false000166629100016662912024-05-062024-05-06
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): May 06, 2024 |
Claros Mortgage Trust, Inc.
(Exact name of Registrant as Specified in Its Charter)
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Maryland |
001-40993 |
47-4074900 |
(State or Other Jurisdiction
of Incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
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c/o Mack Real Estate Credit Strategies, L.P. 60 Columbus Circle 20th Floor |
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New York, New York |
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10023 |
(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s Telephone Number, Including Area Code: (212) 484-0050 |
(Former Name or Former Address, if Changed Since Last Report)
N/A
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
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Name of each exchange on which registered
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Common Stock, $0.01 par value per share |
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CMTG |
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New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
On May 6, 2024, Claros Mortgage Trust, Inc. (the “Company”) issued a press release announcing its financial results for the quarter ended March 31, 2024 and distributed certain supplemental financial information. Copies of the press release and supplemental financial information are furnished herewith as Exhibits 99.1 and 99.2, respectively. The press release and supplemental financial information have also been posted in the investor relations/presentations section of the Company’s website at www.clarosmortgage.com.
The information in this Item 2.02 (including Exhibits 99.1 and 99.2 hereto) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Furthermore, the information contained in the press release and supplemental financial information attached to this report as Exhibits 99.1 and 99.2, respectively, shall not be deemed to be incorporated by reference in the filings of the registrant under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 7.01. Regulation FD Disclosure.
As discussed in Item 2.02 above, the Company issued a press release announcing its earnings for the quarter ended March 31, 2024 and distributed certain supplemental information. The press release and supplemental financial information have also been posted in the investor relations/presentations section of the Company’s website at www.clarosmortgage.com.
The information in this Item 7.01 (including Exhibits 99.1 and 99.2 hereto) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Furthermore, the information contained in the press release and supplemental financial information attached to this report as Exhibits 99.1 and 99.2, respectively, shall not be deemed to be incorporated by reference in the filings of the registrant under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing. The information included in this Current Report on Form 8-K under this Item 7.01 (including Exhibit 99.1 and 99.2 hereto) will not be deemed an admission as to the materiality of any information required to be disclosed solely to satisfy the requirements of Regulation FD.
Item 9.01 Financial Statements and Exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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CLAROS MORTGAGE TRUST, INC. |
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Date: |
May 6, 2024 |
By: |
/s/ J. Michael McGillis |
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J. Michael McGillis
Chief Financial Officer, President and Director
(Principal Financial and Accounting Officer) |
Claros Mortgage Trust, Inc. Reports First Quarter 2024 Results
New York, NY, May 6, 2024 – Claros Mortgage Trust, Inc. (NYSE: CMTG) (the “Company” or “CMTG”) today reported its financial results for the quarter ended March 31, 2024. The Company’s first quarter 2024 GAAP net loss was ($52.8 million), or ($0.39) per diluted share. Distributable Loss (a non-GAAP financial measure defined below) was ($16.8 million), or ($0.12) per diluted share. Distributable Earnings prior to realized losses was $27.7 million, or $0.20 per diluted share.
First Quarter 2024 Highlights
•$6.7 billion loan portfolio with a weighted average all-in yield of 9.1%.
•Funded approximately $143 million of follow-on fundings related to the existing loan portfolio.
•Received loan repayment proceeds of $146 million, including $136 million from two full loan repayments.
•Sold three loans for $262 million, or 96% of unpaid principal balance. As of December 31, 2023, these loans represented unpaid principal balance of $272 million and unfunded commitments of $107 million.
•Reclassified one loan to held-for-sale, representing an unpaid principal balance of $216 million and unfunded commitments of $45 million as of March 31, 2024.
oSubsequent to quarter end, the loan was sold for $175 million, or 80% of unpaid principal balance; after the repayment of senior financing and closing costs, the loan sale generated net liquidity of $33 million.
•Repaid $384 million in financings during the first quarter.
o$261 million in connection with loan repayments or sales.
o$82 million of voluntary deleveraging payments.
o$41 million of scheduled deleveraging payments.
•Made incremental borrowings of $157 million.
•Total liquidity of $265 million consisting of $233 million of cash and $32 million of approved and undrawn credit capacity.
•General CECL reserves increased by $0.15 per share to $0.72 per share at March 31, 2024 from $0.57 per share at December 31, 2023. Specific CECL reserves increased by $0.03 per share to $0.54 per share at March 31, 2024 from $0.51 per share at December 31, 2023.
oOverall CECL reserves stand at 2.6% of overall unpaid principal balance, comprised of 23% on the unpaid principal balance of 5 rated loans and 1.6% on the unpaid principal balance of the remaining portfolio.
•Paid a cash dividend of $0.25 per share of common stock for the first quarter of 2024.
•Book value per share of $15.55 per share.
“While underlying property fundamentals, excluding office, remain stable, dynamic macroeconomic factors continue to create uncertainty across our industry,” said Richard Mack, Chief Executive Officer and Chairman of CMTG. “Given these conditions, our focus is on proactive asset management, optimizing our balance sheet, and drawing upon our Sponsor’s experience and platform to drive results for the Company.”
Teleconference Details
A conference call to discuss CMTG’s financial results will be held on Tuesday, May 7, 2024, at 10:00 a.m. ET. The conference call may be accessed by dialing 1-833-470-1428 and referencing the Claros Mortgage Trust, Inc. teleconference call; access code 186136.
The conference call will also be broadcast live over the internet and may be accessed through the Investor Relations section of CMTG’s website at www.clarosmortgage.com.The earnings presentation accompanying this release and containing supplemental information about the Company’s financial results may also be accessed through this website in advance of the call.
For those unable to listen to the live broadcast, a webcast replay will be available on CMTG’s website or by dialing 1-866-813-9403, access code 568613, beginning approximately two hours after the event.
About Claros Mortgage Trust, Inc.
CMTG is a real estate investment trust that is focused primarily on originating senior and subordinate loans on transitional commercial real estate assets located in major markets across the U.S. CMTG is externally managed and advised by Claros REIT Management LP, an affiliate of Mack Real Estate Credit Strategies, L.P. Additional information can be found on the Company’s website at www.clarosmortgage.com.
