Loans Held for Investment

The following table sets forth the composition of our loan portfolio in dollar amounts at the dates indicated:



	September 30, 2015			December 31, 2014			September 30, 2014
	(in thousands)
Business loans:
Commercial and industrial	$	288,982		$	228,979		$	218,871
Franchise	295,965			199,228			163,887
Commercial owner occupied (1)	302,556			210,995			215,938
SBA	70,191			28,404			20,482
Warehouse facilities	144,274			113,798			108,093
Real estate loans:
Commercial non-owner occupied	406,490			359,213			355,984
Multi-family	421,240			262,965			262,588
One-to-four family (2)	78,781			122,795			125,326
Construction	141,293			89,682			67,118
Land	12,758			9,088			6,103
Other loans	5,017			3,298			3,521
Total gross loans held for investment (3)	2,167,547			1,628,445			1,547,911
Deferred loan origination costs and premiums, net	309			177			93
Allowance for loan losses	(16,145		)	(12,200		)	(10,767		)
Loans held for investment, net	$	2,151,711		$	1,616,422		$	1,537,237

______________________________

(1) Majority secured by real estate.

(2) Includes second trust deeds.

(3) Total gross loans for September 30, 2015 are net of (i) the unaccreted mark-to-market discounts on Canyon National Bank ("Canyon National") loans of $0.6 million, on Palm Desert National Bank ("Palm Desert National") loans of $1.0 million, on San Diego Trust Bank ("SDTB") loans of $135,000, and on IDPK loans of $5.8 million and (ii) the mark-to-market premium on First Associations Bank ("FAB") loans of $5,000.

From time to time, we may purchase or sell loans in order to manage concentrations, maximize interest income, change risk profiles, improve returns and generate liquidity.

The Company makes residential and commercial loans held for investment to customers located primarily in California. Consequently, the underlying collateral for our loans and a borrower’s ability to repay may be impacted unfavorably by adverse changes in the economy and real estate market in the region.

Under applicable laws and regulations, the Bank may not make secured loans to one borrower in excess of 25% of the Bank’s unimpaired capital plus surplus and likewise in excess of 15% for unsecured loans. These loans-to-one borrower limitations result in a dollar limitation of $91.6 million for secured loans and $55.0 million for unsecured loans at September 30, 2015. At September 30, 2015, the Bank’s largest aggregate outstanding balance of loans to one borrower was $36.6 million of secured credit.

Purchased Credit Impaired

The following table provides a summary of the Company’s investment in purchased credit impaired loans, acquired from Canyon National, Palm Desert National and IDPK, as of the period indicated:



	September 30, 2015
	Canyon National		Palm Desert National		IDPK		Total
	(in thousands)
Business loans:
Commercial and industrial	$	93	$	—	$	237	$	330
Commercial owner occupied	534		—		2,311		2,845
Real estate loans:
Commercial non-owner occupied	926		—		1,203		2,129
One-to-four family	—		—		88		88
Total purchase credit impaired	$	1,553	$	—	$	3,839	$	5,392

On the acquisition date, the amount by which the undiscounted expected cash flows of the purchased credit impaired loans exceed the estimated fair value of the loan is the “accretable yield.” The accretable yield is measured at each financial reporting date and represents the difference between the remaining undiscounted expected cash flows and the current carrying value of the purchased credit impaired loan. At September 30, 2015, the Company had $5.4 million of purchased credit impaired loans, of which $1.3 million were placed on nonaccrual status.

The following table summarizes the accretable yield on the purchased credit impaired loans for the nine months ended September 30, 2015:



	Nine Months Ended
	September 30, 2015
	Canyon National			Palm Desert National			IDPK			Total
	(in thousands)
Balance at the beginning of period	$	1,351		$	52		$	—		$	1,403
Accretable yield at acquisition	—			—			602			602
Accretion	(164		)	—			(120		)	(284		)
Disposals and other	—			(52		)	(58		)	(110		)
Change in accretable yield	—			—			149			149
Balance at the end of period	$	1,187		$	—		$	573		$	1,760

Impaired Loans

The following tables provide a summary of the Company’s investment in impaired loans as of the period indicated:



					Impaired Loans
	Contractual Unpaid Principal Balance		Recorded Investment		With Specific Allowance		Without Specific Allowance		Specific Allowance for Impaired Loans		Average Recorded Investment		Interest Income Recognized
	(in thousands)
September 30, 2015
Business loans:
Franchise	$	2,394	$	1,630	$	—	$	1,630	—		$	1,647	$	—
Commercial owner occupied	436		361		—		361		—		364		23
Real estate loans:
Commercial non-owner occupied	693		443		—		443		—		443		21
One-to-four family	203		203		—		203		—		221		13
Land	37		22		—		22		—		23		3
Totals	$	3,763	$	2,659	$	—	$	2,659	$	—	$	2,698	$	60



