BrightSpire Capital, Inc. (BRSP): debt financing — BrightSpire Capital closes $955M CLO 2026-FL3 with eight note classes and preferred shares

BrightSpire Capital, Inc.

CLO issued eight note tranches totaling $883.4M and $71.6M in preferred shares on Feb 17, 2026.
Class A notes rated Aaa(sf)/AAA(sf) total $544.4M; subsidiary retains all Class F, Class G and Preferred.
Proceeds used to purchase initial loan portfolio, fund ramp-up, and repay pre-closing repurchase financings.
30-month reinvestment period; BrightSpire Capital Advisors serves as collateral manager but waives its fee.
Issuer structured as a taxable mortgage pool; company expects to treat it as a qualified REIT subsidiary.

Key facts

Extracted from this filing and checked against the source text.

Debt Financings SEC 8-K Item 2.03/2.04 confidence 0.9

BrightSpire Capital, Inc. incurred senior notes of $544,350,00 with Wells Fargo Securities, LLC, Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Barclays Capital Inc. maturing August 2043.

Instrument: senior notes
Principal: $544,350,00
Counterparty: Wells Fargo Securities, LLC, Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Barclays Capital Inc.
Maturity: August 2043
Event: incurrence

Exact text from the filing

Principal or Notional Amount of all Securities Ratings (Moody’s/KBRA) Initial Weighted Average Life of Notes (1) Fully Extended Weighted Average of Notes (2) Class A Notes $ 544,350,00 57.000 Aaa(sf) / AAA(sf) 2.98 years 4.63 years Class A-S Notes $ 102,662,00 10.750 NR / AAA(sf) 3.81 years 4.93 years Class B Notes $ 60,881,00 6.375 NR / AA-(sf) 4.42 years 5.01

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Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.95

BrightSpire Capital, Inc. entered into Indenture with BRSP 2026-FL3 Ltd., BRSP 2026-FL3, LLC, BrightSpire Capital Advancing Agent, LLC, Wilmington Trust, National Association, Computershare Trust Company, National Association valued at Issuance of $544,350,000 Class A Notes, $102,662,000 Class A-S Notes, $60,881,000 Class B Notes, $59 (effective 2026-02-17).

Action: entry
Agreement: credit facility
Counterparty: BRSP 2026-FL3 Ltd., BRSP 2026-FL3, LLC, BrightSpire Capital Advancing Agent, LLC, Wilmington Trust, National Association, Computershare Trust Company, National Association
Value: Issuance of $544,350,000 Class A Notes, $102,662,000 Class A-S Notes, $60,881,000 Class B Notes, $59
Effective: 2026-02-17

Exact text from the filing

On February 17, 2026 (the “CLO Closing Date”), BrightSpire Capital, Inc. (the “Company”) entered into a collateralized loan obligation (the “CLO”) through its subsidiary real estate investment trust, BrightSpire Capital Mortgage Sub-REIT, LLC (“Sub-REIT”), and two wholly-owned subsidiaries of Sub-REIT, BRSP 2026-FL3 Ltd., a newly formed exempted company incorporated with limited liability under the laws of the Cayman Islands, as issuer (the “Issuer”), and BRSP 2026-FL3, LLC, a Delaware limited liability company, as co-issuer (the “Co-Issuer” and together with the Issuer, the “CLO Issuers”).

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BrightSpire Capital, Inc. filing history →

Source: SEC EDGAR

accession 0001717547-26-000012

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