Forward-Looking Statements
Certain statements contained in this press release may be considered 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. CMTG intends for all such forward-looking statements to be covered by the applicable safe harbor provisions for forward-looking statements contained in those acts. Such forward-looking statements can generally be identified by CMTG’s use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “continue,” “seek,” “objective,” “goal,” “strategy,” “plan,” “focus,” “priority,” “should,” “could,” “potential,” “possible,” “look forward,” “optimistic,” or other similar words. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Such statements are subject to certain risks and uncertainties, including known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of CMTG’s performance in future periods. Except as required by law, CMTG does not undertake any obligation to update or revise any forward-looking statements contained in this release.
Definitions
Distributable Earnings (Loss):
Distributable Earnings (Loss) is a non-GAAP measure used to evaluate our performance excluding the effects of certain transactions, non-cash items and GAAP adjustments, as determined by our Manager. Distributable Earnings (Loss) is a non-GAAP measure, which the Company defines as net income (loss) in accordance with GAAP, excluding (i) non-cash stock-based compensation expense, (ii) real estate depreciation and amortization, (iii) any unrealized gains or losses from mark-to-market valuation changes (other than permanent impairments) that are included in net income (loss) for the applicable period, (iv) one-time events pursuant to changes in GAAP and (v) certain non-cash items, which in the judgment of our Manager, should not be included in Distributable Earnings (Loss). Furthermore, the Company presents Distributable Earnings prior to realized gains and losses, which includes principal charge-offs, as the Company believes this more easily allows our Board, Manager, and investors to compare our operating performance to our peers, to assess our ability to declare and pay dividends, and to determine our compliance with certain financial covenants. Pursuant to the Management Agreement, we use Core Earnings, which is substantially the same as Distributable Earnings (Loss) excluding incentive fees, to determine the incentive fees we pay our Manager.
The Company believes that Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses provide meaningful information to consider in addition to our net income (loss) and
cash flows from operating activities in accordance with GAAP. Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses do not represent net income (loss) or cash flows from operating activities in accordance with GAAP and should not be considered as an alternative to GAAP net income (loss), an indication of our cash flows from operating activities, a measure of our liquidity or an indication of funds available for our cash needs. In addition, the Company’s methodology for calculating these non-GAAP measures may differ from the methodologies employed by other companies to calculate the same or similar supplemental performance measures and, accordingly, the Company’s reported Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses may not be comparable to the Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses reported by other companies.
In order to maintain the Company’s status as a REIT, the Company is required to distribute at least 90% of its REIT taxable income, determined without regard to the deduction for dividends paid and excluding net capital gain, as dividends. Distributable Earnings (Loss), Distributable Earnings prior to realized gains and losses, and other similar measures, have historically been a useful indicator over time of a mortgage REIT’s ability to cover its dividends, and to mortgage REITs themselves in determining the amount of any dividends to declare. Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses are key factors, among others, considered by the Board in determining the dividend each quarter and as such the Company believes Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses are also useful to investors.
While Distributable Earnings (Loss) excludes the impact of our provision for or reversal of current expected credit loss reserve, principal charge-offs are recognized through Distributable Earnings (Loss) when deemed non-recoverable. Non-recoverability is determined (i) upon the resolution of a loan (i.e., when the loan is repaid, fully or partially, or when the Company acquires title in the case of foreclosure, deed-in-lieu of foreclosure, or assignment-in-lieu of foreclosure), or (ii) with respect to any amount due under any loan, when such amount is determined to be uncollectible.
Contact Information
Investor Relations:
Claros Mortgage Trust, Inc.
Anh Huynh
212-484-0090
cmtgIR@mackregroup.com
Media Relations:
Financial Profiles
Kelly McAndrew
203-613-1552
Kmcandrew@finprofiles.com
Claros Mortgage Trust, Inc.
Reconciliation of Distributable (Loss) Earnings to Net (Loss) Income
(Amounts in thousands, except share and per share data)
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Three Months Ended |
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March 31, 2024 |
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December 31, 2023 |
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Net (loss) income: |
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$ |
(52,795 |
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34,043 |
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Adjustments: |
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Non-cash stock-based compensation expense |
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4,353 |
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4,469 |
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Provision for current expected credit loss reserve |
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69,960 |
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5,247 |
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Depreciation and amortization expense |
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2,599 |
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2,579 |
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Amortization of above and below market lease values, net |
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354 |
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354 |
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Unrealized loss on interest rate cap |
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998 |
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1,835 |
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Loss on extinguishment of debt |
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2,244 |
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- |
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Gain on foreclosure of real estate owned |
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- |
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(4,162 |
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Distributable Earnings prior to realized losses |
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$ |
27,713 |
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$ |
44,365 |
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Loss on extinguishment of debt |
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(2,244 |
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- |
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Principal charge-offs |
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(42,266 |
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(7,468 |
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Distributable (Loss) Earnings |
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$ |
(16,797 |
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$ |
36,897 |
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Weighted average diluted shares - Distributable (Loss) Earnings |
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141,403,825 |
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141,321,572 |
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Diluted Distributable Earnings per share prior to realized losses |
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$ |
0.20 |
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$ |
0.31 |
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Diluted Distributable (Loss) Earnings per share |
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$ |
(0.12 |
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$ |
(0.26 |
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First Quarter 2024 Earnings Supplement Claros Mortgage Trust, Inc. (CMTG) May 6, 2024 The properties above are not representative of all transactions. The information provided herein is as of March 31, 2024 unless otherwise noted.
First Quarter 2024 Highlights $6.7 billion Loan Portfolio 3 $2.2 billion Equity Book Value $265 million Total Liquidity 1 2.4x Net Debt / Equity Ratio 5 9.1% Weighted Average All-In Yield 2 98% Floating Rate Loans 3 98% Senior Loans 3,14 69.2% Weighted Average Portfolio LTV 4 See Endnotes in the Appendix.
