

In December 2019, a novel strain of coronavirus ("COVID-19") was identified. The
resulting spread of COVID-19 throughout the globe led the World Health
Organization to designate COVID-19 as a pandemic and numerous countries,
including the U.S, to declare national emergencies. Many countries responded to
the initial and ensuing outbreaks of COVID-19 by instituting quarantines and
restrictions on travel and limiting operations of non-essential offices and
retail centers, which resulted in the closure or remote operation of
non-essential businesses, increased rates of unemployment and market disruption
in connection with the economic uncertainty. The aforementioned quarantines and
travel restrictions contributed significantly to economic disruptions across the
country that directly impacted our borrowers and their ability to pay and to
stay current with their debt obligations in 2020 and 2021, causing significant
increases in our provisions for credit losses. During the height of the
pandemic, we used a variety of legal and structural options to manage credit
risk effectively, including through forbearance and extension provisions or
other agreements.

Currently, due in large part to the development and distribution of vaccines and
other treatments, the U.S. and other countries around the world have eased or
removed restrictions entirely, financial markets are more liquid, collateral
performance has improved and unemployment rates have stabilized to some degree;
as such, as of June 30, 2022, we have substantially reversed provisions for
credit losses related to macroeconomic factors impacted by COVID-19.

We continue to actively and responsibly manage corporate liquidity and
operations in light of changing macroeconomic circumstances, and our Manager
continuously monitors for new capital opportunities and executes on agreements
that are expected to enhance our returns. However, it is inherently difficult to
accurately assess the continuing impact of the COVID-19 pandemic or any other
domestic or global events on our revenues, profitability and financial position.
In response, we are focused on maintaining sufficient liquidity while still
growing our loan origination business. We continuously monitor the effects of
domestic and global events, including but not limited to the current and
expected impact of inflation, labor shortages, supply chain matters and rising
interest rates, on our operations and financial position to ensure that we
remain responsive and adaptable to the dynamic changes in our operating
environment. For additional discussion with respect to the potential impact of
COVID-19 on our liquidity and capital resources, see "Liquidity and Capital
Resources."

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We target originating transitional floating-rate CRE loans between $10.0 million
and $100.0 million. During the three and six months ended June 30, 2022, we
originated nine and 12 floating-rate CRE whole loans, respectively, with total
commitments of $311.7 million and $411.6 million, respectively. We anticipate
that our CRE loan originations, CRE debt securitizations and other CRE-related
investments for the year ended December 31, 2022 will be between $600.0 million
and $800.0 million.

Our CRE loan portfolio, which had $2.1 billion and $1.9 billion carrying values at June 30, 2022 and December 31, 2021, respectively, comprised:

• First mortgage loans, which we refer to as whole loans. These loans are

typically secured by first liens on CRE property, including the following

property types: multifamily, office, hotel, self-storage, retail, student

housing, manufactured housing, industrial, healthcare and mixed-use. At

June 30, 2022 and December 31, 2021, our whole loans had a carrying value

of $2.1 billion and $1.9 billion, respectively, or 99.8%, of the CRE loan

portfolio.

• Mezzanine debt is senior to the borrower's equity but is subordinated to

other third-party debt. These loans are subordinated CRE loans, usually

secured by a pledge of the borrower's equity ownership in the entity that

owns the property or by a second lien mortgage on the property. At

June 30, 2022 and December 31, 2021, our mezzanine loan had a carrying

value of $4.5 million and $4.4 million, respectively, or 0.2% of the CRE

loan portfolio.




We generate our income primarily from the spread between the revenues we receive
from our assets and the cost to finance our ownership of those assets, including
corporate debt.

While the CRE whole loans included in the CRE loan portfolio are substantially
composed of floating-rate loans benchmarked to market rates including the London
Interbank Offered Rate ("LIBOR") and the Secured Overnight Financing Rate
("SOFR"), asset yields are protected through the use of benchmark floors and
minimum interest periods that typically range from 12 to 18 months at the time
of a loan's origination. Our benchmark floors provide asset yield protection
when the benchmark rate falls below an in-place benchmark floor. Our net
investment returns are enhanced by a decline in the cost of our floating-rate
liabilities that do not have benchmark floors. Our net investment returns will
be negatively impacted by the rising cost of our floating-rate liabilities that
do not have floors until the benchmark rate is above the benchmark floor, at
which point our floating-rate loans and floating-rate liabilities will be match
funded, effectively locking in our net interest margin until the benchmark floor
rate is activated again or the floating-rate loan is paid off or refinanced.

At June 30, 2022, our $2.1 billion floating-rate CRE loan portfolio, at par,
which includes one whole loan without a benchmark floor, had a weighted average
benchmark floor of 0.62%. At December 31, 2021, our par-value $1.9 billion
floating-rate CRE loan portfolio, which included one loan without a benchmark
floor, had a weighted average benchmark floor of 0.75%. The decrease in the
weighted average benchmark floor was a result of older CRE floating-rate loans
with higher floors paying off and being replaced with newer loans with lower
floors. With the trend of rising benchmark rates in 2022 (both LIBOR and SOFR),
we have seen the coupons on all of our floating-rate assets and debt rise
accordingly. Because we have equity invested in each floating-rate loan, and
because in most instances the benchmark rates are above our loan floors, a rise
in interest rates will result in an increase in our net interest income. See
"Interest Rate Risk" in "Item 3: Quantitative and Qualitative Disclosures About
Market Risk."

Our portfolio comprised loans with a diverse array of collateral types. We
increased our multifamily portfolio allocation to 77.5% at June 30, 2022 up from
69.7% at December 31, 2021. The following charts show our portfolio allocation
by property type at June 30, 2022 and December 31, 2021:

[[Image Removed]][[Image Removed]]



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All but three of our loans were current on contractual payments at June 30,
2022. Each of these three loans had recent appraisals in excess of their par
balances and, as such, did not require individual CECL reserves. Additionally,
we have executed extensions on four loans at a weighted average extension of two
months in exchange for $158,000 of fees during the six months ended June 30,
2022.

Our CRE mezzanine loan earns interest at a fixed rate.



From time to time, we may acquire real estate property through direct equity
investments or as a result of our lending activities. At June 30, 2022, the
total carrying value of our net real estate-related assets and liabilities was
$134.9 million on six properties owned. The existence of net capital loss
carryforwards available until December 31, 2025, allows for potential future
capital gains on these investments to be shielded from income taxes.

We use leverage to enhance our returns. The cost of borrowings to finance our
investments is a significant part of our expenses. Our net interest income
depends on our ability to control these expenses relative to our revenue. Our
CRE loans may initially be financed with term facilities, such as CRE loan
warehouse financing facilities, in anticipation of their ultimate
securitization. We ultimately seek to finance our CRE loans through the use of
non-recourse long-term, match-funded CRE debt securitizations.

Our asset-specific borrowings comprised term warehouse financing facilities, CRE debt securitizations, our senior secured financing facility and mortgage payable. We executed the optional redemptions on Exantas Capital Corp. 2020-RSO9, Ltd. ("XAN 2020-RSO9") and Exantas Capital Corp. 2020-RSO8, Ltd. ("XAN 2020-RSO8") in February 2022 and March 2022, respectively.



At June 30, 2022 and December 31, 2021, we had outstanding balances on our CRE
loan term warehouse financing facilities of $328.4 million and $66.8 million,
respectively, or 17.8% and 3.7%, respectively, of total outstanding borrowings.
At June 30, 2022 and December 31, 2021, we had outstanding balances of $1.2
billion and $1.5 billion, respectively, on CRE debt securitizations, or 66.9%
and 80.8%, respectively, of total outstanding borrowings. At June 30, 2022, we
had outstanding borrowings on our senior secured financing facility of $16.7
million, or 0.9% of total outstanding borrowings. At December 31, 2021, we had
no outstanding borrowings on our senior secured financing facility. At June 30,
2022, we had outstanding borrowings on our mortgage payable of $18.1 million, or
1.0% of total outstanding borrowings.

