BORROWINGS | NOTE 11 - BORROWINGS The Company historically has financed the acquisition of its investments, including investment securities and loans, through the use of secured and unsecured borrowings. Certain information with respect to the Company’s borrowings is summarized in the following table (dollars in thousands, except amounts in footnotes): Principal Outstanding Unamortized Issuance Costs and Discounts Outstanding Borrowings Weighted Average Borrowing Rate Weighted Average Remaining Maturity Value of Collateral At December 31, 2023: ACR 2021-FL1 Senior Notes $ 643,040 $ 2,243 $ 640,797 6.98 % 12.5 years $ 770,460 ACR 2021-FL2 Senior Notes 567,000 3,227 563,773 7.28 % 13.1 years 700,000 Senior secured financing facility 64,495 2,927 61,568 9.14 % 4.1 years 157,722 CRE - term warehouse financing facilities (1) 170,861 2,273 168,588 7.96 % 1.6 years 254,081 Mortgages payable 43,779 1,993 41,786 8.92 % 11.3 years 83,739 5.75 % Senior Unsecured Notes 150,000 1,860 148,140 5.75 % 2.6 years — Unsecured junior subordinated debentures 51,548 — 51,548 9.60 % 12.7 years — Total $ 1,690,723 $ 14,523 $ 1,676,200 7.28 % 10.4 years $ 1,966,002 Principal Outstanding Unamortized Issuance Costs and Discounts Outstanding Borrowings Weighted Average Borrowing Rate Weighted Average Remaining Maturity Value of Collateral At December 31, 2022: ACR 2021-FL1 Senior Notes $ 675,223 $ 3,826 $ 671,397 5.81 % 13.5 years $ 802,643 ACR 2021-FL2 Senior Notes 567,000 4,841 562,159 6.13 % 14.1 years 700,000 Senior secured financing facility 91,549 3,659 87,890 7.94 % 5.0 years 196,837 CRE - term warehouse financing facilities (1) 330,849 2,561 328,288 6.85 % 1.8 years 453,550 Mortgage payable 18,710 466 18,244 8.08 % 2.3 years 25,400 5.75 % Senior Unsecured Notes 150,000 2,493 147,507 5.75 % 3.6 years — Unsecured junior subordinated debentures 51,548 — 51,548 8.52 % 13.7 years — Total $ 1,884,879 $ 17,846 $ 1,867,033 6.29 % 10.3 years $ 2,178,430 (1) Principal outstanding includes accrued interest payable of $ 539,000 and $ 894,000 at December 31, 2023 and 2022 , respectively. Securitizations The following table sets forth certain information with respect to the Company’s consolidated securitizations at December 31, 2023 (in thousands): Closing Date Maturity Date Reinvestment Period End (1) Total Note Paydowns from Closing Date through December 31, 2023 ACR 2021-FL1 May 2021 June 2036 May 2023 $ 32,183 ACR 2021-FL2 December 2021 January 2037 December 2023 $ — (1) The reinvestment period is the period in which principal proceeds received may be used to acquire CRE loans for reinvestment into the securitization. The investments held by the Company’s securitizations collateralize the securitizations’ borrowings and, as a result, are not available to the Company, its creditors, or stockholders. All senior notes of the securitizations held by the Company at both December 31, 2023 and 2022 were eliminated in consolidation. XAN 2019-RSO7 In April 2019, the Company closed Exantas Capital Corp. 2019-RSO7, Ltd. (“XAN 2019-RSO7”), a $ 687.2 million CRE debt securitization transaction that provided financing for CRE loans. In May 2021, the Company exercised the optional redemption of XAN 2019-RSO7, and all of the outstanding senior notes were paid off from the sales proceeds of certain of the securitization’s assets. XAN 2020-RSO8 In March 2020, the Company closed XAN 2020-RSO8, a $ 522.6 million CRE debt securitization transaction that provided financing for CRE loans. In March 2022, the Company exercised the optional redemption of XAN 2020-RSO8, and all of the outstanding senior notes were paid off from the sales proceeds of certain of the securitization’s assets. XAN 2020-RSO9 In September 2020, the Company closed XAN 2020-RSO9, a $ 297.0 million CRE debt securitization transaction that provided financing for CRE loans. In February 2022, the Company exercised the optional redemption of XAN 2020-RSO9, and all of the outstanding senior notes were paid off from the sales proceeds of certain of the securitization’s assets. ACR 2021-FL1 In May 2021, the Company closed ACRES Commercial Realty 2021-FL1 Issuer, Ltd. (“ACR 2021-FL1”), a $ 802.6 million CRE debt securitization transaction that provided financing for CRE loans. ACR 2021-FL1 issued a total of $ 675.2 million of non-recourse, floating-rate notes to third parties at par. Additionally, ACRES RF retained 100 % of the Class F and Class G notes and a subsidiary of ACRES RF retained 100 % of the outstanding preference shares. The preference shares are subordinated in right of payment to all other securities issued by ACR 2021-FL1. ACR 2021-F1 included a reinvestment