Financial GAAP net loss of $52.8 million, or $0.39 per share; distributable loss of $16.8 million, or $0.12 per share; and distributable earnings prior to realized losses of $27.7 million, or $0.20 per share 6 Paid a cash dividend of $0.25 per share for the first quarter of 2024 REO investments contributed a distributable loss of $0.03 per share for the quarter Hospitality REO: distributable loss of $0.04 per share primarily due to seasonality Mixed-use REO: distributable earnings of $0.01 per share Loan Portfolio3,7 $6.7 billion loan portfolio of which 98% are floating-rate and 98% are senior loans14 During the quarter: Received $146 million in loan repayments, including two full loan repayments totaling $136 million; one loan was a previously risk rated 4 loan with a UPB of ~$104 million Sold three loans previously classified as held-for-sale at December 31, 2023 Funded $143 million on existing loan commitments Reclassified a 4-rated loan on non-accrual status to held-for-sale; UPB of $216 million and unfunded commitment of $45 million Loans with a risk rating of 4 or higher increased to 29% of the loan portfolio as of March 31, 2024, compared to 26% at December 31, 20233 No change to 5 rated loans from December 31, 2023 CECL reserve stands at 2.6% of UPB at March 31, 2024, comprised of (i) specific reserves of 22.9% on 5 rated loans and (ii) general reserve of 1.6% (3.1% on 4 rated loans and 0.9% on remaining loans) Liquidity and Capitalization At March 31, 2024: Total liquidity of $265 million consisting of $233 million of cash, and $32 million of approved and undrawn credit capacity1 Unencumbered loan assets totaled $419 million (93% senior loans) Warehouse financing capacity totaled $5.0 billion across six counterparties; $3.6 billion outstanding at March 31, 2024 Net debt / equity ratio of 2.4x and total leverage ratio of 2.8x as of March 31, 2024, unchanged from December 31, 20235,8 First Quarter 2024 Highlights (cont’d) See Endnotes in the Appendix.
Loan Portfolio Overview Key Portfolio Metrics7,b March 31, 2024 December 31, 2023 Loan Portfolio3 $6.7Bn $6.9Bn Total Loan Commitments10 $7.7Bn $8.1Bn Number of Loans 62 65 LTV4 69.2% 69.2% Average Commitment Size ~$120MM ~$120MM Weighted Average All-In Yield2 9.1% 9.1% Floating Rate Loans3 98% 98% Senior Loans3,14 98% 98% a At March 31, 2024, mixed-use comprises of 3% office, 2% retail, 2% multifamily, 1% hospitality, and immaterial amounts of for sale condo. Mixed-use allocations are based upon allocable square footage except where another method is deemed more appropriate under the applicable facts and circumstances. b. Excludes loans held-for-sale. Collateral Diversification3,7 Geographical Diversification3,7
$ amounts in millions Region Exposure by Carrying Value and as a % of Total Carrying Value Collateral Type Number of Loans Carrying Value3 % of Total Carrying Value West Northeast Southeast Mid Atlantic Southwest Midwest Other Multifamily 21 2,669 40% $1,221 / 18% $390 / 6% - $266 / 4% $510 / 8% $282 / 4% - Hospitality 8 1,235 18% $611 / 9% $340 / 5% $285 / 4% - - - - Office 9 967 14% $254 / 4% $273 / 4% $228 / 3% - $88 / 1% $125 / 2% - Mixed-use a 5 612 9% - $195 / 3% $103 / 2% $314 / 5% - - - Land 6 519 8% - $368 / 5% $30 / 0% $120 / 2% - - - For Sale Condo 2 219 3% $209 / 3% $10 / 0% - - - - - Other b 11 509 8% $81 / 1% $185 / 3% $90 / 1% $80 / 1% - $72 / 1% $2 / 0% Total 62 6,729 100% $2,376 / 35% $1,760 / 26% $735 / 11% $779 / 12% $598 / 9% $479 / 7% $2 / 0% Loan Portfolio Overview (cont’d) Totals may not foot due to rounding. At March 31, 2024, mixed-use comprises of 3% office, 2% retail, 2% multifamily, 1% hospitality, and immaterial amounts of for sale condo. Mixed-use allocations are based upon allocable square footage except where another method is deemed more appropriate under the applicable facts and circumstances. Includes four loans secured by a portfolio of build-to-rent homes, representing $134 million in loan commitments and $91 million in unpaid principal balance.
As of March 31, 2024 As of May 3, 2024 Liquidity Overview & Unfunded Commitments a. Reflects payment of dividend of $36 million which was paid on April 15, 2024. b. As of March 31, 2024, we have $496 million of in-place financings to fund our remaining commitments, excluding $32 million of approved and undrawn credit capacity 1. c. Not expected to fund is comprised of unfunded commitments relating to loans on non-accrual status, loans in maturity default, loans risk rated 5 and/or delinquent loans. Cash and cash equivalents Approved and Undrawn Credit Capacity Total Available Liquidity 1 a Available Liquidity at March 31, 2024 and May 3, 2024 ($ in millions) Unfunded Commitments and Source of Funds b ($ in millions) b In-Place Financings Not Expected to Fundc Equity Required
Financial Overview a. See page 7 for book value bridge. Key Financial Metrics 1Q-2024 Total 2024 GAAP Net Loss ($MM) Per Share $(52.8) $(0.39) $(52.8) $(0.39) Distributable Loss ($MM)6 Per Share $(16.8) $(0.12) $(16.8) $(0.12) Distributable Earnings prior to realized losses ($MM)6 Per Share $27.7 $0.20 $27.7 $0.20 Dividends ($MM) Per Share $35.6 $0.25 $35.6 $0.25 Book Value ($MM) Per Share Adjusted Book Value per Sharea $2,215.9 $15.55 $16.47 Net Debt / Equity Ratio5 Total Leverage Ratio8 2.4x 2.8x GAAP net loss of $52.8 million, or $0.39 per share; distributable loss of $16.8 million, or $0.12 per share; and distributable earnings prior to realized losses of $27.7 million, or $0.20 per share 6 Paid a cash dividend of $0.25 per share for the first quarter of 2024
Book Value per Share Roll-Forward Totals may not foot due to rounding. $17.03 Adjusted BV per Share $16.47 Adjusted BV per Share Book Value per Share Book Value at 12/31/2023 Distributable Earnings (excl. realized losses) Realized Losses and Non-Cash Items Cash Dividend RSUs and Other Book Value at 3/31/2024
Real Estate Owned In Q1 2021, we acquired legal title to a portfolio of seven limited service hotels located in New York, NY Generally, the first quarter of each year is historically the softest quarter of the year due to the seasonality of travel Hospitality Portfolio Acquisition Date February 2021 Location New York, NY Keys 1,087 Gross Cost $419 million Debt Outstanding $280 million Net Equity 1 $139 million In Q2 2023, we acquired legal title to a mixed-use property located in New York, NY The mixed-use property contains office, retail and signage components Mixed-Use Acquisition Date June 2023 Location New York, NY NSF 142K (Office) + 33K (Retail) Gross Cost $149 million Debt Outstanding - Net Equity 1 $149 million Image not representative of all hotels in portfolio. 1. Excludes impact accumulated depreciation and amortization. See page 16 for carrying value of real estate owned net of accumulated depreciation and amortization.
