Loans and Allowance for Credit Losses on Loans | Note 5: Loans and Allowance for Credit Losses on Loans Loan Portfolio Summary Loans receivable at December 31, 2022 and 2021, include: December 31, December 31, 2022 2021 (In thousands) Mortgage warehouse lines of credit $ 464,785 $ 781,437 Residential real estate 1,178,401 843,101 Multi-family financing (1) 3,135,535 2,702,042 Healthcare financing (1) 1,604,341 826,157 Commercial and commercial real estate (2) 978,661 520,199 Agricultural production and real estate 95,651 97,060 Consumer and margin loans 13,498 12,667 7,470,872 5,782,663 Less: ACL - Loans 44,014 31,344 Loans Receivable $ 7,426,858 $ 5,751,319 (1) In 2022, the Company started presenting multi-family and healthcare loan types on separate lines for reporting purposes. Healthcare loans of $826.2 million were included in the combined multi-family and healthcare financing loan total as of December 31, 2021. (2) Includes $497.0 million and $209.8 million of revolving lines of credit collateralized primarily by single-family mortgage servicing rights as of December 31, 2022 and 2021, respectively. In response to the COVID-19 global pandemic, the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”) established the Paycheck Protection Program (“PPP”) to provide loans for eligible businesses/not-for-profits. These loans qualified for forgiveness when used for qualifying expenses during the appropriate period. Loans funded through the PPP were fully guaranteed by the U.S. government. Commercial and commercial real estate loans at December 31, 2021 included PPP loans with principal balances of $7.0 million, respectively, that had not yet been forgiven. As of December 31, 2021, only 6% of the $112.0 million total PPP loans granted were yet to be forgiven. As of December 31, 2022 all PPP loans were fully forgiven. Risk characteristics applicable to each segment of the loan portfolio are described as follows. Mortgage Warehouse Lines of Credit (MTG WHLOC): As a secured repurchase agreement, collateral pledged to the Company secures each individual mortgage until the lender sells the loan in the secondary market. A traditional secured warehouse line of credit typically carries a base interest rate of 30-day London Interbank Offered Rate (“LIBOR”) or the Federal Reserve’s Secured Overnight Financing Rate (“SOFR”), or mortgage note rate and a margin. Risk is evident if there is a change in the fair value of mortgage loans originated by mortgage bankers in warehouse, the sale of which is the expected source of repayment of the borrowings under a warehouse line of credit. However, the warehouse customers are required to hedge the change in value of these loans to mitigate the risk. Residential Real Estate Loans (RES RE): 4 family residences. Repayment of residential real estate loans is primarily dependent on the personal income and credit rating of the borrowers. First-lien HELOC mortgages included in this segment typically carry a base rate of 30-day LIBOR or the One-Year Constant Maturity Treasury (“CMT”), plus a margin. Multi-Family Financing (MF FIN): Healthcare Financing (HC FIN): The healthcare financing portfolio includes customized loan products for independent living, assisted living, memory care and skilled nursing projects. A variety of loan products are available to accommodate rehabilitation, acquisition, and refinancing of healthcare properties. Credit risk in these loans are primarily driven by local demographics and the expertise of the operators of the facilities. Repayment of these loans may include permanent loans, sales of developed property or an interim loan commitment from the Company until permanent agency-eligible financing is obtained, as well as successful operation of a business or property and the borrower’s cash flows. Loans included in this segment typically carry a base rate of SOFR that adjusts on a monthly basis and a margin. Commercial Lending and Commercial Real Estate