NexPoint Real Estate Finance takes $375M term loan

NexPoint Real Estate Finance, Inc. entered into a new $375.0 million senior secured term loan Facility with Mizuho Capital Markets LLC, secured by certain investment assets pledged by the company and its subsidiaries.

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Form Type

8-K

Rhea-AI Filing Summary

NexPoint Real Estate Finance, Inc. entered into a new $375.0 million senior secured term loan Facility with Mizuho Capital Markets LLC, secured by certain investment assets pledged by the company and its subsidiaries. The Facility is interest-only, full-term and matures on May 1, 2029, with two additional six-month extensions at the company’s option.

The company drew $310.0 million on April 29, 2026 and used $185.2 million of the proceeds to repay its 5.75% senior unsecured notes due May 1, 2026, extending its debt maturity profile. The Facility bears a variable rate based on daily compounded SOFR, with a 2.0% floor plus 4.0% per year.

At the same time, NexPoint entered into a Total Return Swap (TRS) with Mizuho on a notional amount of $310.0 million. Under the TRS, NexPoint pays USD-SOFR, subject to a 2.00% floor plus 2.45% per year, and receives payments tied to interest due on the Facility, effectively reducing its net interest cost to USD-SOFR plus 2.45%. The Facility includes customary covenants and mandatory prepayment provisions tied to repayments of pledged assets.

Insights

NexPoint refinances near-term notes with a larger secured term loan and swaps to lower net interest cost.

NexPoint Real Estate Finance added a $375.0 million senior secured term loan maturing on May 1, 2029. It drew $310.0 million and used $185.2 million to repay 5.75% unsecured notes due May 1, 2026, pushing out a looming maturity while increasing secured debt.

The Facility’s interest is daily compounded SOFR with a 2.0% floor plus 4.0%, but a Total Return Swap on $310.0 million lowers the net rate to USD-SOFR, floored at 2.00%, plus 2.45%. This reduces ongoing interest cost on the drawn amount compared with the loan’s headline spread.

Covenants include a minimum consolidated fixed charge coverage ratio and a maximum net debt to equity ratio, which may constrain leverage if performance weakens. Mandatory prepayments from pledged asset repayments accelerate amortization without penalty. Future disclosures in periodic reports can show how much principal remains and whether extension options to 2029-2030 are exercised.

8-K Event Classification

3 items: 1.01, 2.03, 9.01

3 items

Item 1.01 Entry into a Material Definitive Agreement Business

The company signed a significant contract such as a merger agreement, credit facility, or major partnership.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial

The company incurred a new significant debt or off-balance-sheet obligation.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Term Loan Facility Size: $375.0 million Initial Drawn Amount: $310.0 million Notes Repaid: $185.2 million +5 more

8 metrics

Term Loan Facility Size $375.0 million Senior secured term loan with Mizuho

Initial Drawn Amount $310.0 million Borrowed under Facility on April 29, 2026

Notes Repaid $185.2 million Repayment of 5.75% senior unsecured notes due May 1, 2026

Facility Interest Spread SOFR floor 2.0% + 4.0% per annum Variable interest rate on Facility

TRS Notional Amount $310.0 million Initial notional for Total Return Swap

Net Rate After TRS USD-SOFR floor 2.00% + 2.45% Effective net interest cost on swapped amount

Prepayment Premium Reference Rate 3.75% per annum Used to calculate prepayment premium before April 29, 2028

Mandatory Prepayment Thresholds $55.0M, then $125.0M, then remaining Tiers for using pledged asset repayments to prepay Facility

Key Terms

senior secured term loan, Total Return Swap, USD-SOFR, consolidated fixed charge coverage ratio, +2 more

6 terms

senior secured term loan financial

"entered into a loan agreement for a $375.0 million senior secured term loan (the “Facility”)"

A senior secured term loan is a type of borrowing where a company borrows money and promises to pay it back over a fixed period, with the loan secured by the company's assets as collateral. Because it is "senior," it has priority over other debts if the company faces financial trouble, and being "secured" means lenders have a claim on specific assets. For investors, this makes the loan a safer and more predictable investment compared to unsecured or subordinate debts.

