Loans | NOTE 4 – LOANS In periods prior to the Dissolution Date, loans were generally funded at a fixed interest rate with a loan term of up to five years. Loans acquired are generally done so within the first six months of origination and are purchased at par value, which approximates fair value. See Note 3 (General Partners and Other Related Parties) for a description of loans transferred by executed assignments between the related mortgage funds. The partnership’s loans are secured by real estate in coastal California metropolitan areas. The portfolio segments are first and second trust deeds mortgages and the key credit quality indicator is the LTV ratio. First mortgages are predominant, but second lien deeds of trust are not infrequent nor insignificant. First-mortgage loans comprised 95 % of the portfolio at June 30, 2023 ( 93 % at December 31, 2022). Secured loans unpaid principal balance (principal) Secured loan transactions for the three and six months ended June 30, 2023 are summarized in the following table ($ in thousands). Three Months Ended June 30, 2023 Six Months Ended June 30, 2023 Total First Trust Deeds Second Trust Deeds Total First Trust Deeds Second Trust Deeds Principal, beginning of period $ 57,979 $ 55,230 $ 2,749 $ 60,088 $ 55,803 $ 4,285 Loans funded — — — 5,700 4,200 1,500 Principal collected ( 687 ) ( 686 ) ( 1 ) ( 4,540 ) ( 3,435 ) ( 1,105 ) Loans transferred to related mortgage fund — — — ( 3,956 ) ( 2,024 ) ( 1,932 ) Principal, end of period $ 57,292 $ 54,544 $ 2,748 $ 57,292 $ 54,544 $ 2,748 During the three and six months ended June 30, 2023 , the partnership extended one and two maturing loans with aggregated principal of approximately $ 1.3 million and $ 2.2 million, respectively, which is not included in the activity shown in the table above. The loans have an average extension period of approximately 10 months and were current and deemed well collateralized (i.e., the LTV for the collateral was within lending guidelines). Interest rates charged to borrowers may be adjusted in conjunction with the loan extensions to reflect current market conditions (in 2023, no extension included rate increases). These loan extensions were made not to forestall collection of a distressed nor an insufficiently collateralized debt from a borrower experiencing financial difficulties, but rather to provide – for an extension fee paid to RMC by the borrower – the additional time and flexibility to pursue opportunities to optimize the performance of the borrower’s real property investment. These opportunities may include expected lower-than-current long-term interest rates at the completion of the extension term and/or expected higher than current rents or sale prices, resulting from either improved market conditions or improved physical condition and/or financial performance of the property. As of June 30, 2023 , there were no commitments to lend outstanding and no construction or rehabilitation loans outstanding. Loan characteristics Secured loans had the characteristics presented in the following table ($ in thousands). June 30, December 31, 2023 2022 Number of secured loans 15 21 First trust deeds 13 18 Second trust deeds 2 3 Secured loans – principal $ 57,292 $ 60,088 First trust deeds $ 54,544 $ 55,803 Second trust deeds $ 2,748 $ 4,285 Secured loans – lowest interest rate (fixed) 7.3 % 7.3 % Secured loans – highest interest rate (fixed) 12.0 % 10.8 % Average secured loan – principal $ 3,819 $ 2,861 Average principal as percent of total principal 6.7 % 4.8 % Average principal as percent of partners’ capital, net of formation loan 7.7 % 5.3 % Average principal as percent of total assets 5.9 % 4.3 % Largest secured loan – principal $ 9,000 $ 9,000 Largest principal as percent of total principal 15.7 % 15.0 % Largest principal as percent of partners’ capital, net of formation loan 18.2 % 16.6 % Largest principal as percent of total assets 13.9 % 13.4 % Smallest secured loan – principal $ 634 $ 437 Smallest principal as percent of total principal 1.1 % 0.7 % Smallest principal as percent of partners’ capital, net of formation loan 1.3 % 0.8 % Smallest principal as percent of total assets 1.0 % 0.7 % Number of California counties where security is located 8 10 Largest percentage of principal in one California county 30.8 % 30.7 % As of June 30, 2023, 10 loans with