Loans and Leases Receivable and Allowance for Loan and Lease Losses | LOANS AND LEASES RECEIVABLE AND ALLOWANCE FOR LOAN AND LEASE LOSSES The following table presents loans and leases receivable as of September 30, 2019 and December 31, 2018. (amounts in thousands) September 30, 2019 December 31, 2018 Loans receivable, mortgage warehouse, at fair value $ 2,438,530 $ 1,405,420 Loans receivable: Commercial: Multi-family 2,300,244 3,285,297 Commercial and industrial (including owner occupied commercial real estate) (1) 2,363,599 1,951,277 Commercial real estate non-owner occupied 1,268,557 1,125,106 Construction 61,200 56,491 Total commercial loans and leases receivable 5,993,600 6,418,171 Consumer: Residential real estate 628,786 566,561 Manufactured housing 72,616 79,731 Other consumer 643,553 74,035 Total consumer loans receivable 1,344,955 720,327 Loans and leases receivable 7,338,555 7,138,498 Deferred (fees) costs and unamortized (discounts) premiums, net (2,318) (424) Allowance for loan and lease losses (51,053) (39,972) Total loans and leases receivable, net of allowance for loan and lease losses $ 9,723,714 $ 8,503,522 (1) Includes direct finance equipment leases of $75.2 million and $54.5 million at September 30, 2019 and December 31, 2018, respectively. Customers' total loans and leases receivable portfolio includes loans receivable which are reported at fair value based on an election made to account for these loans at fair value and loans and leases receivable which are predominately reported at their outstanding unpaid principal balance, net of charge-offs and deferred costs and fees and unamortized premiums and discounts and are evaluated for impairment. Loans receivable, mortgage warehouse, at fair value: Mortgage warehouse loans consist of commercial loans to mortgage companies. These mortgage warehouse lending transactions are subject to master repurchase agreements. As a result of the contractual provisions, for accounting purposes control of the underlying mortgage loan has not transferred and the rewards and risks of the mortgage loans are not assumed by Customers. The mortgage warehouse loans receivable are designated as loans held for investment and reported at fair value based on an election made to account for the loans at fair value. Pursuant to the agreements, Customers funds the pipelines for these mortgage lenders by sending payments directly to the closing agents for funded mortgage loans and receives proceeds directly from third party investors when the underlying mortgage loans are sold into the secondary market. The fair value of the mortgage warehouse loans is estimated as the amount of cash initially advanced to fund the mortgage, plus accrued interest and fees, as specified in the respective agreements. The interest rates on these loans are variable, and the lending transactions are short-term, with an average life under 30 days from purchase to sale. The primary goal of these lending transactions is to provide liquidity to mortgage companies. At September 30, 2019 and December 31, 2018, all of Customers' commercial mortgage warehouse loans were current in terms of payment. As these loans are reported at their fair value, they do not have an allowance for loan and lease loss and are therefore excluded from ALLL-related disclosures. Loans and leases receivable: The following tables summarize loans and leases receivable by loan and lease type and performance status as of September 30, 2019 and December 31, 2018: September 30, 2019 (amounts in thousands) 30-89 Days past due (1) 90 Days or more past due (1) Total past due (1) Non-accrual Current (2) Purchased-credit-impaired loans (3) Total loans and leases (4) Multi-family $ 3,662 $ — $ 3,662 $ — $ 2,294,926 $ 1,656 $ 2,300,244 Commercial and industrial 860 — 860 5,314 1,881,586 374 1,888,134 Commercial real estate owner occupied 686 — 686 2,068 465,934 6,777 475,465 Commercial real estate non-owner occupied — — — 83 1,264,361 4,113 1,268,557 Construction — — — — 61,200 — 61,200 Residential real estate 2,485 — 2,485 6,093 616,533 3,675 628,786 Manufactured housing (5) 3,153 1,943 5,096 1,567 64,362 