Total Return Swap financial

"the Company entered into a Total Return Swap (“TRS”) transaction with Mizuho"

A total return swap is a private contract where one party pays the full economic performance of an asset (income plus price changes) to another party, while receiving a set payment such as a fixed rate or short-term interest in return. It matters to investors because it lets someone gain or shed exposure to an asset’s gains or losses without owning it, offering a way to borrow, hedge, or take leveraged positions while relying on the other party to make payments.

USD-SOFR financial

"a variable rate of interest equal to USD-SOFR rate as defined in the 2021 ISDA Interest Rate Derivatives Definitions"

consolidated fixed charge coverage ratio financial

"including covenants providing for a minimum consolidated fixed charge coverage ratio"

net debt to equity ratio financial

"and a maximum net debt to equity ratio"

Net debt to equity ratio compares a company’s net debt (total borrowings minus cash on hand) to the owners’ stake in the business (equity), showing how much of the company is financed by borrowing versus owner capital. Investors use it to gauge financial risk and resilience: a higher ratio is like a household with a large mortgage and little savings, which is more vulnerable to interest rises or income drops than one with low debt relative to home value.

Pledged Assets financial

"secured by certain investment assets and related collateral (the “Pledged Assets”)"

FAQ

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

What new debt facility did NexPoint Real Estate Finance (NREF) enter into?

NexPoint Real Estate Finance entered a $375.0 million senior secured term loan Facility with Mizuho. The loan is interest-only, secured by certain pledged investment assets, and matures on May 1, 2029, with two additional six-month extension options at the company’s discretion.

How much did NREF draw under the new Facility and how were the proceeds used?

NREF drew $310.0 million under the Facility on April 29, 2026. Of these proceeds, the company used $185.2 million to repay its 5.75% senior unsecured notes due May 1, 2026, effectively refinancing near-term debt and extending the overall maturity profile.

What interest rate does NREF pay on the new Mizuho term loan Facility?

The Facility bears a variable interest rate based on daily compounded SOFR with a 2.0% floor plus 4.0% per annum. This floating-rate structure means the company’s borrowing cost moves with short-term rates but cannot fall below the floor plus the stated spread.

What is the Total Return Swap (TRS) NREF entered into with Mizuho?

NREF entered a TRS with an initial notional amount of $310.0 million linked to the Facility. Under the swap, NREF pays USD-SOFR, floored at 2.00%, plus 2.45% per year, and receives interest payments based on the Facility, reducing its net interest cost.

How does the TRS affect NREF’s net interest cost on the Facility?

The TRS reduces NREF’s net interest cost to USD-SOFR, subject to a 2.00% floor, plus 2.45%. Because NREF receives payments mirroring interest on the Facility while paying a lower spread under the swap, the effective borrowing rate on the swapped amount is lower than the loan’s 4.0% spread.

What covenants and prepayment terms are included in NREF’s new Facility?

The Facility contains customary covenants, including a minimum consolidated fixed charge coverage ratio and maximum net debt to equity ratio. It allows voluntary prepayments, with a premium before April 29, 2028, and requires mandatory prepayments from pledged asset repayments without premium or penalty.

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

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Accepted by SEC EDGAR 04/30/2026 - 04:15 PM EDT

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

Date of Report (Date of earliest event reported): April 29, 2026

NexPoint Real Estate Finance, Inc.

(Exact name of registrant as specified in its charter)

Maryland	001-39210	84-2178264
(State or other jurisdiction	(Commission File Number)	(IRS Employer
of incorporation)		Identification No.)

