LOANS | LOANS The Company's loan portfolio consists primarily of loans to borrowers within our principal market area of Los Angeles County, Orange County and San Diego County, California. Although the Company seeks to avoid concentrations of loans to a single industry or based upon a single class of collateral, real estate and real estate associated businesses, such as hospitality businesses, are among the principal industries in the Company's market area and, as a result, the Company's loan and collateral portfolios are, to some degree, concentrated in those industries. The Company also originates SBA loans either for sale to institutional investors or to hold in the loan portfolio. Loans identified as held for sale are carried at the lower of their net carrying value or market value and separately designated as such in the condensed consolidated financial statements. A portion of the Company's revenues are from origination and servicing of loans guaranteed by the SBA under its various programs and sale of the guaranteed portions of the loans. Funding for these loans depends on annual appropriations by the U.S. Congress. Beginning in April of 2020, the Company participated in the Paycheck Protection Program ("PPP"), administrated by the SBA, in assisting its borrowers with additional liquidity. PPP loans are 100% guaranteed by the SBA and carry a fixed rate of 1.00% with a two-year contractual maturity (loans originated before June 5, 2020) or five years (loans originated on or after June 5, 2020), if not forgiven. Payments are deferred until either the date on which the SBA remits the amount of forgiveness proceeds to the lender or the date that is 10 months after the last day of the covered period if the borrower does not apply for forgiveness within that 10 month period. The Company was paid a processing fee from the SBA ranging from 1% to 5% based on the size of the loan. At June 30, 2020, PPP loans, net of unearned fees of $11.5 million, totaled $389.2 million and the weighted average rate for the processing fee was 3.16%. The unearned fees are being accreted to interest income based on the two-year contractual maturity. The Company anticipates that the SBA may forgive a significant number of PPP loans in the third and fourth quarters of 2020, at which point the recognition of fee income will be accelerated into interest income. On April 14, 2020, the Company was approved by the Federal Reserve to access its SBA Paycheck Protection Program Liquidity Facility ("PPPLF"). The PPPLF enables the Company to borrow funds through the Federal Reserve Discount Window to fund PPP loans. At June 30, 2020, the Company pledged $173.7 million of PPP loans as eligible collateral under the PPPLF borrowing arrangement. See Note 8 – Borrowing Arrangements for additional information regarding the PPPLF. As of June 30, 2020, the Company had pledged $1.23 billion of loans with the FHLB under a blanket lien, of which $834.4 million was considered as eligible collateral under this secured borrowing arrangement, and loans with an unpaid principal balance of $212.8 million were pledged as collateral under a secured borrowing arrangement with the Federal Reserve. See Note 8 – Borrowing Arrangements for additional information regarding the FHLB and Federal Reserve secured lines of credit. The loans held for investment portfolio includes originated and acquired loans. The acquired loans includes: (i) loans that were not credit impaired on the date of acquisition ("Non-PCI"); and (ii) purchased credit impaired ("PCI") loans, which are defined as loans with evidence of credit deterioration since their originations and for which it is probable that collection of all contractually required payments are unlikely as of the acquisition date. The following table presents loans held for investment, net, by loan class at June 30, 2020 and December 31, 2019: June 30, 2020 December 31, 2019 (dollars in thousands) Construction and land development $ 218,226 $ 249,504 Real estate: Residential 39,145 43,736 Commercial real estate - owner occupied 162,508 171,595 