In February 2022, we repurchased approximately $39.8 million par value of our
4.50% convertible senior notes due 2022 ("4.50% Convertible Senior Notes"). In
conjunction with the repurchase, we accelerated approximately $460,000 of the
convertible note discount, which was recorded as an extinguishment of debt cost,
and $114,000 of deferred debt issuance costs, which were recorded in interest
expense. We anticipate redeeming the outstanding balance of the 4.50%
Convertible Notes, which was $48.2 million at June 30, 2022, with available cash
upon maturity on August 15, 2022.

In January 2020, we adopted updated accounting guidance that replaced the
incurred loss approach with the current expected credit losses ("CECL") model
for the determination of our allowance for loan losses. We reevaluate our CECL
allowance quarterly, incorporating our current expectations of macroeconomic
factors considered in the determination of our CECL reserves. At June 30, 2022,
the CECL allowance on our CRE loan portfolio was $5.2 million, or 0.25% of our
$2.1 billion loan portfolio. At December 31, 2021, the CECL allowance on our CRE
loan portfolio was $8.8 million, or 0.46% of our $1.9 billion of our loan
portfolio. During the three months ended June 30, 2022, we recorded a provision
for credit losses that reflected current macroeconomic expectations related to
rising inflation, interest rates and expected unemployment. For the year ended
December 31, 2021, we recorded net reversals of credit losses, which reflected
improvements in macroeconomic conditions, improved collateral operating
performance and improvements in or resolutions of individually-evaluated loans.

Additionally, the steady decline in our CECL reserves from our highest reserve
balance in June 30, 2020 of $61.1 million, or 3.44% of the par balance of our
CRE loan portfolio, to our current reserve balance at June 30, 2022 of $5.2
million, or 0.25% of the par balance of our CRE loan portfolio, has been due to
the following: the successful resolution of our individually evaluated loans
with specific reserves, the overall newer vintage of our CRE loan portfolio
(with 20.7% of the portfolio, at June 30, 2022, being originated prior to the
fourth quarter of 2020) as well as the increasing percentage allocation of our
CRE loan portfolio to multifamily loans over time. Multifamily loans have
historically had the lowest credit losses of any asset class for us and as a
sample population in the third-party model that we use to support our CECL
reserves. Our percentage allocation of our CRE loan portfolio to multifamily has
grown from 58.4% at June 30, 2020 to 77.5% at June 30, 2022.

During the three months ended June 30, 2022, we recorded no charge-offs. During
the six months ended June 30, 2022, we recorded $2.3 million in charge-offs,
primarily attributable to the discounted payoff of one loan that resulted in a
realized loss of $2.3 million for which a CECL allowance was established at
December 31, 2021.

We historically used derivative financial instruments, including interest rate
swaps, to hedge a portion of the interest rate risk associated with our
borrowings. In April 2020 we terminated all interest rate hedges in conjunction
with the disposition of our financed commercial mortgage-backed securities
("CMBS") portfolio. At June 30, 2022 and December 31, 2021, we had unrealized
losses in connection with the terminated hedges of $7.5 million and $8.5
million, respectively, which will be amortized into interest expense over the
remaining life of the debt. We recognized amortization expense on these
terminated contracts of $484,000 and $963,000, respectively, during the three
and six months ended June 30, 2022.

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Common stock book value was $24.48 per share at June 30, 2022, a $0.61 per share
increase from December 31, 2021, primarily resulting from the accretive benefit
of our board of directors, or our Board, approved common stock repurchase
program, offset by net losses from operations incurred during the quarter.

Impact of Reference Rate Reform



As discussed in the "Overview" section above, our CRE whole loans and our
asset-specific borrowings are primarily benchmarked to one-month LIBOR. In March
2021, the United Kingdom's Financial Conduct Authority announced that it would
cease publication of the one-week and two-month USD LIBOR immediately after
December 31, 2021 and cease publication of the remaining tenors immediately
after June 30, 2023.

While there is no consensus on what rate or rates may become accepted
alternatives to LIBOR, the U.S. Federal Reserve, in conjunction with the
Alternative Reference Rates Committee, a steering committee comprising large
U.S. financial institutions, has identified SOFR, a new index calculated by
short-term repurchase agreements backed by U.S. Treasury securities, as its
preferred alternative rate for LIBOR. All our underwritten loans contain terms
that allow for a change to an alternative benchmark rate upon the
discontinuation of LIBOR. In September 2021, January 2022 and February 2022, the
term warehouse financing facilities with JPMorgan Chase Bank, N.A. ("JPMorgan
Chase"), Morgan Stanley Mortgage Capital Holdings LLC ("Morgan Stanley") and
Barclays Bank PLC ("Barclays"), respectively, were amended to allow for the
transition to alternative rates, including rates tied to SOFR, subject to
benchmark transition events. Beginning in January 2022, all loans are
underwritten using SOFR as the benchmark rate.

The transition from LIBOR to SOFR or to another alternative rate may result in
financial market disruptions and significant increases in benchmark rates,
resulting in increased financing costs to us, any of which could have an adverse
effect on our business, results of operations, financial condition, and the
market price of our common stock. Further discussion of the risk related to
ongoing reference rate reform is provided in the section entitled "Risk Factors"
in our Annual Report on Form 10-K for the fiscal year ended December 31, 2021.

Results of Operations



Our net income allocable to common shares for the three months ended June 30,
2022 was $690,000, or $0.08 per share-basic ($0.08 per share-diluted). Our net
loss allocable to common shares for the six months ended June 30, 2022 was $2.1
million, or $(0.23) per share-basic ($(0.23) per share-diluted), as compared to
net income allocable to common shares for the three and six months ended
June 30, 2021 of $10.1 million, or $1.04 per share-basic ($1.04 per
share-diluted) and $20.5 million, or $2.06 per share-basic ($2.06 per
share-diluted), respectively.

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Net Interest Income

The following tables analyze the change in interest income and interest expense
for the comparative three and six months ended June 30, 2022 and 2021 by changes
in volume and changes in rates. The changes attributable to the combined changes
in volume and rate have been allocated proportionately, based on absolute
values, to the changes due to volume and changes due to rates (dollars in
thousands, except amounts in footnotes):
                                            Three Months Ended June 30, 

2022 Compared to Three Months Ended June 30,


                                                                              2021
                                                                                              Due to Changes in
                                                                  Percent
                                           Net Change           Change (1)               Volume               Rate
Increase (decrease) in interest income:
CRE whole loans (2)                        $     1,883                     8 %         $     4,546         $    (2,663 )
Legacy CRE loan (2)(3)                            (157 )                (100 )%               (187 )                30
CRE preferred equity investments (2)              (535 )                (100 )%               (535 )                 -
Other                                               35                   175 %                  35                   -
Total increase in interest income                1,226                     5 %               3,859              (2,633 )
Increase (decrease) in interest expense:
Securitized borrowings: (4)
XAN 2019-RSO7 Senior Notes                      (3,068 )                (100 )%             (3,068 )                 -
XAN 2020-RSO8 Senior Notes                      (3,544 )                (100 )%             (3,544 )                 -
XAN 2020-RSO9 Senior Notes                      (2,885 )                (100 )%             (2,885 )                 -
ACR 2021-FL1 Senior Notes                        2,536                   146 %                 113               2,423
ACR 2021-FL2 Senior Notes                        4,106                   100 %               4,106                   -
Senior secured financing facility                 (729 )                 (60 )%               (729 )                 -
CRE - term warehouse financing
facilities (4)                                   1,401                   129 %               1,301                 100
4.50% Convertible Senior Notes (4)              (1,692 )                 (66 )%             (1,692 )                 -
5.75% Senior Unsecured Notes (4)                 2,303                   100 %               2,303                   -
12.00% Senior Unsecured Notes (4)               (1,487 )                 (94 )%             (1,487 )                 -
Unsecured junior subordinated debentures           102                    19 %                   -                 102
Total decrease in interest expense              (2,957 )                 (16 )%             (5,582 )             2,625
Net increase (decrease) in net interest
income                                     $     4,183                                 $     9,441         $    (5,258 )

(1) Percent change is calculated as the net change divided by the respective

interest income or interest expense for the three months ended June 30, 2021.

