BrightSpire Capital Prices $960 Million CRE CLO With Morgan Stanley, Citi, JPMorgan and Wells Fargo
BrightSpire Capital, Inc. (NYSE: BRSP) priced BRSP 2026-FL4, a $960 million managed commercial real estate collateralized loan obligation, on September 18, 2026, with Citigroup Global Markets Inc. acting as sole structuring agent and Citigroup Global Markets Inc., Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC serving as co-lead managers and joint bookrunners. The transaction is scheduled to close on October 16, 2026.
Transaction Structure and Collateral
The 2026-FL4 CLO is collateralized by interests in 29 first-lien floating-rate mortgages secured by 38 properties located across 11 U.S. states. The collateral pool carries an 88.00% initial advance rate and a weighted average coupon at issuance of Term SOFR plus 1.54%, before transaction costs. The collateral balance stood at approximately $860.3 million at the cutoff date.
By property type, the pool is composed of 94.2% multifamily assets and 5.8% industrial assets. The structure includes a 30-month reinvestment period and approximately $99 million in available proceeds to be deployed within a six-month ramp-up period following closing. The collateral pool also includes two delayed-close loans totaling approximately $94.8 million and excludes approximately $68.6 million of expected future funding obligations.
BrightSpire Capital expects approximately $844.8 million of investment-grade securities to be placed with institutional investors, providing the company with term financing on a non-mark-to-market, non-recourse basis. Fitch Ratings, Inc. and DBRS, Inc. each assigned a AAA rating to the senior-most notes and provided ratings to the remaining classes of offered notes. DBRS, Inc. will also assign ratings to the non-offered securities.
Executive Commentary
"The successful execution of our fifth managed CRE CLO highlights the continuing strength of the platform and business objectives. We look forward to investing the liquidity generated from the transaction in new loan origination opportunities to further expand our loan portfolio," said Andy Witt, President and Chief Operating Officer of BrightSpire Capital.
Matthew Heslin, Chief Credit Officer and Head of Debt Capital Markets at BrightSpire Capital, added: "This transaction, in conjunction with our 2026-FL3 CLO that closed in early 2026, further expands our non-recourse, non mark-to-market, matched term funding sources, among a broad base of supporting investors. As a seasoned and respected issuer and collateral manager, CRE CLOs will continue to be an important financing source for our business moving forward."
Redemption of Prior Securitization
Alongside the new CLO pricing, BrightSpire Capital announced it will redeem its BRSP 2024-FL2 securitization on October 19, 2026 — three days after the scheduled closing of BRSP 2026-FL4.
The 2026-FL4 transaction follows BrightSpire Capital's $955 million BRSP 2026-FL3 CLO, which closed on February 17, 2026, and placed approximately $833.2 million of investment-grade securities with institutional investors on a non-recourse, non-mark-to-market basis. The 2026-FL3 transaction similarly featured a ramp period of approximately $98 million and a 30-month reinvestment period.
Company Context and Market Significance
BrightSpire Capital is internally managed and operates as one of the largest publicly traded commercial real estate credit REITs, focused on originating, acquiring, financing and managing a diversified portfolio consisting primarily of CRE debt investments in the United States. As of December 31, 2025, the company's portfolio consisted of 113 investments with approximately $3.4 billion of carrying value, excluding cash, cash equivalents and certain other assets.
For full-year 2025, BrightSpire Capital reported a GAAP net loss attributable to common stockholders of $31.1 million, or $0.26 per share, and adjusted distributable earnings of $83.6 million, or $0.64 per share. The company's 2025 year-end credit profile included approximately $220 million of watchlist loans, representing roughly 8% of the loan portfolio, and six real-estate-owned assets totaling approximately $315 million.
The non-recourse, non-mark-to-market structure of the 2026-FL4 CLO insulates BrightSpire Capital from margin calls or forced collateral sales in the event of market volatility or declining property valuations. The $99 million ramp feature provides flexibility to add collateral after closing rather than requiring the full pool to be fixed at the transaction date.
BrightSpire Capital declared a $0.16-per-share dividend for the third quarter of 2026, announced on September 14, 2026.
Sources: BrightSpire Capital press release, September 21, 2026