Commercial real estate - non-owner occupied 502,693 423,823 Commercial and industrial 335,411 309,011 SBA loans (1) 586,820 177,633 Consumer 34 430 Loans held for investment, net of discounts (2) 1,844,837 1,375,732 Net deferred origination fees (1) (13,218) (1,057) Loans held for investment 1,831,619 1,374,675 Allowance for loan losses (3) (17,822) (13,522) Loans held for investment, net $ 1,813,797 $ 1,361,153 (1) Includes PPP loans with total outstanding principal of $400.7 million and net unearned fees of $11.5 million at June 30, 2020. (2) Loans held for investment, net of discounts includes the net carrying value of PCI loans of $1.0 million and $1.1 million at June 30, 2020 and December 31, 2019. (3) Includes $138 thousand of reserves for accrued interest receivable related to loans on deferment at June 30, 2020. The following table presents the components of loans held for investment at June 30, 2020 and December 31, 2019: June 30, 2020 December 31, 2019 (dollars in thousands) Gross loans (1) $ 1,852,768 $ 1,385,142 Unamortized net discounts (2) (7,931) (9,410) Net unamortized deferred origination fees (3) (13,218) (1,057) Loans held for investment $ 1,831,619 $ 1,374,675 (1) Gross loans include PPP loans of $400.7 million at June 30, 2020 and the net carrying value of PCI loans of $1.0 million and $1.1 million at June 30, 2020 and December 31, 2019. (2) Unamortized net discounts include discounts related to the retained portion of SBA loans and net discounts on acquired loans. At June 30, 2020, net discounts totaled $7.9 million of which $4.8 million was associated with loans acquired in the PCB acquisition and expected to be accreted into interest income over a weighted average life of 4.6 years. At December 31, 2019, net discounts on acquired loans associated with the PCB acquisition totaled $6.0 million. (3) Net unamortized deferred origination fees include $11.5 million for PPP loans. The following table presents a summary of the changes in the allowance for loan losses for the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, Six Months Ended June 30, 2020 2019 2020 2019 (dollars in thousands) Balance, beginning of period $ 16,218 $ 11,426 $ 13,522 $ 11,056 Provision for loan losses (1) (2) 2,100 550 4,800 900 Charge-offs (550) (122) (578) (124) Recoveries 54 199 78 221 Net (charge-offs) recoveries (496) 77 (500) 97 Balance, end of period (1) (2) $ 17,822 $ 12,053 $ 17,822 $ 12,053 (1) Includes $138 thousand of reserves for accrued interest receivable related to loans on deferment for the three and six months ended June 30, 2020. (2) No provision for loan losses on PPP loans was recognized for the three and six months ended at June 30, 2020 as these loans are 100% guaranteed by the SBA under the program. The following tables present the activity in the allowance for loan losses, the composition of the period end allowance, and the loans evaluated for impairment by loan class for the three and six months ended June 30, 2020 and 2019: Three Months Ended June 30, 2020 Real Estate Construction and Land Development Residential Commercial - Owner Occupied Commercial - Non-owner Occupied Commercial and Industrial SBA Loans Consumer Total (dollars in thousands) Balance, March 31, 2020 $ 2,498 $ 333 $ 844 $ 4,131 $ 5,455 $ 2,954 $ 3 $ 16,218 Provision for (reversal of) loan losses (1) (28) 28 521 1,216 223 143 (3) 2,100 Charge-offs — — — — (125) (425) — (550) Recoveries — — — — 54 — — 54 Net charge-offs — — — — (71) (425) — (496) Balance, June 30, 2020 (1) $ 2,470 $ 361 $ 1,365 $ 5,347 $ 5,607 $ 2,672 $ — $ 17,822 Reserves: Specific $ — $ — $ — $ 188 $ — $ 348 $ — $ 536 General (1) 2,470 361 1,365 5,159 5,607 2,324 — 17,286 $ 2,470 $ 361 $ 1,365 $ 5,347 $ 5,607 $ 2,672 $ — $ 17,822 Loans evaluated for impairment: Individually $ — $ — $ 1,515 $ 1,339 $ 185 $ 5,428 $ — $ 8,467 Collectively 218,226 39,145 160,890 501,354 334,751 580,959 34 1,835,359 PCI loans — — 103 — 475 433 — 1,011 $ 218,226 $ 39,145 $ 162,508 $ 502,693 $ 335,411 $ 586,820 $ 34 $ 1,844,837 (1) Includes $138 thousand of reserves for accrued interest