period, which ended in May 2023, that allowed it to acquire CRE loans for reinvestment into the securitization using uninvested principal proceeds. At closing, the senior notes issued to investors consisted of the following classes: (i) $ 431.4 million of Class A notes bearing interest at one-month LIBOR plus 1.20 %; (ii) $ 100.3 million of Class A-S notes bearing interest at one-month LIBOR plus 1.60 %; (iii) $ 37.1 million of Class B notes bearing interest at one-month LIBOR plus 1.80 %; (iv) $ 43.1 million of Class C notes bearing interest at one-month LIBOR plus 2.00 %; (v) $ 50.2 million of Class D notes bearing interest at one-month LIBOR plus 2.65 %; and (vi) $ 13.0 million of Class E notes bearing interest at one-month LIBOR plus 3.10 %. The non-recourse, floating-rate notes initially charged one-month Term LIBOR but converted to one-month Term SOFR in June 2023. All of the notes issued mature in June 2036 , although the Company has the right to call the notes beginning on the payment date in May 2023 and thereafter. During the year ended December 31, 2023, the Company did not exercise this right. ACR 2021-FL2 In December 2021, the Company closed ACRES Commercial Realty 2021-FL2 Issuer, Ltd. (“ACR 2021-FL2”), a CRE debt securitization transaction that can finance up to $ 700.0 million of CRE loans. ACR 2021-FL2 issued a total of $ 567.0 million of non-recourse, floating-rate notes to third parties at par. Additionally, ACRES RF retained 100 % of the Class F and Class G notes and a subsidiary of ACRES RF retained 100 % of the outstanding preference shares. The preference shares are subordinated in right of payment to all other securities issued by ACR 2021-FL2. Additionally, ACR 2021-FL2 included a reinvestment period, which ended in December 2023, that allowed it to acquire CRE loans for reinvestment into the securitization using uninvested principal proceeds. At closing, the senior notes issued to investors consisted of the following classes: (i) $ 385.0 million of Class A notes bearing interest at one-month LIBOR plus 1.40 %; (ii) $ 30.6 million of Class A-S notes bearing interest at one-month LIBOR plus 1.75 %; (iii) $ 38.5 million of Class B notes bearing interest at one-month LIBOR plus 2.25 %; (iv) $ 47.3 million of Class C notes bearing interest at one-month LIBOR plus 2.65 %; (v) $ 51.6 million of Class D notes bearing interest at one-month LIBOR plus 3.10 %; and (vi) $ 14.0 million of Class E notes bearing interest at one-month LIBOR plus 4.00 %. The non-recourse, floating-rate notes initially charged one-month Term LIBOR but converted to one-month Term SOFR in June 2023. All of the notes issued mature in January 2037 , although the Company has the right to call the notes beginning on the payment date in December 2023 and thereafter. During the year ended December 31, 2023, the Company did not exercise this right. Corporate Debt Unsecured Junior Subordinated Debentures During 2006, the Company formed RCT I and RCT II for the sole purpose of issuing and selling capital securities representing preferred beneficial interests. RCT I and RCT II are not consolidated into the Company’s consolidated financial statements because the Company is not deemed to be the primary beneficiary of these entities. In connection with the issuance and sale of the capital securities, the Company issued junior subordinated debentures to RCT I and RCT II of $ 25.8 million each, representing the Company’s maximum exposure to loss. The debt issuance costs associated with the junior subordinated debentures for RCT I and RCT II were included in borrowings and were amortized into interest expense on the consolidated statements of operations using the effective yield method over a ten year period. There were no unamortized debt issuance costs associated with the junior subordinated debentures for RCT I and RCT II outstanding at December 31, 2023 and 2022. The interest rates for RCT I and RCT II, at December 31, 2023, were 9.61 % and 9.60 % , respectively. The interest rates for RCT I and RCT II, at December 31, 2022 , were 8.68 % and 8.36 %, respectively. The rights of holders of common securities of RCT I and RCT II are subordinate to the rights of the holders of capital securities only in the event of a default; otherwise, the common securities’ economic and voting rights are pari passu with the capital securities. The capital and common securities of RCT I and RCT II are subject to mandatory redemption upon the maturity or call of the junior subordinated debentures held by each. Unless earlier dissolved, RCT I will dissolve in May 2041 and RCT II will dissolve in September 2041. The junior