300 Crescent Court, Suite 700

Dallas, Texas 75201

(Address of principal executive offices, including zip code)

214-276-6300

(Registrant’s telephone number, including area code)

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:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	NREF	New York Stock Exchange, NYSE Texas

8.50% Series A Cumulative Redeemable Preferred Stock, par value $0.01 per share	NREF-PRA	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 1.01 Entry into a Material Definitive Agreement.

On April 29, 2026, NexPoint Real Estate Finance, Inc. (the “Company”), entered into a loan agreement for a $375.0 million senior secured term loan (the “Facility”) with Mizuho Capital Markets LLC (“Mizuho”), as lender. Borrowings under the Facility are secured by certain investment assets and related collateral (the “Pledged Assets”) pledged by the Company and certain subsidiaries of the Company. The Facility is full-term, interest only and matures on May 1, 2029, with two six-month extension periods solely at the option of the Company. The Company drew $310.0 million under the Facility on April 29, 2026.

In connection with entering into the Facility, the Company used $185.2 million of proceeds to repay the Company’s 5.75% senior unsecured notes due May 1, 2026.

The Facility bears interest at a variable rate equal to the daily compounded secured overnight financing rate, subject to an interest rate floor of 2.0%, plus 4.0% per annum. Concurrent with the issuance of the Facility, the Company entered into a Total Return Swap (“TRS”) transaction with Mizuho. Under the TRS transaction, the Company has agreed to make periodic payments to Mizuho based on a variable rate of interest equal to USD-SOFR rate as defined in the 2021 ISDA Interest Rate Derivatives Definitions (“USD-SOFR”), subject to a floor of 2.00%, plus 2.45% per annum during a specified period in return for periodic payments by Mizuho to the Company based on interest due on the Facility. The TRS transaction has the effect of reducing the Company’s net interest cost associated with the Facility. The TRS transaction has an initial notional amount of $310.0 million and reduces the Company’s net interest cost to a rate equal to USD-SOFR, subject to a floor of 2.00%, plus 2.45%.

The Facility contains representations and warranties, affirmative and negative covenants and events of default that the Company considers customary for an agreement of this type, including covenants providing for a minimum consolidated fixed charge coverage ratio and a maximum net debt to equity ratio.

Borrowings under the Facility may be voluntarily prepaid, in whole or in part, without premium or penalty at any time following April 29, 2028. Prior to April 29, 2028, any prepayment will be subject to a prepayment premium equal to the present value of 3.75% per annum of the outstanding amount being prepaid for the period from the date of prepayment up to April 29, 2028, discounted at a rate equal to then-current mid-market swap rates on the date of such prepayment. Amounts prepaid may not be reborrowed under the Facility. With regard to certain repayments of Pledged Assets, the Company must use (1) 100% of such repayments to prepay the Facility until the Facility is repaid by $55.0 million, then (2) 75% of such subsequent repayments to prepay the Facility until the Facility is repaid, in the aggregate, by $125.0 million and then (3) 50% of such subsequent repayments to prepay the Facility until the Facility is fully repaid. Such mandatory prepayments will not be subject to any premium or penalty.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance sheet Arrangement of a Registrant.

The information contained in Item 1.01 of this Current Report on Form 8-K is incorporated by reference in this Item 2.03.

Item 9.01

Financial Statements and Exhibits.

Exhibits

Exhibit No.		Description
10.1		Loan Agreement, dated April 29, 2026, by and between NexPoint Real Estate Finance, Inc., as borrower, and Mizuho Capital Markets LLC, as lender.
10.2		Security Agreement, dated April 29, 2026, by and among the pledgors signatory thereto and Mizuho Capital Markets LLC, as lender.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	NEXPOINT REAL ESTATE FINANCE, INC.
	By:	/s/ Paul Richards
	Name:	Paul Richards
	Title:	Chief Financial Officer, Executive VP-Finance, Assistant Secretary and Treasurer

Date: April 30, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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NexPoint Real Estate Finance takes $375M term loan

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