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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark one)

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2025

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from___________ to _____________

Commission file number: 000-55601

REDWOOD MORTGAGE INVESTORS IX, LLC

(Exact name of registrant as specified in its charter)

 

Delaware

 

26-3541068

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification Number)

 

155 Bovet Road, Suite 302, San Mateo, CA

 

94402

(Address of principal executive offices)

 

(Zip Code)

(650) 365-5341

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading symbol(s)

Name of each exchange on which registered

none

 

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yes No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer

 

Accelerated filer

Non-accelerated filer

 

Smaller reporting company

Emerging growth company

 

 

 

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes No

 

 

 


2

REDWOOD MORTGAGE INVESTORS IX, LLC

Table of Contents

 

Page

PART I.

FINANCIAL INFORMATION

3

Item 1.

Financial Statements

3

Balance Sheets

3

Statements of Income

4

 

Statements of Changes in Members’ and Manager’s Capital

5

Statements of Cash Flows

6

Notes to Financial Statements

8

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

28

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

37

Item 4.

Controls and Procedures

37

PART II.

OTHER INFORMATION

39

Item 1.

Legal Proceedings

39

Item 1A.

Risk Factors

39

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

39

Item 3.

Defaults Upon Senior Securities

39

Item 4.

Mine Safety Disclosures

39

Item 5.

Other Information

39

Item 6.

Exhibits

40

Signatures

41

 

2


3

Part I – FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS

REDWOOD MORTGAGE INVESTORS IX, LLC

Balance Sheets

March 31, 2025 (unaudited) and December 31, 2024

($ in thousands)

 

 

 

March 31,

 

 

December 31,

 

ASSETS

 

2025

 

 

2024

 

Cash, in banks

 

$

12,518

 

 

$

12,058

 

Loan payments in trust

 

 

51

 

 

 

29

 

Loans held for sale

 

 

 

 

 

1,065

 

Loans

 

 

 

 

 

 

Principal

 

 

48,652

 

 

 

53,475

 

Advances

 

 

66

 

 

 

54

 

Accrued interest

 

 

602

 

 

 

611

 

Prepaid interest

 

 

 

 

 

(11

)

Loan balances secured by deeds of trust

 

 

49,320

 

 

 

54,129

 

Allowance for credit losses

 

 

(210

)

 

 

(210

)

Loan balances secured by deeds of trust, net

 

 

49,110

 

 

 

53,919

 

Debt issuance costs, net

 

 

33

 

 

 

41

 

Prepaid expenses

 

 

27

 

 

 

 

Other receivable

 

 

53

 

 

 

3

 

Total assets

 

$

61,792

 

 

$

67,115

 

 

 

 

 

 

 

 

LIABILITIES AND MEMBERS’ CAPITAL

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

Accounts payable and accrued liabilities

 

$

75

 

 

$

109

 

Payable to related mortgage fund (Note 3)

 

 

10

 

 

 

 

Payable to manager (Note 3)

 

 

75

 

 

 

93

 

Line of credit

 

 

 

 

 

4,000

 

Total liabilities

 

 

160

 

 

 

4,202

 

 

 

 

 

 

 

 

Commitments and contingencies (Note 6)

 

 

 

 

 

 

 

 

 

 

 

 

 

Members’ and manager’s capital, net

 

 

64,274

 

 

 

65,607

 

Receivable from manager (formation loan) (Note 3)

 

 

(2,642

)

 

 

(2,694

)

Members’ and manager’s capital, net of formation loan

 

 

61,632

 

 

 

62,913

 

Total liabilities and members’ capital

 

$

61,792

 

 

$

67,115

 

 

The accompanying notes are an integral part of these unaudited financial statements.

3


4

REDWOOD MORTGAGE INVESTORS IX, LLC

Statements of Income

For the Three Months Ended March 31, 2025 and 2024 (unaudited)

($ in thousands)

 

 

 

Three Months Ended March 31,

 

 

 

 

2025

 

 

2024

 

 

Revenue

 

 

 

 

 

 

 

Interest income

 

$

1,079

 

 

$

1,500

 

 

Interest expense

 

 

(27

)

 

 

(54

)

 

Net interest income

 

 

1,052

 

 

 

1,446

 

 

Late fees

 

 

5

 

 

 

4

 

 

Gain on sale, loans

 

 

8

 

 

 

 

 

Total revenue, net

 

 

1,065

 

 

 

1,450

 

 

 

 

 

 

 

 

 

 

Provision for credit losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operations expense

 

 

 

 

 

 

 

Mortgage servicing fees to Redwood Mortgage Corp.

 

 

32

 

 

 

40

 

 

Asset management fees to Redwood Mortgage Corp.

 

 

118

 

 

 

118

 

 

Costs from Redwood Mortgage Corp., net (Note 3)

 

 

140

 

 

 

90

 

 

Professional services

 

 

532

 

 

 

552

 

 

Other

 

 

26

 

 

 

5

 

 

Total operations expense

 

 

848

 

 

 

805

 

 

Net income

 

$

217

 

 

$

645

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

Members (99%)

 

$

215

 

 

$

639

 

 

Manager (1%)

 

 

2

 

 

 

6

 

 

 

 

$

217

 

 

$

645

 

 

 

The accompanying notes are an integral part of these unaudited financial statements.

4


5

REDWOOD MORTGAGE INVESTORS IX, LLC

Statements of Changes in Members’ and Manager’s Capital

 

For the Three Months Ended March 31, 2025 (unaudited)

($ in thousands)

 

 

 

Members’
Capital

 

 

Manager’s
Capital

 

 

Unallocated
Organization
and Offering
Expenses

 

 

Members’ and Manager’s
Capital, net

 

Balance at December 31, 2024

 

$

65,995

 

 

$

83

 

 

$

(471

)

 

$

65,607

 

Net income

 

 

215

 

 

 

2

 

 

 

 

 

 

217

 

Earnings distributed

 

 

(713

)

 

 

(2

)

 

 

 

 

 

(715

)

Redemptions

 

 

(840

)

 

 

 

 

 

 

 

 

(840

)

Organization and offering expenses allocated

 

 

(57

)

 

 

 

 

 

57

 

 

 

 

Organization and offering expenses repaid by RMC

 

 

 

 

 

 

 

 

5

 

 

 

5

 

Balance at March 31, 2025

 

$

64,600

 

 

$

83

 

 

$

(409

)

 

$

64,274

 

 

 

 

For the Three Months Ended March 31, 2024 (unaudited)

($ in thousands)

 

 

 

Members’
Capital

 

 

Manager’s
Capital

 

 

Unallocated
Organization
and Offering
Expenses

 

 

Members’ and Manager’s
Capital, net

 

Balance at December 31, 2023

 

$

69,018

 

 

$

82

 

 

$

(742

)

 

$

68,358

 

Net income

 

 

639

 

 

 

6

 

 

 

 

 

 

645

 

Earnings distributed

 

 

(803

)

 

 

(6

)

 

 

 

 

 

(809

)

Earnings distributed/reinvested (DRIP)

 

 

273

 

 

 

 

 

 

 

 

 

273

 

Redemptions

 

 

(882

)

 

 

 

 

 

 

 

 

(882

)

Organization and offering expenses allocated

 

 

(61

)

 

 

 

 

 

61

 

 

 

 

Organization and offering expenses repaid by RMC

 

 

 

 

 

 

 

 

10

 

 

 

10

 

Balance at March 31, 2024

 

$

68,184

 

 

$

82

 

 

$

(671

)

 

$

67,595

 

 

 

The accompanying notes are an integral part of these unaudited financial statements.

5


6

REDWOOD MORTGAGE INVESTORS IX, LLC

Statements of Cash Flows

For the Three Months Ended March 31, 2025 and 2024 (unaudited)

($ in thousands)

 

 

 

Three Months Ended March 31,

 

 

 

2025

 

 

2024

 

Operations

 

 

 

 

 

 

Interest income received

 

$

1,073

 

 

$

1,360

 

Interest expense paid

 

 

(76

)

 

 

(67

)

Late fees and other loan income

 

 

(17

)

 

 

6

 

Operations expense

 

 

(857

)

 

 

(755

)

Total cash provided by operations

 

 

123

 

 

 

544

 

Investing

 

 

 

 

 

 

Loans funded

 

 

(3,981

)

 

 

(8,288

)

Principal collected

 

 

8,804

 

 

 

10,186

 

Proceeds from loans sold to non-affiliate, net

 

 

1,076

 

 

 

 

Advances (made)

 

 

(12

)

 

 

(2

)

Promissory note repaid by related mortgage fund

 

 

 

 

 

2,800

 

Total cash provided by investing

 

 

5,887

 

 

 

4,696

 

Financing

 

 

 

 

 

 

Members’ and manager's capital

 

 

 

 

 

 

Distributions to members and manager

 

 

 

 

 

 

Earnings distributed, net of DRIP

 

 

(768

)

 

 

(543

)

Redemptions, net of early withdrawal penalties (Note 3)

 

 

(840

)

 

 

(897

)

Total distributions to members and manager

 

 

(1,608

)

 

 

(1,440

)

Organization and offering expenses repaid by RMC, net

 

 

6

 

 

 

10

 

      Cash (used in) members’ and manager’s capital

 

 

(1,602

)

 

 

(1,430

)

Line of credit

 

 

 

 

 

 

Advances

 

 

2,000

 

 

 

13,250

 

Repayments

 

 

(6,000

)

 

 

(15,403

)

Debt issuance costs

 

 

 

 

 

(66

)

Cash (used in) line of credit

 

 

(4,000

)

 

 

(2,219

)

Formation loan collected

 

 

52

 

 

 

52

 

Total cash (used in) financing

 

 

(5,550

)

 

 

(3,597

)

Net increase in cash

 

 

460

 

 

 

1,643

 

Cash, beginning of period

 

 

12,058

 

 

 

1,712

 

Cash, end of period

 

$

12,518

 

 

$

3,355

 

 

Non-cash financing activities for the three months ended March 31, 2025 and 2024 include earnings distributed to the dividend reinvestment plan of $0 and $273 thousand, respectively.

One loan held for sale of approximately $1.1 million at December 31, 2024 was sold to an unaffiliated bank in January 2025 for the amount owed on the note plus a premium, resulting in a gain of approximately $8 thousand.

 

The accompanying notes are an integral part of these unaudited financial statements.

6


7

REDWOOD MORTGAGE INVESTORS IX, LLC

Statements of Cash Flows

For the Three Months Ended March 31, 2025 and 2024 (unaudited)

($ in thousands)

 

 

 

 

Three Months Ended March 31,

 

Reconciliation of net income to total cash provided by operations

 

2025

 

 

2024

 

Net income

 

$

217

 

 

$

645

 

Adjustments to reconcile net income to total cash provided by operations

 

 

 

 

 

 

Gain on sale, loans

 

 

(8

)

 

 

 

Amortization of debt issuance costs

 

 

8

 

 

 

7

 

Change in operating assets and liabilities

 

 

 

 

 

 

Loan payments in trust

 

 

(22

)

 

 

2

 

Accrued interest

 

 

5

 

 

 

(74

)

Prepaid interest

 

 

(11

)

 

 

(67

)

Prepaid expenses

 

 

(27

)

 

 

(26

)

Other receivable

 

 

3

 

 

 

 

Receivable from related parties

 

 

 

 

 

(31

)

Accounts payable and accrued liabilities

 

 

(34

)

 

 

102

 

Payable to related parties

 

 

(8

)

 

 

(14

)

Total adjustments

 

 

(94

)

 

 

(101

)

Total cash provided by operations

 

$

123

 

 

$

544

 

 

The accompanying notes are an integral part of these unaudited financial statements.

7


 

REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

NOTE 1 – ORGANIZATION AND GENERAL

Redwood Mortgage Investors IX, LLC (“RMI IX” or “the company”) is a Delaware limited liability company formed in October 2008 to engage in business as a mortgage lender and investor by making and holding-for-investment mortgage loans secured by California real estate, primarily through first and second deeds of trust.

The company is externally managed by Redwood Mortgage Corp. (“RMC” or “the manager”).

RMC is solely responsible for managing the business and affairs of RMI IX, subject to the voting rights of the members on specified matters. The manager acting alone has the power and authority to act for and bind the company.
RMC provides personnel and services necessary for RMI IX to conduct its business as the company has no employees of its own.
The mortgage loans the company funds and invests in are arranged and generally are serviced by RMC.

In the opinion of management of RMC, the accompanying unaudited financial statements contain all adjustments, consisting of normal, recurring adjustments, necessary to present fairly and accurately the financial information included therein. These unaudited financial statements should be read in conjunction with the audited financial statements included in the company’s Form 10-K for the year ended December 31, 2024, filed with the U.S. Securities and Exchange Commission (SEC). The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the operating results to be expected for the full year.