subordinated debentures are the sole assets of RCT I and RCT II, which mature in June 2036 and October 2036 , respectively, and may currently be called at par. 4.50% Convertible Senior Notes The Company issued $ 143.8 million aggregate principal of its 4.50 % convertible senior notes due 2022 (“4.50% Convertible Senior Notes”) in August 2017. During the year ended December 31, 2021, the Company repurchased $ 55.7 million of its 4.50% Convertible Senior Notes, resulting in a charge to earnings of $ 1.5 million, comprising an extinguishment of debt charge of $ 1.2 million in connection with the acceleration of the market discount and interest expense of $ 304,000 in connection with the acceleration of deferred debt issuance costs. In February 2022, the Company repurchased $ 39.8 million of its 4.50 % Convertible Senior Notes, resulting in a charge to earnings of $ 574,000 , comprising an extinguishment of debt charge of $ 460,000 in connection with the acceleration of the market discount and interest expense of $ 114,000 in connection with the acceleration of deferred debt costs. In August 2022, the remaining $ 48.2 million of the 4.50 % Convertible Senior Notes were paid off upon maturity at par. Senior Unsecured Notes 5.75% Senior Unsecured Notes Due 2026 On August 16, 2021, the Company issued $ 150.0 million of its 5.75 % senior unsecured notes due 2026 (the “5.75% Senior Unsecured Notes”) pursuant to its Indenture, dated August 16, 2021 (the “Base Indenture”), between it and Wells Fargo, now Computershare Trust Company, N.A. (“CTC”), as trustee (the “Trustee”), as supplemented by the First Supplemental Indenture, dated August 16, 2021, between it and Wells Fargo, now CTC, (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). Prior to May 15, 2026, the Company may at its option redeem the 5.75% Senior Unsecured Notes, in whole or in part, at a redemption price equal to the sum of (i) 100 % of the principal amount of the notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date, and (ii) a make-whole premium. On or after May 15, 2026, the Company may at its option redeem the 5.75% Senior Unsecured Notes, at any time, in whole or in part, on not less than 15 nor more than 60 days’ prior notice, at a redemption price equal to 100% of the principal amount of the 5.75% Senior Unsecured Notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date . The Indenture contains restrictive covenants that, among other things, require the Company to maintain certain financial ratios. The foregoing limitations are subject to exceptions as set forth in the Supplemental Indenture. At December 31, 2023 , the Company was in compliance with these covenants. The Indenture provides for customary events of default that include, among other things (subject in certain cases to customary grace and cure periods): (i) non-payment of principal or interest, (ii) breach of certain covenants contained in the Indenture or the 5.75% Senior Unsecured Notes, (iii) an event of default or acceleration of certain other indebtedness of the Company or a subsidiary in which the Company has invested at least $ 75 million in capital within the applicable grace period and (iv) certain events of bankruptcy or insolvency. Generally, if an event of default occurs (subject to certain exceptions), CTC or the holders of at least 25 % in aggregate principal amount of the then outstanding 5.75% Senior Unsecured Notes may declare all of the notes to be due and payable. 12.00% Senior Unsecured Notes In July 2020, the Company entered into a Note and Warrant Purchase Agreement (the “Note and Warrant Purchase Agreement”) with Oaktree Capital Management, L.P. (“Oaktree”) and Massachusetts Mutual Life Insurance Company (“MassMutual”) pursuant to which the Company could issue to Oaktree and MassMutual from time to time up to $ 125.0 million aggregate principal amount of 12.00 % Senior Unsecured Notes. The 12.00% Senior Unsecured Notes had an annual interest rate of 12.00 %, payable up to 3.25 % (at the election of the Company) as pay-in-kind interest and the remainder as cash interest. In July 2020, the Company issued $ 50.0 million aggregate principal amount of the 12.00% Senior Unsecured Notes. In August 2021, the Company entered into an agreement with that provided for the redemption in full of the outstanding balance of the 12.00% Senior Unsecured Notes with payment to Oaktree and MassMutual for an aggregate $ 55.3 million, which consisted of (i) principal in the amount of $ 50.0 million, (ii) interest in the amount of $ 329,000 and (iii) a make-whole amount of $ 5.0 million. In connection with the redemption, the Company recorded