(2) Includes decreases in fee income of approximately $886,000 and $18,000

recognized on our CRE whole loans and legacy CRE loan, respectively, and an

increase in fee income of approximately $144,000 on our preferred equity

investments, that were due to changes in volume.

(3) Includes the change in interest income recognized on one legacy CRE loan with

an amortized cost of $11.5 million at December 31, 2021 classified as a CRE

loan on the consolidated balance sheet. The loan paid off in January 2022.

(4) Includes decreases in amortization expense of approximately $5.3 million and

$617,000 on our securitized borrowings and 4.50% Convertible Senior Notes,

respectively, and increases in amortization expense of approximately $96,000,

$147,000 and $9,000 on our CRE - term warehouse financing facilities, 5.75%

Senior Unsecured Notes and 12.00% senior unsecured notes, respectively, that

were due to changes in volume.




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                                            Six Months Ended June 30, 2022

Compared to Six Months Ended June 30, 2021


                                                                                              Due to Changes in
                                                                  Percent
                                           Net Change           Change (1)               Volume               Rate
Increase (decrease) in interest income:
CRE whole loans (2)                        $       940                     2 %         $     8,262         $    (7,322 )
Legacy CRE loan (2)(3)                            (289 )                 (91 )%               (319 )                30
CRE mezzanine loan                                   -                     - %                   -                   -
CRE preferred equity investments (2)            (1,378 )                (100 )%             (1,378 )                 -
CMBS (4)                                          (161 )                (100 )%               (161 )                 -
Other                                               41                   124 %                  41                   -
Total decrease in interest income                 (847 )                  (2 )%              6,445              (7,292 )
Increase (decrease) in interest expense:
Securitized borrowings: (4)
XAN 2019-RSO7 Senior Notes                      (5,172 )                (100 )%             (5,172 )                 -
XAN 2020-RSO8 Senior Notes                      (4,321 )                 (78 )%             (4,712 )               391
XAN 2020-RSO9 Senior Notes                      (4,464 )                 (82 )%             (4,743 )               279
ACR 2021-FL1 Senior Notes                        5,718                   329 %                 509               5,209
ACR 2021-FL2 Senior Notes                        7,289                   100 %               7,289                   -
Senior secured financing facility               (1,305 )                 (57 )%             (1,305 )                 -
CRE - term warehouse financing
facilities (4)                                   1,535                    77 %               1,428                 107
4.50% Convertible Senior Notes (4)              (2,891 )                 (56 )%             (2,891 )                 -
5.75% Senior Unsecured Notes (4)                 4,606                   100 %               4,606                   -
12.00% Senior Unsecured Notes (4)               (2,872 )                 (91 )%             (2,872 )                 -
Unsecured junior subordinated debentures           103                    10 %                   -                 103
Hedging                                              -                     - %                   -                   -
Total decrease in interest expense              (1,774 )                  (5 )%             (7,863 )             6,089
Net increase (decrease) in net interest
income                                     $       927                                 $    14,308         $   (13,381 )

(1) Percent change is calculated as the net change divided by the respective

interest income or interest expense for the six months ended June 30, 2021.

(2) Includes decreases in fee income of approximately $1.4 million and $36,000

recognized on our CRE whole loans and legacy CRE loan, respectively, and an

increase of approximately $64,000 on our preferred equity investments, that

were due to changes in volume.

(3) Includes the change in interest income recognized on one legacy CRE loan with

an amortized cost of $11.5 million at December 31, 2021 classified as a CRE

loan on the consolidated balance sheet. The loan paid off in January 2022.

(4) Includes decreases in amortization expense of approximately $5.1 million and

$960,000 on our securitized borrowings and 4.50% Convertible Senior Notes,

respectively, and increases in amortization expense of approximately $50,000,

$293,000 and $103,000 on our CRE - term warehouse financing facilities, 5.75%

Senior Unsecured Notes and 12.00% Senior Unsecured Notes, respectively, that

were due to changes in volume.

Net Change in Interest Income for the Comparative three and six months ended June 30, 2022 and 2021:

Aggregate interest income increased by $1.2 million and decreased by $847,000 for the comparative three and six months ended June 30, 2022 and 2021, respectively. We attribute the changes to the following:



CRE whole loans. The increases of $1.9 million and $940,000 for the comparative
three and six months ended June 30, 2022 and 2021, respectively, were primarily
attributable to a net increase in the size of the total loan portfolio period
over period. The increases were partially offset by a decline in loan yields,
attributable to declines in the spreads on the originated CRE whole loans over
the comparative periods as well as a decline in the weighted-average benchmark
rate floors on new CRE whole loans originated.

Legacy CRE loan. The decreases of $157,000 and $289,000 for the comparative
three and six months ended June 30, 2022 and 2021, respectively, were primarily
attributable to the payoff of our remaining legacy CRE whole loan in January
2022.

CRE preferred equity investments. The decreases of $535,000 and $1.4 million for
the comparative three and six months ended June 30, 2022 and 2021, respectively,
were attributable to the payoffs of the preferred equity investments in March
2021 and April 2021.

CMBS. The decrease of $161,000 for the comparative six months ended June 30, 2022 and 2021 was attributable to the disposition of our two remaining CMBS securities in March 2021.



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Net Change in Interest Expense for the Comparative three and six months ended June 30, 2022 and 2021:



Aggregate interest expense decreased by $3.0 million and $1.8 million for the
comparative three and six months ended June 30, 2022 and 2021, respectively. We
attribute the changes to the following:

Securitized borrowings. The net decreases of $2.9 million and $950,000 for the
comparative three and six months ended June 30, 2022 and 2021, respectively,
were primarily attributable to the liquidations of Exantas Capital Corp.
2019-RSO7, Ltd. ("XAN 2019-RSO7"), XAN 2020-RSO8 and XAN 2020-RSO9. The decrease
was partially offset by the issuance of ACRES Commercial Realty 2021-FL2 Issuer,
Ltd. ("ACR 2021-FL2") and an increase in benchmark rates over the comparative
periods.

Senior secured financing facility. The decreases of $729,000 and $1.3 million
for the comparative three and six months ended June 30, 2022 and 2021 were
attributable to decreased utilization of the senior secured financing facility
over the comparative periods.

CRE - term warehouse financing facilities. The increases of $1.4 million and
$1.5 million for the comparative three and six months ended June 30, 2022 and
2021, respectively, were primarily attributable to the increased utilization of
these facilities during the six months ended June 30, 2022.

4.50% Convertible Senior Notes. The decreases of $1.7 million and $2.9 million
for the comparative three and six months ended June 30, 2022 and 2021,
respectively, were primarily attributable to the repurchase of $55.7 million of
our 4.50% Convertible Senior Notes during the year ended December 31, 2021 and
the repurchase of $39.8 million of our 4.50% Convertible Senior Notes during the
six months ended June 30, 2022.

5.75% Senior Unsecured Notes. The increases of $2.3 million and $4.6 million for
the comparative three and six months ended June 30, 2022 and 2021, respectively,
were attributable to the issuance of our 5.75% Senior Unsecured Notes in August
2021.

12.00% Senior Unsecured Notes due 2027. The decreases of $1.5 million and $2.9
million for the comparative three and six months ended June 30, 2022 and 2021,
respectively, were attributable to the redemption of the full outstanding
balance of our 12.00% Senior Unsecured Notes in August 2021.