The rights, duties and powers of the members and manager of the company are governed by the Ninth Amended and Restated Limited Liability Company Operating Agreement of RMI IX (the “Operating Agreement”), as amended by the Second Amendment to the Operating Agreement, the Delaware Limited Liability Company Act and the California Revised Uniform Limited Liability Company Act.

Members representing a majority of the outstanding units may, without the concurrence of the manager, vote to: (i) dissolve the company, (ii) amend the Operating Agreement, subject to certain limitations, (iii) approve or disapprove the sale of all or substantially all of the assets of the company or (iv) remove or replace one or all of the managers. Where there is only one manager, a majority in interest of the members is required to elect a new manager to continue the company business after a manager ceases to be a manager due to its withdrawal.

The following is a summary of certain provisions of the Operating Agreement and is qualified in its entirety by the terms of the Operating Agreement. Members should refer to the Operating Agreement for complete disclosure of its provisions.

 

The company’s primary investment objectives are to:

yield a favorable rate of return from the company’s business of making and/or investing in loans;
preserve and protect the company’s capital by making and/or investing in loans secured by California real estate, preferably income-producing properties geographically situated in the San Francisco Bay Area and the coastal metropolitan regions of Southern California; and
generate and distribute cash flow from these mortgage lending and investing activities.

Net income (or loss) is allocated among the members according to their respective capital accounts after one percent (1%) of the net income (or loss) is allocated to the manager. The monthly results are subject to subsequent adjustment as a result of quarterly and year-end accounting and reporting.

To determine the amount of cash to be distributed in any specific month, the company relies in part on its forecast of full year profits. At March 31, 2025, cumulative to-date earnings (estimated) allocated to members’ account statements was approximately $808 thousand greater than net income available to members (actual per the general ledger). The difference between earnings allocated to members’ account statements and net income available to members is anticipated to be eliminated by year 2025.

The company’s net income, cash available for distribution, and net-distribution rate fluctuate depending on:

loan origination volume and the balance of capital available to lend;
the current and future interest rates negotiated with borrowers;
line of credit advances, repayments and the interest rate thereon;
loan sales to unaffiliated third parties, and any gains received thereon;
the amount of fees and cost reimbursements to RMC;
the timing and amount of other operating expenses, including expenses for professional services;
the timing and amount of payments from RMC on the formation loan; and
fee and/or cost reimbursements waived, if any, from RMC.

Federal and state income taxes are the obligation of the members, other than the annual California franchise tax and the California LLC gross receipts tax. The tax basis in the net assets differs from book basis by the amount of the allowance for credit losses.

8


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

The ongoing sources of funds for loans are the proceeds (net of redemption of members’ capital and operating expenses) from:

loan payoffs;
borrowers’ monthly principal and interest payments;
line of credit advances;
loan sales to unaffiliated third parties; and
payments from RMC on the outstanding balance of the formation loan.

Lending and investment guidelines and criteria

The company intends to hold until maturity the loans in which it invests and does not presently intend to invest in mortgage loans primarily for the purpose of reselling such loans in the ordinary course of business; however, the company may sell mortgage loans (or fractional interests therein) when the manager determines that it appears to be advantageous for the company to do so, based upon prevailing and expected interest rates, the length of time that the loan has been held by the company and the expected time to maturity and/or payoff of the loan, the company’s credit risk and concentration risk and the overall investment objectives of the company. Loans sold to third parties may be sold for par, at a premium or, in the case of non-performing or under performing loans, at a discount. Company loans may be sold to third parties or to the manager or its related mortgage funds; however, any loan sold to the manager or a related mortgage fund will be sold for a purchase price equal to the greater of (i) the par value of the loan or (ii) the fair market value of the loan. The manager will not receive commissions or broker fees with respect to loan sales conducted for the company; however, selling loans will increase members’ capital available for investing in new loans for which the manager will earn brokerage fees and other forms of compensation.

The manager has discretion to pay amounts (advances) to third parties on behalf of borrowers to protect the company’s interest in the loan. Advances include, but are not limited to, the payment of interest and principal on a senior lien to prevent foreclosure by the senior lien holder, property taxes, insurance premiums and attorney fees. Advances generally are stated at the amounts paid out on the borrower’s behalf and any accrued interest on amounts paid out, until repaid by the borrower. Interest is accrued daily on principal and advances, if any.

The company’s business is neither dependent on any one, nor concentrated with a few, major borrowers, investors, or lenders.

Distribution policy

Cash available for distribution at the end of each calendar month is allocated ninety-nine percent (99%) to the members and one percent (1%) to the manager. Cash available for distribution means cash flow from operations (excluding repayments for loan principal and other capital transaction proceeds) less amounts set aside for creation or restoration of reserves. The manager may withhold from cash otherwise distributable to the members with respect to any period the respective amounts of organization and offering expenses (“O&O expenses”) allocated to the members’ accounts for the applicable period pursuant to the company’s reimbursement to RMC and allocation to members’ accounts of O&O expenses. The amount otherwise distributable, less the respective amounts of O&O expenses allocated to members, is the net distribution. Pursuant to the terms of the Operating Agreement, cash available for distribution to the members is allocated among the members in proportion to their percentage interests (except with respect to differences in the amounts of O&O expenses allocated to the respective members during the applicable period) and in proportion to the number of days during the applicable month that they owned such percentage interests. (See Note 3 (Manager and Other Related Parties) to the financial statements for a detailed discussion on the allocation of O&O expenses to members’ accounts.)

Cash available for distributions is disbursed at the end of each calendar month. The manager’s allocable share of cash available for distribution is also distributed not more frequently than cash distributions to members.

Distribution reinvestment plan (“DRIP”), closed July 2024

The distribution reinvestment plan (“DRIP”) provision of the Operating Agreement permitted members to elect to have all or a portion of their monthly distributions reinvested in the purchase of additional units. Cash available for distributions allocable to members who had elected to participate in the DRIP was distributed and reinvested in units at each month end. In July 2024, members who had elected to participate in the DRIP were notified by a letter included with their June 2024 monthly statements that the DRIP was closed. As a result of this plan closure, members that previously did not receive quarterly income distributions because of their enrollment in the DRIP received income distribution checks for the quarter ended September 30, 2024 and will continue to receive quarterly income distributions thereafter to the extent of cash available for distribution.

9


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Liquidity and unit redemption program

There are substantial restrictions on transferability of units, and there is no established public trading and/or secondary market for the units and none is expected to develop. In order to provide liquidity to members, the Operating Agreement includes a unit redemption program, whereby a member may redeem all or part of their units, subject to certain limitations. The price paid for redeemed units is based on the lesser of the purchase price paid by the redeeming member or the member’s capital account balance as of the date of each redemption payment. The company redeems units quarterly, subject to certain limitations as provided for in the Operating Agreement. The maximum number of units which may be redeemed per quarter per individual member shall not exceed the greater of (i) 100 thousand units, or (ii) 25% of the member’s total outstanding units.

Pursuant to the Operating Agreement, eligible redemption requests are to be honored in the following order of priority:

first, to redemptions upon the death of a member, subject to a cap of $100 thousand per quarter for each deceased member’s account; and
next, to all other eligible redemption requests on a pro rata basis.

Pursuant to the Operating Agreement, the company will not, in any calendar year, redeem more than five percent (5%) and in any calendar quarter one and one-quarter percent (1.25%) of the weighted average number of units outstanding during the twelve (12) month period immediately prior to the date of the redemption; however, the manager may, but is not required to, waive this limitation if it deems it in the best interest of the company. In the event unit withdrawal requests exceed 5% in any calendar year, and are held by the company, units will be redeemed in the order of priority provided in the Operating Agreement. The manager may, in its sole discretion, waive any applicable holding periods or penalties in the event of the death of a member or other exigent circumstances or if the manager believes such waiver is in the best interests of the company. The manager has no present intention to exercise its discretionary power to waive or modify the enforcement of the redemption limitations in the foreseeable future.

The company has not established a cash reserve from which to fund redemptions. The company’s capacity to redeem units upon request is limited by the availability of cash and the company’s cash flow. The manager also has the right, in its sole discretion, at any time, to reject any request for redemption, or to suspend or terminate the acceptance of new redemption requests without prior notice, or to terminate, suspend or amend the unit redemption program upon 30-days’ notice.

Manager’s interest

If a manager is removed, withdrawn or terminated, the company will pay to the manager all amounts then accrued and due to the manager. Additionally, the company will terminate the manager’s interest in the company’s profits, losses, distributions and capital by payment of an amount in cash equal to the then-present fair value of such interest.

Term of the company

The term of the company will terminate on December 31, 2038 unless: (i) the term is further extended by RMC with the affirmative consent of a majority interest of the members; or (ii) the company is earlier terminated pursuant to the Operating Agreement or by operation of law.

NOTE 2 – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation

The financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”).

Management estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions about the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities, at the dates of the financial statements and the reported amounts of revenues and expenses during the reported periods. Such estimates involve a significant level of uncertainty and have had or are reasonably likely to have a material impact on the company’s financial condition or results of operations. Such estimates relate principally to the determination of the allowance for credit losses (including the fair value of the collateral), and the valuation of real estate owned (“REO”) at acquisition and subsequently (RMI IX has not acquired REO since it commenced operations in 2009). Actual results could differ materially from these estimates.

10


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Fair value estimates

The fair value of real property (as to loan collateral and REO) is determined by exercise of judgment based on RMC’s management’s experience informed by appraisals (by licensed appraisers), brokers’ opinion of values, and publicly available information on in-market transactions. Appraisals of commercial real property generally present three approaches to estimating value: 1) market-comparables or sales approach; 2) cost to replace; and 3) capitalized cash flows or income approach.

These approaches may or may not result in a common, single value. The market-comparables approach may yield different values depending on certain basic assumptions, including the consideration of adjustments made for any attributes specific to the real estate.

Management has the requisite familiarity with the markets it lends in generally and of the properties lent on specifically to analyze sales-comparables and assess their suitability/applicability. Management is acquainted with market participants – investors, developers, brokers, and lenders – that are useful, relevant secondary sources of data and information regarding valuation and valuation variability. These secondary sources may have familiarity with and perspectives on pending transactions, successful strategies to optimize value, and the history and details of specific properties – on and off the market – that enhance the process and analysis that is particularly and principally germane to establishing value in distressed markets and/or property types.

GAAP defines fair value as the price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact and (iv) willing to transact.

Fair values of assets and liabilities are determined based on the fair-value hierarchy established in GAAP. The hierarchy is comprised of three levels of inputs to be used:

Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the company has the ability to access at the measurement date. An active market is a market in which transactions occur with sufficient frequency and volume to provide pricing information on an ongoing basis.
Level 2 inputs are inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly in active markets and quoted prices for identical assets or liabilities that are not active, and inputs other than quoted prices that are observable, or inputs derived from or corroborated by market data.
Level 3 inputs are unobservable inputs for the asset or liability. Unobservable inputs reflect the company’s own assumptions about the assumptions market participants would use in pricing the asset or liability (including assumptions about risk). Unobservable inputs are developed based on the best information available in the circumstances and may include the company’s own data.

Cash in banks

Certain of the company’s cash balances in banks exceed federally insured limits. The bank or banks in which funds are deposited are reviewed periodically for their general creditworthiness/investment grade credit rating.

Loans and interest income

Loans are carried at amortized cost, which is generally equal to the unpaid principal balance (principal).

The company may fund a specific loan net of an interest reserve (one to two years) to insure timely interest payments at the inception of the loan. Any interest reserve is amortized over the period that the amount is prepaid. In the event of an early loan payoff, any unapplied interest reserves would be first applied to any accrued but unpaid interest and then as a reduction to the principal.

Payments on loans are applied in the following order: accrued interest, advances, and lastly to principal. Late fees and post-maturity/default interest are recognized in the period received, as collectability is not assured until then. Amounts are calculated based on the terms of the note. Pursuant to California regulatory requirements, borrower payments are deposited into a trust account established by RMC with an independent bank (and are presented on the balance sheet as “Loan payments in trust”). Funds are disbursed to the company’s bank account as collected, which can range from same day for wire transfers and to two weeks after deposit for checks.

11


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

The company funds loans with the intent to hold until maturity. From time to time the company may sell certain loans to unaffiliated third parties. Loans are classified as held-for-sale once a decision has been made to sell loans and the loans to be held-for-sale have been identified. Loans classified as held-for-sale are carried at the lower of amortized cost or fair value.

Performing loans that are maturing or have matured may be renewed at then current market rates of interest and terms for new loans. Such loan extensions are typically deemed to be modifications rather than new originations under GAAP per the manager’s evaluation of the changes to terms of the notes.

Loans are placed on non-accrual status when the manager determines that the primary source of repayment will come from the acquisition by foreclosure (or acquisition by deed in lieu of foreclosure) and subsequent sale of the collateral securing the loan (e.g., a notice of sale is filed and/or when a borrower files for bankruptcy) or when the loan is no longer considered well-secured (i.e., the LTV for the loan based on the estimated net realizable value of the collateral and the total principal, advances and accrued interest (at the note rate) is at or greater than eighty percent (80%), seventy-five percent (75%) for lands outside of metropolitan areas) and the borrower has payments in arrears.