a charge to earnings of $ 8.0 million, comprising an extinguishment of debt charge of $ 7.8 million in connection with (i) the $ 5.0 million net make-whole amount and (ii) the $ 2.8 million acceleration of the remaining market discount; and interest expense of $ 218,000 in connection with the acceleration of deferred debt issuance costs. The Company did not issue any additional notes under this agreement and it expired as of July 31, 2022. Financing Arrangements Borrowings under the Company’s financing arrangements are guaranteed by the Company or one or more of its subsidiaries. The following table sets forth certain information with respect to these arrangements (dollars in thousands, except amounts in footnotes): December 31, 2023 December 31, 2022 Outstanding Borrowings Value of Collateral Number of Positions as Collateral Weighted Average Interest Rate Outstanding Borrowings Value of Collateral Number of Positions as Collateral Weighted Average Interest Rate Senior Secured Financing Facility Massachusetts Mutual Life Insurance Company (1) $ 61,568 $ 157,722 7 9.14 % $ 87,890 $ 196,837 8 7.94 % CRE - Term Warehouse Financing Facilities (2) JPMorgan Chase Bank, N.A. (3) 74,694 125,044 4 7.82 % 186,783 255,095 11 6.74 % Morgan Stanley Mortgage Capital Holdings LLC (4) 93,894 129,037 7 8.07 % 141,505 198,455 10 7.00 % Mortgages Payable ReadyCap Commercial, LLC (5) 19,365 25,400 1 9.16 % 18,244 25,400 1 8.08 % Oceanview Life and Annuity Company (6)(7) 7,330 58,339 1 11.37 % — — — —% Florida Pace Funding Agency (6)(8) 15,091 — — 7.26 % — — — —% Total $ 271,942 $ 495,542 $ 434,422 $ 675,787 (1) Includes $ 2.9 million and $ 3.7 million of deferred debt issuance costs at December 31, 2023 and 2022, respectively. (2) Outstanding borrowings include accrued interest payable. (3) Includes $ 1.6 million and $ 1.1 million of deferred debt issuance costs at December 31, 2023 and 2022, respectively. (4) Includes $ 647,000 and $ 1.4 million of deferred debt issuance costs at December 31, 2023 and 2022, respectively. (5) Includes $ 259,000 and $ 466,000 of deferred debt issuance costs at December 31, 2023 and 2022, respectively. (6) Outstanding borrowings are collateralized by a student housing construction project. Value of collateral and number of positions as collateral related to Oceanview Life and Annuity Company also applies to Florida Pace Funding Agency. (7) Includes $ 1.3 million of deferred debt issuance costs at December 31, 2023 . There were no deferred debt issuance costs at December 31, 2022. (8) Includes $ 419,000 of deferred debt issuance costs at December 31, 2023 . There were no deferred debt issuance costs at December 31, 2022. The following table shows information about the amount at risk under the Company's financing arrangements (dollars in thousands): Amount at Risk Weighted Average Remaining Maturity Weighted Average Interest Rate At December 31, 2023: Senior Secured Financing Facility (1) Massachusetts Mutual Life Insurance Company $ 93,518 4.1 years 9.14 % CRE - Term Warehouse Financing Facilities (1)(2) JPMorgan Chase Bank, N. A. $ 49,570 2.6 years 7.82 % Morgan Stanley Mortgage Capital Holdings LLC $ 35,471 0.8 years 8.07 % Mortgages Payable ReadyCap Commercial, LLC (3) $ 5,672 1.3 years 9.16 % Oceanview Life and Annuity Company (4)(5) $ 34,180 1.1 years 11.37 % Florida Pace Funding Agency (4)(5) — 29.6 years 7.26 % (1) Equal to the total of the estimated fair value of securities or loans sold and accrued interest receivable, minus the total of the financing agreement liabilities and accrued interest payable. (2) The Company is required to maintain a total minimum unencumbered liquidity balance of $ 15.0 million. (3) Equal to the total of the estimated fair value of real estate property investment financed, minus the total of the mortgage payable agreement liability and accrued interest payable. (4) Equal to the total of the estimated fair value of real estate property investment financed, minus the total of the construction loans agreement liabilities and accrued interest payable. Amount at risk related to Oceanview Life and Annuity Company also applies to Florida Pace Funding Agency. (5) Outstanding borrowings are collateralized by a student housing construction project. The Company was in compliance with all financial covenants in each agreement at December 31, 2023. Senior Secured Financing Facility On July 31, 2020, an indirect, wholly owned subsidiary (“Holdings”), along with its direct wholly owned subsidiary (the “Borrower”), of the Company entered into a $ 250.0 million Loan and Servicing Agreement (the “MassMutual Loan Agreement”) with MassMutual and the other