LOANS | LOANS The Company's loan portfolio consists primarily of loans to borrowers within our principal market area of Los Angeles, Orange and San Diego Counties, 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 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. On June 5, 2020, the Paycheck Protection Program Flexibility Act of 2020 (the “Flexibility Act”) was signed into law which changed key provisions of the PPP, including provisions relating to the maturity of PPP loans, the deferral of PPP loan payments, and the forgiveness of PPP loans. Under the Flexibility Act, as clarified by the SBA in an October 7, 2020 update, the maturity date for PPP loans funded before June 5, 2020 remained at two years from funding while the maturity date for PPP loans funded after June 5, 2020 was five years from funding. In addition, the Flexibility Act, increased the period during which PPP loan proceeds are to be used for purposes that would qualify the loan for forgiveness (the “covered period”) from 8 weeks to 24 weeks, at the borrower’s election, for PPP loans made prior to June 5, 2020, and set the covered period for loans made after June 5, 2020 at 24 weeks from funding. Under the Flexibility Act, PPP borrowers are not required to make any payments of principal or interest on their PPP loan before the date on which SBA remits the loan forgiveness amount to the Company (or notifies the Company that no loan forgiveness is allowed) and, although PPP borrowers may submit an application for loan forgiveness at any time prior to the maturity date, if PPP borrowers do not submit a loan forgiveness application within 10 months after the end of their covered period, such borrowers will be required to begin paying principal and interest after that period. At loan origination, the Company was paid a processing fee from the SBA ranging from 1% to 5% based on the loan size. At September 30, 2020, PPP loans, net of unearned fees of $9.9 million, totaled $390.2 million. The unearned fees are being accreted to interest income based on the two-year contractual maturity. The SBA did not act on any PPP loan forgiveness applications in the third quarter of 2020 and, accordingly, no PPP loans were forgiven in the quarter. The SBA has commenced making determinations as to PPP forgiveness applications in the fourth quarter of 2020 and, the Company anticipates that the SBA will continue reviewing and making determinations with respect to forgiveness applications, at which point the recognition of fee income will be accelerated. 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 September 30, 2020, the Company had $253.1 million in borrowings under the PPPLF with a fixed rate of 0.35% which were collateralized by PPP loans. See Note 8 – Borrowing Arrangements for additional information regarding the PPPLF. The Company participates in the Main Street Lending Program to support lending to small and medium-sized businesses that were in sound financial condition before the onset of the COVID-19 pandemic. Under this program, the Company originates loans to borrowers meeting the terms and requirements of the program, including requirements as to eligibility, use of proceeds and priority, and sells a 95% participation interest in these loans to Main Street Facilities, LLC, a special purpose vehicle ("SPV") organized by the Federal Reserve to purchase the participation interest from eligible lenders, including the Bank. During the three months ended September 30, 2020, the Company originated Main Street loans totaling $69.8 million in principal and sold participation interest totaling $66.3 million to the Main Street SPV, resulting in a gain of $486 thousand. As of September 30, 2020, the Company had pledged $1.64 billion of loans with the FHLB under a blanket lien, of which $860.3 million was considered as eligible collateral under this secured borrowing arrangement, and loans with an unpaid principal balance of $203.1 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 September 30, 2020 and December 31, 2019: September 30, 2020 December 31, 2019 (dollars in thousands) Construction and land development $ 215,109 $ 249,504 Real estate: Residential 30,067 43,736 Commercial real estate - owner occupied 159,603 171,595 Commercial real estate - non-owner occupied 528,201 423,823 Commercial and industrial 361,170 309,011 SBA loans (1) 602,407 177,633 Consumer 8 430 Loans held for investment, net of discounts (2) 1,896,565 1,375,732 Net deferred origination fees (1) (11,635) (1,057) Loans held for investment 1,884,930 1,374,675 Allowance for loan losses (18,734) (13,522) Loans held for investment, net $ 1,866,196 $ 1,361,153 (1) Includes PPP loans with total outstanding principal of $400.1 million and net unearned fees of $9.9 million at September 30, 2020. (2) Loans held for investment, net of discounts includes the net carrying value of PCI loans of $792 thousand and $1.1 million at September 30, 2020 and December 31, 2019. The following table presents the components of loans held for investment at September 30, 2020 and December 31, 2019: September 30, 2020 December 31, 2019 (dollars in thousands) Gross loans (1) $ 1,904,019 $ 1,385,142 Unamortized net discounts (2) (7,454) (9,410) Net unamortized deferred origination fees (3) (11,635) (1,057) Loans held for investment $ 1,884,930 $ 1,374,675 (1) Gross loans include PPP loans of $400.1 million at September 30, 2020 and the net carrying value of PCI loans of $792 thousand and $1.1 million at September 30, 2020 and December 31, 2019. (2) Unamortized net discounts include discounts related to the retained portion of SBA loans and Main Street loans and net discounts on acquired loans. At September 30, 2020, unamortized net discounts include $4.3 million associated with loans acquired in the PCB acquisition and expected to be accreted into interest income over a weighted average life of 4.1 years. At December 31, 2019, unamortized net discounts on acquired loans associated with the PCB acquisition totaled $6.0 million. (3) Net unamortized deferred origination fees include $9.9 million for PPP loans at September 30, 2020. The following table presents a summary of the changes in the allowance for loan losses for the three and nine months ended September 30, 2020 and 2019: Three Months Ended September 30, Nine Months Ended September 30, 2020 2019 2020 2019 (dollars in thousands) Balance, beginning of period $ 17,822 $ 12,053 $ 13,522 $ 11,056 Provision for loan losses (1) 1,000 700 5,800 1,600 Charge-offs (194) (437) (772) (561) Recoveries 106 24 184 245 Net charge-offs (88) (413) (588) (316) Balance, end of period $ 18,734 $ 12,340 $ 18,734 $ 12,340 (1) No provision for loan losses on PPP loans was recognized for the three and nine months ended at September 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 months ended September 30, 2020, June 30, 2020 and September 30, 2019 and nine months ended September 30, 2020 and 2019: Three Months Ended September 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, June 30, 2020 $ 2,470 $ 361 $ 1,365 $ 5,347 $ 5,607 $ 2,672 $ — $ 17,822 Provision for (reversal of) loan losses (100) (86) (85) 233 745 293 — 1,000 Charge-offs — — — — (194) — — (194) Recoveries — — — — 106 — — 106 Net charge-offs — — — — (88) — — (88) Balance, September 30, 2020 $ 2,370 $ 275 $ 1,280 $ 5,580 $ 6,264 $ 2,965 $ — $ 18,734 Reserves: Specific $ — $ — $ — $ 165 $ — $ 377 $ — $ 542 General 2,370 275 1,280 5,415 6,264 2,588 — 18,192 $ 2,370 $ 275 $ 1,280 $ 5,580 $ 6,264 $ 2,965 $ — $ 18,734 Loans evaluated for impairment: Individually $ — $ 259 $ 1,312 $ 6,286 $ 183 $ 5,271 $ — $ 13,311 Collectively 215,109 29,808 158,196 521,915 360,710 596,716 8 1,882,462 PCI loans — — 95 — 277 420 — 792 $ 215,109 $ 30,067 $ 159,603 $ 528,201 $ 361,170 $ 602,407 $ 8 $ 1,896,565 Nine Months Ended September 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 20 (17) 362 2,506 2,273 658 (2) 5,800 Charge-offs — — — — (326) (446) — (772) Recoveries — — — — 172 12 — 184 Net charge-offs — — — — (154) (434) — (588) Balance, September 30, 2020 $ 2,370 $ 275 $ 1,280 $ 5,580 $ 6,264 $ 2,965 $ — $ 18,734 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 (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 $ 2,470 $ 361 $ 1,365 $ 5,347 $ 5,607 $ 2,672 $ — $ 17,822 Reserves: Specific $ — $ — $ — $ 188 $ — $ 348 $ — $ 536 General 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 Three Months Ended September 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, June 30, 2019 $ 1,892 $ 379 $ 905 $ 2,587 $ 4,502 $ 1,788 $ — $ 12,053 Provision for (reversal of) loan losses 247 (47) (107) (179) 384 399 3 700 Charge-offs — — — — (437) — — (437) Recoveries — — — — 24 — — 24 Net charge-offs — — — — (413) — — (413) Balance, September 30, 2019 $ 2,139 $ 332 $ 798 $ 2,408 $ 4,473 $ 2,187 $ 3 $ 12,340 Reserves: Specific $ — $ — $ — $ — $ — $ 624 $ — $ 624 General 2,139 332 798 2,408 4,473 1,563 3 11,716 $ 2,139 $ 332 $ 798 $ 2,408 $ 4,473 $ 2,187 $ 3 $ 12,340 Loans evaluated for impairment: Individually $ — $ — $ — $ — $ 730 $ 7,002 $ — $ 7,732 Collectively 221,857 48,896 171,250 401,710 309,969 154,042 424 1,308,148 PCI loans — — 110 — 506 564 — 1,180 $ 221,857 $ 48,896 $ 171,360 $ 401,710 $ 311,205 $ 161,608 $ 424 $ 1,317,060 