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ADAMAS TRUST, INC.

ADAM
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Business Summary

Adamas Trust, Inc. is an internally-managed REIT focused on strategically deploying capital across complementary businesses to generate durable earnings and long-term value for stockholders through disciplined portfolio management and an operating platform designed to capture opportunities across real estate and capital markets. The company's current investment portfolio includes credit sensitive single-family and multi-family assets, as well as other types of fixed-income investments such as Agency RMBS. Through its wholly-owned subsidiary, Constructive, the company also originates business purpose loans for residential real estate investors. The company operates in two segments: investment portfolio and Constructive.

The company's principal competitors in acquiring and holding mortgage-related single-family and multi-family residential assets include financial institutions such as banks, specialty finance companies, insurance companies, institutional investors including mutual funds and pension funds, hedge funds, and other mortgage REITs. Many of these entities may not be subject to the same regulatory constraints as Adamas, such as REIT compliance or maintaining an exclusion from registration under the Investment Company Act, and many have greater financial resources and access to capital.

The company generates revenue primarily through its investment portfolio, which includes mortgage-related residential assets, producing interest income, net income (loss) from real estate, and other income. The Constructive segment generates revenues from the origination and sale of business purpose loans for residential real estate investors. The company derives the substantial portion of its revenues and income from its investment portfolio.

The company's single-family investments include Agency RMBS, which are a core component of the strategy and are primarily comprised of Agency fixed-rate RMBS and Agency ARMs, the principal and interest of which are guaranteed by Fannie Mae or Freddie Mac. The company also holds a portfolio of residential loans consisting of short-term business purpose bridge loans with terms generally of 12 to 24 months, business purpose rental loans, performing residential mortgage loans, seasoned performing, re-performing, non-performing and other delinquent mortgage loans, and second mortgages. Non-Agency RMBS in the portfolio are collateralized by residential credit assets and may consist of senior, mezzanine or subordinated tranches. As of December 31, 2025, the company owned 471 single-family rental properties, the majority of which are located in Illinois and Maryland.

The company's multi-family investment portfolio consists of credit-oriented investments such as preferred equity investments and a cross-collateralized preferred equity and joint venture equity investment in multi-family properties. As of December 31, 2025, 100% of the company's Mezzanine Lending assets were structured as preferred equity investments. The company also holds a cross-collateralized mezzanine lending investment in an entity that owns nine multi-family properties in six states, where as of December 31, 2025, the company owned an approximate 27% common equity interest and approximately $144.1 million of preferred equity interests. The company completed its disposition of the majority of its ownership interests in its joint venture equity investments in multi-family properties during the year ended December 31, 2025.

On July 15, 2025, the company completed the acquisition of the remaining 50% interest in Constructive that was not previously owned, resulting in full ownership and consolidation of Constructive's financial results beginning in the third quarter of 2025. During the year ended December 31, 2025, the company completed four securitizations of performing, re-performing, and business purpose loans totaling approximately $945.5 million in net proceeds. The company also issued $82.5 million of 9.125% 2030 Senior Notes and $115.0 million of 9.875% 2030 Senior Notes. In January 2026, the company completed the issuance of $90.0 million of its 9.250% Senior Notes due 2031, and in February 2026, redeemed its 2026 Senior Notes at 100% of the $100.0 million principal amount plus accrued but unpaid interest for a total payment of $101.5 million .

For the year ended December 31, 2025, net income attributable to common stockholders was $101.1 million , or $1.12 per share. Total revenues, as represented by interest income, were $601.948 million compared to $401.280 million in the prior year. Net interest income was $149.301 million versus $83.855 million in 2024. GAAP book value per share as of December 31, 2025 increased 3.4% to $9.60 , and adjusted book value per share rose 2.7% to $10.63 .