receivable related to loans on deferment for the three months ended June 30, 2020. Six Months Ended June 30, 2020 Real Estate Construction and Land Development Residential Commercial - Owner Occupied Commercial - Non-owner Occupied Commercial and Industrial SBA Loans Consumer Total (dollars in thousands) Balance, December 31, 2019 $ 2,350 $ 292 $ 918 $ 3,074 $ 4,145 $ 2,741 $ 2 $ 13,522 Provision for (reversal of) loan losses (1) 120 69 447 2,273 1,528 365 (2) 4,800 Charge-offs — — — — (132) (446) — (578) Recoveries — — — — 66 12 — 78 Net charge-offs — — — — (66) (434) — (500) Balance, 6/30/2020 (1) $ 2,470 $ 361 $ 1,365 $ 5,347 $ 5,607 $ 2,672 $ — $ 17,822 (1) Includes $138 thousand of reserves for accrued interest receivable related to loans on deferment for the six months ended June 30, 2020. Three Months Ended March 31, 2020 Real Estate Construction and Land Development Residential Commercial - Owner Occupied Commercial - Non-owner Occupied Commercial and Industrial SBA Loans Consumer Total (dollars in thousands) Balance, December 31, 2019 $ 2,350 $ 292 $ 918 $ 3,074 $ 4,145 $ 2,741 $ 2 $ 13,522 Provision for (reversal of) loan losses 148 41 (74) 1,057 1,305 222 1 2,700 Charge-offs — — — — (7) (21) — (28) Recoveries — — — — 12 12 — 24 Net recoveries (charge-offs) — — — — 5 (9) — (4) Balance, March 31, 2020 $ 2,498 $ 333 $ 844 $ 4,131 $ 5,455 $ 2,954 $ 3 $ 16,218 Reserves: Specific $ — $ — $ — $ 215 $ — $ 877 $ — $ 1,092 General 2,498 333 844 3,916 5,455 2,077 3 15,126 $ 2,498 $ 333 $ 844 $ 4,131 $ 5,455 $ 2,954 $ 3 $ 16,218 Loans evaluated for impairment: Individually $ — $ — $ 1,560 $ 1,368 $ 187 $ 6,339 $ — $ 9,454 Collectively 233,607 42,904 146,851 475,104 349,460 180,542 450 1,428,918 PCI loans — — 106 — 443 526 — 1,075 $ 233,607 $ 42,904 $ 148,517 $ 476,472 $ 350,090 $ 187,407 $ 450 $ 1,439,447 Three Months Ended June 30, 2019 Real Estate Construction and Land Development Residential Commercial - Owner Occupied Commercial - Non-owner Occupied Commercial and Industrial SBA Loans Consumer Total (dollars in thousands) Balance, March 31, 2019 $ 1,806 $ 402 $ 862 $ 2,508 $ 4,036 $ 1,812 $ — $ 11,426 Provision for (reversal of) loan losses 86 (23) 43 79 578 (213) — 550 Charge-offs — — — — (122) — — (122) Recoveries — — — — 10 189 — 199 Net recoveries — — — — (112) 189 — 77 Balance, June 30, 2019 $ 1,892 $ 379 $ 905 $ 2,587 $ 4,502 $ 1,788 $ — $ 12,053 Reserves: Specific $ — $ — $ — $ — $ — $ — $ — $ — General 1,892 379 905 2,587 4,502 1,788 — 12,053 $ 1,892 $ 379 $ 905 $ 2,587 $ 4,502 $ 1,788 $ — $ 12,053 Three Months Ended June 30, 2019 Real Estate Construction and Land Development Residential Commercial - Owner Occupied Commercial - Non-owner Occupied Commercial and Industrial SBA Loans Consumer Total (dollars in thousands) Loans evaluated for impairment: Individually $ — $ — $ — $ — $ 238 $ 3,161 $ — $ 3,399 Collectively 196,034 51,512 180,043 403,130 331,943 167,551 159 1,330,372 PCI loans — — 118 1,047 528 588 — 2,281 $ 196,034 $ 51,512 $ 180,161 $ 404,177 $ 332,709 $ 171,300 $ 159 $ 1,336,052 Six Months Ended June 30, 2019 Real Estate Construction and Land Development Residential Commercial - Owner Occupied Commercial - Non-owner Occupied Commercial and Industrial SBA Loans Consumer Total (dollars in thousands) Balance, December 31, 2018 $ 1,721 $ 422 $ 734 $ 2,686 $ 3,686 $ 1,807 $ — $ 11,056 Provision for (reversal of) loan losses 171 (43) 171 (99) 908 (208) — 900 Charge-offs — — — — (124) — — (124) Recoveries — — — — 32 189 — 221 Net (charge-off) recoveries — — — — (92) 189 — 97 Balance, June 30, 2019 $ 1,892 $ 379 $ 905 $ 2,587 $ 4,502 $ 1,788 $ — $ 12,053 The Company categorizes loans by risk categories based on relevant information about the ability of borrowers to service their debt such as current financial information, historical payment experience, collateral adequacy, credit documentation, and current economic trends, among other factors. The Company analyzes loans individually by classifying the loans as to credit risk. This analysis typically includes larger, non-homogeneous loans such as commercial