Related Party Transactions Disclosure [Text Block] | Related Party Transactions 1) UMTH is a Delaware limited partnership which is in the real estate finance business. UMTH holds a 99.9 50 2) UMTHLC is a Delaware limited partnership, and subsidiary of UMTH. The Company has loaned money to UMTHLC so it can make loans to its borrowers. The loans are collaterally assigned to the Company as security for the promissory note between UMTHLC and the Company. On March 26, 2009, the Company executed a secured line of credit promissory note with UMTHLC in the amount of $ 8,000,000 12.50 7,577,000 3,800,000 See Note 5 above for discussion of additional related party transactions with UMTHLC. 3) CRG is a Texas corporation that is 50 4) RAFC is a Texas corporation that is 50 The unpaid principal balance of the loan at December 31, 2014 was approximately $ 15,830,000 . 5) Wonder Funding, LP (“Wonder”) is a Delaware limited partnership that is owned by RMC. RMC is beneficially owned by Craig Pettit, a partner of UMTH and the sole proprietor of two companies that own 50 As of September 30, 2015 and December 31, 2014, respectively, all remaining obligations owed by Wonder to the Company are included in the recourse obligations discussed below. 6) Recourse Obligations. The Company has made recourse loans to (a) CRG, which is a Texas corporation that is 50 In addition, some of the originating companies have sold loans to the Company, referred to as the "purchased loans," and entered into recourse agreements under which the originating company agreed to repay certain losses the Company incurred with respect to purchased loans. If the originating company forecloses on property securing an underlying loan, or the Company forecloses on property securing a purchased loan, and the proceeds from the sale are insufficient to pay the loan in full, the originating company has the option of (1) repaying the outstanding balance owed to the Company associated with the underlying loan or purchased loan, as the case may be, or (2) delivering an unsecured Deficiency Note in the amount of the deficiency to the Company. On March 30, 2006, but effective December 31, 2005, the Company and each originating company agreed to consolidate (1) all outstanding amounts owed by such originating company to the Company under the loans made by the Company to the originating company and under the Deficiency Notes described above and (2) the estimated maximum future liability to the Company under the recourse arrangements described above, into secured promissory notes (“Recourse Obligations”). Each originating company issued to the Company a secured variable amount promissory note dated December 31, 2005 (the “Secured Notes”) in the principal amounts shown below, which amounts represent all principal and accrued interest owed as of such date. The initial principal amounts are subject to increase if the Company incurs losses upon the foreclosure of loans covered by recourse arrangements with the originating company. Initial Balance at Promissory Note Units/ C Units Units/ Estimated principal September 30, principal indemnification distributed indemnification Collateral Name amount 2015 amount (2) pledged as security during 2015 remaining Value (3) CRG $ 2,725,442 $ 4,847,503 $ 4,300,000 4,984 Class C and 2,710 Class D 57 2,418 Class C and 2,710 Class D $ 5,027,000 RAFC $ 3,243,369 $ 20,854,440 $ 7,100,000 11,228 Class C & 6,659 Class D 203 8,026 Class C & 6,659 Class D $ 21,255,000 SCMI $ 3,295,422 $ 3,785,037 $ 3,488,643 4,545 Class C and 3,000 Class D 23 1,240 Class C and 3,000 Class D $ 3,656,000 RAFC / Wonder(1) $ 1,348,464 $ 2,101,831 $ 1,400,000 1,657 Class C 35 1,435 Class C $ 1,471,000 Wonder n/a n/a n/a $1,134,000 - n/a $ 822,000 Totals $ 10,612,697 $ 31,588,811 $ 16,288,643 $ 32,231,000 (1) Wonder is collateralized by an indemnification agreement from RMC in the original amount of $ 1,134,000 822,000 3,870 2,213 (2) The CRG, RAFC, SCMI and Wonder balances at June 30, 2015, exceeded the stated principal amount per their variable Secured Notes by approximately $ 548,000 13,754,000 296,000 702,000 (3) Estimated collateral value reflects pledge of C and D units of limited partnership interest of UMTH held by WLL, Ltd. (“WLL”), RAFC and KLA, Ltd. (“KLA”) UMTH D units represent equity interests in UMT Holdings, LP. Pledge of the UMTH D units entitles the beneficiary to a pro-rata share of UMTH partnership D unit cash distributions. Through September 2007, the Secured Notes incurred interest at a rate of 10 15 22 The Secured Notes required the originating company to make monthly payments equal to the greater