Business Outlook

The company intends to continue to focus on credit assets, many of which have been originated or sourced through proprietary channels, including through its wholly-owned subsidiary Constructive, which the company believes will deliver more attractive risk-adjusted returns over time. The company seeks investment opportunities in markets where it believes it has a competitive advantage due to operational barriers to entry. The company has allocated, and expects to continue to allocate, more capital to investments in single-family residential assets relative to multi-family assets in 2025 and subsequent years, with multi-family assets continuing to become a smaller part of the balance sheet.

The company completed the acquisition of the remaining 50% interest in Constructive on July 15, 2025, which the company believes expands its presence in the residential credit ecosystem and establishes a scalable origination platform expected to support sustained earnings growth over time. Constructive operates in 48 states and originated approximately $1.8 billion of loans over the year ended December 31, 2025, including $864.9 million since July 15, 2025. From July 15, 2025 to December 31, 2025, Constructive generated $26.6 million of mortgage banking income from origination and sale activity and incurred $8.1 million of direct loan origination costs.The company expects general and administrative expense as a percentage of stockholders' equity to increase as a result of the acquisition of Constructive. The company's information security oversight is managed by a full-time Head of Information Technology with over 20 years of experience, and the company engages a third-party information security consultant to conduct periodic tests and analyses, including annual penetration tests and risk assessments as well as regular vulnerability scans and assessments.

The filing does not specify R&D spending levels, capital expenditure plans, or dividend policy with exact figures beyond what has been declared.

The company faces headwinds from potential changes in government policies, laws, or regulations, including those affecting the relationship between Fannie Mae, Freddie Mac and Ginnie Mae and the U.S. Government, which could materially adversely affect the business. The company also faces risks from the potential downgrade of U.S. credit ratings, which could adversely affect the U.S. and global financial markets and economic conditions. Additionally, the company is subject to risks from the federal conservatorship of Fannie Mae and Freddie Mac and related efforts, which could materially adversely affect the business.

The company faces constraints from the requirement to maintain its qualification as a REIT and its exclusion from registration under the Investment Company Act, which impose significant limits on operations. The company also faces risks from the accrual of dividends on certain series of preferred stock at a floating rate in the future, which could adversely affect its ability to make cash distributions at intended levels.

Risk Factors

Declines in the market values of the company's investments may adversely affect periodic reported results and credit availability, reducing earnings, book value, and the market value of securities, and may constrain liquidity and cash available for distribution. As of December 31, 2025, 35% of the total investment portfolio was comprised of credit assets, which are subject to higher risk of delinquency, default, or foreclosure. The company's portfolio of business purpose loans, which comprised approximately 21% of the asset value of the total investment portfolio as of December 31, 2025, exposes the company to risks different from traditional residential mortgage loans, including risks related to borrower defaults, bankruptcies, fraud, and other losses. The company's preferred equity investments involve greater risks of loss than more senior loans secured by income-producing properties, as the equity investment may be effectively extinguished as a result of foreclosure by the senior lender. The company's use of repurchase agreements to finance investments may require the company to provide additional collateral if the market value of pledged collateral declines, which could reduce liquidity and harm financial condition; as of December 31, 2025, the company's Company Recourse Leverage Ratio was approximately 5.0 to 1 .

Management Priorities

Management's message emphasizes that the year ended December 31, 2025 represented a strategically significant period marked by corporate rebranding, acquisition of Constructive, earnings growth, record investment activity, and further execution of the company's capital rotation strategy designed to enhance recurring income, improve portfolio liquidity, and strengthen the operating platform. Management highlights that net income attributable to common stockholders was $101.1 million , or $1.12 per share, and that earnings available for distribution per common share increased 141% year-over-year to $0.89 . Management states that GAAP book value per share as of December 31, 2025 increased 3.4% to $9.60 and adjusted book value per share rose 2.7% to $10.63 , resulting in an economic return of 12.72% on GAAP book value per share and 11.01% on adjusted book value per share for 2025. Management emphasizes that the company achieved the highest level of annual investment activity in its history, expanding the investment portfolio by approximately $3.1 billion , or 42% , to $10.5 billion , with total acquisitions of $6.1 billion primarily concentrated in Agency RMBS and business purpose loans. Management states that the company expects to maintain a disciplined and measured approach to portfolio growth, supported by the integration of Constructive's origination platform and continued focus on high-quality, income-producing assets.