Loans (CML & CRE): Agricultural Production and Real Estate Loans (AG & AGRE): fund the purchase of equipment. The Company also offers long term financing to purchase agricultural real estate. Specific underwriting standards have been established for agricultural-related loans including the establishment of projections for each operating year based on industry-developed estimates of farm input costs and expected commodity yields and prices. Operating lines are typically written for one year and secured by the crop and other farm assets as considered necessary. The Company is approved to sell agricultural loans in the secondary market through the Federal Agricultural Mortgage Corporation and uses this relationship to manage interest rate risk within the portfolio. Agricultural real estate loans included in this segment are typically structured with a one-year ARM, 3-year ARM or 5-year ARM CMT and a margin. Agriculture production, livestock, and equipment loans are structured with variable rates that are indexed to prime or fixed for terms not exceeding 5 years. Consumer and Margin Loans (CON & MAR): The following table presents, by loan portfolio segment, the activity in the ACL-Loans for the year ended December 31, 2022: At or For the Year Ended December 31, 2022 MTG WHLOC RES RE MF FIN HC FIN CML & CRE AG & AGRE CON & MAR TOTAL (In thousands) ACL - Loans Balance, beginning of period $ 1,955 $ 4,170 $ 14,084 $ 4,461 $ 5,879 $ 657 $ 138 $ 31,344 Impact of adopting CECL 41 275 520 139 (1,277) (18) 21 (299) Provision for credit losses (747) 2,588 2,177 5,282 4,216 (74) 31 13,473 Loans charged to the allowance — (4) — — (1,238) — (15) (1,257) Recoveries of loans previously charged off — — — — 746 — 7 753 Balance, end of period $ 1,249 $ 7,029 $ 16,781 $ 9,882 $ 8,326 $ 565 $ 182 $ 44,014 The Company recorded a provision for credit losses of $17.3 million for the year ended December 31, 2022. The $17.3 million provision for credit losses consisted of $13.5 million for the ACL-Loans, $2.6 million for the ACL-OBCE’s, and $1.2 million for the ACL-Guarantees, contingent reserve related to the Freddie Mac-sponsored Q-series securitization transaction. Prior to the adoption of CECL, the Company maintained an allowance for loan losses in accordance with the incurred loss model as disclosed in the Company’s 2021 Annual Report on Form 10-K. The following tables present the allowance for loan losses for the years ended December 31, 2021 and 2020 and the recorded investment in loans and impairment method as of December 31, 2021: At or For the Year Ended December 31, 2021 MTG WHLOC RES RE MF FIN HC FIN CML & CRE AG & AGRE CON & MAR TOTAL (In thousands) Allowance for loan losses Balance, beginning of period $ 4,018 $ 3,334 $ 12,140 $ 2,591 $ 4,641 $ 636 $ 140 $ 27,500 Provision (credit) for loan losses (2,063) 838 1,944 1,870 2,422 21 (20) 5,012 Loans charged to the allowance — (2) — — (1,184) — (6) (1,192) Recoveries of loans previously charged off — — — — — — 24 24 Balance, December 31, 2021 $ 1,955 $ 4,170 $ 14,084 $ 4,461 $ 5,879 $ 657 $ 138 $ 31,344 Ending balance: individually evaluated for impairment $ — $ 16 $ — $ — $ 867 $ — $ 7 $ 890 Ending balance: collectively evaluated for impairment $ 1,955 $ 4,154 $ 14,084 $ 4,461 $ 5,012 $ 657 $ 131 $ 30,454 Loans Balance, December 31, 2021 $ 781,437 $ 843,101 $ 2,702,042 $ 826,157 $ 520,199 $ 97,060 $ 12,667 $ 5,782,663 Ending balance individually evaluated for impairment $ — $ 419 $ 36,760 $ — $ 6,055 $ 158 $ 13 $ 43,405 Ending balance collectively evaluated for impairment $ 781,437 $ 842,682 $ 2,665,282 $ 826,157 $ 514,144 $ 96,902 $ 12,654 $ 5,739,258 For the Year Ended December 31, 2020 MTG WHLOC RES RE MF FIN HC FIN CML & CRE AG & AGRE CON & MAR TOTAL (In thousands) Allowance for loan losses Balance, beginning of year $ 1,913 $ 2,042 $ 5,784 $ 1,234 $ 4,173 $ 523 $ 173 $ 15,842 Provision for credit losses 2,105 1,248 6,356 1,357 681 113 (22) 11,838 Loans charged to