Portfolio Activity, Leverage and Loan Maturity $(219) Net Change in UPB UPB at December 31, 2023 Fundings Repayments UPB at March 31, 2024 Total Commitments $7,716 Total Commitments $8,121 Q1 2024 – Loan Activity $(226) Net Change in UPB Totals may not foot due to rounding. a. Excludes $459 million of loans in maturity default as of March 31, 2024. Loan Maturity Schedule11,a Leverage Ratios5,8 Q1 2024 – Financing Activity UPB at December 31, 2023 Advances Repayments UPB at March 31, 2024 Voluntary Repayments
Defensive Capital Management Since Q1 2023, we have made $439 million in voluntary delevering payments Voluntary Delevering Paydowns
Financing Mix Total financing capacity of $7.2 billion decreased from $7.3 billion at December 31, 2023; undrawn capacity increased to $1.7 billion from $1.6 billion at December 31, 202312 Weighted average spread of 3.03% at March 31, 2024, unchanged from December 31, 2023 Summary of Outstanding Financing $ amounts in millions Capacity UPB at March 31, 2024 Weighted Average Spread13 Repurchase agreements and term participation facility $5,679 $4,099 2.72% Asset Specific Financing $534 $366 3.63% Secured Term Loan $724 $724 4.50% Debt Related to REO $280 $280 2.90% Total as of 1Q-2024 $7,216 $5,468 3.03% Financing Balances and weighted average spreads Financing Composition and Mark-to-Market % Mark-to-Market At March 31, 2024, of $3.6 billion of repurchase agreements financing UPB, $1.9 billion contains credit and limited capital markets mark-to-market provisions and $1.7 billion contain credit only mark-to-market provisions
Appendix A The properties above are not representative of all transactions.
Portfolio Overview Investment Carrying Value3 Unpaid Principal Balance Loan Commitment10 Origination Date Property Type Location Loan Type Construction Risk Rating Investment 1 399.7 401.2 405.0 Dec-21 Multifamily CA Senior N 4 Investment 2 389.7 390.0 390.0 Nov-19 Multifamily NY Senior N 3 Investment 3 261.3 260.0 260.0 Jul-18 Hospitality NY Senior N 3 Investment 4 225.0 225.0 225.0 Jul-21 Hospitality GA Senior N 3 Investment 5 219.0 220.0 227.0 Jun-22 Hospitality CA Senior N 3 Investment 6 213.0 213.8 235.0 Aug-22 Hospitality CA Senior N 3 Investment 7 208.9 208.9 247.3 Oct-19 For Sale Condo CA Senior N 3 Investment 8 187.0 187.1 194.9 Oct-19 Mixed-Use DC Senior N 3 Investment 9 182.9 183.0 183.0 Sep-18 Land NY Senior N 3 Investment 10 181.0 181.0 319.9 Sep-19 Office GA Senior N 4 Investment 11 169.6 170.0 170.0 Jan-22 Multifamily CO Senior N 3 Investment 12 168.3 168.9 193.4 Apr-22 Multifamily MI Senior N 3 Investment 13 154.2 155.0 160.0 Sep-22 Multifamily AZ Senior N 3 Investment 14 120.1 151.6 151.6 Jan-18 Land VA Senior N 5 Investment 15 150.0 150.0 150.0 Feb-19 Office CT Senior N 4 Investment 16 136.2 136.5 136.5 Dec-21 Multifamily PA Senior N 3 Investment 17 135.7 136.4 151.7 Apr-22 Multifamily TX Senior N 3 Investment 18 129.7 130.0 130.0 Dec-21 Multifamily VA Senior N 3 Investment 19 126.6 128.4 202.5 May-22 Mixed-Use VA Senior Y 3 Investment 20 124.8 125.0 125.0 Dec-21 Office IL Subordinate N 3 CMTG Portfolio Summary by Unpaid Principal Balance as of March 31, 2024 ($ amounts in millions)
Portfolio Overview Investment Carrying Value3 Unpaid Principal Balance Loan Commitment10 Origination Date Property Type Location Loan Type Construction Risk Rating Investment 21 122.6 123.3 127.3 Jun-22 Multifamily TX Senior N 3 Investment 22 122.5 122.5 122.5 Sep-19 Office NY Senior N 4 Investment 23 119.8 119.8 122.1 Apr-19 Mixed-Use NY Senior N 3 Investment 24 118.6 119.1 122.0 Mar-22 Multifamily TX Senior N 4 Investment 25 115.0 115.0 115.0 Aug-22 Multifamily CO Senior N 3 Investment 26 113.7 113.5 113.5 Jul-21 Multifamily IL Senior N 3 Investment 27 91.3 112.4 124.8 Feb-20 Office CA Senior N 5 Investment 28 102.8 103.0 103.0 Dec-21 Mixed-Use TN Senior N 3 Investment 29 101.6 102.1 148.3 Mar-21 Other MA Senior N 3 Investment 30 101.0 101.1 101.1 Mar-23 Hospitality CA Senior N 3 Investment 31 97.8 98.2 100.0 Aug-21 Office CA Senior N 4 Investment 32 96.1 96.5 100.8 Jan-22 Multifamily NV Senior N 4 Investment 33 86.2 87.9 176.3 Sep-22 Multifamily UT Senior Y 3 Investment 34 87.8 87.8 87.8 Mar-20 Office TX Senior N 4 Investment 35 88.2 87.7 87.7 Dec-18 Land NY Senior N 4 Investment 36 83.1 84.0 140.0 Nov-22 Other MA Senior Y 3 Investment 37 81.3 82.2 106.5 Oct-22 Other NV Senior Y 3 Investment 38 79.8 80.8 130.5 Jan-22 Other PA Senior N 3 Investment 39 a 78.4 78.5 115.3 Aug-22 Hospitality NY Senior Y 4 Investment 40 77.8 77.8 77.8 Jul-18 Hospitality CA Senior N 4 CMTG Portfolio Summary by Unpaid Principal Balance as of March 31, 2024 ($ amounts in millions)