When a loan is placed on non-accrual status, the accrual of interest is discontinued – beginning with the then current month – for accounting purposes only; previously recorded interest is not reversed. A loan may return to accrual status when all delinquent loan payments are cured and the loan becomes current in accordance with the terms of the loan agreement and the loan balance is considered well collateralized.

Allowance for credit losses

The allowance for credit losses is recognized based on current expected lifetime credit losses at the time a loan is originated or acquired. For RMI IX’s loans, generally no loss is expected at origination, given the substantial protective equity (resulting from low LTVs), the predominance of first lien loans, the short duration of the loans, and the property-type and location of the collateral.

The present fair values of the collateral are reassessed periodically (determined by the manager’s assessment of markets and/or property types that are deemed possibly to have changed and the time since the last valuation of the loan’s collateral) and the resultant protective equity for each loan is determined. As used herein, “protective equity” is the dollar amount by which the net realizable value (i.e., fair value less the cost to sell) of the collateral, net of any senior liens and claims, exceeds the loan balance.

Loan balances (as stated on the Balance Sheets, is the sum of principal, advances and interest) are analyzed on a periodic basis for ultimate recoverability, and the allowance for credit losses is adjusted each period for changes in expected credit losses. The ultimate collectability of the amounts owed is reliant on the estimation of the present fair value of the real property collateral and the remaining time to maturity.

The determination of the probability-of-loss (and, accordingly, the determination of the amount of the allowance for expected credit losses) considers current fair value of collateral and the resultant protective equity, the time to maturity, the lien position, current real estate and financial markets, as well as reasonable and supportable forecasts about future economic scenarios and – to a lesser extent - historical loss experience. The forward-looking estimates consider the likelihood that any combination of events would adversely impact economic conditions and real estate markets in California such that the substantial protective equity existing for the loans would no longer be sufficient to collect the recorded amounts of principal, advances and accrued interest due on the loan.

Expected credit losses are determined on a collective (pool) basis when similar risk characteristic(s) exist. When determining risk characteristics to include in its pooling assessment, the following are most determinant.

- LTV: The ratio of the outstanding loan balance to the fair value of the underlying collateral, and thereby the amount of protective equity of the company’s loans, is the most determinant attribute at inception of the loan and ongoing in estimating incurred and lifetime expected credit losses. Further to reducing the risk of loss, the company’s loans are predominantly first mortgages, but second lien deeds of trust are not infrequent nor insignificant.

- Term: The duration (or expected term) of loan is a determinant attribute as the duration of the company’s loans are less than those of other conventional commercial real estate lenders (e.g., institutions, such as banks, insurance companies, private equity firms), typically in the range of one to three years. The expected duration of the loans (and thereby the forecast period) is shortened further as the loans are written without a prepayment penalty.

- Location and property type: The company’s loans are secured by commercial and residential real estate in coastal California metropolitan areas, typically in the Bay Area (including Silicon Valley) but also elsewhere in Northern and Southern California.

12


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Given the limited number of loans and the short terms for which the loans are written (and the potentially even shorter duration given that the loans are written without a prepayment penalty), at each reporting date the company performs a risk analysis as to real estate market conditions (by property type) in the California areas in which loan collateral is located and performs a loan-by-loan analysis to determine the current net realizable value of the real property collateral and the remaining time to maturity. Loans with similar LTVs are included in pools and the weighted average LTVs in forward periods are forecasted – by lien position – for those loans expected (on a contractual maturity basis) to be then outstanding. No expected extensions, renewals, or modifications are factored in as the company’s loans do not contain renewal options that can be unconditionally exercised by the borrowers. This methodology/analysis determines if there is any amount outstanding in any future period in the contractual lifetime of the loan(s) in which a real estate market decline in values is expected to occur that would be sufficient to put at risk – given the protective equity provided by the excess of the net realizable value of the collateral to the loan balance – the collection in full of amounts owed, including accrued interest and advances, if any, secured by the deeds of trust. For loans (and/or pools of loans) for which the LTVs are such that a loss within the contractual lifetime is expected, loan by loan analyses are undertaken using the likelihood of loss and the percentage (and/or amount) of the loss to determine the expected loss.

In arriving at the market determinations above, the manager consults a range of banking, industry and academic studies and forecasts.

If foreclosure (or negotiation of a deed in lieu of foreclosure) is concluded to be probable, the loan is considered to be collateral-dependent and the recorded investment in the loan would be adjusted to an amount not to exceed the net realizable value of the real estate and other assets to be acquired, net of senior liens/mortgage debt plus the liabilities to be assumed. The determination of whether a loan is determined to be collateral-dependent requires judgment and considers the status of the loan (i.e., legal action is undertaken to enforce the lender’s rights to repayment) and the status of the borrower (e.g. has the borrower filed for bankruptcy protection).

For a loan that is deemed collateral dependent for repayment, a provision for credit losses is recorded, if necessary, to adjust the allowance for credit losses by an amount such that the net carrying amount (the loan balance, net of foregone interest for loans in non-accrual status) would be reduced to the lower of the net realizable value of the related collateral, net of any senior liens or the loan balance.

Uncollectible loans are charged off directly to the allowance for credit losses once it is determined the full amount is not collectible. Any amounts collected after a charge off is deemed a recovery.

Real estate owned (“REO”)

Real estate owned, or REO, is property acquired in full or partial settlement of loan obligations generally through foreclosure and is recorded at acquisition at the property’s fair value less estimated costs to sell, as are other assets acquired and liabilities assumed (or any senior debt the property is taken subject to). The fair value estimates are derived from information available in the real estate markets including similar property, and often require the experience and judgment of third parties such as commercial real estate appraisers and brokers. The estimates figure materially in calculating the value of the property at acquisition, the level of charge to the allowance for credit losses and any subsequent valuation reserves. After acquisition, costs incurred relating to the development and improvement of property are capitalized to the extent they do not cause the recorded value to exceed the net realizable value, whereas costs relating to holding and disposition of the property are expensed as incurred. REO is analyzed periodically for changes in fair values and any subsequent write down is charged to operations expenses. Any recovery in the fair value subsequent to such a write down is recorded and is not to exceed the value recorded at acquisition. Recognition of gains or losses on the sale of real estate is dependent upon the transaction meeting certain criteria related to the nature of the property and the terms of the sale including potential seller financing.

Debt issuance costs

Debt issuance costs are the fees and commissions incurred in the course of obtaining a line of credit for services from banks, law firms and other professionals and are amortized on a straight-line basis as interest expense over the term of the line of credit.

13


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Recent accounting pronouncements not yet adopted

In November 2024, the FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40) which requires disclosure, in the notes to financial statements, of specified information about certain costs and expenses. The amendments in this update are effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and are expected to require little, if any, additional disclosure for the company.

NOTE 3 – MANAGER AND OTHER RELATED PARTIES

The Operating Agreement provides for compensation to the manager and for the reimbursement of qualifying costs as detailed below. RMC is entitled to 1% of the net income or loss of the company. RMC – at its sole discretion – collected less than the maximum allowable reimbursement of qualifying costs attributable to RMI IX (Costs from RMC on the Statements of Income), which increased the net income, cash available for distribution, and the net-distribution rate. The cost-reimbursement waivers in the three months ended March 31, 2025 and 2024, by RMC were not made for the purpose of providing RMI IX with sufficient funds to satisfy any required level of distributions, as the Operating Agreement has no such required level of distributions, nor to meet withdrawal requests.

Mortgage servicing fees

The manager is entitled to receive a servicing fee of up to one-quarter of one percent (0.25%) annually of secured loan principal. The mortgage servicing fees are accrued monthly on all loans. Remittance to RMC is made monthly unless the loan has been assigned a specific loss reserve, at which point remittance is deferred until the specific loss reserve is no longer required, or the property securing the loan has been acquired by the company.

Asset Management Fees

The manager is entitled to receive a monthly asset management fee for managing RMI IX’s assets, liabilities, and operations in an amount up to three-quarters of one percent (0.75%) annually of the portion of the capital originally committed to investment in mortgages, not including leverage, and including up to two percent (2%) of working capital reserves.

Costs from RMC

The manager is entitled to request reimbursement for operations expense incurred on behalf of RMI IX, including without limitation, RMC’s personnel and non-personnel costs incurred for qualifying business activities, including investor services, accounting, tax and data processing, postage and out-of-pocket general and administration expenses. Qualifying personnel/compensation costs and consulting fees are tracked by business activity, and then costs of qualifying activities are allocated to RMI IX pro-rata based on the percentage of RMI IX’s members’ capital to the total capital of all related mortgage funds managed by RMC. Certain other non-personnel, qualifying costs such as postage and out-of-pocket general and administrative expenses can be tracked by RMC as specifically attributable to RMI IX; other non-personnel, qualifying costs (e.g., RMC’s accounting and audit fees, legal fees and expenses, occupancy, and insurance premiums) are allocated pro-rata based on the percentage of RMI’s members’ capital to total capital of the related mortgage funds managed by RMC.

The amount of qualifying costs attributable to RMI IX incurred by RMC was approximately $140 thousand and $156 thousand in the three months ended March 31, 2025 and 2024, respectively. The reimbursement of costs waived by RMC was approximately $0 and $66 thousand in the three months ended March 31, 2025 and 2024, respectively. In October 2024, RMC began collecting the full amount of the qualifying costs attributable to RMI IX to which it is entitled.

Loan administrative fees

The manager is entitled to receive a loan administrative fee of up to one percent (1%) of the principal amount of each new loan funded or acquired for services rendered in connection with the selection and underwriting of loans payable upon the closing or acquisition of each loan. Since August 2015, RMC, at its sole discretion, has waived loan administrative fees on new originations. The total amount of loan administrative fees waived was approximately $102 thousand and $83 thousand in the three months ended March 31, 2025 and 2024, respectively.

14


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Formation loan

Commissions for unit sales to new members paid to broker-dealers (“B/D sales commissions”) and premiums paid to certain investors upon the purchase of units were paid by RMC and were not paid directly by RMI IX out of unit-sales proceeds. Instead, RMI IX advanced to RMC amounts sufficient to pay the B/D sales commissions and premiums to be paid to investors. Such advances in total were not to exceed seven percent (7%) of offering proceeds, and when offerings of units to new members ended on April 30, 2019, totaled approximately $5.6 million. The receivable arising from the advances is unsecured and non-interest bearing and is referred to as the “formation loan”.

Formation loan transactions for the three months ended March 31 are presented in the following table ($ in thousands).

 

 

 

2025

 

 

2024

 

Balance, January 1

 

$

2,694

 

 

$

2,902

 

Payments received from RMC

 

 

(52

)

 

 

(52

)

Balance, March 31

 

$

2,642

 

 

$

2,850

 

The formation loan is being repaid in annual installments of approximately $208 thousand to coincide with the term of the company. The installments may be paid by RMC either in full on December 31st of each calendar year during the term of the company or in four equal quarterly installments. The primary source of repayment of the formation loan is the loan brokerage commissions earned by RMC. The formation loan is forgiven if the manager is removed and RMC is no longer receiving payments for services rendered. As such, the formation loan is presented as contra equity.

Redemptions of members’ capital

Redemptions of members’ capital for the three months ended March 31 are presented in the following table ($ in thousands).

 

Redemptions

 

2025

 

 

2024

 

Without penalty

 

$

840

 

 

$

881

 

With penalty

 

 

 

 

 

1

 

Total

 

$

840

 

 

$

882

 

Early withdrawal penalties

 

$

 

 

$

 

Pursuant to the Operating Agreement, unless waived by the manager, the company will not redeem in any calendar year more than five percent (5.0%) and in any calendar quarter one and one-quarter percent (1.25%) of the weighted average number of units outstanding in the twelve (12) month period immediately prior to the date of redemption. The manager has no present intention to exercise its discretionary power to waive or modify the enforcement of the redemptions limitation in the foreseeable future.

Redemptions of members’ capital received by the manager and unpaid at March 31, 2025 approximated $25.3 million, of which,

$23.8 million were received at or prior to December 31, 2024; and
$1.5 million were received in the quarter ended March 31, 2025 (and will be eligible at June 30, 2025).

Pursuant to the Operating Agreement, in the event that redemption requests in excess of the foregoing limitations are received by the manager, eligible redemption requests are to be honored in the following order of priority:

first, to redemptions upon the death of a member, subject to a cap of $100 thousand per quarter for each deceased member’s account; and
next, to all other eligible redemption requests on a pro rata basis.

Organization and offering expenses

The manager is required to be reimbursed for O&O expenses incurred in connection with the organization of the company and the offering of the units of membership interest including, without limitation, attorneys’ fees, accounting fees, printing costs and other selling expenses (other than sales commissions) in a total amount not exceeding 4.5% of the original purchase price of all units (other than DRIP units) sold in all offerings (hereafter, the “maximum O&O expenses”). RMC paid the O&O expenses in excess of the maximum O&O expenses.