of (1) principal and interest amortized over 180 months and 264 months, respectively, or (2) the amount of any distributions paid to the originating company with respect to the pledged Class C units 10 6 Effective January 1, 2015, UMT entered into loan modification agreements with certain of its affiliated entities which are indebted to UMT under certain outstanding loan arrangements including Recourse Obligations owing from Capital Reserve Group, Inc., South Central Mortgage, Inc., Ready America Funding Corp. (“RAFC”) and (iii) certain payment obligations of UMT Holdings, L.P. (“UMTH”) in favor of UMT in connection with an indemnification agreement dated December 31, 2005 (the “Indemnification Agreement”) originally executed by UMTH in favor of RAFC, which Indemnification Agreement secures deficiency obligations owing to RAFC by Wonder Funding Corp., an affiliate of RAFC (“Wonder”). The total principal balance of all Recourse Obligations at December 31, 2014 was approximately $ 20,191,000 1.75 2.70 December 31, 2017 748,000 31,589,000 5,956,000 Management has accounted for these as loan modifications in the normal course of business, and not as a troubled debt restructuring, as the underlying collateral value exceeds the outstanding loan amounts, the modifications did not include an extension of the debt’s original contractual maturity or expected duration, the borrowers and guarantors have obtained third party financing at current market rates, the modified rate represents a premium over current market rates and the risk characteristics of the third party debt obtained is similar to the modified debt. The Company expects to receive full repayment under the loans. On a quarterly basis, the Company conducts a review of the collateral pledged by the underlying borrowers and third party guarantors in order to assess their ability to perform their obligations under the terms of the Recourse Obligations. The collateral pledged consists of Class C and Class D ownership units of UMTH. These units represent capital shares in UMTH and are eligible for, and receive, quarterly distributions from UMTH. Such ability to perform is principally dependent upon the forecasted cash distributions associated with the pledged collateral and the ability of the distributions to meet the debt service requirements under the Secured Notes. The review includes analyzing projected future distribution sources and amounts, validating the assumptions used to generate such projections, assessing the ability to execute on the business plan, conducting discussions with and obtaining representations from the guarantors’ management with respect to their current and projected distribution amounts. The value of the pledged collateral is estimated using a discounted cash flow model that is reviewed and updated each quarter. Based on such reviews, the Company has concluded that the guarantors have the ability to perform their obligations under the guaranties and that the Recourse Obligations are fully realizable. Accordingly, the Company has not recorded any reserves on these loans. The Secured Notes have also been guaranteed by the following entities under the arrangements described below, all of which are dated effective December 31, 2005: - UMTH. This guaranty is limited to a maximum of $ 1,153,426 - WLL, a related party of CRG. This guaranty is of all amounts due under Secured Note from CRG, is non-recourse and is secured by an assignment of 2,492 1,355 - RMC. This guaranty is non-recourse, is limited to 50 3,870 - Wonder. Wonder Funding obligations are evidenced by a note from RAFC (RAFC/Wonder Note) and are secured by a pledge of a certain Indemnification Agreement given by UMTH to RAFC and assigned to UMT in the amount of $ 1,134,000 - SCMI. This guaranty is limited to a maximum of $ 2,213,000 2,213 - KLA. KLA has given the following limited guaranties: (1) Guaranty of obligations of SCMI under the First Amended and Restated Secured Variable Amount Promissory Note to the Company dated as of October 1, 2007 with a then current principal balance of $ 3,472,073 3,000 4,053,799 1,355 In addition, WLL has obligations to UMTH under an indemnification agreement between UMTH, WLL and William Lowe, under which UMTH is indemnified for certain losses on loans and advances made to William Lowe by UMTH. That indemnification agreement allows UMTH to offset any amounts subject to indemnification against distributions made to WLL with respect to the Class C and Class D units of limited partnership interest held by WLL. Because WLL has pledged these Class C and Class D units to the Company to secure its guaranty of Capital Reserve Corp.'s obligations under its Secured Note, UMTH and the Company entered into an Intercreditor and Subordination Agreement under which UMTH has agreed to subordinate its rights to offset amounts owed to it by WLL to the Company’s lien on such units. For a more detailed discussion of additional collateral pledged to secure this obligation refer to Note 4. These loans were reviewed by management and no loss reserves on principal amounts are deemed necessary at September 30, 2015. 