lenders party thereto (the “Lenders”). The asset-based revolving loan facility (the “MassMutual Facility”) provided under the MassMutual Loan Agreement has been used to finance the Company’s core CRE lending business. The MassMutual Facility initially had an interest rate of 5.75 % per annum payable monthly and matured on July 31, 2027 . The Company paid a commitment fee as well as other reasonable closing costs. During the first two years , an unused commitment fee of 0.50 % per annum (payable monthly ) on unused commitments under the MassMutual Loan Agreement was payable for each day on which less than 75 % of the total commitment was drawn. In connection with the MassMutual Loan Agreement, the Company entered into a Guaranty (the “MassMutual Guaranty”) among the Company, Exantas Real Estate Funding 2018-RSO6 Investor, LLC (“RSO6”), Exantas Real Estate Funding 2019-RSO7 Investor, LLC (“RSO7”) and Exantas Real Estate Funding 2020-RSO8 Investor, LLC (“RSO8”), each an indirect, wholly owned subsidiary of the Company, in favor of the secured parties under the MassMutual Loan Agreement. RSO6, RSO7 and RSO8 no longer exist. Pursuant to the MassMutual Guaranty, the Company fully guaranteed all payments and performance of Holdings and the Borrower under the MassMutual Loan Agreement. Additionally, the Company, and previously RSO6, RSO7 and RSO8, made certain representations and warranties and agreed to not incur debt or liens, each subject to certain exceptions, and agreed to provide the Lenders with certain information. In September 2020, the MassMutual Loan Agreement was amended pursuant to which (i) the initial portfolio assets were revised and an agreed advance rate for each initial portfolio asset (each, an “Initial Portfolio Asset Advance Rate”) was set, and (ii) the revolving loan facility under the MassMutual Loan Agreement was amended to require the initial lender (currently MassMutual) to provide a specific advance rate for any future eligible portfolio assets and to limit the aggregate total amount of advances outstanding at any time to both the total facility amount and, in lieu of a 55 % LTV, a borrowing base as of any required date of determination equal to the sum of, in each case, the product of the advance rate for such eligible portfolio asset (including in respect of the initial portfolio assets, the applicable Initial Portfolio Asset Advance Rate therefor) and the then determined value of such eligible portfolio asset. The MassMutual Loan Agreement was further amended in several instances pursuant to which (i) MassMutual consented to the formation of certain subsidiaries to hold real estate and (ii) such subsidiaries agreed to enter into guaranty agreements in favor of the secured parties under the MassMutual Loan Agreement. In July 2022, Holdings, the Borrower and the Lenders entered into the Fifth Amendment to the MassMutual Loan Agreement (the “July 2022 Amendment”) to (i) extend the availability period from July 31, 2022 to August 31, 2022 and (ii) amend the interest rate on the outstanding principal amount of the borrowings, with respect to borrowings made in connection with eligible portfolio assets transferred to any borrower after the effective date of the July 2022 Amendment to the rate per annum determined by the initial lender or otherwise 5.75 % per annum. In August 2022, Holdings, the Borrower and the Lenders entered into the Sixth Amendment to the MassMutual Loan Agreement to extend the availability period from August 31, 2022 to October 15, 2022 . In December 2022, Holdings, the Borrower and the Lenders entered into an Amended and Restated Loan and Servicing Agreement, which amends and restates the existing loan and servicing agreement, and reflects a senior secured term loan facility, not to exceed $ 500.0 million, composed of individual loan series issued upon mutual agreement of the Borrower and Lenders. Each loan series will be available for three months after the closing date agreed upon by the Borrower and Lender (“Commitment Period”), subject to the maximum dollar amount agreed upon for that series. The Commitment Period is subject to immediate termination upon the occurrence of an event of default. Each loan series will have a final maturity of five years from the issuance date for the loan series unless an additional time is mutually agreed upon by Lenders and Borrower. The advance rate on portfolio assets will be mutually agreed upon by Lenders and Borrower. Each loan series will have its own mutually agreed upon interest rate equal to one-month Term SOFR plus the applicable spread. The Amended and Restated Loan and Servicing Agreement contains