15


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

The O&O expenses incurred by RMI IX are allocated to the members as follows – for each of forty (40) calendar quarters or portion thereof after December 31, 2015 that a member holds units (other than DRIP units), the O&O expenses incurred by RMI IX are allocated to and debited from that member’s capital account in an annual amount equal to 0.45% of the member’s original purchase price for those units, in equal quarterly installments of 0.1125% each commencing with the later of the first calendar quarter of 2016 or the first full calendar quarter after a member’s purchase of units, and continuing through forty (40) calendar quarters or the quarter in which such units are redeemed.

Unallocated O&O transactions for the three months ended March 31 are summarized in the following table ($ in thousands).

 

 

2025

 

 

2024

 

Balance, January 1

 

$

471

 

 

$

742

 

O&O expenses allocated

 

 

(57

)

 

 

(61

)

O&O expenses paid by RMC(1)

 

 

(5

)

 

 

(10

)

Balance, March 31

 

$

409

 

 

$

671

 

 

(1)
RMC is obligated per the Operating Agreement to repay RMI IX for the amount of unallocated O&O expenses attributed to a member’s capital account if the member redeems prior to the 40 quarterly allocations. RMC estimated its future obligation to repay unallocated O&O expenses on scheduled redemptions as of March 31, 2025, to be approximately $6 thousand.

Other related party transactions

-
Payable to/receivable from related parties

From time to time, in the normal course of business operations, the company may have payables to and/or receivables from related parties. At March 31, 2025, the payable to related parties balance of approximately $85 thousand consisted of accounts payable of approximately $75 thousand to the manager and approximately $10 thousand to a related mortgage fund.

At December 31, 2024, the payable to related party balance of approximately $93 thousand consisted exclusively of accounts payable to the manager.

-
Loan transactions with related parties

In the ordinary course of business, performing loans may be transferred by executed assignment, in-part or in-full, between the RMC managed mortgage funds at par value, which approximates market value.

No loans were transferred from related mortgage funds in the three months ended March 31, 2025 and 2024.

No loans were transferred to related mortgage funds in the three months ended March 31, 2025 and 2024.

NOTE 4 – LOANS

Loans generally are funded at a fixed interest rate with a loan term of up to five years. Loans acquired between related mortgage funds are generally done so within the first six months of origination and are purchased at par value, which approximates fair value. See Note 3 (Manager and Other Related Parties) for a description of loans transferred by executed assignments between the related mortgage funds.

The company’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. First mortgages are predominant, but second lien deeds of trust are not infrequent nor insignificant. First-mortgage loans comprised 89% of the portfolio at March 31, 2025 (88% at December 31, 2024).

16


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Secured loans unpaid principal balance (principal)

Secured loan transactions for the three months ended March 31 are summarized in the following table ($ in thousands).

 

 

 

2025

 

 

 

Total

 

 

First Trust Deeds

 

 

Second Trust Deeds

 

Principal, beginning of year

 

$

53,475

 

 

$

46,945

 

 

$

6,530

 

Loans funded

 

 

3,981

 

 

 

3,981

 

 

 

 

Principal collected

 

 

(8,804

)

 

 

(7,866

)

 

 

(938

)

Loans transferred from held for sale

 

 

1,065

 

 

 

1,065

 

 

 

 

Loans sold to non-affiliate

 

 

(1,065

)

 

 

(1,065

)

 

 

 

Principal, end of year

 

$

48,652

 

 

$

43,060

 

 

$

5,592

 

During the three months ended March 31, 2025, the company renewed two maturing (or matured) loans with aggregate principal of approximately $3.7 million, which are not included in the activity shown in the table above. The loans have an average extension period of approximately eight months, and were current as to monthly payments and deemed well collateralized (i.e., the current LTV for the collateral was within lending guidelines as discussed in Note 2 to these financial statements). Interest rates charged to borrowers may be adjusted in conjunction with the loan extensions to reflect current market conditions. In the three months ended March 31, 2025, no extension included a rate increase.

In February 2025, the company net funded a new secured note for $7.4 million with interest at 12.50%, with monthly payments of interest only and principal due at maturity in March 2026. The note refinanced an earlier note with the same borrower that matured in February 2025 with a principal of $6.2 million and interest only payments at 10.50% interest rate.

In the three months ended March 31, 2025, one loan with principal of approximately $1.1 million was sold to an unaffiliated third party. The company recognized a gain of approximately $8 thousand, net of a commission.

As of March 31, 2025, there were no commitments to lend outstanding and no construction or rehabilitation loans outstanding.

17


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Loan characteristics

Secured loans had the characteristics presented in the following table ($ in thousands).

 

 

 

March 31,

 

 

December 31,

 

 

 

2025

 

 

2024

 

Number of secured loans

 

 

31

 

 

 

36

 

First trust deeds

 

 

24

 

 

 

27

 

Second trust deeds

 

 

7

 

 

 

9

 

 

 

 

 

 

 

 

Secured loans – principal

 

$

48,652

 

 

$

53,475

 

First trust deeds

 

$

43,060

 

 

$

46,945

 

Second trust deeds

 

$

5,592

 

 

$

6,530

 

 

 

 

 

 

 

 

Secured loans – lowest interest rate (fixed)

 

 

7.8

%

 

 

7.8

%

Secured loans – highest interest rate (fixed)

 

 

12.5

%

 

 

12.5

%

 

 

 

 

 

 

 

Average secured loan – principal

 

$

1,569

 

 

$

1,485

 

Average principal as percent of total principal

 

 

3.2

%

 

 

2.8

%

Average principal as percent of members’ and manager’s capital, net

 

 

2.4

%

 

 

2.3

%

Average principal as percent of total assets

 

 

2.5

%

 

 

2.2

%

 

 

 

 

 

 

 

Largest secured loan – principal

 

$

7,530

 

 

$

8,106

 

Largest principal as percent of total principal

 

 

15.5

%

 

 

15.2

%

Largest principal as percent of members’ and manager’s capital, net

 

 

11.7

%

 

 

12.4

%

Largest principal as percent of total assets

 

 

12.2

%

 

 

12.1

%

 

 

 

 

 

 

 

Smallest secured loan – principal

 

$

189

 

 

$

185

 

Smallest principal as percent of total principal

 

 

0.4

%

 

 

0.3

%

Smallest principal as percent of members’ and manager’s capital, net

 

 

0.3

%

 

 

0.3

%

Smallest principal as percent of total assets

 

 

0.3

%

 

 

0.3

%

 

 

 

 

 

 

 

Number of California counties where security is located

 

 

13

 

 

 

13

 

Largest percentage of principal in one California county

 

 

20.5

%

 

 

19.7

%

 

 

 

 

 

 

 

Number of secured loans with prepaid interest

 

 

 

 

 

1

 

Prepaid interest

 

$

 

 

$

11

 

As of March 31, 2025, 20 loans with an aggregate principal of approximately $39.6 million provide for monthly payments of interest only, with the principal due at maturity, and 11 loans with an aggregate principal of approximately $9.1 million (representing 19% of the aggregate principal of the company’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 March 31, 2025, RMI IX’s largest loan with principal of $7.5 million, has an LTV at origination (OLTV) of 58%, and is in first lien position. The loan is secured by a commercial condo building located in Los Angeles County, California with an interest rate of 10.50% and is scheduled to mature on June 1, 2027.

As of March 31, 2025, there were seven loans in second lien position. The aggregate principal of these loans is approximately $5.6 million and the weighted average OLTV is 57%. All but two loans in second lien position were performing as of March 31, 2025. One delinquent loan has principal outstanding of $760 thousand (OLTV 70%), is secured by an industrial property located in Santa Clara County, California, bears an interest rate of 8.88% and matured on August 1, 2023. The borrower continues to make monthly payments. The other delinquent loan had principal outstanding of $968 thousand (OLTV 69%), was secured by a single family property located in San Mateo County, bore an interest rate of 7.75% and matured on January 1, 2025. The loan was paid off in April, 2025.

18


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Lien position/OLTV

At funding, secured loans had the lien positions presented in the following table ($ in thousands).

 

 

 

March 31, 2025

 

 

December 31, 2024

 

 

 

Loans

 

 

Principal

 

 

Percent

 

 

Loans

 

 

Principal

 

 

Percent

 

First trust deeds(1)

 

 

24

 

 

$

43,060

 

 

 

89

%

 

 

27

 

 

$

46,945

 

 

 

88

%

Second trust deeds

 

 

7

 

 

 

5,592

 

 

 

11

 

 

 

9

 

 

 

6,530

 

 

 

12

 

Total principal, secured loans

 

 

31

 

 

 

48,652

 

 

 

100

%

 

 

36

 

 

 

53,475

 

 

 

100

%

Liens due other lenders at loan closing

 

 

 

 

 

13,929

 

 

 

 

 

 

 

 

 

19,442

 

 

 

 

Total debt

 

 

 

 

$

62,581

 

 

 

 

 

 

 

 

$

72,917

 

 

 

 

Appraised property value at loan closing

 

 

 

 

$

108,521

 

 

 

 

 

 

 

 

$

132,521

 

 

 

 

OLTV (weighted average)

 

 

 

 

 

61.1

%

 

 

 

 

 

 

 

 

58.9

%

 

 

 

 

(1)
One loan with principal of approximately $1.4 million has an LTV of 95% at March 31, 2025. The loan is fully amortizing over its 36-month term.

At the time a loan is funded, the LTV is such that the protective equity in the collateral securing the loan is sufficient to preclude any expected credit losses – principal unless there is a forward period adverse event that is uninsured and/or there are market conditions so adverse (and are other-than-temporary) that the protective equity is reduced to an amount not sufficient to recover the principal owed.

Secured loans, principal by OLTV and lien position at March 31, 2025 are presented in the following table ($ in thousands).

 

 

 

Secured loans, principal

 

LTV(2)

 

First trust
deeds

 

 

Percent

 

 

Count

 

 

Second trust
deeds

 

 

Percent

 

 

Count

 

 

Total
principal

 

 

Percent

 

<40%

 

$

1,319

 

 

 

2.7

%

 

 

4

 

 

$

550

 

 

 

1.1

%

 

 

1

 

 

$

1,869

 

 

 

3.8

%

40-49%

 

 

1,159

 

 

 

2.4

 

 

 

2

 

 

 

1,900

 

 

 

3.9

 

 

 

1

 

 

 

3,059

 

 

 

6.3

 

50-59%

 

 

21,254

 

 

 

43.7

 

 

 

5

 

 

 

 

 

 

0.0

 

 

 

 

 

 

21,254

 

 

 

43.7

 

60-69%

 

 

8,349

 

 

 

17.2

 

 

 

7

 

 

 

1,157

 

 

 

2.4

 

 

 

2

 

 

 

9,506

 

 

 

19.6

 

Subtotal <70%

 

 

32,081

 

 

 

66.0

 

 

 

18

 

 

 

3,607

 

 

 

7.4

 

 

 

4

 

 

 

35,688

 

 

 

73.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70-79%

 

 

9,550

 

 

 

19.6

 

 

 

5

 

 

 

1,985

 

 

 

4.1

 

 

 

3

 

 

 

11,535

 

 

 

23.7

 

Subtotal <80%

 

 

41,631

 

 

 

85.6

 

 

 

23

 

 

 

5,592

 

 

 

11.5

 

 

 

7

 

 

 

47,223

 

 

 

97.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

≥80%(3)

 

 

1,429

 

 

 

2.9

 

 

 

1

 

 

 

 

 

 

0.0

 

 

 

 

 

 

1,429

 

 

 

2.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

43,060

 

 

 

88.5

%

 

 

24

 

 

$

5,592

 

 

 

11.5

%

 

 

7

 

 

$

48,652

 

 

 

100.0

%

 

(2)
LTV classifications in the table above are based on principal, advances and interest unpaid at March 31, 2025.
(3)
One loan with principal of approximately $1.4 million has an LTV of 95% at March 31, 2025. The loan agreement was executed by an individual with extensive real estate holdings and substantial financial resources. The loan is fully amortizing over its 36-month term.

19


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Property type

Secured loans summarized by property type are presented in the following table ($ in thousands).