7) On June 20, 2006, the Company entered into a Second Amended and Restated Secured Line of Credit Promissory Note as modified by an amendment effective September 1, 2006 (the "Amendment") with UDF; a Nevada limited partnership that is a related party of the Company's Advisor, UMTHGS. The Amendment increased an existing revolving line of credit facility ("Loan") to $ 45 60,000,000 60,000,000 75,000,000 82,000,000 84,674,672 The UDF I Loan is secured by the pledge of all of UDF's Land Development Loans and equity investments pursuant to the First Amended and Restated Security Agreement dated as of September 30, 2004, executed by UDF in favor of UMT (the “Security Agreement”). Those UDF loans may be first lien loans or subordinate loans. 14 9.25 UDF may use the UDF I Loan proceeds to finance indebtedness associated with the acquisition of any assets to seek income that qualifies under the Real Estate Investment Trust provisions of the Internal Revenue Code to the extent such indebtedness, including indebtedness financed by funds advanced under the UDF I Loan and indebtedness financed by funds advanced from any other source, including Senior Debt, is no more than 85 80 68 75 On September 19, 2008, UMT entered into an Economic Interest Participation Agreement with UDF III pursuant to which UDF III purchased (i) an economic interest in the UDF I Loan. Pursuant to the Economic Interest Agreement, each time UDF requests an advance of principal under the UDF I Loan, UDF III will fund the required amount to UMT and UDF III’s economic interest in the UDF I Loan increases proportionately. Because these advances are funded by UDF III and UMT recognizes an offsetting participation payable amount to UDF III, the Company does not earn any net interest income on the advances made under the Economic Interest Participation Agreement. UDF III’s economic interest in the UDF I Loan gives UDF III the right to receive payment from UMT of principal and accrued interest relating to amounts funded by UDF III to UMT which are applied towards UMT’s funding obligations to UDF under the UDF I Loan. UDF III may abate its funding obligations under the Economic Participation Agreement at any time for a period of up to twelve months by giving UMT notice of the abatement. The Option gives UDF III the right to convert its economic interest into a full ownership participation interest in the UDF I Loan at any time by giving written notice to UMT and paying an exercise price of $ 100 71,207,000 74,687,000 9,181,000 8,580,000 On July 22, 2013, the Company entered into a guaranty agreement (the “URHF Guaranty”) pursuant to which UDF IV guaranteed all amounts due associated with the URHF $ 15,000,000 th 2015 2014 UDF I $ 9,181,000 $ 8,580,000 UDF III Economic Interest Participation Agreement 71,207,000 74,687,000 UMTHLC - 7,577,000 Balance, end of period $ 80,388,000 $ 90,844,000 8) Loans made to affiliates of the Advisor. Related Party Company 2015 2014 UDF $ 483,000 - 9) As of August 1, 2006, (now subject to an Advisory Agreement effective January 1, 2009) the Company entered into an Advisory Agreement with UMTHGS. Under the terms of the agreement, UMTHGS is paid a monthly trust administration fee. The fee is calculated monthly depending on the Company’s annual distribution rate, ranging from 1/12th of 1% up to 1/12th of 2% of the amount of average invested assets per month. During the three months ended September 30, 2015 and September 30, 2014 the expenses for the Company’s Advisor were approximately $ 250,000 333,000 253,000 750,000 672,000 760,000 19,000 13,000 57,000 59,000 19,000 57,000 The agreement also provides for a subordinated incentive fee equal to 25 10 5 10,000 20.00 50,000 The Advisory Agreement provides for the Advisor to pay all of the Company’s expenses and for the Company to reimburse the Advisor for any third-party expenses that should have been paid by the Company but which were instead paid by the Advisor. However, the Advisor remains obligated to pay: (1) the employment expenses of its employees, (2) its rent, utilities and other office expenses and (3) the cost of other items