the allowance — (31) — — (319) — (11) (361) Recoveries of loans previously charged off — 75 — — 106 — — 181 Balance, end of year $ 4,018 $ 3,334 $ 12,140 $ 2,591 $ 4,641 $ 636 $ 140 $ 27,500 The below table presents the amortized cost basis and ACL-Loans allocated for collateral dependent loans, which are individually evaluated to determine expected credit losses: December 31, 2022 Real Estate Accounts Receivable / Equipment Other Total ACL-Loans Allocation (In thousands) RES RE $ 237 $ — $ 9 $ 246 $ 31 MF FIN 36,760 — — 36,760 173 HC FIN 21,783 — — 21,783 134 CML & CRE — 4,917 966 5,883 842 AG & AGRE 147 — — 147 1 CON & MAR — — 6 6 — Total collateral dependent loans $ 58,927 $ 4,917 $ 981 $ 64,825 $ 1,181 Internal Risk Categories In adherence with policy, the Company uses the following internal risk grading categories and definitions for loans: Pass Special Mention (Watch) – This is a loan that is sound and collectable but contains potential risk. Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date. Substandard Doubtful The following tables present the credit risk profile of the Company’s loan portfolio based on internal risk rating categories as of December 31, 2022 and 2021: December 31, 2022 2022 2021 2020 2019 2018 Prior Revolving Loans TOTAL (In thousands) MTG WHLOC Pass $ — $ — $ — $ — $ — $ — $ 464,785 $ 464,785 Total $ — $ — $ — $ — $ — $ — $ 464,785 $ 464,785 RES RE Pass 13,344 8,192 24,708 3,498 1,722 11,166 1,114,705 1,177,335 Special Mention (Watch) — — — 61 — 668 91 820 Substandard — — — — 74 172 — 246 Total $ 13,344 $ 8,192 $ 24,708 $ 3,559 $ 1,796 $ 12,006 $ 1,114,796 $ 1,178,401 MF FIN Pass 1,212,008 544,823 200,829 32,349 4,416 7,229 1,042,024 3,043,678 Special Mention (Watch) 32,919 — 8,000 — — — 14,178 55,097 Substandard 36,760 — — — — — — 36,760 Total $ 1,281,687 $ 544,823 $ 208,829 $ 32,349 $ 4,416 $ 7,229 $ 1,056,202 $ 3,135,535 HC FIN Pass 987,676 301,103 78,792 13,770 — — 123,888 1,505,229 Special Mention (Watch) 52,022 25,307 — — — — — 77,329 Substandard — 21,783 — — — — — 21,783 Total $ 1,039,698 $ 348,193 $ 78,792 $ 13,770 $ — $ — $ 123,888 $ 1,604,341 CML & CRE Pass 123,757 86,282 23,803 24,730 12,335 8,765 690,114 969,786 Special Mention (Watch) 43 164 963 119 99 228 1,376 2,992 Substandard — 2,017 591 72 — 666 2,537 5,883 Total $ 123,800 $ 88,463 $ 25,357 $ 24,921 $ 12,434 $ 9,659 $ 694,027 $ 978,661 AG & AGRE Pass 12,112 7,485 15,660 5,808 3,137 20,176 29,566 93,944 Special Mention (Watch) 14 55 462 421 163 389 56 1,560 Substandard — — — — — 147 — 147 Total $ 12,126 $ 7,540 $ 16,122 $ 6,229 $ 3,300 $ 20,712 $ 29,622 $ 95,651 CON & MAR Pass 4,673 463 307 101 4,589 9 3,328 13,470 Special Mention (Watch) — — 20 — — 2 — 22 Substandard — — — — — 6 — 6 Total $ 4,673 $ 463 $ 327 $ 101 $ 4,589 $ 17 $ 3,328 $ 13,498 Total Pass $ 2,353,570 $ 948,348 $ 344,099 $ 80,256 $ 26,199 $ 47,345 $ 3,468,410 $ 7,268,227 Total Special Mention (Watch) $ 84,998 $ 25,526 $ 9,445 $ 601 $ 262 $ 1,287 $ 15,701 $ 137,820 Total Substandard $ 36,760 $ 23,800 $ 591 $ 72 $ 74 $ 991 $ 2,537 $ 64,825 Total Loans $ 2,475,328 $ 997,674 $ 354,135 $ 80,929 $ 26,535 $ 49,623 $ 3,486,648 $ 7,470,872 The Company did not have any material revolving loans converted to term loans at December 31, 2022. The Company evaluates the loan risk grading system definitions and ACL-Loans methodology on an ongoing basis. No significant changes were made to either during the past year. December 31, 2021 MTG WHLOC RES RE MF FIN HC FIN CML & CRE AG & AGRE CON & MAR TOTAL (In thousands) Special Mention (Watch) $ — $ 946 $ 27,155 $ 66,406 $ 2,483 $ 3,820 $ 21 $ 100,831 Substandard — 419 36,760 — 6,055 158 13 43,405 Pass 781,437 841,736 2,638,127 759,751 511,661 93,082 12,633 5,638,427 Total $ 781,437 $ 843,101 $ 2,702,042 $ 826,157 $ 520,199 $ 97,060 $ 12,667 $ 5,782,663 Delinquent Loans The following tables present the Company’s loan portfolio aging analysis of the recorded investment in loans as of December 31, 2022 and 