					Impaired Loans
	Contractual Unpaid Principal Balance		Recorded Investment		With Specific Allowance		Without Specific Allowance		Specific Allowance for Impaired Loans		Average Recorded Investment		Interest Income Recognized
	(in thousands)
December 31, 2014
Business loans:
Commercial and industrial	$	—	$	—	$	—	$	—	$	—	$	11	$	—
Commercial owner occupied	440		388		—		388		—		514		46
SBA	—		—		—		—		—		5		—
Real estate loans:
Commercial non-owner occupied	1,217		848		—		848		—		908		85
One-to-four family	256		236		—		236		—		440		17
Totals	$	1,913	$	1,472	$	—	$	1,472	$	—	$	1,878	$	148



					Impaired Loans
	Contractual Unpaid Principal Balance		Recorded Investment		With Specific Allowance		Without Specific Allowance		Specific Allowance for Impaired Loans		Average Recorded Investment		Interest Income Recognized
	(in thousands)
September 30, 2014
Business loans:
Commercial and industrial	$	—	$	—	$	—	$	—	$	—	$	15	$	—
Commercial owner occupied	441		398		—		398		—		555		41
SBA	—		—		—		—		—		6		—
Real estate loans:
Commercial non-owner occupied	1,221		883		—		883		—		924		65
One-to-four family	649		526		—		526		—		504		18
Totals	$	2,311	$	1,807	$	—	$	1,807	$	—	$	2,004	$	124

The Company considers a loan to be 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 or it is determined that the likelihood of the Company receiving all scheduled payments, including interest, when due is remote. The Company has no commitments to lend additional funds to debtors whose loans have been impaired.

The Company reviews loans for impairment when the loan is classified as substandard or worse, delinquent 90 days, or determined by management to be collateral dependent, or when the borrower files bankruptcy or is granted a troubled debt restructuring (“TDR”). Measurement of impairment is based on the loan’s expected future cash flows discounted at the loan’s effective interest rate, measured by reference to an observable market value, if one exists, or the fair value of the collateral if the loan is deemed collateral dependent. All loans are generally charged-off at such time the loan is classified as a loss. Valuation allowances are determined on a loan-by-loan basis or by aggregating loans with similar risk characteristics.

The following table provides additional detail on the components of impaired loans at the period end indicated:



	September 30, 2015		December 31, 2014		September 30, 2014
	(in thousands)
Nonaccruing loans	$	2,482	$	1,290	$	1,624
Accruing loans	177		182		183
Total impaired loans	$	2,659	$	1,472	$	1,807

When loans are placed on nonaccrual status all accrued interest is reversed from earnings. Payments received on nonaccrual loans are generally applied as a reduction to the loan principal balance. If the likelihood of further loss is remote, the Company will recognize interest on a cash basis only. Loans may be returned to accruing status if the Company believes that all remaining principal and interest is fully collectible and there has been at least three months of sustained repayment performance since the loan was placed on nonaccrual.

The Company does not accrue interest on loans 90 days or more past due or when, in the opinion of management, there is reasonable doubt as to the collection of interest. The Company had impaired loans on nonaccrual status of $2.5 million at September 30, 2015, $1.3 million at December 31, 2014, and $1.6 million at September 30, 2014. The Company had no loans 90 days or more past due and still accruing at September 30, 2015, December 31, 2014 or September 30, 2014.

The Company had no new TDRs during the quarter ended September 30, 2015 and September 30, 2014 and had one immaterial TDR outstanding related to a U.S. Small Business Administration (“SBA”) loan. In addition, the Company had no foreclosed residential real estate property or a recorded investment in consumer mortgage loans collateralized by residential real estate property for which formal foreclosure proceedings were in process as of September 30, 2015.

Concentration of Credit Risk

As of September 30, 2015, the Company’s loan portfolio was collateralized by various forms of real estate and business assets located principally in California. The Company’s loan portfolio contains concentrations of credit in multi-family real estate, commercial non-owner occupied real estate and commercial owner occupied business loans. The Bank maintains policies approved by the Bank’s Board of Directors (the “Bank Board”) that address these concentrations and continues to diversify its loan portfolio through loan originations, purchases and sales to meet approved concentration levels. While management believes that the collateral presently securing these loans is adequate, there can be no assurances that a significant deterioration in the California real estate market or economy would not expose the Company to significantly greater credit risk.

