ACRES Commercial Realty Corp. Announces Pricing of a $1.0 Billion CLO Backed by Commercial Mortgage Loans

Rhea-AI Summary

ACRES Commercial Realty Corp (NYSE: ACR) announced that its subsidiary ACRES Commercial Realty 2026-FL4 Issuer, LLC priced $879.5 million of non-recourse, floating-rate notes at a weighted-average cost of SOFR+168 bps to finance approximately $1.0 billion of floating-rate first mortgage commercial real estate loans. The Offered Notes consist of Class A through E tranches totaling $879.5 million with ratings including Aaa(sf) from Moody's and AAAsf/AAA‑sf to BBB‑sf from Fitch on various classes. The transaction includes a 180-day ramp-up period and a 30-month reinvestment period and is expected to close by February 12, 2026, subject to customary conditions. The company will retain Class F and G subordinated notes and the income shares.

Positive

• Provides capacity to finance approximately $1.0 billion of CRE first mortgage loans
• Offered Notes priced at a weighted-average cost of SOFR+168 bps
• Class A tranche ($589.7M) rated Aaa(sf) by Moody's and AAAsf by Fitch
• 180-day ramp-up and 30-month reinvestment periods provide financing flexibility

Negative

• Securities are privately offered and unregistered, limiting immediate market liquidity
• Company retains subordinated Class F and G notes and income shares, maintaining residual credit exposure

Argus Jan 21 session

+1.55% close to close Open Argus

Details

News Market Reaction – ACR

On Jan 21, the first trading day after this news, ACR closed 1.55% above the previous close.

Data tracked by StockTitan Argus for the Jan 21 session.

Key Figures

CLO notes issued: $879.5 million CLO financing capacity: about $1.0 billion Weighted-average note spread: SOFR+168 basis points +5 more

CLO notes issued

$879.5 million

Non-recourse, floating-rate notes for 2026-FL4 CLO

CLO financing capacity

about $1.0 billion

Capacity to finance CRE 1st mortgage loans

Weighted-average note spread

SOFR+168 basis points

Weighted-average cost of Offered Notes

Class A Notes size

$589.7 million

Class A tranche, coupon SOFR+145 bps

Ramp and cash portion

approximately $200.0 million

Four delayed close loans plus ramp cash

Ramp-up period

180 days

Period to acquire additional mortgage assets

Reinvestment period

30 months

Period to reinvest principal proceeds into new loans

Expected closing date

by February 12, 2026

Target closing for CLO transaction

Historical Context

5 past events · Latest: Dec 15

5 events

1. Dec 15

   Preferred dividends

   24h Move

   +0.1%

   Announced cash dividends on Series C and Series D preferred stock.

2. Oct 29

   Buyback authorization

   24h Move

   -0.6%

   Board authorized additional $7.5M for share repurchases.

3. Oct 29

   Q3 2025 earnings

   24h Move

   -0.6%

   Reported $9.8M GAAP net income, $1.34 diluted EPS.

4. Oct 15

   Earnings scheduling

   24h Move

   -1.3%

   Announced timing and access details for Q3 2025 results call.

5. Sep 15

   Preferred dividends

   24h Move

   -0.2%

   Declared preferred dividends with detailed rates and pay dates.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

collateralized loan obligation, non-recourse, floating-rate notes, secured overnight financing rate, +4 more

8 terms

collateralized loan obligation financial

"execution of our latest managed CLO. The CLO provides the Company"

A collateralized loan obligation (CLO) is a financial product that bundles many corporate loans into a single pool and then sells pieces of that pool to investors, with each piece offering different levels of risk and return. Think of it like a large box of varied loans sliced into portions so investors can choose higher safety with lower yield or higher reward with more risk; CLO performance matters because it concentrates credit and interest-rate risk and affects income stability for holders.

non-recourse financial

"will issue $879.5 million of non-recourse, floating-rate notes"