Portfolio Overview Investment Carrying Value3 Unpaid Principal Balance Loan Commitment10 Origination Date Property Type Location Loan Type Construction Risk Rating Investment 41 75.4 75.5 76.0 Jul-22 Multifamily UT Senior N 3 Investment 42 75.5 75.5 75.5 Apr-19 Mixed-Use NY Senior N 3 Investment 43 71.7 71.8 79.6 Jun-21 Other MI Senior N 3 Investment 44 46.7 71.5 84.8 Aug-21 Office GA Senior N 5 Investment 45 69.3 69.5 83.9 Dec-21 Multifamily TX Senior N 4 Investment 46 67.0 67.0 67.0 Jul-19 Land NY Senior N 4 Investment 47 64.7 65.4 90.0 Feb-22 Office WA Senior N 3 Investment 48 59.5 59.8 73.7 Jan-22 Hospitality TN Senior N 3 Investment 49 57.1 57.3 60.3 Nov-21 Multifamily NV Senior N 3 Investment 50 50.0 50.2 53.3 Mar-22 Multifamily AZ Senior N 4 Investment 51 39.1 39.3 44.8 Feb-22 Multifamily TX Senior N 4 Investment 52 32.9 33.3 54.0 Feb-22 Other GA Senior Y 3 Investment 53 30.3 30.2 30.2 Jul-21 Land FL Subordinate N 3 Investment 54 30.0 30.0 30.0 Apr-19 Land MA Senior N 3 Investment 55 24.8 24.9 28.5 Feb-22 Multifamily TX Senior N 3 Investment 56 20.7 20.9 23.4 Apr-22 Other GA Senior Y 3 Investment 57 19.3 19.6 32.1 Feb-22 Other FL Senior Y 3 Investment 58 18.1 19.2 112.1 Dec-22 Multifamily WA Senior Y 3 Investment 59 16.7 16.9 24.2 Apr-22 Other GA Senior Y 3 Investment 60 10.3 10.1 10.1 Aug-19 For Sale Condo NY Senior N 3 CMTG Portfolio Summary by Unpaid Principal Balance as of March 31, 2024 ($ amounts in millions)
Portfolio Overview Investment Carrying Value3 Unpaid Principal Balance Loan Commitment10 Origination Date Property Type Location Loan Type Construction Risk Rating Investment 61 1.9 1.9 1.9 Jul-19 Other Other Senior N 5 Investment 62 (0.0) 0.9 0.9 Aug-18 Other NY Subordinate N 5 Total / Wtd. Average9 $6,729.0 $6,825.7 $7,716.0 13% Investment in unconsolidated joint venture a $42.4 Real Estate Owned – Hospitality, net 393.2 Real Estate Owned – Mixed-Use, net b 146.3 Portfolio Total $7,310.9 CMTG Portfolio Summary by Unpaid Principal Balance as of March 31, 2024 ($ amounts in millions) Comprised of loans backed by the same property. Total carrying value includes acquired lease intangibles, net of accumulated depreciation and amortization.
($ amounts in thousands) March 31, 2024 March 31, 2022 December 31, 2023 March 31, 2022 Assets Cash and cash equivalents $ 232,514 $ 187,301 Restricted cash 19,256 27,588 Loan principal payments held by servicer - 11,000 Loans receivable held-for-investment 6,806,606 7,020,383 Less: current expected credit loss reserve (171,335) (142,958) Loans receivable held-for-investment, net 6,635,271 6,877,425 Loans receivable held-for-sale 172,177 261,709 Equity method investment 42,439 42,474 Real estate owned, net 521,025 522,959 Other assets 133,135 138,905 Total assets $ 7,755,817 $ 8,069,361 Liabilities and Equity Repurchase agreements $ 3,601,284 $ 3,805,678 Term participation facility 497,225 465,434 Loan participations sold, net 100,633 120,508 Notes payable, net 262,164 283,341 Secured term loan, net 711,876 712,576 Debt related to real estate owned, net 277,550 289,913 Other liabilities 44,370 47,368 Dividends payable 35,622 35,328 Management fee payable – affiliate 9,210 9,315 Total liabilities $ 5,539,934 $ 5,769,461 Equity Common stock 1,387 1,387 Additional paid-in capital 2,729,617 2,725,217 Accumulated deficit (515,121) (426,704) Total equity 2,215,883 2,299,900 Total liabilities and equity $ 7,755,817 $ 8,069,361 Consolidated Balance Sheets March 31, 2024 and December 31, 2023 Source: CMTG financials.
