Use of Special Purpose Entities (SPE) and Variable Interest Entities (VIE) (Tables)

12 Months Ended

Dec. 31, 2025

Variable Interest Entity, Measure of Activity [Abstract]

Multi-family loans consist of the following as of December 31, 2025 and 2024, respectively (dollar amounts in thousands):


	December 31, 2025		December 31, 2024
Investment amount	$	59,102	$	90,485
Unrealized losses, net	(3,626)		(4,293)

Total, at Fair Value	$	55,476	$	86,192

During the years ended December 31, 2025 and 2024, the Company invested in subordinated securities issued by Freddie Mac-sponsored residential loan securitizations, resulting in the initial consolidation of the VIEs as shown below, respectively (dollar amounts in thousands):


	For the Years Ended December 31,
	2025		2024
Residential loans, at fair value	$	247,405	$	285,057
Collateralized debt obligations, at fair value	(235,226)		(275,200)
Net investment	$	12,179	$	9,857

The following tables present condensed statements of operations for non-Company-sponsored VIEs for the years ended December 31, 2025, 2024 and 2023, respectively (dollar amounts in thousands). The following tables include net (loss) income from assets and liabilities of disposal group held for sale and intercompany balances have been eliminated for purposes of this presentation.


	For the Year Ended December 31,
	2025
	Consolidated SLST		Consolidated Real Estate		Total
Interest income	$	50,970	$	—	$	50,970
Interest expense	37,547		—		37,547
Total net interest income	13,423		—		13,423

Income from real estate	—		68,212		68,212
Expenses related to real estate	—		76,887		76,887
Total net loss from real estate	—		(8,675)		(8,675)

Unrealized gains, net	8,460		—		8,460
Gains on derivative instruments, net	—		57		57
Impairment of real estate	—		(7,180)		(7,180)
Other income	—		8,652		8,652
Total other income	8,460		1,529		9,989

Net income (loss)	21,883		(7,146)		14,737
Net loss attributable to non-controlling interest in Consolidated VIEs	—		11,391		11,391
Net income attributable to Company	$	21,883	$	4,245	$	26,128


	For the Year Ended December 31,
	2024
	Consolidated SLST		Consolidated Real Estate		Total
Interest income	$	39,194	$	—	$	39,194
Interest expense	26,491		—		26,491
Total net interest income	12,703		—		12,703

Income from real estate	—		121,463		121,463
Expenses related to real estate	—		163,762		163,762
Total net loss from real estate	—		(42,299)		(42,299)

Unrealized gains, net	2,902		—		2,902
Gains on derivative instruments, net	—		2,788		2,788
Impairment of real estate	—		(43,959)		(43,959)
Loss on reclassification of disposal group	—		(14,636)		(14,636)
Other income	—		26,031		26,031
Total other income (loss)	2,902		(29,776)		(26,874)

Net income (loss)	15,605		(72,075)		(56,470)
Net loss attributable to non-controlling interest in Consolidated VIEs	—		31,924		31,924
Net income (loss) attributable to Company	$	15,605	$	(40,151)	$	(24,546)


	For the Year Ended December 31,
	2023
	Consolidated SLST		Consolidated Real Estate		Total
Interest income	$	34,061	$	—	$	34,061
Interest expense	24,506		—		24,506
Total net interest income	9,555		—		9,555

Income from real estate	—		160,407		160,407
Expenses related to real estate	—		192,018		192,018
Total net loss from real estate	—		(31,611)		(31,611)

Unrealized losses, net	(10,016)		—		(10,016)
Gains on derivative instruments, net	—		4,837		4,837
Impairment of real estate	—		(89,548)		(89,548)
Loss on reclassification of disposal group	—		(16,163)		(16,163)
Other income	—		2,728		2,728
Total other loss	(10,016)		(98,146)		(108,162)

Net loss	(461)		(129,757)		(130,218)
Net loss attributable to non-controlling interest in Consolidated VIEs	—		29,134		29,134
Net loss attributable to Company	$	(461)	$	(100,623)	$	(101,084)

Schedule of Assets and Liabilities of Consolidated VIEs

The following table presents a summary of the assets, liabilities and non-controlling interests of the Company’s securitizations, Consolidated SLST and Consolidated Real Estate VIEs of as of December 31, 2025 (dollar amounts in thousands). Intercompany balances have been eliminated for purposes of this presentation:


			Other VIEs
	Financing VIEs		Consolidated SLST	Consolidated Real Estate		Total
Cash and cash equivalents	$	—		$	—	$	3,853	$	3,853
Residential loans, at fair value	2,608,535			1,165,677		—		3,774,212
Real estate, net held in Consolidated VIEs (1)	—			—		424,655		424,655
Assets of disposal group held for sale (2)	—			—		1,256		1,256
Other assets	132,428			4,489		26,667		163,584
Total assets	$	2,740,963		$	1,170,166	$	456,431	$	4,367,560

Collateralized debt obligations ($3,148,157 at fair value, and $363,645 at amortized cost, net)	$	2,504,883		$	1,006,919	$	—	$	3,511,802


Mortgages payable on real estate, net in Consolidated VIEs (3)	—			—		332,131		332,131
Liabilities of disposal group held for sale (2)	—			—		122		122
Other liabilities	17,317			10,368		9,533		37,218
Total liabilities	$	2,522,200		$	1,017,287	$	341,786	$	3,881,273
Redeemable non-controlling interest in Consolidated VIEs (4)	$	—		$	—	$	3,016	$	3,016
Non-controlling interest in Consolidated VIEs (5)	$	—		$	—	$	374	$	374
Net investment (6)	$	218,763		$	152,879	$	111,255	$	482,897

(1)Included in real estate, net in the accompanying consolidated balance sheets.