2021. Excluded from the tables below are government guaranteed commercial SBA loans totaling $0 and $3.2 million that were 30-59 days past due and a government guaranteed commercial SBA loan with a balance of $0 and $274,000 that was over 90 days past due as of December 31, 2022 and 2021. December 31, 2022 30-59 Days 60-89 Days Greater Than Total Total Past Due Past Due 90 Days Past Due Current Loans (In thousands) MTG WHLOC $ — $ — $ — $ — $ 464,785 $ 464,785 RES RE 4,053 152 272 4,477 1,173,924 1,178,401 MF FIN — — — — 3,135,535 3,135,535 HC FIN — — 21,783 21,783 1,582,558 1,604,341 CML & CRE 4,759 — 3,778 8,537 970,124 978,661 AG & AGRE 4,903 — — 4,903 90,748 95,651 CON & MAR 6 24 22 52 13,446 13,498 $ 13,721 $ 176 $ 25,855 $ 39,752 $ 7,431,120 $ 7,470,872 December 31, 2021 30-59 Days 60-89 Days Greater Than Total Total Past Due Past Due 90 Days Past Due Current Loans (In thousands) MTG WHLOC $ — $ — $ — $ — $ 781,437 $ 781,437 RES RE 1,252 287 186 1,725 841,376 843,101 MF FIN — — — — 2,702,042 2,702,042 HC FIN — — — — 826,157 826,157 CML & CRE 591 8 149 748 519,451 520,199 AG & AGRE 37 21 — 58 97,002 97,060 CON & MAR 43 5 40 88 12,579 12,667 $ 1,923 $ 321 $ 375 $ 2,619 $ 5,780,044 $ 5,782,663 Impaired Loans The following table presents impaired loans and specific valuation allowance information based on class level as of December 31, 2021: December 31, 2021 MTG WHLOC RES RE MF FIN CML & CRE AG & AGRE CON & MAR TOTAL (In thousands) Impaired loans without a specific allowance: Recorded investment $ — $ 372 $ 36,760 $ 3,912 $ 158 $ 4 $ 41,206 Unpaid principal balance — 372 36,760 3,912 158 4 41,206 Impaired loans with a specific allowance: Recorded investment — 47 — 2,143 — 9 2,199 Unpaid principal balance — 47 — 2,143 — 9 2,199 Specific allowance — 16 — 867 — 7 890 Total impaired loans: Recorded investment — 419 36,760 6,055 158 13 43,405 Unpaid principal balance — 419 36,760 6,055 158 13 43,405 Specific allowance — 16 — 867 — 7 890 The following tables present by portfolio class, information related to the average recorded investment and interest income recognized on impaired loans for the years ended December 31, 2021 and 2020: December 31, 2021 MTG CML & AG & CON & WHLOC RES RE MF FIN CRE AGRE MAR TOTAL (In thousands) Average recorded investment in impaired loans $ — $ 1,658 $ 14,138 $ 6,888 $ 611 $ 7 $ 23,302 Interest income recognized — 64 — 397 — — 461 December 31, 2020 MTG CML & AG & CON & WHLOC RES RE MF FIN CRE AGRE MAR TOTAL (In thousands) Average recorded investment in impaired loans $ 106 $ 3,002 $ — $ 9,913 $ 1,662 $ 17 $ 14,700 Interest income recognized — 57 — 371 1 — 429 Nonperforming Loans Nonaccrual loans, including TDRs that have not met the six-month minimum performance criterion, are reported as nonperforming loans. For all loan classes, it is the Company’s policy to have any restructured loans which are on nonaccrual status prior to being restructured remain on nonaccrual status until three months of satisfactory borrower performance, at which time management would consider its return to accrual status. A loan is generally classified as nonaccrual when the Company believes that receipt of principal and interest is doubtful under the terms of the loan agreement. Most generally, this is at 90 or more days past due. The amount of interest income recognized on nonaccrual financial assets during the year ended December 31, 2022 was immaterial. The following table presents the Company’s nonaccrual loans and loans past due 90 days or more and still accruing at December 31, 2022 and 2021. December 31, December 31, 2022 2021 Total Loans > Total Loans > 90 Days & 90 Days & Nonaccrual Accruing Nonaccrual Accruing (In thousands) RES RE $ 245 $ 96 $ 362 $ 22 MF FIN — — — — HC FIN 21,783 — — — CML & CRE 4,390 — — 149 AG & AGRE 147 — 158 30 CON & MAR 6 16 4 36 $ 26,571 $ 112 $ 524 $ 237 The Company did not have any nonperforming loans without an estimated ACL at December 31, 2022. During 2022, the