Average Net Yield and Average Cost of Funds:



The following tables present the average net yield and average cost of funds for
the three and six months ended June 30, 2022 and 2021 (dollars in thousands,
except amounts in footnotes):

                                      For the Three Months Ended June 30, 2022                     For the Three Months Ended June 30, 2021
                                                       Interest          Average Net                                 Interest         Average Net
                                                        Income          Yield (Cost of                                Income          Yield (Cost
                              Average Balance          (Expense)          Funds) (1)        Average Balance          (Expense)       of Funds) (1)
Interest-earning assets
CRE whole loans,
floating-rate (2)             $      1,953,740       $      26,846                5.51 %    $      1,621,900       $      24,963              6.17 %
Legacy CRE loan (2)                          -                   -                   - %              11,516                 157              5.48 %
CRE mezzanine loan                       4,700                 118                9.96 %               4,700                 118              9.96 %
CRE preferred equity
investments (2)                              -                   -                   - %               6,350                 535             33.75 %
Other                                   51,135                  55                0.43 %              90,065                  20              0.09 %
Total interest
income/average net yield             2,009,575              27,019                5.39 %           1,734,531              25,793              5.96 %
Interest-bearing
liabilities
Collateralized by:
CRE whole loans (3)                  1,494,037             (11,352 )             (3.00 )%          1,192,571             (13,535 )           (4.47 )%
General corporate debt:
Unsecured junior
subordinated debentures                 51,548                (642 )             (4.93 )%             51,548                (540 )           (4.15 )%
4.50% Convertible Senior
Notes (4)                               47,823                (891 )             (7.37 )%            138,676              (2,583 )           (7.37 )%
5.75% Senior Unsecured
Notes (5)                              147,132              (2,303 )             (6.28 )%                  -                   -                 - %
12.00% Senior Unsecured
Notes (6)(7)                                 -                 (96 )                 - %              46,554              (1,583 )          (13.64 )%
Hedging (8)                                  -                (461 )                 - %                   -                (461 )               - %
Total interest
expense/average cost of
funds                         $      1,740,540             (15,745 )             (3.45 )%   $      1,429,349             (18,702 )           (5.04 )%
Total net interest income                            $      11,274                                                 $       7,091

(1) Average net yield includes net amortization/accretion and fee income and is

computed based on average amortized cost.

(2) Includes fee income of approximately $2.6 million on our floating-rate CRE

whole loans for the three months ended June 30, 2022 and approximately $3.5

million and $18,000 on our floating-rate CRE whole loans and legacy CRE loan,

respectively, for the three months ended June 30, 2021. During the three

months ended June 30, 2021, net amortization expense of $144,000 was recorded

on the preferred equity investments in connection with their payoffs.




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(3) Includes amortization expense of approximately $1.4 million and $6.6 million

for the three months ended June 30, 2022 and 2021, respectively, on our

interest-bearing liabilities collateralized by CRE whole loans.

(4) Includes aggregated amortization expense of approximately $349,000 and

$966,000 for the three months ended June 30, 2022 and 2021, respectively, on

our 4.50% Convertible Senior Notes.

(5) Includes amortization expense of approximately $147,000 for the three months

ended June 30, 2022 on our 5.75% Senior Unsecured Notes.

(6) Includes amortization expense of approximately $96,000 and $87,000 for the

three months ended June 30, 2022 and 2021, respectively, on our 12.00% Senior

Unsecured Notes.

(7) The outstanding par balance of our 12.00% Senior Unsecured Notes was redeemed

in full in August 2021. At any time and from time to time prior to July 31,

2022, we were permitted to elect to issue up to $75.0 million of principal of

additional notes. The interest expense incurred during the three months ended

June 30, 2022 comprises amortization of deferred debt issuance costs on the

remaining availability.

(8) Includes net amortization expense of $461,000 for each of the three months

ended June 30, 2022 and 2021 on 22 terminated interest rate swap agreements

that were in net loss positions at the time of termination. The remaining

losses, reported in accumulated other comprehensive (loss) income on the


    consolidated balance sheets, will be accreted over the remaining life of the
    debt.



                                      For the Six Months Ended June 30, 2022                       For the Six Months Ended June 30, 2021
                                                       Interest         Average Net                                 Interest         Average Net
                                                        Income         Yield (Cost of                                Income          Yield (Cost
                              Average Balance          (Expense)         Funds) (1)        Average Balance          (Expense)       of Funds) (1)
Interest-earning assets
CRE whole loans,
floating-rate (2)             $      1,918,678       $      49,356               5.19 %    $      1,561,536       $      48,416              6.25 %
Legacy CRE loan (2)                        318                  29              18.08 %              11,516                 318              5.58 %
CRE mezzanine loan                       4,700                 236               9.96 %               4,700                 236              9.96 %
CRE preferred equity
investments (2)                              -                   -                  - %              16,541               1,378             16.80 %
CMBS                                         -                   -                  - %               8,462                 161              3.87 %
Other                                   93,667                  74               0.16 %              72,252                  33              0.09 %
Total interest
income/average net yield             2,017,363              49,695               4.97 %           1,675,007              50,542              6.08 %
Interest-bearing
liabilities
Collateralized by:
CRE whole loans (3)                  1,487,428             (21,426 )            (2.82 )%          1,137,142             (22,146 )           (3.83 )%
General corporate debt:
Unsecured junior
subordinated debentures                 51,548              (1,181 )            (4.56 )%             51,548              (1,078 )           (4.16 )%
4.50% Convertible Senior
Notes (4)                               57,396              (2,247 )            (7.79 )%            138,203              (5,138 )           (7.39 )%
5.75% Senior Unsecured
Notes (5)                              147,060              (4,606 )            (6.31 )%                  -                   -                 - %
12.00% Senior Unsecured
Notes (6)(7)                                 -                (274 )                - %              46,511              (3,146 )          (13.64 )%
Hedging (8)                                  -                (918 )                - %                   -                (918 )               - %
Total interest
expense/average cost of
funds                         $      1,743,432             (30,652 )            (3.33 )%   $      1,373,404             (32,426 )           (4.53 )%
Total net interest income                            $      19,043                                                $      18,116

(1) Average net yield includes net amortization/accretion and fee income and is

computed based on average amortized cost.

(2) Includes fee income of approximately $4.7 million on our floating-rate CRE

whole loans for the six months ended June 30, 2022 and approximately $6.1

million and $36,000 on our floating-rate CRE whole loans and legacy CRE loan,

respectively, for the six months ended June 30, 2021. During the six months

ended June 30, 2021, net amortization expense of $64,000 was recorded on the

preferred equity investments in connection with their payoffs.

(3) Includes amortization expense of approximately $3.9 million and $8.9 million

for the six months ended June 30, 2022 and 2021, respectively, on our

interest-bearing liabilities collateralized by CRE whole loans.

(4) Includes aggregated amortization expense of approximately $944,000 and $1.9

million for the six months ended June 30, 2022 and 2021, respectively, on our

4.50% Convertible Senior Notes.

(5) Includes amortization expense of approximately $293,000 for the six months

ended June 30, 2022 on our 5.75% Senior Unsecured Notes.

(6) Includes amortization expense of approximately $274,000 and $171,000 for the

six months ended June 30, 2022 and 2021, respectively, on our 12.00% Senior

Unsecured Notes.

(7) The outstanding par balance of our 12.00% Senior Unsecured Notes was redeemed

in full in August 2021. At any time and from time to time prior to July 31,

2022, we were permitted to elect to issue up to $75.0 million of principal of

additional notes. The interest expense incurred during the six months ended

June 30, 2022 comprises amortization of deferred debt issuance costs on the

remaining availability.

(8) Includes net amortization expense of $918,000 for each of the six months

ended June 30, 2022 and 2021 on 22 terminated interest rate swap agreements

that were in net loss positions at the time of termination. The remaining

losses, reported in accumulated other comprehensive (loss) income on the


    consolidated balance sheets, will be accreted over the remaining life of the
    debt.