principal of approximately $ 42.7 million provide for monthly payments of interest only, with the principal due at maturity, and 5 loans with principal of approximately $ 14.6 million (representing approximately 26 % of the aggregate principal of the partnership’s loan portfolio) provide for monthly payments of principal and interest, typically calculated on a 30 -year amortization, with the remaining principal due at maturity. As of June 30, 2023, there were 2 loans in second lien position. The aggregate principal of these loans is approximately $ 2.7 million and the weighted average LTV at loan closing was 50.5 % . Both loans were performing as of June 30, 2023 . As of June 30, 2023, there were 4 loans each with principal in excess of 10 % of the total outstanding principal. The aggregate principal of these loans is approximately $ 32 million and the weighted average LTV at loan closing is 54.3 % . The loans were in first lien position. • The partnership’s largest loan, with principal of approximately $ 9 million (LTV 60.8 %) is secured by an office building in the City of Orange in Orange County, bears an interest rate of 7.990 % and matures on September 1, 2025 . • The second loan, with principal of approximately $ 8.8 million (LTV 25.5 %) is secured by a commercial building in the City of Santa Clara in Santa Clara County, bears an interest rate of 8.375 % and matures on July 1, 2027 . • The third loan, with principal of approximately $ 8 million (LTV 62.2 %) is secured by a commercial building in the City and County of San Francisco, bears an interest rate of 8.375 % and matured on April 1, 2023 . • The fourth loan, with principal of approximately $ 6.3 million (LTV 75.0 %) is secured by a multifamily building in the City and County of San Francisco, bears an interest rate of 7.750 % and matured on April 1, 2023 . Property type Secured loans summarized by property type are presented in the following table ($ in thousands). June 30, 2023 December 31, 2022 Loans Principal Percent Loans Principal Percent Single family (1) 2 $ 3,353 6 % 4 $ 5,874 10 % Multi-family 2 7,550 13 3 8,326 14 Commercial 10 45,755 80 12 44,587 74 Land 1 634 1 2 1,301 2 Total principal, secured loans 15 $ 57,292 100 % 21 $ 60,088 100 % (1) Single family includes 1-4 unit residential buildings, condominium units, townhouses and condominium complexes. At June 30, 2023, single family consists of 2 loans with aggregate principal of approximately $ 3.4 million that are non-owner occupied. At December 31, 2022 , single family consisted of 4 loans with aggregate principal of approximately $ 5.9 million that were non-owner occupied. Lien position/LTV at origination At funding, secured loans had the lien positions presented in the following table ($ in thousands). June 30, 2023 December 31, 2022 Loans Principal Percent Loans Principal Percent First trust deeds 13 $ 54,544 95 % 18 $ 55,803 93 % Second trust deeds 2 2,748 5 3 4,285 7 Total principal, secured loans 15 57,292 100 % 21 60,088 100 % Liens due other lenders at loan closing 9,681 8,956 Total debt $ 66,973 $ 69,044 Appraised property value at loan closing $ 136,230 $ 138,924 LTV (weighted average) at loan closing 54.7 % 55.4 % Distribution of secured loans-principal by California counties The distribution of secured loans within California by counties is presented in the following table ($ in thousands). June 30, 2023 December 31, 2022 Principal Percent Principal Percent San Francisco Bay Area (2) San Francisco $ 17,645 30.8 % $ 18,425 30.7 % San Mateo — 0.0 2,519 4.2 Santa Clara 12,232 21.3 12,266 20.4 Solano 3,550 6.2 3,550 5.9 Marin 1,500 2.6 1,099 1.8 Alameda 1,248 2.2 1,687 2.8 36,175 63.1 39,546 65.8 Other Northern California Stanislaus 634 1.1 1,301 2.2 Northern California Total 36,809 64.2 40,847 68.0 Southern California Coastal Los Angeles 4,683 8.2 5,597 9.3 Orange 15,800 27.6 11,600 19.3 Santa Barbara — 0.0 2,044 3.4 Southern California Total 20,483 35.8 19,241 32.0 Total principal, secured loans $ 57,292 100.0 % $ 60,088 100.0 % (2) Includes the Silicon Valley Scheduled maturities/Secured loans-principal Secured loans scheduled to mature in periods as of and after June 30, 2023 are presented in the following table ($ in thousands). First Trust Deeds Second Trust Deeds Loans Principal Percent Loans Principal Loans Principal 2023 (scheduled to