Consolidated Statements of Operations For the Three Months Ended March 31, 2024 and December 31, 2023 Source: CMTG financials. Three Months Ended Three Months Ended Three Months Ended Three Months Ended Three Months Ended ($ amounts in thousands, except share and per share data) March 31, 2022 March 31, 2024 March 31, 2022 December 31, 2023 March 31, 2022 Revenue Interest and related income $ 160,845 $ 170,929 Less: interest and related expense 115,931 121,191 Net interest income 44,914 49,738 Revenue from real estate owned 13,911 26,241 Total net revenue 58,825 75,979 Expenses Management fees – affiliate 9,210 9,315 General and administrative expenses 3,877 3,631 Stock-based compensation expense 4,353 4,469 Real estate owned: Operating expenses 12,880 14,528 Interest expense 6,329 6,184 Depreciation and amortization 2,599 2,579 Total expenses 39,248 40,706 Proceeds from interest rate cap 865 1,732 Unrealized loss on interest rate cap (998) (1,836) Gain on foreclosure of real estate owned - 4,162 Loss from equity method investment (35) (41) Loss on extinguishment of debt (2,244) - Provision for current expected credit loss reserve (69,960) (5,247) Net (loss) income $ (52,795) $ 34,043 Net (loss) income per share of common stock Basic and diluted $ (0.39) $ 0.24 Weighted-average shares of common stock outstanding Basic and diluted 138,791,113 138,776,355
Distributable Earnings (Loss) Reconciliation Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023 Total 2023 (2) Net income (loss): $(52,795) $34,043 $(68,947) $4,253 $36,678 $6,027 Adjustments: Non-cash stock-based compensation expense 4,353 4,469 4,369 4,395 3,366 16,599 Provision for (reversal of) current expected credit loss reserve 69,960 5,247 110,198 41,476 (3,239) 153,683 Depreciation and amortization expense 2,599 2,579 2,558 2,092 2,058 9,287 Amortization of above and below market lease values, net 354 354 354 - - 708 Unrealized loss on interest rate cap 998 1,835 1,659 259 1,404 5,157 Loss on extinguishment of debt 2,244 - - - - - Gain on extinguishment of debt - - - (2,217) - (2,217) Gain on sale of loan - - (575) - - (575) Gain on foreclosure of real estate owned (1) - (4,162) - - - (4,162) Distributable Earnings prior to realized gains and losses $27,713 $44,365 $49,616 $50,258 $40,267 $184,507 Gain on sale of loan - - 575 - - 575 Loss on extinguishment of debt (2,244) - - - - - Gain on extinguishment of debt - - - 2,217 - 2,217 Principal charge-offs (42,266) (7,468) (72,957) (66,935) - (147,361) Distributable Earnings (Loss) ($16,797) $36,897 ($22,766) ($14,460) $40,267 $39,938 Weighted average diluted shares - Distributable Earnings (Loss) 141,403,825 141,321,572 141,469,161 141,648,701 140,568,979 141,254,760 Diluted Distributable Earnings per share prior to realized gains and losses $0.20 $0.31 $0.35 $0.35 $0.29 $1.31 Diluted Distributable Earnings (Loss) per share ($0.12) $0.26 ($0.16) ($0.10) $0.29 $0.28 Reconciliation of GAAP Net Income (Loss) to Distributable Earnings (Loss) Refer to page 21 for definition of Distributable Earnings 1. Represents an adjustment to previously recognized gain on foreclosure of real estate owned in 2021 2. Totals may not foot or cross-foot due to rounding
Book Value per share Reconciliation Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023 ($ in 000’s except for per share data) Equity $ 2,215,883 $ 2,299,900 $ 2,296,669 $ 2,400,426 $ 2,444,154 Number of shares of common stock outstanding and RSUs 142,486,624 141,313,339 141,321,693 141,687,697 141,632,654 Book Value per share(1) $ 15.55 $ 16.28 $ 16.25 $ 16.94 $ 17.26 Add back: accumulated depreciation on real estate owned and accumulated amortization of related lease intangibles 0.20 0.18 0.16 0.14 0.12 Add back: general CECL reserve 0.72 0.57 0.59 0.56 0.58 Adjusted Book Value per share $ 16.47 $ 17.03 $ 17.00 $ 17.64 $ 17.96 Debt-to-Equity and Total Leverage Reconciliation Q1 2024 Q4 2023 Q3 2023 Q2 2023 Q1 2023 Asset-specific debt $ 4,738,856 $ 4,964,874 $ 4,935,633 $ 5,162,229 $ 5,182,328 Secured term loan, net 711,876 712,576 713,276 713,975 736,190 Total debt 5,450,732 5,677,450 5,648,909 5,876,204 5,918,518 Less: cash and cash equivalents (232,514) (187,301) (307,367) (253,055) (426,503) Net Debt $ 5,218,218 $ 5,490,149 $ 5,341,542 $ 5,623,149 $ 5,492,015 Total Equity $ 2,215,883 $ 2,229,900 $ 2,296,669 $ 2,400,426 $ 2,444,154 Net Debt-to-Equity Ratio 2.4x 2.4x 2.3x 2.3x 2.2x Non-consolidated senior loans 887,300 887,300 887,300 916,616 915,623 Total Leverage $ 6,105,518 $ 6,377,449 $ 6,228,842 $ 6,539,765 $ 6,407,638 Total Leverage Ratio 2.8x 2.8x 2.7x 2.7x 2.6x Adjusted Book Value per share, Debt-to-Equity and Total Leverage Calculations 1. Calculated as (i) total equity divided by (ii) number of shares of common stock outstanding and RSUs at period end.