events of default, subject to certain materiality thresholds and grace periods, customary for this type of financing arrangement. The remedies for such events of default are also customary for this type of transaction and include declaring the final maturity date to have occurred and advances due and liquidation of the assets securing the series. Pursuant to the Amended and Restated Loan and Servicing Agreement, the Borrower’s obligations under the MassMutual Loan Agreement are secured by the Borrower’s assets and Holdings’ equity interests in the Borrower, including all distributions, proceeds and profits from Holdings’ interests in the Borrower. CRE - Term Warehouse Financing Facilities In February 2012, a wholly-owned subsidiary entered into a master repurchase and securities agreement (the “2012 Facility”) with Wells Fargo to finance the origination of CRE loans. In July 2018, the subsidiary entered into an amended and restated master repurchase agreement (the “2018 Facility”), in exchange for an extension fee and other reasonable costs, that maintained the $ 250.0 million maximum facility amount and extended the term of the facility to July 2020 with three one-year extension options exercisable at the Company’s discretion. In October 2021, the 2018 Facility matured. In April 2018, the Company’s indirect wholly-owned subsidiary entered into a master repurchase agreement (the “Barclays Facility”) with Barclays to finance the origination of CRE loans. In connection with the Barclays Facility, the Company entered into a guaranty agreement (the “Barclays Guaranty”) pursuant to which the Company fully guaranteed all payments and performance under the Barclays Facility. In October 2021, the Barclays Facility and the Barclays Guaranty were amended to extend the revolving period of the facility to October 2022 and to modify the guaranty to limit financial covenants to be applicable when there are outstanding transactions. The Barclays Facility had a maximum facility amount of $ 250.0 million and charged interest of one-month LIBOR plus market spreads. In February 2022, the Company amended the Barclays Facility to add market terms regarding the replacement of LIBOR upon determination of a benchmark transition event. In October 2022, the Barclays Facility matured. In October 2018, an indirect wholly-owned subsidiary of the Company entered into a master repurchase agreement (the “JPMorgan Chase Facility”) with JPMorgan Chase to finance the origination of CRE loans. In connection with the JPMorgan Chase Facility, the Company entered into a guarantee agreement (the “JPMorgan Chase Guarantee”) pursuant to which the Company fully guaranteed all payments and performance under the JPMorgan Chase Facility. The JPMorgan Chase Facility has a maximum facility amount of $ 250.0 million, charges interest of one-month benchmark plus market spreads and had an initial maturity date of October 2024 . In May 2020, the Company entered into an amendment to the JPMorgan Chase Guarantee that revised its minimum equity financial covenant as of February 29, 2020. In October 2020, the Company entered into an amendment to the JPMorgan Chase Guarantee that revised a covenant definition so that credit losses are determined in accordance with a risk rating-based methodology. In September and October 2021, the JPMorgan Chase Facility was amended twice, resulting in (i) the extension of the JPMorgan Chase Facility’s maturity date to October 2024, (ii) an update to the Company’s tangible net worth requirement and minimum liquidity covenant as set forth in the guarantee agreement and (iii) a modification of market terms regarding the replacement of LIBOR upon determination of a benchmark transition event. In November 2022, the JPMorgan Chase Facility was amended for the following: (i) EBITDA to interest expense ratio, (ii) maximum ratio of total indebtedness to its total equity, and (iii) minimum unencumbered liquidity requirement, each through September 2023. In July 2023, the JPMorgan Chase Facility was amended to extend the maturity date to July 2026, as well as to extend the amendments to (i) EBITDA to interest expense ratio, (ii) maximum ratio of total indebtedness to its total equity and (iii) minimum unencumbered liquidity requirement, each through December 2024. The JPMorgan Chase Facility contains margin call provisions that provide JPMorgan Chase with certain rights if the value of purchased assets declines. Under these circumstances, JPMorgan Chase may require the Company to transfer cash in an amount necessary to eliminate such margin deficit or repurchase the asset(s) that resulted in the margin call. In