View Source Annual Report on SEC.gov ↗

References

  1. [1] Item 1, Business — Single-Family Investments
  2. [2] Item 1, Business — Multi-Family Investments
  3. [3] Item 1, Business — Multi-Family Investments
  4. [4] Item 1, Business — Multi-Family Investments
  5. [5] Item 7, MD&A — Executive Summary
  6. [6] Item 7, MD&A — Key Developments During Full Year 2025
  7. [7] Item 7, MD&A — Key Developments During Full Year 2025
  8. [8] Item 7, MD&A — Key Developments During Full Year 2025
  9. [9] Item 7, MD&A — Subsequent Developments
  10. [10] Item 7, MD&A — Subsequent Developments
  11. [11] Item 7, MD&A — Subsequent Developments
  12. [12] Item 7, MD&A — Subsequent Developments
  13. [13] Item 7, MD&A — Executive Summary
  14. [14] Item 7, MD&A — Executive Summary
  15. [15] Item 7, MD&A — Results of Operations
  16. [16] Item 7, MD&A — Results of Operations
  17. [17] Item 7, MD&A — Results of Operations
  18. [18] Item 7, MD&A — Results of Operations
  19. [19] Item 7, MD&A — Executive Summary
  20. [20] Item 7, MD&A — Executive Summary
  21. [21] Item 7, MD&A — Executive Summary
  22. [22] Item 7, MD&A — Executive Summary
  23. [23] Item 7, MD&A — Executive Summary
  24. [24] Item 1, Business — General
  25. [25] Item 7, MD&A — Executive Summary
  26. [26] Item 7, MD&A — Executive Summary
  27. [27] Item 7, MD&A — Executive Summary
  28. [28] Item 7, MD&A — Executive Summary
  29. [29] Item 1C, Cybersecurity
  30. [30] Item 1A, Risk Factors — Risks Related to Our Business
  31. [31] Item 1A, Risk Factors — Risks Related to Our Business
  32. [32] Item 7, MD&A — Capital Allocation
  33. [33] Item 7, MD&A — Executive Summary
  34. [34] Item 7, MD&A — Executive Summary
  35. [35] Item 7, MD&A — Executive Summary
  36. [36] Item 7, MD&A — Executive Summary
  37. [37] Item 7, MD&A — Executive Summary
  38. [38] Item 7, MD&A — Executive Summary
  39. [39] Item 7, MD&A — Executive Summary
  40. [40] Item 7, MD&A — Executive Summary
  41. [41] Item 7, MD&A — Executive Summary
  42. [42] Item 7, MD&A — Executive Summary
  43. [43] Item 7, MD&A — Executive Summary
  44. [44] Item 7, MD&A — Executive Summary
  45. [45] Item 7, MD&A — Executive Summary
  46. [46] Item 7, MD&A — Executive Summary
  47. [47] Item 7, MD&A — Results of Operations
  48. [48] Item 7, MD&A — Results of Operations
  49. [49] Item 7, MD&A — Results of Operations
  50. [50] Item 7, MD&A — Results of Operations
  51. [51] Item 7, MD&A — Results of Operations
  52. [52] Item 7, MD&A — Results of Operations
  53. [53] Item 7, MD&A — Results of Operations
  54. [54] Item 7, MD&A — Results of Operations
  55. [55] Item 7, MD&A — Results of Operations
  56. [56] Item 7, MD&A — Results of Operations
  57. [57] Item 7, MD&A — Results of Operations
  58. [58] Item 7, MD&A — Results of Operations
  59. [59] Item 7, MD&A — Results of Operations
  60. [60] Item 7, MD&A — Selected Balance Sheet Data
  61. [61] Item 7, MD&A — Selected Balance Sheet Data

Analysis on 6/22/2026