 

 

 

March 31, 2025

 

 

December 31, 2024

 

 

 

Loans

 

 

Principal

 

 

Percent

 

 

Loans

 

 

Principal

 

 

Percent

 

Single family(4)

 

 

11

 

 

$

10,413

 

 

 

21

%

 

 

15

 

 

$

15,081

 

 

 

28

%

Commercial

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Office

 

 

2

 

 

 

5,540

 

 

 

11

 

 

 

3

 

 

 

5,725

 

 

 

11

 

Retail

 

 

3

 

 

 

2,509

 

 

 

5

 

 

 

3

 

 

 

2,512

 

 

 

5

 

Industrial

 

 

5

 

 

 

11,663

 

 

 

24

 

 

 

5

 

 

 

10,463

 

 

 

20

 

Commercial – Other

 

 

5

 

 

 

14,393

 

 

 

30

 

 

 

5

 

 

 

14,972

 

 

 

27

 

Commercial Total

 

 

15

 

 

 

34,105

 

 

 

70

 

 

 

16

 

 

 

33,672

 

 

 

63

 

Multi-family

 

 

5

 

 

 

4,134

 

 

 

9

 

 

 

5

 

 

 

4,722

 

 

 

9

 

Total principal, secured loans

 

 

31

 

 

$

48,652

 

 

 

100

%

 

 

36

 

 

$

53,475

 

 

 

100

%

 

(4)
Single family includes 1-4 unit residential buildings, condominium units, townhouses and condominium complexes. At March 31, 2025, single family consists of six loans with an aggregate principal of approximately $6.1 million that are owner occupied and five loans with an aggregate principal of approximately $4.3 million that are non-owner occupied. At December 31, 2024, single family consisted of eight loans with an aggregate principal of approximately $7.3 million that are owner occupied and seven loans with an aggregate principal of approximately $7.7 million that are non-owner occupied.

20


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

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).

 

 

 

March 31, 2025

 

 

December 31, 2024

 

 

 

Principal

 

 

Percent

 

 

Principal

 

 

Percent

 

San Francisco Bay Area(5)

 

 

 

 

 

 

 

 

 

 

 

 

San Francisco

 

$

6,704

 

 

 

13.8

%

 

$

8,377

 

 

 

15.7

%

San Mateo

 

 

8,301

 

 

 

17.1

 

 

 

8,305

 

 

 

15.5

 

Santa Clara

 

 

6,842

 

 

 

14.1

 

 

 

10,074

 

 

 

18.8

 

Alameda

 

 

2,601

 

 

 

5.3

 

 

 

2,021

 

 

 

3.8

 

Contra Costa

 

 

1,220

 

 

 

2.5

 

 

 

1,220

 

 

 

2.3

 

Napa

 

 

635

 

 

 

1.3

 

 

 

636

 

 

 

1.2

 

Solano

 

 

 

 

 

0.0

 

 

 

185

 

 

 

0.3

 

Marin

 

 

400

 

 

 

0.8

 

 

 

400

 

 

 

0.8

 

 

 

 

26,703

 

 

 

54.9

 

 

 

31,218

 

 

 

58.4

 

Other Northern California

 

 

 

 

 

 

 

 

 

 

 

 

Butte

 

 

1,202

 

 

 

2.5

 

 

 

1,203

 

 

 

2.2

 

Stanislaus

 

 

559

 

 

 

1.1

 

 

 

 

 

 

0.0

 

 

 

 

1,761

 

 

 

3.6

 

 

 

1,203

 

 

 

2.2

 

Northern California Total

 

 

28,464

 

 

 

58.5

 

 

 

32,421

 

 

 

60.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Southern California Coastal

 

 

 

 

 

 

 

 

 

 

 

 

Los Angeles

 

 

9,954

 

 

 

20.5

 

 

 

10,533

 

 

 

19.7

 

Orange

 

 

189

 

 

 

0.4

 

 

 

1,675

 

 

 

3.1

 

San Diego

 

 

8,145

 

 

 

16.7

 

 

 

6,946

 

 

 

13.0

 

 

 

 

18,288

 

 

 

37.6

 

 

 

19,154

 

 

 

35.8

 

Other Southern California

 

 

 

 

 

 

 

 

 

 

 

 

Riverside

 

 

1,900

 

 

 

3.9

 

 

 

1,900

 

 

 

3.6

 

 

 

 

1,900

 

 

 

3.9

 

 

 

1,900

 

 

 

3.6

 

Southern California Total

 

 

20,188

 

 

 

41.5

 

 

 

21,054

 

 

 

39.4

 

Total principal, secured loans

 

$

48,652

 

 

 

100.0

%

 

$

53,475

 

 

 

100.0

%

 

(5)
Includes Silicon Valley

Scheduled maturities/Secured loans - principal

Secured loans scheduled to mature in periods as of and after March 31, 2025 , are presented in the following table ($ in thousands).

 

 

 

First Trust Deeds

 

 

Second Trust Deeds

 

 

Total

 

 

 

Loans

 

 

Principal

 

 

Loans

 

 

Principal

 

 

Loans

 

 

Principal

 

 

Percent

 

2025

 

 

6

 

 

$

9,054

 

 

 

4

 

 

$

3,675

 

 

 

10

 

 

$

12,729

 

 

 

26

%

2026

 

 

5

 

 

 

10,852

 

 

 

1

 

 

 

189

 

 

 

6

 

 

 

11,041

 

 

 

22

 

2027

 

 

5

 

 

 

10,516

 

 

 

 

 

 

 

 

 

5

 

 

 

10,516

 

 

 

22

 

2028

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

0

 

2029

 

 

2

 

 

 

5,245

 

 

 

 

 

 

 

 

 

2

 

 

 

5,245

 

 

 

11

 

Thereafter

 

 

3

 

 

 

919

 

 

 

 

 

 

 

 

 

3

 

 

 

919

 

 

 

2

 

Total scheduled maturities

 

 

21

 

 

 

36,586

 

 

 

5

 

 

 

3,864

 

 

 

26

 

 

 

40,450

 

 

 

83

 

Matured(6)

 

 

3

 

 

 

6,474

 

 

 

2

 

 

 

1,728

 

 

 

5

 

 

 

8,202

 

 

 

17

 

Total principal, secured loans

 

 

24

 

 

$

43,060

 

 

 

7

 

 

$

5,592

 

 

 

31

 

 

$

48,652

 

 

 

100

%

(6)
See Delinquency/Secured loans with payments in arrears below for additional information on matured loans.

21


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Scheduled maturities are presented based on the most recent in-effect agreement with the borrower, including forbearance agreements, if any. As a result, matured loans at March 31, 2025, for the scheduled maturities table above may differ from the same captions in the tables of delinquencies and payment in arrears presented below that do not consider forbearance agreements. For matured loans, the company may continue to accept payments while pursuing collection of principal or while negotiating an extension of the maturity date. Loans are written without a prepayment penalty causing an uncertainty/a lack of predictability as to the expected duration versus the scheduled maturity.

One loan included above with principal of $7.5 million ($9.1 million at funding) at March 31, 2025, has payment terms that provide for principal reductions upon the sale of the office condominiums. Sales commenced in 2024 and continue in 2025. The maturity table above does not reflect these periodic principal payments, which will result in an acceleration of the payoff of the loan as or if they continue to occur.

Delinquency/Secured loans

Secured loans principal summarized by payment-delinquency status are presented in the following table ($ in thousands).

 

 

 

March 31, 2025

 

 

December 31, 2024

 

 

 

Loans

 

 

Principal

 

 

Loans

 

 

Principal

 

Current

 

 

24

 

 

$

38,504

 

 

 

30

 

 

$

42,309

 

Past Due

 

 

 

 

 

 

 

 

 

 

 

 

30-89 days

 

 

1

 

 

 

900

 

 

 

3

 

 

 

4,476

 

90-179 days

 

 

3

 

 

 

2,558

 

 

 

 

 

 

 

180 or more days

 

 

3

 

 

 

6,690

 

 

 

3

 

 

 

6,690

 

Total past due

 

 

7

 

 

 

10,148

 

 

 

6

 

 

 

11,166

 

Total principal, secured loans

 

 

31

 

 

$

48,652

 

 

 

36

 

 

$

53,475

 

At March 31, 2025 and December 31, 2024, there was one loan with a forbearance agreement in effect with principal of $990 thousand, included in the table above as 180 or more days delinquent. Five loans past due at March 31, 2025, were in first lien position and had principal payments in arrears of approximately $6.5 million. Two loans past due at March 31, 2025, were in second lien position and had principal payments in arrears of approximately $1.7 million.

Delinquency/Secured loans with payments in arrears

Secured loans with payments in arrears (seven loans), principal by LTV and lien position at March 31, 2025 are presented in the following table ($ in thousands).

 

 

 

Secured loans with payments in arrears, principal

 

LTV(7)

 

First trust
deeds

 

Percent(8)

 

 

Second trust
deeds

 

Percent(8)

 

 

Total
principal

 

Percent(8)

 

<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%

 

 

1,890

 

 

3.9

 

 

 

968

 

 

2.0

 

 

 

2,858

 

 

5.9

 

Subtotal <70%

 

 

1,890

 

 

3.9

 

 

 

968

 

 

2.0

 

 

 

2,858

 

 

5.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70-79%

 

 

6,530

 

 

13.4

 

 

 

760

 

1.6

 

 

 

7,290

 

 

15.0

 

Subtotal <80%

 

 

8,420

 

 

17.3

 

 

 

1,728

 

 

3.6

 

 

 

10,148

 

 

20.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

≥80%

 

 

 

 

0.0

 

 

 

 

 

0.0

 

 

 

 

 

0.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

8,420

 

 

17.3

%

 

$

1,728

 

 

3.6

%

 

$

10,148

 

 

20.9

%

 

(7)
LTV classifications in the table above are based on principal, advances and interest unpaid at March 31, 2025.
(8)
Percent of total principal, secured loans ($48.7 million) at March 31, 2025.

22


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Payments in arrears for secured loans at March 31, 2025 are presented in the following tables ($ in thousands).

 

 

 

Loans

 

 

Principal

 

 

Interest(9)

 

 

 

 

At March 31, 2025

 

Past
maturity

 

 

Monthly
payments

 

 

Past
maturity

 

 

Monthly
payments

 

 

Past
maturity

 

 

Monthly
payments

 

 

Total
payments
in arrears

 

Past due

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

30-89 days (1-3 payments)

 

 

1

 

 

 

 

 

$

900

 

 

$

 

 

$

 

 

$

 

 

$

900

 

90-179 days (4-6 payments)

 

 

2

 

 

 

1

 

 

 

1,602

 

 

 

2

 

 

 

14

 

 

 

20

 

 

 

1,638

 

180 or more days (more than 6 payments)

 

 

2

 

 

 

1

 

 

 

5,700

 

 

 

 

 

 

415

 

 

 

48

 

 

 

6,163

 

Total past due

 

 

5

 

 

 

2

 

 

$

8,202

 

 

$

2

 

 

$

429

 

 

$

68

 

 

$

8,701

 

 

(9)
March 2025 interest is due April 1, 2025 and is not included in the payments in arrears at March 31, 2025.

Two loans included above were past maturity, with an aggregate principal of approximately $1.9 million having been paid off in full.

Matured loans, principal by LTV and lien position at March 31, 2025 are presented in the following table ($ in thousands).

 

 

 

Secured loans past maturity, principal

 

LTV(10)

 

First trust
deeds

 

Percent(11)

 

 

Second trust
deeds

 

Percent(11)

 

 

Total
principal

 

Percent(11)

 

<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%

 

 

900

 

 

1.8

 

 

 

968

 

 

2.0

 

 

 

1,868

 

 

3.8

 

Subtotal <70%

 

 

900

 

 

1.8

 

 

 

968

 

 

2.0

 

 

 

1,868

 

 

3.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70-79%

 

 

5,574

 

 

11.5

 

 

 

760

 

 

1.6

 

 

 

6,334

 

 

13.1

 

Subtotal <80%

 

 

6,474

 

 

13.3

 

 

 

1,728

 

 

3.6

 

 

 

8,202

 

 

16.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

≥80%

 

 

 

 

0.0

 

 

 

 

 

0.0

 

 

 

 

 

0.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

6,474

 

 

13.3

%

 

$

1,728

 

 

3.6

%

 

$

8,202

 

 

16.9

%

 

(10)
LTV classifications in the table above are based on principal, advances and interest unpaid at March 31, 2025.
(11)
Percent of total principal of secured loans (totaling $48.7 million) at March 31, 2025.

23


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Non-accrual status/Secured loans

Secured loans in non-accrual status are summarized in the following table ($ in thousands).

 

 

 

March 31, 2025

 

 

December 31, 2024

 

Number of loans

 

 

4

 

 

 

3

 

Principal

 

$

9,763

 

 

$

6,887

 

Advances

 

 

25

 

 

 

23

 

Accrued interest(12)

 

 

316

 

 

 

316

 

Total recorded investment

 

$

10,104

 

 

$

7,226

 

Foregone interest

 

$

241

 

 

$

116

 

 

(12)
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 received while in non-accrual status. Interest income of $77 thousand was recognized for loans in non-accrual status in the three months ended March 31, 2025.

Provision/allowance for credit losses

Activity in the allowance for credit losses for the three months ended March 31 are presented in the following table ($ in thousands).

 

 

 

2025

 

 

2024

 

 

 

Principal and Advances

 

 

Interest

 

 

Total

 

 

Principal and Advances

 

 

Interest

 

 

Total

 

Balance, January 1

 

 

150

 

 

 

60

 

 

 

210

 

 

 

60

 

 

 

60

 

 

 

120

 

Provision for loan losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Charge-offs

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance, March 31

 

$

150

 

 

$

60

 

 

$

210

 

 

$

60

 

 

$

60

 

 

$

120

 

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.