1,591 72,616 Other consumer 3,810 — 3,810 1,140 638,400 203 643,553 Total $ 14,656 $ 1,943 $ 16,599 $ 16,265 $ 7,287,302 $ 18,389 $ 7,338,555 December 31, 2018 (amounts in thousands) 30-89 Days past due (1) 90 Days or more past due (1) Total past due (1) Non-accrual Current (2) Purchased-credit-impaired loans (3) Total loans and leases (4) Multi-family $ — $ — $ — $ 1,155 $ 3,282,452 $ 1,690 $ 3,285,297 Commercial and industrial 1,914 — 1,914 17,764 1,353,586 536 1,373,800 Commercial real estate owner occupied 193 — 193 1,037 567,809 8,438 577,477 Commercial real estate non-owner occupied 1,190 — 1,190 129 1,119,443 4,344 1,125,106 Construction — — — — 56,491 — 56,491 Residential real estate 5,940 — 5,940 5,605 550,679 4,337 566,561 Manufactured housing (5) 3,926 2,188 6,114 1,693 69,916 2,008 79,731 Other consumer 200 — 200 111 73,503 221 74,035 Total $ 13,363 $ 2,188 $ 15,551 $ 27,494 $ 7,073,879 $ 21,574 $ 7,138,498 (1) Includes past due loans and leases that are accruing interest because collection is considered probable. (2) Loans and leases where next payment due is less than 30 days from the report date. (3) Purchased-credit-impaired loans aggregated into a pool are accounted for as a single asset with a single composite interest rate and an aggregate expectation of cash flows, and the past due status of the pools, or that of the individual loans within the pools, is not meaningful. Due to the credit impaired nature of the loans, the loans are recorded at a discount reflecting estimated future cash flows and the Bank recognizes interest income on each pool of loans reflecting the estimated yield and passage of time. Such loans are considered to be performing. Purchased-credit-impaired loans that are not in pools accrete interest when the timing and amount of their expected cash flows are reasonably estimable, and are reported as performing loans. (4) Amounts exclude deferred costs and fees, unamortized premiums and discounts, and the ALLL. (5) Certain manufactured housing loans purchased in 2010 are supported by cash reserves held at the Bank of $24 thousand and $0.5 million at September 30, 2019 and December 31, 2018, respectively, which are used to fund past-due payments when the loan becomes 90 days or more delinquent. Each quarter, these funds are evaluated to determine if they would be sufficient to absorb the probable incurred losses within the manufactured housing portfolio. As of both September 30, 2019 and December 31, 2018, the Bank had $0.2 million, respectively, of residential real estate held in OREO. As of September 30, 2019 and December 31, 2018, the Bank had initiated foreclosure proceedings on $0.8 million and $2.1 million, respectively, in loans secured by residential real estate. Allowance for loan and lease losses The changes in the ALLL for the three and nine months ended September 30, 2019 and 2018, and the loans and leases and ALLL by loan and lease type based on impairment-evaluation method as of September 30, 2019 and December 31, 2018 are presented in the tables below. Three Months Ended September 30, 2019 Multi-family Commercial and industrial Commercial real estate owner occupied Commercial real estate non-owner occupied Construction Residential real estate Manufactured housing Other consumer Total (amounts in thousands) Ending Balance, $ 9,926 $ 13,736 $ 3,360 $ 6,159 $ 649 $ 4,168 $ 123 $ 10,267 $ 48,388 Charge-offs — (349) (45) — — — — (1,806) (2,200) Recoveries — 369 10 — 8 5 — 47 439 Provision for loan and lease losses (2,428) 2,119 (435) 281 1 (90) 904 4,074 4,426 Ending Balance, $ 7,498 $ 15,875 $ 2,890 $ 6,440 $ 658 $ 4,083 $ 1,027 $ 12,582 $ 51,053 Nine Months Ended Ending Balance, $ 11,462 $ 12,145 $ 3,320 $ 6,093 $ 624 $ 3,654 $ 145 $ 2,529 $ 39,972 Charge-offs (541) (532) (119) — — (109) — (3,493) (4,794) Recoveries 7 826 235 — 128 20 — 120 1,336 Provision for loan and lease losses (3,430) 3,436 (546) 347 (94) 518 882 13,426 14,539 Ending Balance, $ 7,498 $ 15,875 $ 2,890 $ 6,440 $ 658 $ 4,083 $ 1,027 $ 12,582 $ 51,053 As of September 30, 2019 (amounts in thousands) Loans and leases receivable: Individually evaluated for impairment $ — $ 5,375 $ 2,084 $ 83 $ — $ 9,057 $ 9,929 $ 1,140 $ 27,668 Collectively evaluated for impairment 2,298,588 1,882,385 466,604 1,264,361 61,200 616,054 61,096 642,210 7,292,498 Loans acquired with credit deterioration 1,656 374 6,777 4,113 — 3,675 1,591 203 18,389 Total loans and leases receivable $ 2,300,244 $ 1,888,134 $ 475,465 $ 1,268,557 $ 61,200 $ 628,786 $ 72,616 $ 643,553 $ 7,338,555 Allowance for loan and lease losses: Individually evaluated for impairment $ — $ 167 $ — $ — $ — $ 40 $ 123 $ 65 $ 395 Collectively evaluated for impairment 7,498 15,448 2,882 4,555 658 3,727 904 12,362 48,034 Loans acquired with credit deterioration — 260 8 1,885 — 316 — 155 2,624 Total allowance for loan and lease losses $ 7,498 $ 15,875 $ 2,890 $ 6,440 $ 658 $ 4,083 $ 1,027 $ 12,582 $ 51,053 Three Months Ended September 30, 2018 Multi-family Commercial and industrial Commercial real estate owner occupied Commercial real estate non-owner occupied Construction Residential real estate Manufactured housing Other consumer Total (amounts in thousands) Ending Balance, $ 12,069 $ 12,258 $ 2,988 $ 6,698 $ 992 $ 2,908 $ 149 $ 226 $ 38,288 Charge-offs — (90) — — — — — (437) (527) Recoveries — 30 — 5 11 6 — 4 56 Provision for loan and lease losses (240) 516 164 (254) 59 987 (55) 1,747 2,924 Ending Balance, $ 11,829 $ 12,714 $ 3,152 $ 6,449 $ 1,062 $ 3,901 $ 94 $ 1,540 $ 40,741 Nine Months Ended Ending Balance, $ 12,168 $ 10,918 $ 3,232 $ 7,437 $ 979 $ 2,929 $ 180 $ 172 $ 38,015 Charge-offs — (314) (501) — — (407) — (1,155) (2,377) Recoveries — 205 326 5 231 69 — 10 846 Provision for loan and lease losses (339) 1,905 95 (993) (148) 1,310 (86) 2,513 4,257 Ending Balance, $ 11,829 $ 12,714 $ 3,152 $ 6,449 $ 1,062 $ 3,901 $ 94 $ 1,540 $ 40,741 As of December 31, 2018 (amounts in thousands) Loans and leases receivable: Individually evaluated for impairment $ 1,155 $ 17,828 $ 1,069 $ 129 $ — $ 8,631 $ 10,195 $ 111 $ 39,118 Collectively evaluated for impairment 3,282,452 1,355,436 567,970 1,120,633 56,491 553,593 67,528 73,703 7,077,806 Loans acquired with credit deterioration 1,690 536 8,438 4,344 — 4,337 2,008 221 21,574 Total loans and leases receivable $ 3,285,297 $ 1,373,800 $ 577,477 $ 1,125,106 $ 56,491 $ 566,561 $ 79,731 $ 74,035 $ 7,138,498 Allowance for loan and lease losses: Individually evaluated for impairment $ 539 $ 261 $ 1 $ — $ — $ 41 $ 3 $ — $ 845 Collectively evaluated for impairment 10,923 11,516 3,319 4,161 624 3,227 89 2,390 36,249 Loans acquired with credit deterioration — 368 — 1,932 — 386 53 139 2,878 Total allowance for loan and lease losses $ 11,462 $ 12,145 $ 3,320 $ 6,093 $ 624 $ 3,654 $ 145 $ 2,529 $ 39,972 Impaired Loans - Individually Evaluated for Impairment The following tables present the recorded investment (net of charge-offs), unpaid principal balance, and related allowance by loan type for impaired loans that were individually evaluated for impairment as of September 30, 2019 and December 31, 2018 and the average recorded investment and interest income recognized for the three and nine months ended September 30, 2019 and 2018. Customers had no impaired lease receivables as of September 30, 2019 and December 31, 2018, respectively. Purchased-credit-impaired loans are considered to be performing and are not included in the tables below. September 30, 2019 Three Months Ended Nine Months Ended (amounts in thousands) Recorded investment net of charge-offs Unpaid principal balance Related allowance Average recorded investment Interest income recognized Average recorded investment Interest income recognized With no related allowance recorded: Multi-family $ — $ — $ — $ — $ 149 $ 499 $ 149 Commercial and industrial 4,602 6,245 — 4,631 991 8,528 1,009 Commercial real estate owner occupied 2,068 2,849 — 1,425 74 1,111 95 Commercial real estate non-owner occupied 83 194 — 89 7 102 7 Residential real estate 4,686 5,007 — 4,526 21 4,654 82 Manufactured housing 4,496 4,496 — 7,229 97 8,656 335 Other consumer 195 195 — 164 76 137 84 With an allowance recorded: Multi-family — — — — — 289 — Commercial and industrial 773 773 167 3,358 — 4,277 97 Commercial real estate owner occupied 16 