(2)Represents assets and liabilities, respectively, of certain Consolidated Real Estate VIEs included in disposal group held for sale (see Note 9).

(3)Included in mortgages payable on real estate, net in the accompanying consolidated balance sheets.

(4)Represents redeemable third-party ownership of membership interests in Consolidated Real Estate VIEs. See Redeemable Non-Controlling Interest in Consolidated VIEs below.

(5)Represents third-party ownership of membership interests in Consolidated Real Estate VIEs.

(6)The net investment amount is the maximum amount of the Company's investment that is at risk to loss and represents the difference between the carrying value of total assets and total liabilities held by VIEs, less non-controlling interests, if any.

The following table presents a summary of the assets, liabilities and non-controlling interests of the Company's securitizations, Consolidated SLST and Consolidated Real Estate VIEs as of December 31, 2024 (dollar amounts in thousands). Intercompany balances have been eliminated for purposes of this presentation:


			Other VIEs
	Financing VIEs		Consolidated SLST		Consolidated Real Estate		Total
Cash and cash equivalents	$	—	$	—	$	4,151	$	4,151
Residential loans, at fair value	2,243,800		965,672		—		3,209,472
Real estate, net held in Consolidated VIEs (1)	—		—		481,161		481,161
Assets of disposal group held for sale (2)	—		—		118,613		118,613
Other assets	154,426		4,065		16,696		175,187
Total assets	$	2,398,226	$	969,737	$	620,621	$	3,988,584

Collateralized debt obligations ($2,135,680 at fair value, and $842,764 at amortized cost, net)	$	2,166,853	$	811,591	$	—	$	2,978,444
Mortgages payable on real estate, net in Consolidated VIEs (3)	—		—		366,606		366,606
Liabilities of disposal group held for sale (2)	—		—		97,065		97,065
Other liabilities	16,162		8,313		10,621		35,096
Total liabilities	$	2,183,015	$	819,904	$	474,292	$	3,477,211
Redeemable non-controlling interest in Consolidated VIEs (4)	$	—	$	—	$	12,359	$	12,359
Non-controlling interest in Consolidated VIEs (5)	$	—	$	—	$	3,930	$	3,930
Net investment (6)	$	215,211	$	149,833	$	130,040	$	495,084

(1)Included in real estate, net in the accompanying consolidated balance sheets.

(2)Represents assets and liabilities, respectively, of certain Consolidated Real Estate VIEs included in disposal group held for sale (see Note 9).

(3)Included in mortgages payable on real estate, net in the accompanying consolidated balance sheets.

(4)Represents redeemable third-party ownership of membership interests in Consolidated Real Estate VIEs. See Redeemable Non-Controlling Interest in Consolidated VIEs below.

(5)Represents third-party ownership of membership interests in Consolidated Real Estate VIEs.

The following table presents the carrying value and estimated fair value of the Company’s financial instruments at December 31, 2025 and 2024, respectively (dollar amounts in thousands):


		December 31, 2025				December 31, 2024
	Fair Value Hierarchy Level	Carrying Value		Estimated Fair Value		Carrying Value		Estimated Fair Value
Financial Assets:
Cash and cash equivalents	Level 1	$	210,333	$	210,333	$	167,422	$	167,422

Investment securities available for sale	Level 2	6,904,781		6,904,781		3,828,544		3,828,544
Residential loans	Level 3	4,358,175		4,358,175		3,841,738		3,841,738


Residential loans held for sale	Level 3	80,707		80,707		—		—
Multi-family loans	Level 3	55,476		55,476		86,192		86,192

Equity investments	Level 3	24,711		24,711		113,492		113,492

Derivative assets	Level 2	31		31		56		56
IRLCs	Level 3	691		691		—		—
Derivative assets in disposal group held for sale	Level 2	—		—		67		67
Mortgage servicing rights	Level 3	20,893		20,893		21,003		21,003
Financial Liabilities:
Repurchase agreements	Level 2	6,753,417		6,753,417		4,012,225		4,012,225
Collateralized debt obligations:
Residential loan securitizations at amortized cost, net	Level 3	363,645		349,037		842,764		818,482
Residential loan securitizations at fair value	Level 2	2,075,962		2,075,962		1,253,332		1,253,332
Consolidated SLST	Level 3	1,006,919		1,006,919		811,591		811,591
Non-Agency RMBS re-securitization	Level 2	65,276		65,276		70,757		70,757