real estate and commercial and industrial loans. This analysis is performed on an ongoing basis as new information is obtained. The Company uses the following definitions for risk ratings: Pass - Loans classified as pass represent assets with a level of credit quality which contain no well-defined deficiency or weakness. Special Mention - 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 - Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Doubtful - Loans classified as doubtful have all the weaknesses inherent in those classified Substandard with the added characteristic that the weaknesses make collection or liquidation in full, based on currently known facts, conditions and values, highly questionable and improbable. Loss - Loans classified loss are considered uncollectible and of such little value that their continuance as loans is not warranted. The following tables present loans held for investment, net of discounts by loan class and risk category, excluding PCI loans, as of June 30, 2020 and December 31, 2019: June 30, 2020 Pass Special Substandard (1) Total (dollars in thousands) Construction and land development $ 218,226 $ — $ — $ 218,226 Real estate: Residential 39,145 — — 39,145 Commercial real estate - owner occupied 160,890 — 1,515 162,405 Commercial real estate - non-owner occupied 500,644 — 2,049 502,693 Commercial and industrial 333,816 — 1,120 334,936 SBA loans 577,981 — 8,406 586,387 Consumer 34 — — 34 $ 1,830,736 $ — $ 13,090 $ 1,843,826 (1) At June 30, 2020, substandard loans included $8.1 million of impaired loans. There were no loans classified as special mention, doubtful or loss at June 30, 2020. December 31, 2019 Pass Special Substandard (1) Total (dollars in thousands) Construction and land development $ 249,504 $ — $ — $ 249,504 Real estate: Residential 43,736 — — 43,736 Commercial real estate - owner occupied 161,863 — 9,624 171,487 Commercial real estate - non-owner occupied 421,731 — 2,092 423,823 Commercial and industrial 305,918 — 2,630 308,548 SBA loans 166,820 — 10,260 177,080 Consumer 430 — — 430 $ 1,350,002 $ — $ 24,606 $ 1,374,608 (1) At December 31, 2019, substandard loans included $11.3 million of impaired loans. There were no loans classified as special mention, doubtful or loss at December 31, 2019. The following tables present past due and nonaccrual loans, net of discounts by loan class, excluding PCI loans, at June 30, 2020 and December 31, 2019: June 30, 2020 Still Accruing 30-59 Days 60-89 Days 90 Days or more Nonaccrual (dollars in thousands) Construction and land development $ — $ — $ — $ — Real estate: Residential — — 267 — Commercial real estate - owner occupied — — — 1,515 Commercial real estate - non-owner occupied — — — 1,339 Commercial and industrial 4 2 — 186 SBA loans — 347 — 5,109 Consumer — — — — Total $ 4 $ 349 $ 267 $ 8,149 December 31, 2019 Still Accruing 30-59 Days 60-89 Days 90 Days or more Nonaccrual (dollars in thousands) Construction and land development $ — $ — $ — $ — Real estate: Residential 1,471 290 — — Commercial real estate - owner occupied — — — 3,049 Commercial real estate - non-owner occupied — — — 1,368 Commercial and industrial 4 2 — 229 SBA loans — — — 6,619 Total $ 1,475 $ 292 $ — $ 11,265 A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. Recorded investment represents unpaid principal balance, net of charge-offs, discounts, premiums and interest applied to principal on nonaccrual loans, if any. The following tables present impaired loans, excluding PCI loans, by loan class at June 30, 2020 and December 31, 2019: June 30, 2020 Impaired Loans Unpaid Recorded Without With Related (dollars in thousands) Real estate: Residential $ 266 $ 267 $ 267 $ — $ — Commercial real estate - owner occupied 1,598 1,515 1,515 — — Commercial real estate - non-owner occupied 1,382 1,339 — 1,339 188 Commercial and industrial 186 186 186 — — SBA loans 5,755 5,428 3,803 1,625 348 Total $ 9,187 $ 8,735 $ 5,771 $ 2,964 $ 536 (1) Includes TDRs on accrual of $319 thousand. December 31, 2019 Impaired Loans Unpaid Recorded Without With Related (dollars in