16 — 91 — 131 1 Residential real estate 4,371 4,371 40 4,057 47 3,937 101 Manufactured housing 5,433 5,433 123 2,799 45 1,483 49 Other consumer 945 945 65 586 — 293 — Total $ 27,668 $ 30,524 $ 395 $ 28,955 $ 1,507 $ 34,097 $ 2,009 December 31, 2018 Three Months Ended Nine Months Ended (amounts in thousands) Recorded investment net of charge-offs Unpaid principal balance Related allowance Average recorded investment Interest income recognized Average recorded investment Interest income recognized With no related allowance recorded: Multi-family $ — $ — $ — $ 1,343 $ — $ 672 $ 8 Commercial and industrial 13,660 15,263 — 7,765 166 7,623 168 Commercial real estate owner occupied 1,037 1,766 — 711 — 711 — Commercial real estate non-owner occupied 129 241 — 1,347 — 774 8 Residential real estate 4,842 5,128 — 4,281 23 3,952 25 Manufactured housing 10,027 10,027 — 10,147 144 10,011 421 Other consumer 111 111 — 103 1 83 1 With an allowance recorded: Multi-family 1,155 1,155 539 — — — — Commercial and industrial 4,168 4,351 261 5,787 27 7,089 39 Commercial real estate owner occupied 32 32 1 336 9 546 11 Residential real estate 3,789 3,789 41 4,398 61 4,760 124 Manufactured housing 168 168 3 227 4 225 10 Total $ 39,118 $ 42,031 $ 845 $ 36,445 $ 435 $ 36,446 $ 815 Troubled Debt Restructurings At September 30, 2019 and December 31, 2018, there were $13.5 million and $19.2 million, respectively, in loans reported as TDRs. TDRs are reported as impaired loans in the calendar year of their restructuring and are evaluated to determine whether they should be placed on non-accrual status. In subsequent years, a TDR may be returned to accrual status if it satisfies a minimum performance requirement of six months, however, it will remain classified as impaired. Generally, the Bank requires sustained performance for nine months before returning a TDR to accrual status. Modifications of PCI loans that are accounted for within loan pools in accordance with the accounting standards for PCI loans do not result in the removal of these loans from the pool even if the modifications would otherwise be considered a TDR. Accordingly, as each pool is accounted for as a single asset with a single composite interest rate and an aggregate expectation of cash flows, modifications of loans within such pools are not considered TDRs. Customers had no lease receivables that had been restructured as a TDR as of September 30, 2019 and December 31, 2018, respectively. The following table presents total TDRs based on loan type and accrual status at September 30, 2019 and December 31, 2018. Nonaccrual TDRs are included in the reported amount of total non-accrual loans. September 30, 2019 December 31, 2018 (amounts in thousands) Accruing TDRs Nonaccrual TDRs Total Accruing TDRs Nonaccrual TDRs Total Commercial and industrial $ 61 $ 29 $ 90 $ 64 $ 5,273 $ 5,337 Commercial real estate owner occupied 16 — 16 32 — 32 Residential real estate 2,964 639 3,603 3,026 667 3,693 Manufactured housing 8,362 1,424 9,786 8,502 1,620 10,122 Other consumer — 11 11 — 12 12 Total TDRs $ 11,403 $ 2,103 $ 13,506 $ 11,624 $ 7,572 $ 19,196 The following table presents loans modified in a TDR by type of concession for the three and nine months ended September 30, 2019 and 2018. There were no modifications that involved forgiveness of debt for the three and nine months ended September 30, 2019 and 2018. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 (dollars in thousands) Number of loans Recorded investment Number of loans Recorded investment Number of loans Recorded investment Number of loans Recorded investment Extensions of maturity — $ — — $ — 2 $ 514 1 $ 56 Interest-rate reductions 7 196 8 473 19 628 32 1,402 Total 7 $ 196 8 $ 473 21 $ 1,142 33 $ 1,458 The following table provides, by loan type, the number of loans modified in TDRs and the related recorded investment for the three and nine months ended September 30, 2019 and 2018. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 (dollars in thousands) Number of loans Recorded investment Number of loans Recorded investment Number of loans Recorded investment Number of loans Recorded investment Commercial and industrial — $ — — $ — 1 $ 431 — $ — Manufactured housing 7 196 7 321 19 628 30 1,093 Residential real estate — — 1 152 1 83 2 352 Other consumer — — — — — — 1 13 Total loans 7 $ 196 8 $ 473 21 $ 1,142 33 $ 1,458 As of September 30, 2019, there were no commitments to lend additional funds to debtors whose loans have been modified in TDRs. As of December 31, 2018, except for one commercial and industrial loan with an outstanding commitment of $1.5 million, there were no other commitments to lend additional funds to debtors whose loans have been modified in TDRs. The following table presents, by loan type, the number of loans modified in TDRs and the related recorded investment, for which there was a payment default within twelve months following the modification: September 30, 2019 September 30, 2018 (dollars in thousands) Number of loans Recorded investment Number of loans Recorded investment Manufactured housing 3 $ 76 — $ — Residential real estate 1 82 — — Total loans 4 $ 158 — $ — Loans modified in TDRs are evaluated for impairment. The nature and extent of impairment of TDRs, including those which have experienced a subsequent default, is considered in the determination of an appropriate level of ALLL. During the three and nine months ended September 30, 2019, allowances totaling $3 thousand and $6 thousand, respectively, were recorded on four and nine loans, respectively, that had been modified in TDRs. There were no allowances recorded as a result of TDR modifications during the three and nine months ended September 30, 2018. Purchased-Credit-Impaired Loans The changes in accretable yield related to PCI loans for the three and nine months ended September 30, 2019 and 2018 were as follows: Three Months Ended September 30, Nine Months Ended September 30, (amounts in thousands) 2019 2018 2019 2018 Accretable yield balance, beginning of period $ 5,807 $ 7,403 $ 6,178 $ 7,825 Accretion to interest income (256) (310) (911) (1,164) Reclassification from nonaccretable difference and disposals, net (67) (4) 217 428 Accretable yield balance, end of period $ 5,484 $ 7,089 $ 5,484 $ 7,089 Credit Quality Indicators The ALLL represents management's estimate of probable losses in Customers' loans and leases receivable portfolio, excluding commercial mortgage warehouse loans reported at fair value pursuant to a fair value option election. Multi-family, commercial and industrial, owner occupied commercial real estate, non-owner occupied commercial real estate, and construction loans are rated based on an internally assigned risk rating system which is assigned at the time of loan origination and reviewed on a periodic, or on an “as needed” basis. Residential real estate loans, manufactured housing and other consumer loans are evaluated based on the payment activity of the loan. To facilitate the monitoring of credit quality within the multi-family, commercial and industrial, owner occupied commercial real estate, non-owner occupied commercial real estate, and construction loan portfolios, and for purposes of analyzing historical loss rates used in the determination of the ALLL for the respective loan portfolios, the Bank utilizes the following categories of risk ratings: pass/satisfactory (includes risk rating 1 through 6), special mention, substandard, doubtful, and loss. The risk rating categories, which are derived from standard regulatory rating definitions, are assigned upon initial approval of credit to borrowers and updated periodically thereafter. Pass/satisfactory ratings, which are assigned to those borrowers who do not have identified potential or well-defined weaknesses and for whom there is a high likelihood of orderly repayment, are updated periodically based on the size and credit characteristics of the borrower. All other categories are updated on a quarterly basis during the month preceding the end of the calendar quarter. While assigning risk ratings involves judgment, the risk-rating process allows management to identify riskier credits in a timely manner and allocate the appropriate resources to manage those loans and leases. The 2018 Form 10-K