Secured loans count, principal and weighted average OLTV at March 31, 2025 and the projected year-end count, principal and weighted average OLTV based on contractual maturities (by lien position) are presented in the following table ($ in thousands).

 

 

 

 

 

 

 

 

 

 

 

 

First Trust Deeds

 

 

Second Trust Deeds

 

 

 

Loans

 

 

Principal

 

 

OLTV

 

 

Loans

 

 

Principal

 

 

OLTV

 

 

Loans

 

 

Principal

 

 

OLTV

 

March 31, 2025

 

 

31

 

 

$

48,652

 

 

 

61.1

%

 

 

24

 

 

$

43,060

 

 

 

61.6

%

 

 

7

 

 

$

5,592

 

 

 

57.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

  2025

 

 

16

 

 

 

27,721

 

 

 

58.2

 

 

 

15

 

 

 

27,532

 

 

 

58.1

 

 

 

1

 

 

 

189

 

 

 

64.9

 

  2026

 

 

10

 

 

 

16,680

 

 

 

55.8

 

 

 

10

 

 

 

16,680

 

 

 

55.8

 

 

 

 

 

 

 

 

 

0.0

 

  2027

 

 

5

 

 

 

6,164

 

 

 

52.6

 

 

 

5

 

 

 

6,164

 

 

 

52.6

 

 

 

 

 

 

 

 

 

0.0

 

  2028

 

 

5

 

 

 

6,164

 

 

 

52.6

 

 

 

5

 

 

 

6,164

 

 

 

52.6

 

 

 

 

 

 

 

 

 

0.0

 

 2029

 

 

3

 

 

 

919

 

 

 

28.9

 

 

 

3

 

 

 

919

 

 

 

28.9

 

 

 

 

 

 

 

 

 

0.0

 

 2030

 

 

2

 

 

 

599

 

 

 

23.7

 

 

 

2

 

 

 

599

 

 

 

23.7

 

 

 

 

 

 

 

 

 

0.0

 

  2033

 

 

1

 

 

 

203

 

 

 

34.4

 

 

 

1

 

 

 

203

 

 

 

34.4

 

 

 

 

 

 

 

 

 

0.0

 

  2035

 

 

 

 

 

 

 

 

0.0

 

 

 

 

 

 

 

 

 

0.0

 

 

 

 

 

 

 

 

 

0.0

 

The above analysis does not include any forward period extensions, renewals or modifications that the company may undertake at its sole and unconditional discretion, which could extend the contractual maturities.

One loan included above with principal of $7.5 million ($9.1 million at funding) at March 31, 2025, has payment terms that provide for principal reductions upon the sale of the office condominiums. Sales commenced in 2024 and continue in 2025. The maturity table above does not reflect these periodic principal payments, which will result in an acceleration of the payoff of the loan as or if they continue to occur.

24


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

Fair Value

The following methods and assumptions are used when estimating fair value (Level 3 inputs).

Secured loans/performing

The fair value of the company’s secured loan balances is deemed to approximate the amortized cost, net of the allowance for credit losses.

Terms to maturity are typically one to five years at origination and are shorter than commercial real estate loans by conventional/ institutional lenders and conventional single-family home mortgage lenders;
Loans are written without a prepayment penalty causing uncertainty/a lack of predictability as to the expected duration; and
Interest rates are at a premium to rates charged by conventional lenders.

The following methods and assumptions are used to determine the fair value of the collateral securing a loan.

Single family - Management’s preferred method for determining the fair market value of its single-family residential assets is the sale comparison method. Management primarily obtains sales comparables (comps) via its subscription to the RealQuest service, but also uses free online services such as Zillow.com and other available resources to supplement this data. Sale comps are reviewed and adjusted for similarity to the subject property, examining features such as proximity to subject, number of bedrooms and bathrooms, square footage, sale date, condition and year built.

If applicable sale comps are not available or deemed unreliable, management will seek additional information in the form of brokers’ opinions of value or appraisals.

Multi-family residential — Management’s preferred method for determining the aggregate retail value of its multifamily units is the sale comparison method. Sale comps are typically provided in appraisals, or by realtors who specialize in multi-family residential properties. Sales comps are reviewed for similarity to the subject property, examining features such as proximity to subject, rental income, number of units, composition of units by the number of bedrooms and bathrooms, square footage, condition, amenities and year built.

Management’s secondary method for valuing its multifamily assets as income-producing rental operations is the direct capitalization method. In order to determine market cap rates for properties of the same class and location as the subject, management refers to published data from reliable third-party sources such as the CBRE Cap Rate Survey. Management applies the appropriate cap rate to the subject’s most recent available annual net operating income to determine the property’s value as an income-producing project. When adequate sale comps are not available or reliable net operating income information is not available or the project is under development or is under-performing to market, management will seek additional information and analysis to determine the cost to improve and the intrinsic fair value and/or management will seek additional information in the form of brokers’ opinion of value or appraisals.

Commercial — Management’s preferred method for determining the fair value of its commercial buildings is the sale comparison method. Sale comps are typically provided in appraisals, or by realtors who specialize in commercial properties. Sale comps are reviewed for similarity to the subject property, examining features such as proximity to subject, rental income, number of units, composition of units, common areas, and year built.

Management’s secondary method for valuing its commercial buildings is the direct capitalization method. In order to determine market cap rates for properties of the same class and location as the subject, management refers to reputable third-party sources such as the CBRE Cap Rate Survey. Management then applies the appropriate cap rate to the subject’s most recent available annual net operating income to determine the property’s value as an income-producing commercial rental project.

When adequate sale comps are not available or reliable net operating income information is not available or the project is under development or is under-performing to market, management will seek additional information and analysis to determine the cost to improve and the intrinsic fair value and/or management will seek additional information in the form of brokers’ opinion of value or appraisals.

Commercial land Commercial land has many variations/uses, thus requiring management to employ a variety of methods depending upon the unique characteristics of the subject land, including a determination of its highest and best use. Management may rely on information in the form of a sale comparison analysis (where adequate sale comps are available), brokers’ opinion of value, or appraisal.

25


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

NOTE 5 – LINE OF CREDIT

Activity involving the line of credit during the three months ended March 31 is presented in the following table ($ in thousands).

 

 

 

2025

 

 

2024

 

Balance, January 1

 

$

4,000

 

 

$

2,153

 

Advances

 

 

2,000

 

 

 

13,250

 

Repayments

 

 

(6,000

)

 

 

(15,403

)

Balance, March 31

 

$

 

 

$

 

Line of credit – average daily balance

 

$

3,874

 

 

$

2,173

 

In March 2020, RMI IX entered into a revolving line of credit and term loan agreement with Western Alliance Bank (“WAB”) which is governed by the terms of the Business Loan Agreement between WAB and the company (“original credit agreement”), as amended and modified by the First Loan Modification Agreement made effective March 4, 2022 (the “2022 modification agreement” and together with the original credit agreement, the “2022 credit agreement”). Effective March 13, 2024, with the maturity of the 2022 credit agreement, WAB and the company entered into another extension and modification agreement (the “2024 modification agreement” and together with the original credit agreement, the “2024 credit agreement”). Advances on the line of credit are to be used exclusively to fund secured loans.

Under the terms of the 2024 credit agreement, RMI IX can borrow up to a maximum principal of $10 million pursuant to a line of credit subject to a borrowing base calculation set forth in the 2024 credit agreement and the amounts advanced are secured by a first priority security interest in the notes and deeds of trust of the pledged loans in the borrowing base. At March 31, 2025, aggregate principal of pledged loans was approximately $14.7 million, with a maximum allowed advance thereon of approximately $10 million, subject to the borrowing base calculation. The maturity date of the 2024 credit agreement is March 13, 2026, when all amounts outstanding become due. For a fee of one-quarter of one percent (0.25%), RMI IX has the option prior to maturity date to convert the then outstanding principal balance under the 2024 credit agreement to a two-year term loan maturing in March 2028.

Interest on the outstanding principal is payable monthly and accrues at the annual rate that is the greater of: (i) the one-month Term SOFR Reference Rate (‘Term SOFR’) plus three and one-half percent (3.5%) and (ii) six percent (6.0%).

The 2024 modification agreement replaced the 30-day American Interbank Offered Rate Term-30 Index published for loans in United States Dollars by the American Financial Exchange with the Term SOFR which is published for loans in United States dollars by CME Group Benchmark Administration Limited and is obtained from Bloomberg Financial Services Systems with the code TSFR1M or, if no longer available, any similar or successor publication selected by WAB.

The 2024 credit agreement provides for customary financial and borrowing base reporting by the company to the bank and specifies that the company shall maintain (i) minimum tangible net worth of $50 million, net of amounts due from related companies; (ii) debt service coverage ratio at all times of not less than 2.00 to 1.00; and (iii) loan payment delinquency of less than ten percent (10.0%) at calendar quarter-end, calculated as the principal of loans with payments over 61-days past due as determined by the bank’s guidance, less loan loss allowances, divided by total principal of the company’s loans. The 2024 credit agreement provides that in the event the credit payment delinquency rate exceeds 10.0% as of the end of any quarter, the bank will cease to make any further advances until the company is compliant with the covenant but agrees not to accelerate repayment of the loan. At March 31, 2025, the credit payment delinquency was 12.99%.

If the company does not maintain the required compensating balance with a minimum daily average of $1.0 million for the calendar quarter, the interest rate automatically increases by one-quarter of one percent (0.25%) above that rate which would otherwise be applicable for the next calendar quarter retroactive to the beginning of the calendar quarter in which the compensating balance is not maintained.

For each calendar quarter during which the aggregate average daily outstanding principal is less than fifty percent (50%) of the maximum principal of $10 million, there is a quarterly unused line fee equal to one-half of one percent (0.50%) per annum of the average daily difference between the average principal outstanding and fifty percent (50%) of the maximum principal of $10 million.

The fair value of the balance on the line of credit is deemed to approximate the recorded amount as the interest rate and the other terms and conditions, including the two-year term, of the 2024 credit agreements is reflective of market rate terms (Level 2 inputs).

The debt issuance costs of approximately $66 thousand from the 2024 modification agreement are being amortized on a straight line basis over the two-year term. Amortized debt issuance costs included in interest expense approximated $8 thousand and $7 thousand for the three months ended March 31, 2025 and 2024, respectively.

26


REDWOOD MORTGAGE INVESTORS IX, LLC

Notes to Financial Statements

March 31, 2025 (unaudited)

 

NOTE 6 – COMMITMENTS AND CONTINGENCIES, OTHER THAN LOAN COMMITMENTS

Commitments

Note 3 (Manager and Other Related Parties) presents a detailed discussion of the company’s contractual obligations to RMC and scheduled redemptions of members’ capital at March 31, 2025.

Legal proceedings

As of March 31, 2025, the company was not involved in any legal proceedings or governmental proceedings other than those that would be considered part of the normal course of business as discussed below and no such legal proceedings were terminated during the first quarter of 2025.

In the normal course of its business, the company may become involved in legal proceedings (such as bankruptcy proceedings, judicial foreclosures, appointment of receivers, assignment of rents, unlawful detainers, etc.) to collect the debt owed under the promissory notes, to enforce the provisions of the deeds of trust, to protect its interest in the real property subject to the deeds of trust and to resolve disputes with borrowers, lenders, lien holders and mechanics. None of these actions, in and of themselves, typically would be of any material financial impact to the net income or balance sheet of the company.

NOTE 7 – SEGMENT REPORTING

The company operates as a single reportable segment with one economic activity to invest in real estate loans secured by California real estate, preferably income-producing properties geographically situated in the San Francisco Bay area and the coastal metropolitan regions of Southern California.

The Chief Operating Decision Maker (“CODM”) is the Company’s external manager, RMC, and the measure of segment performance is net income as presented in the Statements of Income. Significant segment expenses are consistent with those presented on the Statements of Income, and segment assets are consistent with total assets as presented on the Balance Sheets.

The accounting policies of the single reportable segment are the same as those described in the summary of significant accounting policies. The CODM assesses performance for the segment and decides how to allocate resources based on consolidated net income as reported on the income statement.

NOTE 8 – SUBSEQUENT EVENTS

The manager evaluated events occurring subsequent to March 31, 2025 and determined that there were no events or transactions occurring during this reporting period that require recognition or disclosure in the unaudited financial statements.

27


 

Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the unaudited financial statements and notes thereto, which are included in Item 1 of this report on Form 10-Q, as well as the audited financial statements and the notes thereto, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the company’s Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”), filed with the U.S. Securities and Exchange Commission (or SEC). The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the operations results to be expected for the full year.