that are part of the Advisor's overhead that is directly related to the performance of services for which it otherwise receives fees from the Company. The Advisory Agreement also provides for the Company to pay to the Advisor, or a related party of the Advisor, a debt placement fee. The Company may engage the Advisor, or an Affiliate of the Advisor, to negotiate lines of credit on behalf of the Company. UMT shall pay a negotiated fee, not to exceed 1 2,000 17,000 39,000 56,000 10) The Company pays loan servicing fees to PSC, a subsidiary of UMTH, under the terms of a Mortgage Servicing Agreement. The Company paid no significant loan servicing fees in the three month periods or nine month periods ended September 30, 2015 and 2014, respectively. 11) The Company pays “guarantee” credit enhancement fees to UDF III, as specified under the terms of the UDF Guarantee agreement. During the three months ended September 30, 2015 and September 30, 2014, the Company made payments of approximately $ 8,000 26,000 54,000 48,000 14,000 18,000 55,000 53,000 12) UDF IV, a related party, is reimbursed for its degree of invested “participatory” interest in the Company’s construction loans. The Company made payments of such participation interest, as a net amount against the construction loan interest, in the three months ended September 30, 2015 and September 30, 2014 of approximately $ 426,000 540,000 1,547,000 2,420,000 The Company pays “guarantee” credit enhancement fees to UDF IV, as specified under the terms of the UDF Guarantee agreement. During the three months ended September 30, 2015 and September 30, 2014, the Company made payments of approximately $ 4,000 9,000 29,000 24,000 9,000 12,000 35,000 24,000 13) The Company pays UMTHLD administrative and origination fees for the Construction Loans in which UDF affiliates take an invested interest in. The fees are withheld from construction draws funded to the borrower and are in turn paid directly to UMTHLD. In the three months ended September 30, 2015 and September 30, 2014, administrative and origination fees paid were approximately $ 2,000 26,000 75,000 185,000 Related Party Payments: For Three Months Ended September 30, Payee Purpose 2015 2014 UMTHGS Trust administration fees $ 333,000 95 % $ 253,000 95 % UMTHGS General & administrative - Shareholder Relations 19,000 5 % 13,000 5 % $ 352,000 100 % $ 266,000 100 % PSC General & administrative Misc. $ - - $ 14,000 100 % UDF III Credit Enhancement Fees $ 8,000 100 % $ 26,000 100 % UDF IV Credit Enhancement Fees $ 4,000 100 % $ 9,000 100 % UDF IV Participation Interest Paid $ 426,000 100 % $ 540,000 100 % UMTHLD Admin and Origination Fees Paid $ 2,000 100 % $ 26,000 100 % The table below summarizes the approximate expenses associated with related parties for the three months ended September 30, 2015 and 2014: Related Party Expenses: For Three Months Ended September 30, Payee Purpose 2015 2014 UMTHGS Trust administration fees $ 250,000 93 % $ 250,000 93 % UMTHGS General & administrative - shareholder relations 19,000 7 % 19,000 7 % UMTHGS General & administrative - misc. - 0 % 1,000 0 % $ 269,000 100 % $ 270,000 100 % UMTHLC Performance obligation expense $ 170,000 100 % $ - - UMTH Debt placement fees $ (2,000) 100 % $ 17,000 100 % UDF III Credit enhancement fees $ 14,000 100 % $ 18,000 100 % UDF IV Credit Enhancement fees $ 9,000 100 % $ 12,000 100 % Related Party Payments: For Nine Months Ended September 30, Payee Purpose 2015 2014 UMTHGS Trust administration fees $ 672,000 92 % $ 760,000 93 % UMTHGS General & administrative - shareholder relations 57,000 8 % 59,000 7 % $ 729,000 100 % $ 819,000 100 % PSC General & administrative Misc. $ - - $ 14,000 100 % UDF III Credit enhancement fees $ 54,000 100 % $ 48,000 100 % UDF IV Credit enhancement fees $ 29,000 100 % $ 24,000 100 % UDF IV Participation interest paid $ 1,547,000 100 % $ 2,420,000 100 % UMTHLD Admin and origination fees paid $ 75,000 100 % $ 185,000 100 % Related Party Expenses: For Nine Months Ended September 30, Payee Purpose 2015 2014 UMTHGS Trust administration fees $ 750,000 93 % $ 750,000 93 % UMTHGS General & administrative - shareholder relations 57,000 7 % 57,000 7 % UMTHGS General & administrative - misc. 1,000 0 % 1,000 0 % $ 808,000 100 % $ 808,000 100 % PSC Loan Servicing Fee $ - - $ 1,000 7 % PSC General & administrative - misc. - - 14,000 93 % $ - $ 15,000 100 % UMTHLC Performance obligation expense $ 501,000 100 % $ - - UMTH Debt placement fees $ 39,000 100 % $ 56,000 100 % UDF III Credit enhancement fees $ 55,000 100 % $ 53,000 100 % UDF IV Credit enhancement fees $ 35,000 100 % $ 24,000 100 % |