mature after June 30) 5 $ 9,733 17 % 5 $ 9,733 — $ — 2024 3 6,950 12 2 5,450 1 1,500 2025 1 9,000 16 1 9,000 — — 2026 1 1,248 2 — — 1 1,248 2027 2 12,351 22 2 12,351 — — Total scheduled maturities 12 39,282 69 10 36,534 2 2,748 Matured (3) 3 18,010 31 3 18,010 — — Total principal, secured loans 15 $ 57,292 100 % 13 $ 54,544 2 2,748 (3) See Delinquency/Secured loans with payments in arrears below for additional information on matured loans. Scheduled maturities are presented based on the most recent in-effect agreement with the borrower, including forbearance agreements. As a result, matured loans at June 30, 2023, for the scheduled maturities table may differ from the same captions in the tables of delinquencies and payments in arrears that are based on the loan terms and do not consider forbearance agreements. For matured loans, the partnership may continue to accept payments while pursuing collection of principal or while negotiating an extension of the maturity date. Delinquency/Secured loans Secured loans principal summarized by payment-delinquency status are presented in the following table ($ in thousands). June 30, 2023 December 31, 2022 Loans Principal Loans Principal Current 11 $ 37,177 18 $ 54,359 Past Due 30-89 days — — — — 90-179 days 2 14,290 2 2,009 180 or more days 2 5,825 1 3,720 Total past due 4 20,115 3 5,729 Total principal, secured loans 15 $ 57,292 21 $ 60,088 At June 30, 2023 and December 31, 2022 , there were no loan forbearance agreements in effect. All four loans past due at June 30, 2023 were in first lien position and had principal payments in arrears of approximately $ 18 million. Delinquency/Secured loans with payments in arrears Payments in arrears for secured loans (4 loans) at June 30, 2023 are presented in the following tables ($ in thousands). Loans Principal Interest (4) At June 30, 2023 Past Monthly Past Monthly Past Monthly Total Past due 30-89 days (1-3 payments) — — $ — $ — $ — $ — $ — 90-179 days (4-6 payments) 2 — 14,290 — 289 — 14,579 180 or more days (more than 6 1 1 3,720 2 633 111 4,466 Total past due 3 1 $ 18,010 $ 2 $ 922 $ 111 $ 19,045 (4) Interest for June 2023 is due on July 1 , 2023 and is not included in the amounts of payments in arrears at June 30, 2023 . Secured loans with payments in arrears, principal by LTV and lien position at June 30, 2023 are presented in the following table ($ in thousands). The LTVs shown in this table use the appraisals at origination of the loans. Secured loans with payments in arrears, principal LTV (5) First trust Percent (6) Second trust Percent (6) Total Percent (6) <40% $ — 0.0 % $ — 0.0 % $ — 0.0 % 40-49% — 0.0 — 0.0 — 0.0 50-59% — 0.0 — 0.0 — 0.0 60-69% 7,990 13.9 — 0.0 7,990 13.9 Subtotal <70% 7,990 13.9 — 0.0 7,990 13.9 70-79% 12,125 21.2 — 0.0 12,125 21.2 Subtotal <80% 20,115 35.1 — 0.0 20,115 35.1 ≥80% — 0.0 — 0.0 — 0.0 Total $ 20,115 35.1 % $ — 0.0 % $ 20,115 35.1 % (5) LTV classifications in the table above are based on principal, advances and interest unpaid at June 30, 2023 . (6) Percent of total principal, secured loans ($ 57.3 million) at June 30, 2023 . Non-accrual status/Secured loans Secured loans in non-accrual status are summarized in the following table ($ in thousands). June 30, 2023 December 31, 2022 Number of loans none 1 Principal $ 3,720 Advances 60 Accrued interest (7) 233 Total recorded investment $ 4,013 Foregone interest $ 233 (7) Accrued interest in the table above is the amount of interest accrued prior to the loan being placed on non-accrual status, net of any payments subsequently. In conjunction with the adoption of ASC 326 (CECL), the partnership changed its guidelines for non-accrual status and recognized a cumulative-effect adjustment (with an increase to partners’ capital) of $ 233 thousand to recognize previously foregone interest for loans designated non-accrual at December 31, 2022. In periods prior to January 1, 2023, loans were placed on non-accrual status if 180 days delinquent or earlier if management determined that the primary source of repayment would come from the foreclosure and subsequent sale of the collateral securing the loan (which usually occurs when a notice of sale is filed) or when the loan was no longer considered well-secured. Provision/allowance for credit losses Activity in the allowance for credit losses for the six months ended June 30 is presented in the following table ($ in thousands). 