Credit Quality and Credit Risk Management

The Company’s credit quality is maintained and credit risk managed in two distinct areas. The first is the loan origination process, wherein the Bank underwrites credit quality and chooses which risks it is willing to accept. The second is in the ongoing oversight of the loan portfolio, where existing credit risk is measured and monitored, and where performance issues are dealt with in a timely and comprehensive fashion.

The Company maintains a comprehensive credit policy which sets forth minimum and maximum tolerances for key elements of loan risk. The policy identifies and sets forth specific guidelines for analyzing each of the loan products the Company offers from both an individual and portfolio wide basis. The credit policy is reviewed annually by the Bank Board. The Bank’s seasoned underwriters ensure all key risk factors are analyzed with nearly all underwriting including a comprehensive global cash flow analysis of the prospective borrowers. The credit approval process mandates multiple-signature approval by the management credit committee for every loan that requires any subjective credit analysis.

Credit risk is managed within the loan portfolio by the Company’s Portfolio Management department based on a comprehensive credit and investment review policy. This policy requires a program of financial data collection and analysis, comprehensive loan reviews, property and/or business inspections and monitoring of portfolio concentrations and trends. The Portfolio Management department also monitors asset-based lines of credit, loan covenants and other conditions associated with the Company’s business loans as a means to help identify potential credit risk. Individual loans, excluding the homogeneous loan portfolio, are reviewed at least biennially, and in most cases more often, including the assignment of a risk grade.

Risk grades are based on a six-grade Pass scale, along with Special Mention, Substandard, Doubtful and Loss classifications as such classifications are defined by the regulatory agencies. The assignment of risk grades allows the Company to, among other things, identify the risk associated with each credit in the portfolio, and to provide a basis for estimating credit losses inherent in the portfolio. Risk grades are reviewed regularly by the Company’s Credit and Portfolio Review committee, and are reviewed annually by an independent third-party, as well as by regulatory agencies during scheduled examinations.

The following provides brief definitions for risk grades assigned to loans in the portfolio:


•	Pass classifications represent assets with a level of credit quality which contain no well-defined deficiency or weakness.


•	Special Mention assets do not currently expose the Bank to a sufficient risk to warrant classification in one of the adverse categories, but possess correctable deficiencies or potential weaknesses deserving management’s close attention.


•	Substandard assets are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. These assets are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. OREO acquired from foreclosure is also classified as substandard.


•	Doubtful credits have all the weaknesses inherent in substandard credits, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.


•	Loss assets are those that are considered uncollectible and of such little value that their continuance as assets is not warranted. Amounts classified as loss are promptly charged off.

The Portfolio Management department also manages loan performance risks, collections, workouts, bankruptcies and foreclosures. Loan performance risks are mitigated by our portfolio managers acting promptly and assertively to address problem credits when they are identified. Collection efforts are commenced immediately upon non-payment, and the portfolio managers seek to promptly determine the appropriate steps to minimize the Company’s risk of loss. When foreclosure will maximize the Company’s recovery for a non-performing loan, the portfolio managers will take appropriate action to initiate the foreclosure process.

When a loan is graded as special mention or substandard or doubtful, the Company obtains an updated valuation of the underlying collateral. If the credit in question is also identified as impaired, a valuation allowance, if necessary, is established against such loan or a loss is recognized by a charge to the allowance for loan losses (“ALLL”) if management believes that the full amount of the Company’s recorded investment in the loan is no longer collectable. The Company typically continues to obtain or confirm updated valuations of underlying collateral for special mention and classified loans on an annual basis in order to have the most current indication of fair value. Once a loan is identified as impaired, an analysis of the underlying collateral is performed at least quarterly, and corresponding changes in any related valuation allowance are made or balances deemed to be fully uncollectable are charged-off.

The following tables stratify the loan portfolio by the Company’s internal risk grading system as well as certain other information concerning the credit quality of the loan portfolio as of the periods indicated:



	Credit Risk Grades
	Pass		Special Mention		Substandard		Total Gross Loans
September 30, 2015	(in thousands)
Business loans:
Commercial and industrial	$	285,931	$	80	$	2,971	$	288,982
Franchise	294,335		—		1,630		295,965
Commercial owner occupied	291,121		1,274		10,161		302,556
SBA	70,191		—		—		70,191
Warehouse facilities	144,274		—		—		144,274
Real estate loans:
Commercial non-owner occupied	403,020		259		3,211		406,490
Multi-family	417,576		698		2,966		421,240
One-to-four family	77,729		—		1,052		78,781
Construction	141,293		—		—		141,293
Land	12,656		—		102		12,758
Other loans	5,017		—		—		5,017
Totals	$	2,143,143	$	2,311	$	22,093	$	2,167,547