A non-recourse loan is a type of debt where the lender’s recovery is limited to a specific asset pledged as collateral, and the borrower cannot be personally pursued for any remaining balance if the asset’s value falls short. For investors, non-recourse financing shifts downside risk onto the lender and protects a borrower’s other assets, which can affect a company’s risk profile, borrowing costs, and potential returns — much like insurance that covers only the item left as collateral.

floating-rate notes financial

"will issue $879.5 million of non-recourse, floating-rate notes"

Debt securities that pay interest that resets periodically based on a changing benchmark interest rate, so the payments rise or fall with market rates. Investors care because these notes act like an adjustable mortgage in reverse: they help preserve income and reduce price swings when interest rates move, but offer less predictable cash flow than fixed-rate bonds and usually lower upside when rates fall.

secured overnight financing rate financial

"one-month Term Secured Overnight Financing Rate ("SOFR")"

A secured overnight financing rate (SOFR) is a daily benchmark interest rate that reflects the cost of borrowing cash overnight using U.S. Treasury securities as collateral. Think of it as the market price to “rent” cash for a day with a very safe pledge, similar to paying a short-term rental fee for money backed by government bonds. Investors track SOFR because it underpins pricing for loans, bonds and derivatives, so movements change borrowing costs, interest income and the valuation of interest-rate–linked positions.

basis points financial

"at a weighted-average cost of the one-month Term SOFR+168 basis points"

Basis points are a way to measure small changes in interest rates or percentages, where one basis point equals 0.01%. For example, if a loan's interest rate increases by 50 basis points, it's gone up by 0.50%. They help people understand tiny differences in rates that can add up over time, making financial comparisons clearer.

first mortgage loans financial

"finance about $1 billion of commercial real estate 1st mortgage loans"

A first mortgage loan is a loan secured by real estate that has the primary legal claim on the property, meaning the lender is first in line to be repaid from the sale proceeds if the borrower defaults. Investors care because this priority lowers credit risk compared with subordinate loans, affecting the safety and return of mortgage-backed securities, bank balance sheets, and mortgage lending portfolios — like being first in line for repayment if an asset must be sold.

ramp-up acquisition period financial

"structured with a 180-day ramp-up acquisition period during which the Issuer"

The ramp-up acquisition period is the early phase after a company acquires an asset, business, or customer base when it is actively integrating the purchase and growing output, sales, or market share toward full capacity. Investors watch this period because revenue, costs and cash flow often change rapidly as operations are combined and scaled—much like a new factory that starts slow and then speeds up—so it affects near-term earnings, forecasts and risk assessments.

reinvestment period financial

"structured with a 30-month reinvestment period during which the Issuer"

A reinvestment period is a set span of time during which profits, dividends, loan repayments or sale proceeds must be put back into the same fund, project or company instead of being paid out to investors. It matters because it changes when and how investors receive cash and how quickly their investment can grow or be redeployed—like a garden where harvested seeds are required to be planted again for several seasons before you can take crops out for personal use.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNIONDALE, N.Y., Jan. 20, 2026 /PRNewswire/ -- ACRES Commercial Realty Corp. (NYSE: ACR) (the "Company") announced that its newly formed subsidiary, ACRES Commercial Realty 2026-FL4 Issuer, LLC (the "Issuer") will issue $879.5 million of non-recourse, floating-rate notes ("Offered Notes," the "Securities" or the "Offering") at a weighted-average cost of the one-month Term Secured Overnight Financing Rate ("SOFR")+168 basis points.

Mark Fogel, President and CEO of the Company, stated, "We are very pleased to announce the execution of our latest managed CLO. The CLO provides the Company capacity to finance about $1 billion of commercial real estate 1^st mortgage loans at a weighted-average rate of SOFR+168 basis points. The transaction includes ramp-up and reinvestment features that provide flexibility for the Company, allowing it to finance a portion of its future loan pipeline. We want to thank all the members of the syndicate for their outstanding work in delivering this result to the Company."