Subordinated debentures	Level 3	45,000		40,526		45,000		38,918
Senior unsecured notes:
Senior unsecured notes at amortized cost, net	Level 2	99,585		99,465		98,886		98,632
Senior unsecured notes at fair value	Level 2	260,852		260,852		60,310		60,310
Mortgages payable on real estate	Level 3	332,131		325,301		366,606		347,915
Mortgages payable on real estate in disposal group held for sale	Level 3	—		—		93,370		93,370

Schedule of Redeemable Noncontrolling Interest in Consolidated VIEs

The following table presents activity in redeemable non-controlling interest in Consolidated VIEs for the years ended December 31, 2025, 2024 and 2023, respectively (dollar amounts in thousands):


	For the Years Ended December 31,
	2025		2024		2023
Beginning balance	$	12,359	$	28,061	$	63,803

Contributions	—		46		6
Distributions	(788)		(8,809)		(4,021)
Net loss attributable to redeemable non-controlling interest in Consolidated VIEs	(9,603)		(16,926)		(17,067)
Adjustment of redeemable non-controlling interest to estimated redemption value (1)	1,548		10,613		(14,175)
Redemption of redeemable non-controlling interest	(500)		(626)		(485)
Ending balance	$	3,016	$	12,359	$	28,061

(1)The Company determines the fair value of the redeemable non-controlling interest utilizing market assumptions and discounted cash flows. The Company applies a discount rate to the estimated future cash flows from the multi-family apartment properties held by the applicable Consolidated VIEs that are allocatable to the redeemable non-controlling interest. This fair value measurement is generally based on unobservable inputs and, as such, is classified as Level 3 in the fair value hierarchy. Significant unobservable inputs utilized in the estimation of fair value of redeemable non-controlling interest as of December 31, 2025 include a weighted average capitalization rate of 5.7% (ranges from 5.0% to 6.3%) and a weighted average discount rate of 14.9% (ranges from 13.9% to 15.6%).

Schedule of Classification and Carrying Value of Unconsolidated VIEs

The following tables present the classification and carrying value of unconsolidated VIEs as of December 31, 2025 and 2024, respectively (dollar amounts in thousands):


	December 31, 2025
	Multi-family loans, at fair value		Investment securities available for sale, at fair value		Equity investments, at fair value		Other assets		Total
Non-Agency RMBS	$	—	$	21,476	$	—	$	—	$	21,476
Preferred equity investments in multi-family properties	55,476		—		24,711		—		80,187
Other investments	—		—		—		2,000		2,000
Maximum exposure	$	55,476	$	21,476	$	24,711	$	2,000	$	103,663


	December 31, 2024
	Multi-family loans, at fair value		Investment securities available for sale, at fair value		Equity investments, at fair value		Other assets		Total
Non-Agency RMBS	$	—	$	22,892	$	—	$	—	$	22,892
Preferred equity investments in multi-family properties	86,192		—		73,436		—		159,628
Joint venture equity investments in multi-family properties	—		—		1,338		—		1,338
Other investments	—		—		—		2,000		2,000
Maximum exposure	$	86,192	$	22,892	$	74,774	$	2,000	$	185,858

- Definition

Tabular disclosure of the significant judgments and assumptions made in determining whether a variable interest (as defined) held by the entity requires the variable interest entity (VIE) (as defined) to be consolidated and (or) disclose information about its involvement with the VIE, individually or in aggregate (as applicable); the nature of restrictions, if any, on the consolidated VIE's assets and on the settlement of its liabilities reported by an entity in its statement of financial position, including the carrying amounts of such assets and liabilities; the nature of, and changes in, the risks associated with involvement in the VIE; how involvement with the VIE affects the entity's financial position, financial performance, and cash flows; the lack of recourse if creditors (or beneficial interest holders) of the consolidated VIE have no recourse to the general credit of the primary beneficiary (if applicable); the terms of arrangements, giving consideration to both explicit arrangements and implicit variable interests, if any, that could require the entity to provide financial support to the VIE, including events or circumstances that could expose the entity to a loss; the methodology used by the entity for determining whether or not it is the primary beneficiary of the variable interest entity; the significant factors considered and judgments made in determining that the power to direct the activities of a VIE that most significantly impact the VIE's economic performance are shared (as defined); the carrying amounts and classification of assets and liabilities of the VIE included in the statement of financial position; the entity's maximum exposure to loss, if any, as a result of its involvement with the VIE, including how the maximum exposure is determined and significant sources of the entity's exposure to the VIE; a comparison of the carrying amounts of the assets and liabilities and the entity's maximum exposure to loss; information about any liquidity arrangements, guarantees, and (or) other commitments by third parties that may affect the fair value or risk of the entity's variable interest in the VIE; whether or not the entity has provided financial support or other support (explicitly or implicitly) to the VIE that it was not previously contractually required to provide or whether the entity intends to provide that support, including the type and amount of the support and the primary reasons for providing the support; and supplemental information the entity determines necessary to provide.

+ References + Details

ADAMAS TRUST, INC. 10-K