Forward-Looking Statements

Certain statements in this Report on Form 10-Q (“this report”) which are not historical facts may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (“Exchange Act”), including statements regarding the company’s expectations, hopes, intentions, beliefs and strategies regarding the future. Forward-looking statements, which are based on various assumptions (some of which are beyond our control), may be identified by reference to a future period or periods or by use of forward-looking terminology, such as “may,” “will,” “believe,” “expect,” “anticipate,” “continue,” “possible” or similar terms or variations on those terms or the negative of those terms. Forward-looking statements include statements regarding trends in the California real estate market; future interest rates and economic conditions and their effect on the company and its assets; estimates as to the allowance for loan losses; forecasts of future sales and redemptions of units, forecasts of future funding of loans; loan payoffs and the possibility of future loan sales (and the gain thereon, net of expenses) to third parties, if any; future fluctuations in the net distribution rate; and beliefs relating to how the company will be affected by current economic conditions and trends in the financial and credit markets. Actual results may be materially different from what is projected by such forward-looking statements therefore, you should not place undue reliance on forward looking statements, which reflect our view only as of the date hereof.

Factors that might cause such a difference include, but are not limited to, the following:

changes in economic conditions, interest rates, or changes in California real estate markets;
the impact of competition and competitive pricing for mortgage loans;
the manager’s ability to make and arrange for loans that fit our investment criteria;
whether we will have any future loan sales to unaffiliated third parties, and if we do, any gain, net of expenses, and the volume and timing of loan sales to unaffiliated third parties, which to date have provided only immaterial gains to us;
the concentration of credit risks to which we are exposed;
increases in payment delinquencies and defaults on our mortgage loans;
the timing and dollar amount, if any, financial support from the manager and the corresponding impact on the net distribution rate to members;
changes in government regulation and legislative actions affecting our business; and
the impact of wildfires, floods, earthquakes and other natural disasters.

All forward-looking statements and reasons why results may differ included in this Form 10-Q are made as of the date hereof, and we assume no obligation to update any such forward-looking statement or reason why actual results may differ unless required by law.

28


 

Overview

Redwood Mortgage Investors IX, LLC (“we”, “RMI IX” or “the company”) is a Delaware limited liability company formed in October 2008 to engage in business as a mortgage lender and investor by making and holding-for-investment mortgage loans secured by California real estate, primarily through first and second deeds of trust. The company is externally managed by Redwood Mortgage Corp. (“RMC” or “the manager”). See Note 3 (Manager and Other Related Parties) to the financial statements included in Part I, Item 1 of this report for a detailed presentation of the company’s activities for which related parties are compensated and for other related party transactions.

Cash generated from loan payoffs and borrower payments of principal and interest is used for operating expenses, distributions to members and unit redemptions. The cash flow, if any, in excess of these uses plus advances on the line of credit is reinvested in new loans.

Pursuant to the Operating Agreement, the company will not, in any calendar year, redeem more than five percent (5%) (or in any calendar quarter 1.25%) of the weighted average number of units outstanding during the twelve-month period immediately prior to the date of the redemption; however, the manager may, but is not required to, waive this limitation if it deems it in the best interest of the company. In the event unit withdrawal requests exceed 5% in any calendar year (or 1.25% in any calendar quarter), and are held by the company, units will be redeemed in the order of priority provided in the Operating Agreement. The manager may, in its sole discretion, also waive any other holding periods or penalties applicable to redemptions in the event of the death of a member or other exigent circumstances or if the manager believes such waiver is in the best interests of the company.

The manager has no present intention to exercise its discretionary power to waive or modify the enforcement of the redemption limitation in the foreseeable future. See Results of Operations, Redemptions of members’ capital included below for a detailed presentation on capital redemption limitations.

See Note 1 (Organization and General) to the financial statements included in Part I, Item 1 of this report for additional detail on the organization and operations of RMI IX which detail is incorporated by this reference into this Item 2.

Critical Accounting Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions about the reported amounts of assets and liabilities, and disclosures of contingent assets and liabilities, at the dates of the financial statements and the reported amounts of revenues and expenses during the reported periods. Such estimates relate principally to the determination of the allowance for credit losses, including determining the fair value of the collateral, and the valuation of real estate owned (RMI IX has not acquired real estate owned (“REO”) since it commenced operations in 2009). Actual results could differ significantly from these estimates.

Accounting estimates are an integral part of our financial statements. For a summary of our critical accounting estimates, see “Critical Accounting Estimates” in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our annual report on Form 10-K for the year ended December 31, 2024 (the “2024 annual report on Form 10-K”) .

There have been no material changes to our critical accounting estimates since our 2024 annual report on Form 10-K.

29


 

Results of Operations

The following discussion describes our results of operations for the three months ended March 31, 2025.

Key Performance Indicators

Key performance indicators as of and for the three months ended March 31, 2025 and 2024 are presented in the following table ($ in thousands).

 

 

 

2025

 

 

2024

 

 

Members’ capital, gross – end of period balance

 

$

64,600

 

 

$

68,184

 

 

Members’ capital, gross – average daily balance

 

$

65,963

 

 

$

69,150

 

 

 

 

 

 

 

 

 

 

Member redemptions(1)

 

$

840

 

 

$

882

 

 

 

 

 

 

 

 

 

 

Secured loans principal – end of period balance

 

$

48,652

 

 

$

61,018

 

 

Secured loans principal – average daily balance

 

$

48,738

 

 

$

62,788

 

 

 

 

 

 

 

 

 

 

Number of first trust deeds

 

 

24

 

 

 

35

 

 

Principal – first trust deeds

 

$

43,060

 

 

$

50,106

 

 

Weighted average OLTV – first trust deeds(2)

 

 

61.6

%

 

 

54.3

%

 

 

 

 

 

 

 

 

 

Number of second trust deeds

 

 

7

 

 

 

13

 

 

Principal – second trust deeds

 

$

5,592

 

 

$

10,912

 

 

Weighted average OLTV – second trust deeds(2)

 

 

57.2

%

 

 

54.7

%

 

 

 

 

 

 

 

 

 

Interest income

 

$

1,079

 

 

$

1,500

 

 

Portfolio interest rate(3)

 

 

9.8

%

 

 

9.2

%

 

Effective yield rate(4)

 

 

8.9

%

 

 

9.6

%

 

 

 

 

 

 

 

 

Line of credit – end of period balance

 

$

 

 

$

 

 

Line of credit – average daily balance(5)

 

$

3,874

 

 

$

2,173

 

 

 

 

 

 

 

 

 

Interest expense

 

$

27

 

 

$

54

 

 

Interest rate – line of credit(5)

 

 

7.8

%

 

 

8.8

%

 

 

 

 

 

 

 

 

Provision for (recovery of) loan losses

 

$

 

 

$

 

 

 

 

 

 

 

 

 

Total operations expense(9)

 

$

848

 

 

$

805

 

 

 

 

 

 

 

 

 

Net income(9)

 

$

217

 

 

$

645

 

 

Percent of average members’ capital(6)(7)

 

 

1.3

%

 

 

3.7

%

 

 

 

 

 

 

 

 

Member distributions

 

$

713

 

 

$

803

 

 

Percent of average members’ capital(6)(8)

 

 

4.3

%

 

 

4.6

%

 

 

(1)
Redemption requests at March 31, 2025 were approximately $25.3 million and are carried forward to subsequent quarters until paid. (Scheduled redemptions of members’ capital were $24.3 million as of December 31, 2024).
(2)
The LTVs use the appraisals at origination of the loans (OLTV).
(3)
Stated note interest rate, weighted daily average (annualized).
(4)
Percent of secured loans – average daily balance (annualized).
(5)
Interest rate of Line of Credit, weighted daily average (annualized). See Note 5 (Line of Credit) to the financial statements included in Part 1, Item 1 of this report for a presentation of the activity and discussion of the terms and conditions of the loan agreement.
(6)
Percent of members’ capital, gross – average daily balance (annualized).
(7)
Percent based on the net income available to members (excluding 1% allocated to manager).
(8)
Members Distributions is net of O&O expenses allocated to members’ accounts during the year.
(9)
RMC – at its sole discretion – collected less than the maximum allowable reimbursement of qualifying costs attributable to RMI IX (Costs from RMC on the Statements of Income), which increased the net income, cash available for distribution, and the net-distribution rate. See Note 3 (Manager and Other Related Parties) to the financial statements included in Part 1, Item 1 of this report for a detailed discussion of fees and cost reimbursements to which the manager is entitled.

30


 

Redemptions of members’ capital

The Operating Agreement provides for a unit redemption program, whereby a member may redeem all or part of their units, subject to certain limitations. The price paid for redeemed units is based on the lesser of the purchase price paid by the redeeming member or the member’s capital account balance as of the date of each redemption payment. The maximum redemption per quarter per individual member is the greater of (i) 100 thousand units, or (ii) 25% of the member’s total outstanding units.

The company redeems units quarterly. Pursuant to our Operating Agreement, in the event that redemption requests in excess of the foregoing limitations are received by the manager, eligible redemption requests are to be honored in the following order of priority:

first, to redemptions upon the death of a member, subject to a cap of $100 thousand per quarter for each deceased member’s account; and
next, to all other eligible redemption requests on a pro rata basis.

Pursuant to the Operating Agreement, the company will not, in any calendar year, redeem more than five percent (5%) and in any calendar quarter one and one-quarter percent (1.25%) of the weighted average number of units outstanding during the twelve (12) month period immediately prior to the date of the redemption. The manager may, but is not required to, waive this limitation if it deems it in the best interest of the company. The manager has no present intention to exercise its discretionary power to waive or modify the enforcement of the redemption limitations in the foreseeable future.

Redemptions of members’ capital for the three months ended March 31 are presented in the following table ($ in thousands).

 

Redemptions

 

2025

 

 

2024

 

Without penalty

 

$

840

 

 

$

881

 

With penalty

 

 

 

 

 

1

 

Total

 

$

840

 

 

$

882

 

Early withdrawal penalties

 

$

 

 

$

 

Redemptions of members' capital received by the manager and unpaid at March 31, 2025 approximated $25.3 million, of which,

$23.8 million were received at or prior to December 31, 2024; and
$1.5 million were received in the quarter ended March 31, 2025 (and will be eligible at June 30, 2025).

Secured loans

We have sought to exercise strong discipline in underwriting loan applications and lending against collateral at amounts that create a secured loan portfolio that has substantial protective equity (i.e., property value to outstanding debt) as indicated by the overall weighted average loan-to-value ratio (LTV) which at March 31, 2025 was approximately 61.1% at time of origination. Thus, pursuant to the appraisal-based valuations at the time of loan inception, borrowers have, in the aggregate, equity of 38.9% in the property, and we as a lender have lent in the aggregate 61.1% (including other senior liens on the property, for other than first-lien loans) against the properties we hold as collateral for the repayment of our loans.

31


 

Secured loans, principal, advances and interest unpaid, by LTV and lien position

LTVs presented in the following tables have been updated for changes in fair values of the collateral as indicated by appraisals, broker opinion of value, or other external market evidence received by the manager after the origination of the loan, if any.

Secured loans, principal by LTV and lien position at March 31, 2025 are presented in the following table ($ in thousands).

 

 

 

Secured loans, principal

 

LTV(1)

 

First trust
deeds

 

Percent(2)

 

 

Second trust
deeds

 

Percent(2)

 

 

Total
principal

 

Percent(2)

 

<40%

 

$

1,319

 

 

2.7

%

 

$

550

 

 

1.1

%

 

$

1,869

 

 

3.8

%

40-49%

 

 

1,159

 

 

2.4

 

 

 

1,900

 

 

3.9

 

 

 

3,059

 

 

6.3

 

50-59%

 

 

21,254

 

 

43.7

 

 

 

 

 

0.0

 

 

 

21,254

 

 

43.7

 

60-69%

 

 

3,624

 

 

7.5

 

 

 

1,917

 

 

3.9

 

 

 

5,541

 

 

11.4

 

Subtotal <70%

 

 

27,356

 

 

56.3

 

 

 

4,367

 

 

8.9

 

 

 

31,723

 

 

65.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70-79%

 

 

4,512

 

 

9.3

 

 

 

1,225

 

 

2.5

 

 

 

5,737

 

 

11.8

 

Subtotal <80%

 

 

31,868

 

 

65.6

 

 

 

5,592

 

 

11.4

 

 

 

37,460

 

 

77.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

≥80%(3)

 

 

11,192

 

 

23.0

 

 

 

 

 

0.0

 

 

 

11,192

 

 

23.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

43,060

 

 

88.6

%

 

$

5,592

 

 

11.4

%

 

$

48,652

 

 

100.0

%

 

(1)
LTV classifications in the table above are based on the sum of principal, advances and interest unpaid at March 31, 2025.
(2)
Percent of secured loans principal, end of period balance.
(3)
One loan with principal of approximately $1.4 million has an LTV of 95%. The loan agreement was executed by an individual with extensive real estate holdings and substantial financial resources. The loan is fully amortizing over its 36-month term.

Secured loans (loan balance), with payments in arrears, by LTV and lien position at March 31, 2025 are presented in the following table ($ in thousands).