Company had no troubled loans that were modified or defaulted during the year ended December 31, 2022. During 2021, the Company had one newly classified troubled debt restructuring in the CML & CRE loan class. The loan had a pre and post post The CARES Act included several provisions designed to help financial institutions like the Company in working with their customers. Section 4013 of the CARES Act, as extended, allowed a financial institution to elect to suspend generally accepted accounting principles and regulatory determinations with respect to qualifying loan modifications related to COVID-19 that would otherwise be categorized as a TDR until January 1, 2022. The Company took advantage of this provision to extend certain payment modifications to loan customers in need. There were no residential loans in process of foreclosures as of December 31, 2022 and 2021. Significant Loan Sales Loan Sale and Securitization - 2022 Activity On September 22, 2022, the Company completed a private securitization by which a a real estate mortgage investment conduit (“REMIC”) and ultimately sold to investors as securities. The Company purchased the senior security for a total of of the losses in the loan portfolio. This transaction provided the Company an avenue to enhance capital efficiency and minimize credit risk on the balance sheet. As part of the securitization transaction, the Company will be both Master Servicer and Special Servicer of the loans. As Master Servicer and Special Servicer, the Company will have obligations to collect and remit payments of principal and interest, manage payments of taxes and insurance, and otherwise administer the underlying loans. Beyond servicing the loans, the Company’s ongoing involvement in this transaction is limited to customary obligations of loan sales, including any material breach in representation. In connection with the securitization, the Company received proceeds and accrued interest on loans, net of the acquired securities, of million. No allowance for credit losses was recognized in connection with purchase of the security, in accordance with ASC 326. However, the million allowance for credit losses associated with the loans sold was released through the provision for credit losses. The transfer of these loans was accounted for as a sale for financial reporting purposes, in accordance with ASC 860, and a $525,000 net loss on sale was recognized. The net loss on sale included a Freddie Mac Q Series Securitization - 2022 Activity May 2022 On May 5, 2022, the Company entered into an arrangement through a third-party trust and Freddie Mac, by which a $214.0 million portfolio of multi-family loans were sold to the trust and ultimately securitized through Freddie Mac and sold to investors. The Company did not purchase any of the securities. The transfer of these loans was accounted for as a sale for financial reporting purposes, in accordance with ASC 860, and a $2.3 million net gain on sale was recognized, which included establishing a contingent and noncontingent reserve and servicing rights associated with this transaction. The Company’s ongoing involvement in this transaction is limited to customary obligations of loan sales, including any material breach in representation. In connection with the securitization, the Company also entered into a reimbursement agreement for a first loss position in the underlying loan portfolio, not to exceed 12% of the unpaid principal amount of the loans comprising the securitization pool at settlement, or approximately $25.7 million. A contingent reserve of $1.2 million for estimated losses was established with respect to the first loss obligation on May 5, 2022, which was included in provision for credit losses on the consolidated statement of income and other liabilities on the consolidated balance sheet. A noncontingent reserve of $2.5 million related to the Company’s reimbursement obligation was included in other liabilities