Important Notices The information herein generally speaks as of the date hereof or such earlier date referred to on specific pages herein. In furnishing this document, Claros Mortgage Trust, Inc. and its consolidated subsidiaries (the “Company” or “CMTG”) do not undertake to update the information herein. No legal commitment or obligation shall arise by the provision of this presentation. All financial information is provided for general reference purposes only and is superseded by, and is qualified in its entirety by reference to, CMTG’s financial statements. No Offer or Solicitation This document does not constitute (i) an offer to sell or a solicitation of an offer to purchase any securities in CMTG, (ii) a means by which any other investment may be offered or sold or (iii) advice or an expression of our view as to whether an investment in CMTG is suitable for any person. Portfolio Metrics; Basis of Accounting The performance information set forth in this document has generally been prepared on the basis of generally accepted accounting principles in the United States (U.S. GAAP). The basis on which CMTG’s operating metrics are presented in this document may vary from other reports or documents that CMTG prepares from time to time for internal or external use. Net Debt / Equity Ratio, Total Leverage Ratio, and Distributable Earnings (Loss) Net Debt / Equity Ratio, Total Leverage Ratio, and Distributable Earnings (Loss) are non-GAAP measures used to evaluate the Company’s performance excluding the effects of certain transactions, non-cash items and GAAP adjustments, as determined by our Manager. Net Debt / Equity Ratio is a non-GAAP measure, which the Company defines as the ratio of asset-specific debt and Secured Term Loan, less cash and cash equivalents, to total equity. Total Leverage Ratio is a non-GAAP measure, which the Company defines as the ratio of asset-specific debt and Secured Term Loan, plus non-consolidated senior interests held by third parties, less cash and cash equivalents, to total equity. Distributable Earnings (Loss) is a non-GAAP measure, which the Company defines as net income (loss) in accordance with GAAP, excluding (i) non-cash stock-based compensation expense, (ii) real estate depreciation and amortization, (iii) any unrealized gains or losses from mark-to-market valuation changes (other than permanent impairments) that are included in net income (loss) for the applicable period, (iv) one-time events pursuant to changes in GAAP and (v) certain non-cash items, which in the judgment of our Manager, should not be included in Distributable Earnings (Loss). Furthermore, the Company presents Distributable Earnings prior to realized gains and losses, which includes principal charge-offs, as the Company believes this more easily allows our Board, Manager, and investors to compare our operating performance to our peers, to assess our ability to declare and pay dividends, and to determine our compliance with certain financial covenants. Pursuant to the Management Agreement, we use Core Earnings, which is substantially the same as Distributable Earnings (Loss) excluding incentive fees, to determine the incentive fees we pay our Manager. The Company believes that Net Debt / Equity Ratio and Total Leverage Ratio provide meaningful information to consider in addition to the Company’s total liabilities and balance sheets. Net Debt / Equity Ratio and Total Leverage Ratio are used to evaluate the Company’s financial leverage. The Company believes that Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses provide meaningful information to consider in addition to our net income (loss) and cash flows from operating activities in accordance with GAAP. Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses do not represent net income (loss) or cash flows from operating activities in accordance with GAAP and should not be considered as an alternative to GAAP net income (loss), an indication of our cash flows from operating activities, a measure of our liquidity or an indication of funds available for our cash needs. In addition, the Company’s methodology for calculating these non-GAAP measures may differ from the methodologies employed by other companies to calculate the same or similar supplemental performance measures and, accordingly, the Company’s reported Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses may not be comparable to the Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses reported by other companies. In order to maintain the Company’s status as a REIT, the Company is required to distribute at least 90% of its REIT taxable income, determined without regard to the deduction for dividends paid and excluding net capital gain, as dividends. Distributable Earnings (Loss), Distributable Earnings prior to realized gains and losses, and other similar measures, have historically been a useful indicator over time of a mortgage REIT’s ability to cover its dividends, and to mortgage REITs themselves in determining the amount of any dividends to declare. Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses are key factors, among others, considered by the Board in determining the dividend each quarter and as such the Company believes Distributable Earnings (Loss) and Distributable Earnings prior to realized gains and losses are also useful to investors. While Distributable Earnings (Loss) excludes the impact of our provision for or reversal of current expected credit loss reserve, principal charge-offs are recognized through Distributable Earnings (Loss) when deemed non-recoverable. Non-recoverability is determined (i) upon the resolution of a loan (i.e., when the loan is repaid, fully or partially, or when the Company acquires title in the case of foreclosure, deed-in-lieu of foreclosure, or assignment-in-lieu of foreclosure), or (ii) with respect to any amount due under any loan, when such amount is determined to be uncollectible. Determinations of Loan-to-Value / Loan-to-Cost LTV represents “loan-to-value” or “loan-to-cost”, which is calculated as our total loan commitment from time to time, as if fully funded, plus any financings that are pari passu with or senior to our loan, divided by our estimate of either (1) the value of the underlying real estate, determined in accordance with our underwriting process (typically consistent with, if not less than, the value set forth in a third-party appraisal) or (2) the borrower’s projected, fully funded cost basis in the asset, in each case, as we deem appropriate for the relevant loan and other loans with similar characteristics. Loans with specific current expected credit loss (“CECL”) reserves are reflected as having an LTV of 100%. Underwritten values and projected costs should not be assumed to reflect our judgment of current market values or project costs, which may have changed materially since the date of origination. LTV is updated only in connection with a partial loan paydown and/or release of collateral, material changes to expected project costs, the receipt of a new appraisal (typically in connection with financing or refinancing activity) or a change in our loan commitment. Totals represent weighted average based on loan commitment, including non-consolidated senior interests and pari passu interests.