describes Customers Bancorp’s risk rating grades. Risk ratings are not established for certain consumer loans, including residential real estate, other consumer loans, home equity, manufactured housing, and installment loans, mainly because these portfolios consist of a larger number of homogeneous loans with smaller balances. Instead, these portfolios are evaluated for risk mainly based upon aggregate payment history and through the monitoring of delinquency levels and trends and are classified as performing and non-performing. The following tables present the credit ratings of loans and leases receivable as of September 30, 2019 and December 31, 2018. September 30, 2019 (amounts in thousands) Multi-family Commercial and industrial Commercial real estate owner occupied Commercial real estate non-owner occupied Construction Residential real estate Manufactured housing Other consumer Total (3) Pass/Satisfactory $ 2,259,366 $ 1,836,857 $ 459,549 $ 1,200,664 $ 61,200 $ — $ — $ — $ 5,817,636 Special Mention 21,449 27,454 8,342 11,633 — — — — 68,878 Substandard 19,429 23,823 7,574 56,260 — — — — 107,086 Performing (1) — — — — — 620,208 65,953 638,603 1,324,764 Non-performing (2) — — — — — 8,578 6,663 4,950 20,191 Total $ 2,300,244 $ 1,888,134 $ 475,465 $ 1,268,557 $ 61,200 $ 628,786 $ 72,616 $ 643,553 $ 7,338,555 December 31, 2018 (amounts in thousands) Multi-family Commercial and industrial Commercial real estate owner occupied Commercial real estate non-owner occupied Construction Residential real estate Manufactured housing Other consumer Total (3) Pass/Satisfactory $ 3,201,822 $ 1,306,466 $ 562,639 $ 1,054,493 $ 56,491 $ — $ — $ — $ 6,181,911 Special Mention 55,696 30,551 9,730 30,203 — — — — 126,180 Substandard 27,779 36,783 5,108 40,410 — — — — 110,080 Performing (1) — — — — — 555,016 71,924 73,724 700,664 Non-performing (2) — — — — — 11,545 7,807 311 19,663 Total $ 3,285,297 $ 1,373,800 $ 577,477 $ 1,125,106 $ 56,491 $ 566,561 $ 79,731 $ 74,035 $ 7,138,498 (1) Includes residential real estate, manufactured housing, and other consumer loans not assigned internal ratings. (2) Includes residential real estate, manufactured housing, and other consumer loans that are past due and still accruing interest or on nonaccrual status. (3) Excludes commercial mortgage warehouse loans reported at fair value. Loan Purchases and Sales Purchases and sales of loans were as follows for the three and nine months ended September 30, 2019 and 2018: Three Months Ended September 30, Nine Months Ended September 30, (amounts in thousands) 2019 2018 2019 2018 Purchases (1) Residential real estate $ — $ 25,807 $ 105,858 $ 303,181 Other consumer (2) 83,898 46,843 534,150 46,843 Total $ 83,898 $ 72,650 $ 640,008 $ 350,024 Sales (3) Commercial and industrial (4) $ — $ (6,691) $ — $ (23,840) Commercial real estate owner occupied (4) — (5,387) — (14,968) Total $ — $ (12,078) $ — $ (38,808) (1) Amounts reported in the above table are the unpaid principal balance at time of purchase. The purchase price was 96.3% and 95.3% of loans outstanding for the three months ended September 30, 2019 and 2018, respectively. The purchase price was 99.4% and 99.3% of loans outstanding for the nine months ended September 30, 2019 and 2018, respectively. (2) Other consumer loan purchases for the three and nine months ended September 30, 2019 consist of third-party originated unsecured consumer loans. None of the loans are considered sub-prime at the time of origination or purchase. Customers considers sub-prime borrowers to be those with FICO scores below 660. (3) Amounts reported in the above table are the unpaid principal balance at time of sale. There were no loan sales for the three and nine months ended September 30, 2019. For the three and nine months ended September 30, 2018, loan sales resulted in gains of $1.1 million and $3.4 million, respectively. (4) Primarily sales of SBA loans. Loans Pledged as Collateral Customers has pledged eligible real estate loans as collateral for potential borrowings from the FHLB and FRB in the amount of $5.2 billion and $5.4 billion at September 30, 2019 and December 31, 2018, respectively. |