connection with the JPMorgan Chase Facility, the Company guaranteed the payment and performance under the JPMorgan Chase Facility pursuant to the JPMorgan Chase Guarantee subject to a limit of 25 % of the then currently unpaid aggregate repurchase price of all purchased assets. The JPMorgan Chase Guarantee includes certain financial covenants required of the Company, including required liquidity, required capital, ratios of total indebtedness to equity and EBITDA requirements. Also, ACRES RF, the direct owner of the wholly-owned subsidiary borrower, executed a pledge agreement with JPMorgan Chase pursuant to which it pledged and granted to JPMorgan Chase a continuing security interest in any and all of its right, title and interest in and to the wholly-owned subsidiary, including all distributions, proceeds, payments, income and profits from its interests in the wholly-owned subsidiary. The JPMorgan Chase Facility specifies events of default, subject to certain materiality thresholds and grace periods, customary for this type of financing arrangement. The remedies for such events of default are also customary for this type of financing arrangement and include the acceleration of the principal amount outstanding under the JPMorgan Chase Facility and the liquidation by JPMorgan Chase of purchased assets then subject to the JPMorgan Chase Facility. In November 2021, an indirect, wholly-owned subsidiary of the Company entered into a $ 250.0 million Master Repurchase and Securities Contract Agreement with Morgan Stanley, to be used to finance the Company’s commercial real estate lending business (the “Morgan Stanley Facility”). Each repurchase transaction will specify its own terms, such as identification of the assets subject to the transaction, sale price, repurchase price and rate. In January 2022, the Morgan Stanley Facility was amended to add market terms regarding the replacement of LIBOR upon determination of a benchmark transition event. In November 2022, the Morgan Stanley Facility was amended for the following: (i) EBITDA to interest expense ratio, (ii) maximum ratio of total indebtedness to its total equity, and (iii) minimum unencumbered liquidity requirement, each through March 2024. In November 2023, this facility was amended to extend the amendments to (i) EBITDA to interest expense ratio, (ii) maximum ratio of total indebtedness to its total equity and (iii) minimum unencumbered liquidity requirement, each through the quarter ending December 2024. The Morgan Stanley Facility has a maximum facility amount of $ 250.0 million, charges interest of one-month benchmark plus market spreads and matures in November 2024 . The Company also has the right to request a one-year extension. The Morgan Stanley Facility contains margin call provisions that provide Morgan Stanley with certain rights if the value of purchased assets declines. Under these circumstances, Morgan Stanley may require the subsidiary to transfer cash in an amount necessary to eliminate such margin deficit or repurchase the asset(s) that resulted in the margin call. The Company guaranteed its subsidiary’s payment and performance under the Morgan Stanley Facility pursuant to a guaranty agreement (the “Morgan Stanley Guaranty”), subject to a limit of 25 % of the then currently unpaid aggregate repurchase price of all purchased assets. The Morgan Stanley Guaranty includes certain financial covenants required of the Company, including required liquidity, required capital, ratios of total indebtedness to equity and EBITDA requirements. Also, the subsidiary’s direct parent, ACRES RF, executed a Pledge Agreement with Morgan Stanley pursuant to which ACRES RF pledged and granted to Morgan Stanley a continuing security interest in any and all of ACRES RF’s right, title and interest in and to the subsidiary, including all distributions, proceeds, payments, income and profits from ACRES RF’s interests in the subsidiary. The Morgan Stanley Facility specifies events of default, subject to certain materiality thresholds and grace periods, customary for this type of financing arrangement. The remedies for such events of default are also customary for this type of financing arrangement and include acceleration of the principal amount outstanding under the Morgan Stanley Facility and liquidation by Morgan Stanley of purchased assets then subject to the Morgan Stanley Facility. Mortgages Payable In April 2022, Chapel Drive West, LLC, a wholly owned subsidiary of the FSU Student Venture, entered into a Loan Agreement (the “Mortgage”) with ReadyCap Commercial, LLC (“ReadyCap”) to finance the acquisition of a student housing comple |