Important Notices (cont’d) Forward-Looking Statements This document and oral statements made in connection therewith contain forward-looking statements within the meaning of U.S. federal securities laws. Forward-looking statements express CMTG’s views regarding future plans and expectations. They include statements that include words such as “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “project,” “plan,” “intend” and similar words or expressions. Forward-looking statements in this presentation include, but are not limited to, statements regarding future operations, business strategy, cash flows, income, costs, expenses, liabilities and profits of CMTG. These statements are based on numerous assumptions and are subject to risks, uncertainties or change in circumstances that are difficult to predict or quantify. Actual future results may vary materially from those expressed or implied in these forward-looking statements, and CMTG’s business, financial condition and results of operations could be materially and adversely affected by numerous factors, including such known and unknown risks and uncertainties. As a result, forward-looking statements should be understood to be only predictions and statements of our current beliefs, and are not guarantees of performance. Statements regarding the following subjects, among others, may be forward-looking: our business and investment strategy; changes in interest rates and their impact on our borrowers and on the availability and cost of our financing; our projected operating results; defaults by borrowers in paying debt service on outstanding loans; the timing of cash flows, if any, from our investments; the state of the U.S. and global economy generally or in specific geographic regions; reduced demand for office, multifamily or retail space, including as a result of the increase in remote and/or hybrid work trends which allow work from remote locations other than the employer’s office premises; governmental actions and initiatives and changes to government policies; the amount of commercial mortgage loans requiring refinancing; our ability to obtain and maintain financing arrangements on attractive terms, or at all; our ability to maintain compliance with covenants under our financing arrangements; current and prospective financing costs and advance rates for our target assets; our expected leverage; general volatility of the capital markets and the markets in which we may invest; the impact of a protracted decline in the liquidity of capital markets on our business; the state of the regional, national, and global banking systems; the uncertainty surrounding the strength of the national and global economies; the return on or impact of current and future investments, including our loan portfolio and real estate owned investments; allocation of investment opportunities to us by our Manager and our Sponsor; changes in the market value of our investments; effects of hedging instruments on our target assets; rates of default, decreased recovery rates, and/or increased loss severity rates on our target assets and related impairment charges, including as it relates to our real estate owned investments; the degree to which our hedging strategies may or may not protect us from interest rate volatility; changes in governmental regulations, tax law and rates, and similar matters (including interpretation thereof); our ability to maintain our qualification as a real estate investment trust (“REIT”); our ability to maintain our exclusion from registration under the 1940 Act; availability and attractiveness of investment opportunities we are able to originate in our target assets; the ability of our Manager to locate suitable investments for us, monitor, service and administer our investments and execute our investment strategy; availability of qualified personnel from our Sponsor and its affiliates, including our Manager; estimates relating to our ability to pay dividends to our stockholders in the future; our understanding of our competition; impact of increased competition on projected returns; geopolitical or economic conditions or uncertainty, which may include military conflicts and activities (including the military conflicts between Russia and Ukraine, Israel and Hamas, and elsewhere throughout the Middle East and North Africa more broadly), tensions involving Russia, China, and Iran, political instability, social unrest, civil disturbances, terrorism, natural disasters and pandemics; and market trends in our industry, interest rates, real estate values, the debt markets generally, the CRE debt market or the general economy. The forward-looking statements are based on beliefs, assumptions, and expectations about future performance, taking into account all information currently available. You should not place undue reliance on these forward-looking statements. These beliefs, assumptions, and expectations can change as a result of many possible events or factors, not all of which are known. If a change occurs, CMTG’s business, financial condition, liquidity, and results of operations may vary materially from those expressed in any forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made. New risks and uncertainties arise over time, and it is not possible to predict those events or how they may affect CMTG. Except as required by law, CMTG is not obligated to, and does not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
Endnotes Total Liquidity includes cash and approved and undrawn credit capacity based on existing collateral. All-in yield represents the weighted average annualized yield to initial maturity of each loan held-for-investment, inclusive of coupon and contractual fees, based on the applicable floating benchmark rate/floors (if applicable), in place as of March 31, 2024. For loans placed on non-accrual, the annualized yield to initial maturity used in calculating the weighted average annualized yield to initial maturity is 0%. Based on carrying value net of specific CECL reserves; excludes loans held-for-sale if applicable. LTV represents underwritten “loan-to-value” or “loan-to-cost.” Underwriting is generally not updated after origination and generally does not take into consideration the potential impact of market conditions and other factors on asset values or project costs. See Important Notices beginning on page 21 for additional information. Net Debt / Equity Ratio is calculated as the ratio of asset-specific debt and Secured Term Loan, less cash and cash equivalents, to total equity. For further information, please refer to Item 7 (MD&A) of our 10-Ks and Item 2 (MD&A) of our 10-Qs. Refer to page 19 for a reconciliation of net income (loss) to distributable earnings (loss) and distributable earnings prior to realized gains and losses. Excludes our real estate owned (REO) investments, unless otherwise noted. Total Leverage Ratio is calculated as the ratio of asset-specific debt and Secured Term Loan, plus non-consolidated senior interests held by third parties, less cash and cash equivalents, to total equity. Based on total loan commitments. Loan commitment represents principal outstanding plus remaining unfunded loan commitments. Fully extended maturity assumes all extension options are exercised by the borrower upon satisfaction of the applicable conditions. Subject to approval of financing counterparty as well as pledging of additional unencumbered assets. Weighted average spreads exclude SOFR floors. Senior loans include senior mortgages and similar credit quality loans, including related contiguous subordinate loans (if any), and pari passu participations in senior mortgage loans.
v3.24.1.u1
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| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionIndicate if registrant meets the emerging growth company criteria. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityEmergingGrowthCompany |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionCommission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.
| Name: |
dei_EntityFileNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:fileNumberItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTwo-character EDGAR code representing the state or country of incorporation.
| Name: |
dei_EntityIncorporationStateCountryCode |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarStateCountryItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityRegistrantName |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionThe Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b-2
| Name: |
dei_EntityTaxIdentificationNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:employerIdItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionLocal phone number for entity.
| Name: |
dei_LocalPhoneNumber |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:normalizedStringItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 13e
-Subsection 4c
| Name: |
dei_PreCommencementIssuerTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 14d
-Subsection 2b
| Name: |
dei_PreCommencementTenderOffer |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTitle of a 12(b) registered security. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection b
| Name: |
dei_Security12bTitle |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:securityTitleItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionName of the Exchange on which a security is registered. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Number 240
-Section 12
-Subsection d1-1
| Name: |
dei_SecurityExchangeName |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:edgarExchangeCodeItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Exchange Act
-Section 14a
-Number 240
-Subsection 12
| Name: |
dei_SolicitingMaterial |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionTrading symbol of an instrument as listed on an exchange.
| Name: |
dei_TradingSymbol |
| Namespace Prefix: |
dei_ |
| Data Type: |
dei:tradingSymbolItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
| X |
- DefinitionBoolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act. Reference 1: http://www.xbrl.org/2003/role/presentationRef
-Publisher SEC
-Name Securities Act
-Number 230
-Section 425
| Name: |
dei_WrittenCommunications |
| Namespace Prefix: |
dei_ |
| Data Type: |
xbrli:booleanItemType |
| Balance Type: |
na |
| Period Type: |
duration |
|
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