thousands) Real estate: Commercial real estate - owner occupied $ 3,132 $ 3,049 $ 3,049 $ — $ — Commercial real estate - non-owner occupied 1,411 1,368 — 1,368 215 Commercial and industrial 229 229 229 — — SBA loans 7,344 6,940 4,750 2,190 939 Total $ 12,116 $ 11,586 $ 8,028 $ 3,558 $ 1,154 (1) Includes TDRs on accrual of $321 thousand. The following tables present the average recorded investment in impaired loans, excluding PCI loans, and related interest income recognized by loan class for the periods indicated: Three Months Ended June 30, 2020 March 31, 2020 June 30, 2019 Average Interest Average Interest Average Interest (dollars in thousands) Real estate: Residential $ 133 $ 3 $ — $ — $ — $ — Commercial real estate - owner occupied 1,550 — 2,607 — — — Commercial real estate - non-owner occupied 1,361 — 1,368 — — — Commercial and industrial 185 — 193 — 88 — SBA loans 6,074 6 6,677 7 1,552 10 Total $ 9,303 $ 9 $ 10,845 $ 7 $ 1,640 $ 10 Six Months Ended June 30, 2020 2019 Average Interest Average Interest (dollars in thousands) Real estate: Residential $ 133 $ 3 $ — $ — Commercial real estate - owner occupied 2,078 — — — Commercial real estate - non-owner occupied 1,364 — — — Commercial and industrial 142 — 86 — SBA loans 6,188 13 1,730 17 Total $ 9,905 $ 16 $ 1,816 $ 17 At June 30, 2020 and December 31, 2019, the total recorded investment for loans identified as a TDR was approximately $469 thousand and $479 thousand. There were no specific reserves allocated for these loans and the Company had not committed to lend any additional amounts to customers with outstanding loans that are classified as TDRs at June 30, 2020. Loan modifications resulting in TDR status generally included one or a combination of the following concessions: extensions of the maturity date, principal payment deferments or signed forbearance agreements with a payment plan. During the three months ended June 30, 2020, March 31, 2020 and June 30, 2019, there were no new loan modifications resulting in TDRs. During the six months ended June 30, 2020 and June 30, 2019, there were no new loan modifications resulting in TDRs. During the three months ended June 30, 2020, March 31, 2020 and June 30, 2019, there was one loan in each period totaling $85 thousand, $85 thousand and $95 thousand modified as a TDR for which there was a payment default within twelve months following the modification. During the six months ended June 30, 2020 and June 30, 2019, there was one loan in each period totaling $85 thousand and $95 thousand modified as a TDR for which there was a payment default within twelve months following the modification. A loan is considered to be in payment default once it is 90 days contractually past due under the modification. COVID-Related Loan Deferments At June 30, 2020, the Company had 520 loans totaling $626 million, which included $11 million of loans held for sale, with a 90-day principal and/or interest deferral for COVID-related reasons. No deferred payment loans which met the requirement under Section 4013 of the CARES Act were reported as past due loans or troubled debt restructurings ("TDRs") as of June 30, 2020. The Company currently expects that the majority of these loans will resume payments in the third quarter of 2020. Total accrued interest receivable related to these loans on deferment was $10 million with a reserve of $138 thousand at June 30, 2020. Borrowers are contractually required to resume making full payments after the deferral period ends. The Company may grant additional 90-day deferments. Loans Held for Sale At June 30, 2020 and December 31, 2019, loans held for sale consisted of SBA 7(a) loans and totaled $20.3 million and $7.7 million. The Company accounts for loans held for sale at the lower of carrying value or fair value. The fair value of loans held for sale totaled $21.9 million and $8.4 million at June 30, 2020 and December 31, 2019. At June 30, 2020, loans held for sale with a net carrying value of $11.0 million were modified for a 90-day principal and interest deferment under the Section 4013 of the CARES Act. |