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Real Estate Income and Other Revenue

The following table sets forth information relating to our real estate income and other revenue for the periods presented (dollars in thousands):



                                              For the Three Months Ended
                                                       June 30,
                                               2022                2021           Dollar Change       Percent Change
Real estate income and other revenue:
Real estate income                         $       8,777       $       2,732     $         6,045                  221 %
Other revenue                                         19                  16                   3                   19 %
Total                                      $       8,796       $       2,748     $         6,048                  220 %



                                              For the Six Months Ended
                                                      June 30,
                                               2022               2021          Dollar Change       Percent Change
Real estate income and other revenue:
Real estate income                         $      11,915       $     4,386     $         7,529                  172 %
Other revenue                                         35                32                   3                    9 %
Total                                      $      11,950       $     4,418     $         7,532                  170 %



Aggregate real estate income and other revenue increased by $6.0 million and
$7.5 million for the comparative three and six months ended June 30, 2022 and
2021. We attribute the changes to the following:

Real estate income. The increases of $6.0 million and $7.5 million for the
comparative three and six months ended June 30, 2022 and 2021, respectively,
were attributable to the acquisition of two revenue-generating properties in the
fourth quarter of 2021 and two additional revenue-generating properties in the
second quarter of 2022. Real estate income at our hospitality property acquired
in 2020 additionally benefited from increased personal and business travel
resulting from lifted COVID-19 restrictions that occurred late in the spring of
2022.

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Operating Expenses

The following tables set forth information relating to our operating expenses for the periods presented (dollars in thousands):



                                            For the Three Months Ended
                                                     June 30,
                                            2022                 2021           Dollar Change       Percent Change
Operating expenses:
General and administrative              $       2,353       $        2,716     $          (363 )                (13 )%
Real estate expenses                            9,162                2,481               6,681                  269 %
Management fees - related party                 1,672                1,379                 293                   21 %
Equity compensation - related party               991                  171                 820                  480 %
Corporate depreciation and
amortization                                       21                   15                   6                   40 %
Provision for (reversal of) credit
losses, net                                       524              (10,343 )            10,867                  105 %
Total                                   $      14,723       $       (3,581 )   $        18,304                  511 %



                                            For the Six Months Ended
                                                    June 30,
                                              2022              2021         Dollar Change       Percent Change
Operating expenses:
General and administrative                $      5,810       $    5,869     $           (59 )                 (1 )%
Real estate expenses                            13,956            4,312               9,644                  224 %
Management fees - related party                  3,354            2,705                 649                   24 %
Equity compensation - related party              1,735              190               1,545                  813 %
Corporate depreciation and amortization             43               59                 (16 )                (27 )%
Reversal of credit losses, net                  (1,278 )        (15,984 )            14,706                   92 %
Total                                     $     23,620       $   (2,849 )   $        26,469                  929 %



Aggregate operating expenses increased by $18.3 million and $26.5 million for
the comparative three and six months ended June 30, 2022 and 2021, respectively.
We attribute the changes to the following:

General and administrative. General and administrative expenses decreased by
$363,000 and $59,000 for the comparative three and six months ended June 30,
2022 and 2021, respectively. For the comparative three and six months ended
June 30, 2022 and 2021, there were no significant general and administrative
expense matters to discuss. The following tables summarize the information
relating to our general and administrative expenses for the periods presented
(dollars in thousands):

                                               For the Three Months Ended
                                                        June 30,
                                                2022                2021           Dollar Change       Percent Change

General and administrative:
Professional services                       $       1,157       $       1,204     $           (47 )                 (4 )%
D&O insurance                                         360                 369                  (9 )                 (2 )%
Wages and benefits                                    290                 414                (124 )                (30 )%
Operating expenses                                    238                 250                 (12 )                 (5 )%
Dues and subscriptions                                186                 189                  (3 )                 (2 )%
Director fees                                          76                 177                (101 )                (57 )%
Rent and utilities                                     28                  30                  (2 )                 (7 )%
Travel                                                 17                  16                   1                    6 %
Tax penalties, interest and franchise tax               1                  67                 (66 )                (99 )%
Total                                       $       2,353       $       2,716     $          (363 )                (13 )%




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                                               For the Six Months Ended
                                                       June 30,
                                                2022               2021          Dollar Change       Percent Change

General and administrative:
Professional services                       $      3,049       $      3,040     $             9                    0 %
D&O insurance                                        716                665                  51                    8 %
Wages and benefits                                   649                818                (169 )                (21 )%
Operating expenses                                   368                537                (169 )                (31 )%
Dues and subscriptions                               392                367                  25                    7 %
Director fees                                        413                296                 117                   40 %
Rent and utilities                                    57                 62                  (5 )                 (8 )%
Travel                                                26                 16                  10                   63 %
Tax penalties, interest and franchise tax            140                 68                  72                  106 %
Total                                       $      5,810       $      5,869     $           (59 )                 (1 )%


Real estate expenses. The increases of $6.7 million and $9.6 million for the
comparative three and six months ended June 30, 2022 and 2021, respectively,
were primarily attributable to the acquisition of two properties, a hotel and a
student housing complex, in April 2022, as well as the acquisition of two office
properties in October 2021. The increase for the comparative six months was also
attributable to increased expense incurred on a hotel property acquired in
November 2020 after it reopened during the first quarter of 2021.

Management fees - related party. The increases of $293,000 and $649,000 for the
comparative three months ended June 30, 2022 and 2021, respectively, were
primarily attributable to an increase in our base management fees during the
three months ended June 30, 2022. As of July 31, 2020, as part of the Fourth
Amended and Restated Management Agreement, as amended ("Management Agreement"),
the monthly base management fee payable to our Manager was amended to be the
greater of 1/12th of the amount of our equity multiplied by 1.50% or $442,000
through July 31, 2022. In June 2021, the base management fee calculation
exceeded the $442,000 for the first time since the execution of the Management
Agreement in connection with the issuance of the 7.875% Series D Cumulative
Redeemable Preferred Stock ("Series D Preferred Stock"). As a result, the
management fees incurred during the three and six months ended June 30, 2022
were greater than those incurred during the three and six months ended June 30,
2021.

Equity compensation - related party. The increases of $820,000 and $1.5 million
for the comparative three and six months ended June 30, 2022 and 2021,
respectively, were primarily attributable to shares granted in the second
quarter 2022 and the second quarter 2021 under our Manager Incentive Plan, which
will vest 25% for four years, on each anniversary of the issuance date.

Provision for (reversal of) credit losses, net. The provision for credit losses
of $524,000 for the three months ended June 30, 2022 was primarily attributable
to a general decline in macroeconomic conditions. The net reversal of credit
losses of $1.3 million for the six months ended June 30, 2022 as well as the
reversal of credit losses of $10.3 million and $16.0 million for the three and
six months ended June 30, 2021, respectively, were attributable to overall,
general improvements in expected macroeconomic conditions and improvements in
property-level operations on loan collateral.

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Other Income (Expense)

The following tables set forth information relating to our other income (expense) incurred for the periods presented (dollars in thousands):



                                           For the Three Months Ended
                                                    June 30,
                                            2022                 2021          Dollar Change       Percent Change
Other income (expense):
Other income                            $        175         $        219     $           (44 )                (20 )%
Total                                   $        175         $        219     $           (44 )                (20 )%



                                           For the Six Months Ended
                                                   June 30,
                                           2022               2021           Dollar Change       Percent Change
Other income (expense):
Net realized and unrealized (loss)
gain on investment securities
available-for-sale and loans and
derivatives                             $         -       $         878     $          (878 )               (100 )%
Loss on extinguishment of debt                 (460 )                 -                (460 )               (100 )%
Other income                                    973                 434                 539                  124 %
Total                                   $       513       $       1,312     $          (799 )                (61 )%


Aggregate other income decreased $44,000 and $799,000 for the comparative three
and six months ended June 30, 2022 and 2021. We attribute the changes to the
following:

Net realized and unrealized gain on investment securities available-for-sale and
loans and derivatives. The decrease of $878,000 for the six months ended
June 30, 2022 was attributable to the sale of our two remaining CMBS securities
for proceeds of $3.0 million, which generated non-recurring gains of $878,000 in
March 2021.