on the consolidated balance sheet and offset through gain on sale in the consolidated statement of income. The Company was also required to hold collateral against the reimbursement agreement. Accordingly, million of U.S. Treasury securities were acquired as part of the transaction. As part of the securitization transaction, the Company released all mortgage servicing obligations and rights to Freddie Mac, who was designated as the Master Servicer. Freddie Mac appointed the Company with sub-servicing obligations, which include obligations to collect and remit payments of principal and interest, manage payments of taxes and insurance, and otherwise administer the underlying loans. Accordingly, the Company recognized a November 2022 On November 3, 2022, the Company completed a $284.2 million securitization of 16 multi-family mortgage loans through a Freddie Mac-sponsored Q-Series transaction. The Company did not purchase any of the securities as part of this transaction. The transfer of these loans was accounted for as a sale for financial reporting purposes, in accordance with ASC 860, and a $121,000 gain on sale was recognized, which included establishing servicing rights associated with this transaction. The Company was retained as the mortgage sub-servicer for Freddie Mac on the entire $284.2 million pool of loans. Beyond sub-servicing the loans, the Company’s ongoing involvement in this transaction is limited to customary obligations of loan sales, including any material breach in representation. In connection with the transaction a mortgage servicing right of $1.3 million was established. Freddie Mac Q Series Securitization - 2021 Activity On May 7, 2021, the Company entered into an arrangement through a third-party trust and Freddie Mac, by which a $262.0 million portfolio of multi-family loans were sold to the trust and ultimately securitized through Freddie Mac and sold to investors. The Company purchased two of the securities for a total of $28.7 million. The transfer of these loans was accounted for as a sale for financial reporting purposes, in accordance with ASC 860, and a $676,000 net loss on sale was recognized, which included the impact of establishing a risk share allowance and servicing rights associated with this transaction. Beyond holding the two securities, the Company’s ongoing involvement in this transaction is limited to customary obligations of loan sales, including any material breach in representation. In connection with the securitization and purchase of one of the securities, Merchants maintains a first loss position in the underlying loan portfolio not to exceed 10% of the unpaid principal amount of the loans comprising the securitization pool at settlement, or approximately $26.2 million. Therefore, a reserve of $1.4 million for estimated losses was established with respect to the first loss obligation at May 7, 2021, which was included in other liabilities on the consolidated balance sheets. These estimated losses were consistent with the amount in allowance for loan losses that was released when the loans were sold. If the Company sells one of the securities, this first loss obligation would be eliminated. As part of the securitization transaction, Merchants released all mortgage servicing obligations and rights to Freddie Mac who was designated as the Master Servicer. As Master Servicer, Freddie Mac appointed the Company with sub-servicing obligations, which include obligations to collect and remit payments of principal and interest, manage payments of taxes and insurance, and otherwise administer the underlying loans. Accordingly, the company recognized a During the year ended December 31, 2022, one of these securities was sold at book value, and the other security was fully amortized, resulting in no gains or losses. Loans Purchased The Company purchased $551.1 million and $369.1 million of loans during the years ended December 31, 2022 and 2021, respectively. |