Nine Months Ended September 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 418 (90) 64 (278) 1,292 191 3 1,600 Charge-offs — — — — (561) — — (561) Recoveries — — — — 56 189 — 245 Net (charge-off) recoveries — — — — (505) 189 — (316) Balance, September 30, 2019 $ 2,139 $ 332 $ 798 $ 2,408 $ 4,473 $ 2,187 $ 3 $ 12,340 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 September 30, 2020 and December 31, 2019: September 30, 2020 Pass Special Substandard (1) Total (dollars in thousands) Construction and land development $ 215,109 $ — $ — $ 215,109 Real estate: Residential 29,808 — 259 30,067 Commercial real estate - owner occupied 158,072 — 1,436 159,508 Commercial real estate - non-owner occupied 521,212 — 6,989 528,201 Commercial and industrial 359,800 — 1,093 360,893 SBA loans 593,776 — 8,211 601,987 Consumer 8 — — 8 $ 1,877,785 $ — $ 17,988 $ 1,895,773 (1) At September 30, 2020, substandard loans included $13.0 million of impaired loans. There were no loans classified as special mention, doubtful or loss at September 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 September 30, 2020 and December 31, 2019: September 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 — — — 259 Commercial real estate - owner occupied — — — 1,312 Commercial real estate - non-owner occupied — — — 6,286 Commercial and industrial 3 — — 183 SBA loans 1,117 113 — 4,951 Consumer — — — — Total $ 1,120 $ 113 $ — $ 12,991 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 September 30, 2020 and December 31, 2019: September 30, 2020 Impaired Loans Unpaid Recorded Without With Related (dollars in thousands) Real estate: Residential $ 259 $ 259 $ 259 $ — $ — Commercial real estate - owner occupied 1,363 1,312 1,312 — — Commercial real estate - non-owner occupied 6,329 6,286 5,004 1,282 165 Commercial and industrial 183 183 183 — — SBA loans 5,598 5,271 3,718 1,553 377 Total $ 13,732 $ 13,311 $ 10,476 $ 2,835 $ 542 (1) Includes TDRs on accrual of $320 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 September 30, 2020 June 30, 2020 September 30, 2019 Average Interest Average Interest Average Interest (dollars in thousands) Real estate: Residential $ 263 $ — $ 133 $ 3 $ — $ — Commercial real estate - owner occupied 1,413 — 1,550 — — — Commercial real estate - non-owner occupied 3,813 — 1,361 — — — Commercial and industrial 184 — 185 — 732 — SBA loans 5,350 6 6,074 6 4,179 54 Total $ 11,023 $ 6 $ 9,303 $ 9 $ 4,911 $ 54 Nine Months Ended September 30, 2020 2019 Average Interest Average Interest (dollars in thousands) Real estate: Residential $ 131 $ 3 $ — $ — Commercial real estate - owner occupied 1,855 — — — Commercial real estate - non-owner occupied 3,018 — — — Commercial and industrial 188 — 304 — SBA loans 6,030 19 2,563 71 Total $ 11,222 $ 22 $ 2,867 $ 71 At September 30, 2020 and December 31, 2019, the total recorded investment for loans identified as a TDR was approximately $464 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 September 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 September 30, 2020, June 30, 2020 and September 30, 2019, there were no new loan modifications resulting in TDRs. During the nine months ended September 30, 2020 and September 30, 2019, there were no new loan modifications resulting in TDRs. During the three months ended September 30, 2020, June 30, 2020 and September 30, 2019, there was one loan in each period totaling $81 thousand, $85 thousand and $92 thousand modified as a TDR for which there was a payment default within twelve months following the modification. During the nine months ended September 30, 2020 and September 30, 2019, there was one loan in each period totaling $81 thousand and $92 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 September 30, 2020, the Company had 12 non-PPP loans totaling $37 million on payment deferral for COVID-19 related reasons, down from $626 million at June 30, 2020. Over 97% of loans that were granted a deferral have resumed making regular, contractually agreed-upon payments or were paid off. As a part of the CARES Act, the SBA is paying six months of principal, interest and associated fees for borrowers with current SBA 7(a) loans that were disbursed prior to September 27, 2020. At September 30, 2020, the Company had 193 SBA loans with balances totaling $73 million having payments made by the SBA under that SBA debt relief program. One deferred payment loan of $113 thousand was reported as past due, two loans totaling $5 million were reported as nonaccrual and none are reported as troubled debt restructurings ("TDRs") under Section 4013 of the CARES Act. Loans Held for Sale |