Loss on extinguishment of debt. The loss of $460,000 during the six months ended June 30, 2022 was attributable to the partial repurchase of our 4.50% Convertible Senior Notes in February 2022, which resulted in $460,000 of non-cash losses in connection with the ratable acceleration of the 4.50% Convertible Senior Notes' market discount.



Other Income. The increase of $539,000 during the comparative six months ended
June 30, 2022 and 2021, was primarily attributable to a loan recovery received
during the six months ended June 30, 2022 on a middle market loan that was
previously charged off.

Financial Condition

Summary

Our total assets were $2.4 billion and $2.3 billion at June 30, 2022 and December 31, 2021, respectively.



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Investment Portfolio

The tables below summarize the amortized cost and net carrying amount of our investment portfolio, classified by asset type, at June 30, 2022 and December 31, 2021 as follows (dollars in thousands, except amounts in footnotes):



                                                                Net Carrying        Percent of
           At June 30, 2022                Amortized Cost         Amount(1)         Portfolio        Weighted Average Coupon
Loans held for investment:
CRE whole loans, floating-rate            $      2,069,989     $     2,064,986            93.62 %             4.95%
CRE mezzanine loan                                   4,700               4,473             0.20 %            10.00%
                                                 2,074,689           2,069,459            93.82 %
Other investments:
Investments in unconsolidated entities               1,548               1,548             0.07 %            N/A (3)
Investments in real estate (2)                     117,200             117,200             5.31 %            N/A (3)
Property held for sale                              17,657              17,657             0.80 %            N/A (3)
                                                   136,405             136,405             6.18 %
Total investment portfolio                $      2,211,094     $     2,205,864           100.00 %

                                                                Net 

Carrying Percent of


         At December 31, 2021              Amortized Cost         Amount(1)         Portfolio        Weighted Average Coupon
Loans held for investment:
CRE whole loans, floating-rate(4)         $      1,877,851     $     1,869,301            95.44 %             4.43%
CRE mezzanine loan                                   4,700               4,445             0.23 %            10.00%
                                                 1,882,551           1,873,746            95.67 %
Other investments:
Investments in unconsolidated entities               1,548               1,548             0.08 %            N/A (3)
Investment in real estate (2)                       65,465              65,465             3.34 %            N/A (3)
Property held for sale                              17,846              17,846             0.91 %            N/A (3)
                                                    84,859              84,859             4.33 %
Total investment portfolio                $      1,967,410     $     1,958,605           100.00 %



(1) Net carrying amount includes an allowance for credit losses of $5.2 million

and $8.8 million at June 30, 2022 and December 31, 2021, respectively.

(2) Includes real estate-related right of use assets of $25.1 million and $5.5

million, intangible assets of $12.2 million and $3.9 million, lease

liabilities of $46.2 million and $3.1 million and other liabilities of

$82,000 and $169,000 at June 30, 2022 and December 31, 2021, respectively.

Also includes a mortgage payable of $18.1 million at June 30, 2022.

(3) There are no stated rates associated with these investments.

(4) Includes one legacy CRE whole loan with an amortized cost of $11.5 million

December 31, 2021 that paid off in January 2022.




CRE loans. During the six months ended June 30, 2022, we originated $411.6
million of floating-rate CRE whole loan commitments (of which $42.6 million was
unfunded loan commitments), funded $27.2 million of previously unfunded loan
commitments and received $201.5 million in proceeds from loan payoffs and
paydowns.

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The following is a summary of our loans (dollars in thousands, except amounts in
footnotes):

                                                           Unamortized                                                                                              Maturity
                                                            (Discount)                             Allowance for                          Contractual Interest        Dates

Description Quantity Principal Premium, net (1)

    Amortized Cost      Credit Losses      Carrying Value            Rates (2)            (3)(4)
At June 30, 2022:
CRE loans held for
investment:
                                                                                                                                                  1M BR             July 2022
                                                                                                                                           plus 2.75% to 1M BR       to July
Whole loans (5)(6)             88        $ 2,084,242     $        (14,253 )   $      2,069,989     $      (5,003 )   $      2,064,986          plus 8.50%             2026
Mezzanine loan (5)              1              4,700                    -                4,700              (227 )              4,473            10.00%             June 2028
Total CRE loans held
for investment                           $ 2,088,942     $        (14,253 )   $      2,074,689     $      (5,230 )   $      2,069,459

At December 31, 2021:
CRE loans held for
investment:
                                                                                                                                                                     January
                                                                                                                                                  1M BR              2022 to
                                                                                                                                           plus 2.70% to 1M BR      September
Whole loans (5)(6)             93        $ 1,891,795     $        (13,944 )   $      1,877,851     $      (8,550 )   $      1,869,301          plus 8.50%             2025
Mezzanine loan (5)              1              4,700                    -                4,700              (255 )              4,445            10.00%             June 2028
Total CRE loans held
for investment                           $ 1,896,495     $        (13,944 )   $      1,882,551     $      (8,805 )   $      1,873,746

(1) Amounts include unamortized loan origination fees of $14.1 million and $13.6

million and deferred amendment fees of $132,000 and $307,000 at June 30, 2022

and December 31, 2021, respectively. Additionally, the amounts include

unamortized loan acquisition costs of $7,300 at December 31, 2021.

(2) Our whole loan portfolio of $2.1 billion and $1.9 billion had

weighted-average one-month benchmark rate ("BR") floors of 0.62% and 0.75% at

June 30, 2022 and December 31, 2021, respectively. Benchmark rates comprise

one-month London Interbank Offered Rate ("LIBOR") or one-month Term Secured

Overnight Financing Rate ("SOFR"). At June 30, 2022 and December 31, 2021,

all but one of our floating-rate whole loans had one-month benchmark floors.

(3) Maturity dates exclude contractual extension options, subject to the

satisfaction of certain terms that may be available to the borrowers.

(4) Maturity dates exclude three whole loans, with amortized costs of $43.8

million and $27.9 million, in maturity default at June 30, 2022 and

December 31, 2021, respectively.

(5) Substantially all loans are pledged as collateral under various borrowings at

June 30, 2022 and December 31, 2021.

(6) CRE whole loans had $167.9 million and $157.6 million in unfunded loan

commitments at June 30, 2022 and December 31, 2021, respectively. These

unfunded loan commitments are advanced as the borrowers formally request

additional funding and meet certain benchmarks, as permitted under the loan

agreement, and any necessary approvals have been obtained.




At June 30, 2022, approximately, 25.6%, 24.1% and 16.5% of our CRE loan
portfolio was concentrated in the Southwest, Southeast and Mountain regions,
respectively, based on carrying value, as defined by the NCREIF. At December 31,
2021, approximately 28.4%, 18.4% and 15.2% of our CRE loan portfolio was
concentrated in the Southeast, Southwest and Mid-Atlantic regions respectively,
based on carrying value. At June 30, 2022 and December 31, 2021, no single loan
or investment represented more than 10% of our total assets and no single
investment group generated over 10% of our revenue.

Investment in unconsolidated entities. Our investments in unconsolidated
entities at June 30, 2022 and December 31, 2021 comprised a 100% interest in the
common shares of Resource Capital Trust I ("RCT I") and RCC Trust II ("RCT II"),
with a value of $1.5 million in the aggregate, or 3.0% of each trust. We record
our investments in RCT I's and RCT II's common shares as investments in
unconsolidated entities using the cost method, recording dividend income when
declared by RCT I and RCT II. We recorded dividends from our investments in RCT
I's and RCT II's common shares, reported in other revenue on the consolidated
statement of operations, of $19,000 and $35,000 during the three and six months
ended June 30, 2022. During the three and six months ended June 30, 2021, we
recorded dividends of $16,000 and $32,000, respectively.