The Offered Notes include:

• $589.7 million of Class A Notes, which were rated Aaa(sf) by Moody's Investors Service, Inc., and AAAsf by Fitch Ratings, Inc., ("Fitch") and will be issued at a coupon of SOFR+145 basis points;
• $104.2 million of Class A-S Notes, which were rated AAAsf by Fitch and will be issued at a coupon of SOFR+170 basis points;
• $72.4 million of Class B Notes, which were rated AA-sf by Fitch and will be issued at a coupon of SOFR+195 basis points;
• $58.5 million of Class C Notes, which were rated A-sf by Fitch and will be issued at a coupon of SOFR+225 basis points;
• $36.9 million of Class D Notes, which were rated BBBsf by Fitch and will be issued at a coupon of SOFR+285 basis points; and
• $17.8 million of Class E Notes, which were rated BBB-sf by Fitch and will be issued at a coupon of SOFR+360 basis points.

The transaction is expected to close by February 12, 2026, subject to satisfaction of customary closing conditions. As of the cut-off date, the Offered Notes are collateralized by floating-rate CRE first mortgage loans and participations in first mortgage loans originated by the Company with an aggregate outstanding principal balance of approximately $1.0 billion (inclusive of four delayed close loans plus ramp cash totaling approximately $200.0 million). The transaction has been structured with a 180-day ramp-up acquisition period during which the Issuer may use amounts in the unused proceeds account to acquire mortgage assets that satisfy certain eligibility criteria. The transaction also has been structured with a 30-month reinvestment period during which the Issuer will be permitted to reinvest principal proceeds from the mortgage assets to acquire additional mortgage loans and participations in mortgage loans that satisfy certain eligibility criteria. The Company will retain the Class F and Class G subordinated notes and the income shares in the transaction.

The Securities will not be registered under the Securities Act of 1933, as amended (the "Securities Act"), and may not be publicly offered or sold in the United States absent registration or an applicable exemption from registration requirements. The Offering was made privately in transactions exempt from the registration requirements of the Securities Act. This press release is not an offer to sell any securities of the Company or the Issuer and is not a solicitation of an offer to buy such securities. This press release includes statements that may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to a variety of known and unknown risks, uncertainties and other factors that are difficult to predict, many of which are beyond management's control.

Factors that can affect future results are discussed in the documents filed by the Company from time to time with the Securities and Exchange Commission.

About ACRES Commercial Realty Corp.

ACRES Commercial Realty Corp. is a real estate investment trust that is primarily focused on originating, holding and managing commercial real estate mortgage loans and may hold equity investments in commercial real estate properties through direct ownership and joint ventures. The Company is externally managed by ACRES Capital, LLC, a subsidiary of ACRES Capital Corp., a private commercial real estate lender exclusively dedicated to nationwide middle market CRE lending with a focus on multifamily, student housing, hospitality, industrial and office property in top U.S. markets. For more information, please visit the Company's website at www.acresreit.com or contact investor relations at IR@acresreit.com.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as "may," "trend," "will," "continue," "expect," "intend," "anticipate," "estimate," "believe," "look forward" or other similar words or terms. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. Factors that can affect future results are discussed in the documents filed by the Company from time to time with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statement to reflect new or changing information or events after the date hereof or to reflect the occurrence of unanticipated events, except as may be required by law.

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SOURCE ACRES Commercial Realty Corp.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did ACRES (NYSE: ACR) announce on January 21, 2026 about a CLO?

ACRES announced its subsidiary priced $879.5 million of floating-rate CLO notes to finance about $1.0 billion of CRE first mortgage loans.

What is the weighted-average cost and benchmark for the ACR CLO offering?

The Offered Notes were priced at a weighted-average cost of SOFR+168 basis points.

When is the ACRES CLO transaction expected to close and what are the key timing features?

The transaction is expected to close by February 12, 2026 and includes a 180-day ramp-up and a 30-month reinvestment period.

Which tranches of the ACR CLO received investment-grade ratings?

The Class A tranche ($589.7M) received Aaa(sf) from Moody's and AAAsf from Fitch; other tranches received ratings down to BBB-sf.

How does the ACRES CLO affect shareholder exposure?

The company will retain the Class F and Class G subordinated notes and the income shares, retaining residual exposure to the collateral.