2023 2022 Principal and Advances Interest Total Principal and Advances Interest Total Balance, December 31 $ 30 $ 25 $ 55 $ 30 $ 25 $ 55 Adoption of ASC 326 (CECL) 30 35 65 — — — Balance, January 1 60 60 120 30 25 55 Provision for (recovery of) credit losses — — — — — — Charge-offs — — — — — — Balance, June 30 $ 60 $ 60 $ 120 $ 30 $ 25 $ 55 Each secured loan is reviewed quarterly for its delinquency, LTV adjusted for the most recent valuation of the underlying collateral, remaining term to maturity, borrower’s payment history and other factors. In periods prior to January 1, 2023, the partnership followed the incurred loss model for recognition of credit losses and had recorded an allowance for loan losses of principal and interest totaling approximately $ 55 thousand to cover incurred, but not known, eventualities that occur from time to time, even though the secured loans had protective equity such that collection was deemed probable for all recorded amounts due on the loan. Such eventualities include the manager deeming it in the best interest of the partnership to agree to concessions to borrowers and/or senior-lien lenders to facilitate a refinance or a sale of the collateral primarily for secured loans in second lien position. In conjunction with the adoption of ASC 326 (CECL), the partnership recognized a cumulative-effect adjustment (with a decrease to partners’ capital) of $ 65 thousand to the allowance for credit losses to recognize lifetime expected credit losses for secured loans at December 31, 2022. The limited number of loans and the short terms for which the loans are written enabled the manager to do a loan-by-loan analysis to determine the risk of loss. Beginning in 2023, the analysis is updated quarterly with any change to the expected credit losses recognized in the period. The analysis included projecting the outstanding principal for loans – individually and in total, by lien position – until maturity to determine the count, amount and weighted average LTV of the loans for future quarter and year ends. First Trust Deeds Second Trust Deeds Loans Principal LTV Loans Principal LTV Loans Principal LTV 2023 (8) 7 $ 29,549 45.3 % 5 $ 26,801 44.8 % 2 $ 2,748 50.6 % 2024 4 22,599 47.1 3 21,351 46.1 1 1,248 63.7 2025 3 13,599 38.0 2 12,351 35.4 1 1,248 63.7 2026 2 12,351 35.4 2 12,351 35.4 — — 0.0 2027 — — 0.0 — — 0.0 — — 0.0 (8) At June 30, 2023 , there were three loans past maturity with aggregate principal of $ 18 million which are not included in the table above. As indicated by the tables above, there is no future period covered in the analysis – nor is there any individual loan – in which a real estate market decline in values is likely to occur that would be sufficient to offset the substantial protective equity in the secured-loan portfolio (and in the individual loans) sufficient to put at risk collection of amounts owed under the notes, secured by the deeds of trust. In arriving at the determination, the manager consulted a range of banking/industry and academic studies and forecasts. In performing the analysis, the manager considered the vintages in which the secured loans originated. The ultimate collectability of the amounts owed is reliant on the estimation of the current fair value of the real property collateral and the time to maturity. Further there is no evidence, nor any indication in the analysis, that the ultimate collectability of the amounts owed fluctuates with the time on file or vintage. Such considerations are consistent with the ‘no-credit-losses’ experience of the partnership over the preceding 5+ years. The LTVs shown in this table use the appraisals at origination of the loans. Secured loans, principal LTV (9) First trust Percent Count Second trust Percent Count Total Percent <40% $ 13,002 22.7 % 2 $ 1,500 2.6 % 1 $ 14,502 25.3 % 40-49% — 0.0 — — 0.0 — — 0.0 50-59% 7,113 12.4 3 — 0.0 — 7,113 12.4 60-69% 18,874 32.9 4 1,248 2.2 1 20,122 35.1 Subtotal <70% 38,989 68.0 9 2,748 4.8 2 41,737 72.8 70-79% 15,555 27.2 4 — 0.0 — 15,555 27.2 Subtotal <80% 54,544 95.2 13 2,748 4.8 2 57,292 100.0 ≥80% — 0.0 — — 0.0 — — 0.0 Total $ 54,544 95.2 % 13 $ 2,748 4.8 % 2 $ 57,292 100.0 % (9) LTV classifications in the table above are based on principal, advances and interest unpaid at June 30, 2023 . |