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Financing Receivables

The following tables show the activity in the allowance for credit losses for
the six months ended June 30, 2022 and year ended December 31, 2021 (in
thousands):

                                                                                Year Ended
                                                        Six Months Ended       December 31,
                                                         June 30, 2022             2021
                                                           CRE Loans            CRE Loans
Allowance for credit losses:
Allowance for credit losses at beginning of period      $          8,805     $         34,310
Reversal of credit losses, net                                    (1,278 )            (21,262 )
Charge offs                                                       (2,297 )             (4,243 )
Allowance for credit losses at end of period            $          5,230    

$ 8,805




During the three months ended June 30, 2022, we recorded a provision of expected
credit losses of $524,000 primarily attributable to the negative impact of
macroeconomic factors focused on increases in inflation, energy costs and
interest rates, partially offset by improvements in property-level cash flows.
During the six months ended June 30, 2021, reversal of expected credit losses in
the first quarter of 2022 outpaced the provision during the second quarter of
2022, resulting in a net reversal of $1.3 million in connection with resolutions
of loans with specific reserves and continued improvements in property-level
operations. During the three and six months ended June 30, 2021, we recorded a
reversal of expected credit losses of $10.3 million and $16.0 million,
respectively, in connection with declines in expected unemployment and continued
improvement in macroeconomic factors, loan paydowns and improved collateral
operating performance.

At June 30, 2022, we individually evaluated one hotel loan in the Northeast
region with a principal balance of $14.0 million, one retail loan in the
Northeast region with a principal balance of $8.0 million and one office loan in
the Southwest region with a principal balance of $21.8 million for which
foreclosure was determined to be probable. Each loan had an as-is appraised
value in excess of its principal balance, and, as such, had no CECL allowance at
June 30, 2022. In July 2022, we received the deed-in-lieu of foreclosure on the
hotel property.

At December 31, 2021, two additional loans were individually evaluated for
impairment: a retail loan in the Pacific region and a hotel loan in East North
Central region. Both loans were repaid in January 2022. The repayment of the
retail loan in the Pacific region resulted in a charge off of $2.3 million
against the allowance for credit losses. An individual CECL allowance was
established for this loan during the fourth quarter of 2021.

Credit quality indicators

Commercial Real Estate Loans



CRE loans are collateralized by a diversified mix of real estate properties and
are assessed for credit quality based on the collective evaluation of several
factors, including but not limited to: collateral performance relative to
underwritten plan, time since origination, current implied and/or reunderwritten
loan-to-collateral value ("LTV") ratios, loan structure and exit plan. Depending
on the loan's performance against these various factors, loans are rated on a
scale from 1 to 5, with loans rated 1 representing loans with the highest credit
quality and loans rated 5 representing loans with the lowest credit quality.
Loans are rated a 2 at origination. The factors evaluated provide general
criteria to monitor credit migration in our loan portfolio; as such, a loan's
rating may improve or worsen, depending on new information received.

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The criteria set forth below should be used as general guidelines and, therefore, not every loan will have all of the characteristics described in each category below.



Risk Rating                           Risk Characteristics

1 • Property performance has surpassed underwritten expectations.


              • Occupancy is stabilized, the property has had a history of
              consistently high occupancy, and the property has a diverse and high
              quality tenant mix.

2 • Property performance is consistent with underwritten expectations


              and covenants and performance criteria are being met or exceeded.
              • Occupancy is stabilized, near stabilized or is on track with
              underwriting.

3 • Property performance lags behind underwritten expectations.


              • Occupancy is not stabilized and the property has some tenancy
              rollover.

4 • Property performance significantly lags behind underwritten


              expectations. Performance criteria and loan covenants have required
              occasional waivers.
              • Occupancy is not stabilized and the property has a large amount of
              tenancy rollover.

5 • Property performance is significantly worse than underwritten


              expectations. The loan is not in compliance with loan

covenants and


              performance criteria and may be in default. Expected sale proceeds
              would not be sufficient to pay off the loan at maturity.
              • The property has a material vacancy rate and significant rollover
              of remaining tenants.
              • An updated appraisal is required upon designation and

updated on an


              as-needed basis.


All CRE loans are evaluated for any credit deterioration by debt asset management and certain finance personnel on at least a quarterly basis. Mezzanine loans and preferred equity investments may experience greater credit risks due to their nature as subordinated investments.



For the purpose of calculating the quarterly provision for credit losses under
CECL, we pool CRE loans based on the underlying collateral property type and
utilize a probability of default and loss given default methodology for
approximately one year after which we immediately revert to a historical mean
loss ratio. In order to calculate the historical mean loss ratio, we utilize our
full, 16-year underwriting history in the determination of historical losses,
along with the market loss history from a selected population from an engaged
third-party provider's database that were similar to our loan types, loan sizes,
durations, interest rate structure and general LTV profiles.

Credit risk profiles of CRE loans at amortized cost were as follows (in thousands, except amounts in the footnotes):



                                Rating 1        Rating 2       Rating 3      Rating 4      Rating 5       Total (1)
At June 30, 2022:
Whole loans, floating-rate     $         -     $ 1,757,379     $ 182,918     $ 115,692     $  14,000     $ 2,069,989
Mezzanine loan                           -               -             -         4,700             -           4,700
Total                          $         -     $ 1,757,379     $ 182,918     $ 120,392     $  14,000     $ 2,074,689

At December 31, 2021:
Whole loans, floating-rate     $         -     $ 1,456,330     $ 273,078     $ 123,762     $  24,681     $ 1,877,851
Mezzanine loan                           -               -             -         4,700             -           4,700
Total                          $         -     $ 1,456,330     $ 273,078     $ 128,462     $  24,681     $ 1,882,551

(1) The total amortized cost of CRE loans excluded accrued interest receivable of

$7.1 million and $6.1 million at June 30, 2022 and December 31, 2021,
    respectively.


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Credit risk profiles of CRE loans by origination year at amortized cost were as follows (in thousands, except amounts in footnotes):



                          2022            2021           2020          2019          2018          Prior        Total (1)
At June 30, 2022:
Whole loans,
floating-rate: (2)
Rating 2               $   365,066     $ 1,206,132     $ 120,232     $  46,463     $  19,486     $       -     $ 1,757,379
Rating 3                         -          47,882        25,357        47,565        44,616        17,498         182,918
Rating 4                         -               -             -        51,234        64,458             -         115,692
Rating 5                         -               -             -        14,000             -             -          14,000
Total whole loans,
floating-rate              365,066       1,254,014       145,589       

159,262 128,560 17,498 2,069,989 Mezzanine loan (rating 4)

                       -               -             -             -         4,700             -           4,700
Total                  $   365,066     $ 1,254,014     $ 145,589     $ 

159,262 $ 133,260 $ 17,498 $ 2,074,689



                          2021            2020           2019          2018          2017          Prior        Total (1)
At December 31,
2021:
Whole loans,
floating-rate: (2)
Rating 2               $ 1,230,810     $   150,513     $  55,510     $  19,497     $       -     $       -     $ 1,456,330
Rating 3                    33,781          24,604       136,305        60,888             -        17,500         273,078
Rating 4                         -               -        28,446        86,096             -         9,220         123,762
Rating 5                         -               -        22,385             -             -         2,296          24,681
Total whole loans,
floating-rate            1,264,591         175,117       242,646       166,481             -        29,016       1,877,851
Mezzanine loan
(rating 4)                       -               -             -         4,700             -             -           4,700
Total                  $ 1,264,591     $   175,117     $ 242,646     $ 171,181     $       -     $  29,016     $ 1,882,551

(1) The total amortized cost of CRE loans excluded accrued interest receivable of

$7.1 million and $6.1 million at June 30, 2022 and December 31, 2021,

respectively.