	Credit Risk Grades
	Pass		Special Mention		Substandard		Total Gross Loans
December 31, 2014	(in thousands)
Business loans:
Commercial and industrial	$	227,151	$	—	$	1,828	$	228,979
Franchise	199,228		—		—		199,228
Commercial owner occupied	202,390		—		8,605		210,995
SBA	28,132		272		—		28,404
Warehouse facilities	113,798		—		—		113,798
Real estate loans:
Commercial non-owner occupied	355,274		—		3,939		359,213
Multi-family	261,956		501		508		262,965
One-to-four family	122,146		—		649		122,795
Construction	89,682		—		—		89,682
Land	9,088		—		—		9,088
Other loans	3,298		—		—		3,298
Totals	$	1,612,143	$	773	$	15,529	$	1,628,445



	Credit Risk Grades
	Pass		Special Mention		Substandard		Total Gross Loans
September 30, 2014	(in thousands)
Business loans:
Commercial and industrial	$	217,093	$	—	$	1,778	$	218,871
Franchise	163,887		—		—		163,887
Commercial owner occupied	206,096		387		9,455		215,938
SBA	20,482		—		—		20,482
Warehouse facilities	108,093		—		—		108,093
Real estate loans:
Commercial non-owner occupied	351,614		—		4,370		355,984
Multi-family	261,574		504		510		262,588
One-to-four family	124,383		—		943		125,326
Construction	67,118		—		—		67,118
Land	6,103		—		—		6,103
Other loans	3,521		—		—		3,521
Totals	$	1,529,964	$	891	$	17,056	$	1,547,911

The following tables set forth delinquencies in the Company’s loan portfolio at the dates indicated:



			Days Past Due								Non-
	Current		30-59		60-89		90+		Total		Accruing
September 30, 2015	(in thousands)
Business loans:
Commercial and industrial	$	288,269	$	681	$	25	$	7	$	288,982	$	237
Franchise	294,335		—		—		1,630		295,965		1,630
Commercial owner occupied	302,556		—		—		—		302,556		556
SBA	70,191		—		—		—		70,191		—
Warehouse facilities	144,274		—		—		—		144,274		—
Real estate loans:
Commercial non-owner occupied	406,047		—		—		443		406,490		1,424
Multi-family	421,240		—		—		—		421,240		—
One-to-four family	78,648		21		—		112		78,781		226
Construction	141,293		—		—		—		141,293		—
Land	12,736		—		—		22		12,758		22
Other loans	5,017		—		—		—		5,017		—
Totals	$	2,164,606	$	702	$	25	$	2,214	$	2,167,547	$	4,095



			Days Past Due								Non-
	Current		30-59		60-89		90+		Total		Accruing
December 31, 2014	(in thousands)
Business loans:
Commercial and industrial	$	228,955	$	—	$	24	$	—	$	228,979	$	—
Franchise	199,228		—		—		—		199,228		—
Commercial owner occupied	210,995		—		—		—		210,995		514
SBA	28,404		—		—		—		28,404		—
Warehouse facilities	113,798		—		—		—		113,798		—
Real estate loans:
Commercial non-owner occupied	359,213		—		—		—		359,213		848
Multi-family	262,965		—		—		—		262,965		—
One-to-four family	122,722		19		—		54		122,795		82
Construction	89,682		—		—		—		89,682		—
Land	9,088		—		—		—		9,088		—
Other loans	3,297		1		—		—		3,298		—
Totals	$	1,628,347	$	20	$	24	$	54	$	1,628,445	$	1,444



			Days Past Due								Non-
	Current		30-59		60-89		90+		Total		Accruing
September 30, 2014	(in thousands)
Business loans:
Commercial and industrial	$	218,871	$	—	$	—	$	—	$	218,871	$	—
Franchise	163,887		—		—		—		163,887		—
Commercial owner occupied	215,938		—		—		—		215,938		528
SBA	20,439		—		43		—		20,482		—
Warehouse facilities	108,093		—		—		—		108,093		—
Real estate loans:
Commercial non-owner occupied	355,984		—		—		—		355,984		882
Multi-family	262,588		—		—		—		262,588		—
One-to-four family	124,963		20		—		343		125,326		372
Construction	67,118		—		—		—		67,118		—
Land	6,103		—		—		—		6,103		—
Other loans	3,521		—		—		—		3,521		—
Totals	$	1,547,505	$	20	$	43	$	343	$	1,547,911	$	1,782