(2) Acquired CRE whole loans are grouped within each loan's year of origination.

At June 30, 2022 and December 31, 2021, we had one mezzanine loan included in other assets that had no carrying value.



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Loan Portfolio Aging Analysis

The following table presents the CRE loan portfolio aging analysis as of the
dates indicated for CRE loans at amortized cost (in thousands, except amounts in
footnotes):

                                                                 Greater                                       Total Loans      Total Loans
                                                                 than 90         Total                         Receivable        > 90 Days
                               30-59 Days      60-89 Days       Days (1)       Past Due      Current (2)           (3)          and Accruing
At June 30, 2022:
Whole loans, floating-rate    $     14,000     $         -     $     8,025     $  22,025     $  2,047,964     $   2,069,989     $          -
Mezzanine loan                           -               -               -             -            4,700             4,700                -
Total                         $     14,000     $         -     $     8,025     $  22,025     $  2,052,664     $   2,074,689     $          -

At December 31, 2021:
Whole loans, floating-rate    $          -     $         -     $    19,916     $  19,916     $  1,857,935     $   1,877,851     $     19,916
Mezzanine loan                           -               -               -             -            4,700             4,700                -
Total                         $          -     $         -     $    19,916     $  19,916     $  1,862,635     $   1,882,551     $     19,916

(1) During the three and six months ended June 30, 2022, we did not recognize

interest income on the one loan with a principal payment past due greater

than 90 days at June 30, 2022. During the three months ended June 30, 2021,

we recognized interest income of $572,000 and $1.2 million on the three loans


    with principal payments past due greater than 90 days at June 30, 2022.

(2) Includes one whole loan, with an amortized cost of $21.8 million, in maturity

default at June 30, 2022. Includes one whole loan with an amortized cost of

$8.0 million, in maturity default at December 31, 2021.

(3) The total amortized cost of CRE loans excluded accrued interest receivable of

$7.1 million and $6.1 million at June 30, 2022 and December 31, 2021,

respectively.




At June 30, 2022 and December 31, 2021, we had three CRE loans in maturity
default, with total amortized costs of $43.8 million and $27.9 million,
respectively. During the six months ended June 30, 2022, two whole loans in
maturity default at December 31, 2021 paid off principal of $17.6 million. The
payoff on one loan was the result of a discounted payoff and resulted in a
realized loss of $2.3 million for which a CECL allowance was established as of
December 31, 2021.

At June 30, 2022, three whole loans that had maturity defaults, with a total amortized cost of $43.8 million, were past due on interest payments.



At December 31, 2021, three whole loans, including two loans that had maturity
defaults, with total amortized cost of $30.4 million, were past due on interest
payments.

In July 2022, we received the deed-in-lieu of foreclosure in full settlement of
a CRE loan collateralized by a hotel property in the Northeast region that had a
cost basis of $14.0 million at June 30, 2022.  This CRE loan was both in
maturity default and past due on interest payments at June 30, 2022.

Troubled Debt Restructurings ("TDRs")

There were no TDRs for the six months ended June 30, 2022 and 2021.



During the six months ended June 30, 2022, we entered into six agreements that
extended loans by a weighted average period of two months and, in certain cases,
modified certain other loan terms. One formerly forborne borrower was in
maturity default at June 30, 2022. No loan modifications during the six months
ended June 30, 2022 resulted in TDRs.

Restricted Cash



At June 30, 2022, we had restricted cash of $25.4 million, which consisted of
$24.9 million of restricted cash held within our five consolidated
securitization entities, $336,000 held in escrow for tax payments at our real
estate properties, and $142,000 held in various reserve accounts. At
December 31, 2021, we had restricted cash of $248.4 million, which consisted of
$248.1 million held within our seven consolidated securitization entities and
$360,000 held in various reserve accounts. The decrease of $223.1 million was
primarily attributable to loan purchase activity within two of our consolidated
securitization entities.

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Accrued Interest Receivable

The following table summarizes our accrued interest receivable at June 30, 2022 and December 31, 2021 (in thousands):



                                                  June 30, 2022       December 31, 2021       Net Change
Accrued interest receivable from loans           $         7,114     $             6,106     $      1,008
Accrued interest receivable from promissory
note, escrow, sweep and reserve accounts                      48                       6               42
Total                                            $         7,162     $             6,112     $      1,050

The increase of $1.1 million in accrued interest receivable was primarily attributable to rising coupon rates and an increased loan portfolio balance.

Other Assets

The following table summarizes our other assets at June 30, 2022 and December 31, 2021 (in thousands):



                                                  June 30, 2022       December 31, 2021       Net Change
Tax receivables and prepaid taxes                          2,124                   2,120                4
Other prepaid expenses                                     2,051                   1,367              684
Other receivables                                          1,961                   1,573              388
Other assets, miscellaneous                                  407                      21              386
Fixed assets - non-real estate                               363                     401              (38 )
Unsettled trades receivable                                    1                       -                1
Total                                            $         6,907     $             5,482     $      1,425

The increase of $1.4 million in other assets was primarily attributable to prepaid expenses and miscellaneous receivables at the real estate properties.

Deferred Tax Assets



At June 30, 2022 and December 31, 2021, our net deferred tax asset was zero,
resulting from a full valuation allowance of $21.6 million and $21.4 million,
respectively, on our deferred tax asset as we believed it was more likely than
not that some or all of the deferred tax assets would not be realized. We will
continue to evaluate our ability to realize the tax benefits associated with
deferred tax assets by analyzing forecasted taxable income using both historical
and projected future operating results, the reversal of existing temporary
differences, taxable income in prior carry back years (if permitted) and the
availability of tax planning strategies.

Core Asset Classes

Our investment strategy targets the following core asset class:



Core Asset Class           Principal Investments
Commercial real            • First mortgage loans, which we refer to as whole
estate-related assets      loans;
                           • First priority interests in first mortgage loans,
                           which we refer to as A notes;
                           • Subordinated interests in first mortgage loans,
                           which we refer to as B notes;
                           • Mezzanine debt related to CRE that is senior to the
                           borrower's equity position but subordinated to other
                           third-party debt;
                           • Preferred equity investments related to CRE that
                           are subordinate to first mortgage loans and are not
                           collateralized by the property underlying the
                           investment; and
                           • CRE equity investments.




Derivative Instruments

Historically, we sought to mitigate the potential impact on net income (loss) of
adverse fluctuations in interest rates incurred on our borrowings by entering
into hedging agreements. We classified our interest rate hedges as cash flow
hedges, which are hedges that eliminate the risk of changes in the cash flows of
a financial asset or liability.

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We terminated interest rate swap positions associated with our prior financed
CMBS portfolio in April 2020. At termination, we realized a loss of $11.8
million. At June 30, 2022 and December 31, 2021, we had a loss of $7.5 million
and $8.5 million, respectively, recorded in accumulated other comprehensive
(loss) income, which will be amortized into earnings over the remaining life of
the debt. During the three and six months ended June 30, 2022, we recorded
amortization expense of $484,000 and $963,000, respectively, reported in
interest expense on the consolidated statements of operations. During the three
and six months ended June 30, 2021, we recorded amortization expense of $484,000
and $963,000, respectively, on the consolidated statement of operations.

At June 30, 2022 and December 31, 2021, we had an unrealized gain of $302,000
and $347,000, respectively, attributable to two terminated interest rate swaps,
in accumulated other comprehensive (loss) income on the consolidated balance
sheets, to be accreted into earnings over the remaining life of the debt. We
recorded accretion income, reported in interest expense on the consolidated
statements of operations, of $23,000 during three months ended June 30, 2022 and
2021, and $45,000 during the six months ended June 30, 2022 and 2021, to accrete
the accumulated other comprehensive income on the terminated swap agreements.

The following tables present the effect of derivative instruments on our consolidated statements of operations for the six months ended June 30, 2022 and 2021 (in thousands):

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