 

 

 

Secured loans with payments in arrears, principal

 

LTV(4)

 

First trust
deeds

 

Percent(5)

 

 

Second trust
deeds

 

Percent(5)

 

 

Total
principal

 

Percent(5)

 

<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%

 

 

900

 

 

1.8

 

 

 

1,728

 

 

3.6

 

 

 

2,628

 

 

5.4

 

Subtotal <70%

 

 

900

 

 

1.8

 

 

 

1,728

 

 

3.6

 

 

 

2,628

 

 

5.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70-79%

 

 

635

 

 

1.3

 

 

 

 

 

0.0

 

 

 

635

 

 

1.3

 

Subtotal <80%

 

 

1,535

 

 

3.1

 

 

 

1,728

 

 

3.6

 

 

 

3,263

 

 

6.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

≥80%

 

 

6,885

 

 

14.2

 

 

 

 

 

0.0

 

 

 

6,885

 

 

14.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

8,420

 

 

17.3

%

 

$

1,728

 

 

3.6

%

 

$

10,148

 

 

20.9

%

 

(4)
LTV classifications in the table above are based on the sum of principal, advances and interest unpaid at March 31, 2025.
(5)
Percent of secured loans principal, end of period balance.

The $10.1 million of loans with payments in arrears is comprised of the following seven loans:

In San Francisco, a 3-unit mixed use building. The borrower is current per their forbearance agreement. The loan matures in December 2025.
In Palo Alto, a vacant office building with approved plans for a senior living housing facility. The borrower is currently delinquent on both loan payments and property taxes.
In Milpitas, an occupied single tenant industrial building. The loan matured in August 2023 and the borrower continues to make monthly interest payments.
In Foster City, a single-family home secured by a second lien deed of trust. The loan matured January 2025 and the borrower continues to make monthly payments.
In San Bruno, a commercial property operated as an owner/user restaurant. The borrower is currently delinquent, has forced place insurance and delinquent on property taxes.
In Napa, a single-family home secured by a first lien deed of trust. The loan matured December 2024, and the borrower is not making monthly payments.

32


 

In Oakland, a single-family home secured by a first lien deed of trust. The loan matured March 2025 and the borrower continues to make monthly interest payments.

Secured loans (loan balance) for matured loans, by LTV and lien position at March 31, 2025 are presented in the following table ($ in thousands).

 

 

 

Secured loans past maturity, principal

 

LTV(6)

 

First trust
deeds

 

Percent(7)

 

 

Second trust
deeds

 

Percent(7)

 

 

Total
principal

 

Percent(7)

 

<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%

 

 

900

 

 

1.8

 

 

 

1,728

 

 

3.6

 

 

 

2,628

 

 

5.4

 

Subtotal <70%

 

 

900

 

 

1.8

 

 

 

1,728

 

 

3.6

 

 

 

2,628

 

 

5.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70-79%

 

 

634

 

 

1.3

 

 

 

 

 

0.0

 

 

 

634

 

 

1.3

 

Subtotal <80%

 

 

1,534

 

 

3.1

 

 

 

1,728

 

 

3.6

 

 

 

3,262

 

 

6.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

≥80%

 

 

4,940

 

 

10.2

 

 

 

 

 

0.0

 

 

 

4,940

 

 

10.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

6,474

 

 

13.3

%

 

$

1,728

 

 

3.6

%

 

$

8,202

 

 

16.9

%

 

(6) LTV classifications in the table above are based on the sum of principal, advances and interest unpaid at March 31, 2025.

(7) Percent of secured loans principal, end of period balance.

Payments in arrears for secured loans (i.e., principal and interest payments past due 30 or more days) at March 31, 2025 totaled approximately $8.7 million of which approximately $8.2 million was principal and approximately $497 thousand was accrued interest.

See Note 4 (Loans) to the financial statements included in Part I, Item 1 of this report for detailed presentations as to the secured loan portfolio, including loan characteristics, scheduled maturities, delinquency and payments in arrears, loans in non-accrual status and the allowance for credit losses.

Performance overview/net income 2025 v. 2024

Net income available to members as a percent of members’ capital, gross – average daily balance (annualized) was 1.3% and 3.7% for the three months ended March 31, 2025 and 2024, respectively. Net income decreased approximately $428 thousand for the three months ended March 31, 2025 as compared to the same period in 2024, primarily due to a decrease in interest income of approximately $421 thousand and an increase in operations expenses of approximately $43 thousand, offset by a decrease in interest expense of approximately $27 thousand. The portfolio interest rate on secured loans has increased by 0.6 percentage points to 9.8% since March 31, 2024. This increase is offset by a decrease in average daily balance of secured loans. The effective yield rate decreased by 0.70 percentage points to 8.9% due to the decrease of interest income that resulted from a decrease in the average daily balance – secured loans and an increase in foregone interest.

33


 

Analysis and discussion of income from operations 2025 v. 2024 (three months ended)

Significant changes to net income for the three months ended March 31, 2025 and 2024 are summarized in the following table ($ in thousands).

 

 

 

Net interest
income

 

 

Provision for
loan losses

 

 

Operations
expense

 

 

Net
income

 

Three months ended

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2025

 

$

1,052

 

 

 

 

 

 

848

 

 

$

217

 

March 31, 2024

 

 

1,446

 

 

 

 

 

 

805

 

 

 

645

 

Change

 

$

(394

)

 

 

 

 

 

43

 

 

$

(428

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

Decrease in secured loans principal - average daily balance

 

$

(317

)

 

 

 

 

 

(8

)

 

$

(309

)

Effective yield rate

 

 

(104

)

 

 

 

 

 

 

 

 

(104

)

Decrease in members’ capital - average daily balance

 

 

 

 

 

 

 

 

 

 

 

 

Increase in RMI IX capital as a percent of total related mortgage funds capital managed by RMC

 

 

 

 

 

 

 

 

9

 

 

 

(9

)

Interest on line of credit

 

 

28

 

 

 

 

 

 

 

 

 

28

 

Amortization of debt issuance costs

 

 

(1

)

 

 

 

 

 

 

 

 

(1

)

Late fees

 

 

 

 

 

 

 

 

 

 

 

1

 

Gain on sale, loans

 

 

 

 

 

 

 

 

 

 

 

8

 

Decrease in allocable expenses from RMC

 

 

 

 

 

 

 

 

(25

)

 

 

25

 

RMC fees/costs reimbursements collected

 

 

 

 

 

 

 

 

66

 

 

 

(66

)

Tax compliance services

 

 

 

 

 

 

 

 

(20

)

 

 

20

 

Reduced legal services

 

 

 

 

 

 

 

 

(76

)

 

 

76

 

Timing of services rendered

 

 

 

 

 

 

 

 

 

 

 

 

Independent contractors

 

 

 

 

 

 

 

 

9

 

 

 

(9

)

Expanded audit services

 

 

 

 

 

 

 

 

60

 

 

 

(60

)

Other

 

 

 

 

 

 

 

 

28

 

 

 

(28

)

Change

 

$

(394

)

 

 

 

 

 

43

 

 

$

(428

)

 

The table above presents only the significant changes to net income for the period, and is not intended to cross-foot.

Net interest income

Net interest income decrease by approximately $394 thousand (27.2%) for the three months ended March 31, 2025 compared to the same period in 2024. The decrease in net interest income is due to a decrease in interest income of approximately $421 thousand due to a decrease in the average daily balance – secured loans of approximately $14.1 million (22.4%), partially offset by a decrease in interest expense due to a decrease in average daily interest rate on the line of credit of 1.0 percent (11.6%) over the same period.

The increase in the line of credit – average daily balance of approximately $1.7 million (78.3%) for the three months ended March 31, 2025 compared to the same period in 2024, and the decrease in average interest rate on the line of credit of 1.0 percent (11.6%) over the same period, resulted in a decrease of approximately $28 thousand (59.6%) in interest expenses on the line of credit. See Key performance indicators table included above in Item 2 of this report for specific details of average interest rate on the line of credit.

Provision/allowance for credit losses

See Note 4 (Loans) to the consolidated financial statements included in Part I, Item 1 of this report for a detailed presentation of the provision/allowance for credit losses.

34


 

Operations expense

Significant changes to operations expense for the three months ended March 31, 2025 and 2024 are summarized in the following table ($ in thousands).

 

 

 

Mortgage
servicing
fees

 

 

Asset
management
fees

 

 

Costs
from
RMC, net

 

 

Professional
services

 

 

Other

 

 

Total

 

Three months ended

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31, 2025

 

$

32

 

 

 

118

 

 

 

140

 

 

 

532

 

 

 

26

 

 

$

848

 

March 31, 2024

 

 

40

 

 

 

118

 

 

 

90

 

 

 

552

 

 

 

5

 

 

 

805

 

Change

 

$

(8

)

 

 

 

 

 

50

 

 

 

(20

)

 

 

21

 

 

$

43

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Decrease in secured loans principal - average daily balance

 

$

(8

)

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(8

)

Decrease in members’ capital - average daily balance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase in RMI IX capital as a percent of total related mortgage funds capital managed by RMC

 

 

 

 

 

 

 

 

9

 

 

 

 

 

 

 

 

 

9

 

Decrease in allocable expenses from RMC

 

 

 

 

 

 

 

 

(25

)

 

 

 

 

 

 

 

 

(25

)

RMC fees/costs reimbursements collected

 

 

 

 

 

 

 

 

66

 

 

 

 

 

 

 

 

 

66

 

Tax compliance services

 

 

 

 

 

 

 

 

 

 

 

(20

)

 

 

 

 

 

(20

)

Reduced legal services

 

 

 

 

 

 

 

 

 

 

 

(76

)

 

 

 

 

 

(76

)

Independent contractors

 

 

 

 

 

 

 

 

 

 

 

9

 

 

 

 

 

 

9

 

Expanded audit services

 

 

 

 

 

 

 

 

 

 

 

60

 

 

 

 

 

 

60

 

Other

 

 

 

 

 

 

 

 

 

 

 

7

 

 

 

21

 

 

 

28

 

Change

 

$

(8

)

 

 

 

 

 

50

 

 

 

(20

)

 

 

21

 

 

$

43

 

Mortgage servicing fees

The decrease in mortgage servicing fees of approximately $8 thousand for the three months ended March 31, 2025 as compared to the same period in 2024 was due to a decrease in the average daily balance – secured loans of approximately $14.1 million at the annual mortgage servicing fee to RMC of 0.25%. The decrease in the average daily balance – secured loans was due to a reduction in members’ capital.

Asset Management Fees

Asset management fees were the same in the three months ended March 31, 2025 and 2024. The asset management fee is computed using the prior year end member’s capital base which is the then fair value of the company’s loans plus working capital reserves less outstanding debt.

Costs from RMC, net

RMC is entitled to request reimbursement for operations expense incurred on behalf of RMI IX, including without limitation, RMC’s personnel and non-personnel costs incurred for qualifying business activities, including investor services, accounting, tax and data processing, postage and out-of-pocket general and administration expenses. In October 2024, RMC – at its sole discretion – collected less than the maximum allowable reimbursement of qualifying costs attributable to RMI IX (Costs from RMC on the Statements of Income).

The amount of qualifying costs attributable to RMI IX incurred by RMC was approximately $140 thousand and $156 thousand in the three months ended March 31, 2025 and 2024, respectively. The reimbursement of costs waived by RMC was approximately $0 and $66 thousand in the three months ended March 31, 2025 and 2024, respectively.

35


 

Professional Services

Professional services consist primarily of information technology, legal, audit and tax compliance, and consulting expenses.

The increase in professional services of approximately $20 thousand for the three months ended March 31, 2025 compared to the same period in 2024 was due to increased fees to independent contractors and an increase in audit fees due to expanded audit services, partially offset by a decrease due to reduced legal services and reduced tax compliance services. Costs for these professional services have been increasing – and are expected to continue to increase – as the demands (and complexity) of regulatory, accounting and tax compliance increase and the rate at which firms charge for their services increases.

Cash flows and liquidity

Cash flows by business activity for the three months ended March 31, 2025 and 2024 are presented in the following table ($ in thousands).

 

 

 

 

 

 

 

2025

 

 

2024

 

 

Members’ capital

 

 

 

 

 

 

 

Earnings distributed to members, net of DRIP

 

$

(768

)

 

$

(543

)

 

Redemptions, net

 

 

(840

)

 

 

(897

)

 

O&O expenses repaid by RMC

 

 

6

 

 

 

10

 

 

Cash – members’ capital, net

 

 

(1,602

)

 

 

(1,430

)

 

 

 

 

 

 

 

 

 

Borrowings

 

 

 

 

 

 

 

Line of credit borrowings (payments), net

 

 

(4,000

)

 

 

(2,153

)

 

Interest paid

 

 

(76

)

 

 

(67

)

 

Debt issuance costs paid

 

 

 

 

 

(66

)

 

Cash – borrowings, net

 

 

(4,076

)

 

 

(2,286

)

 

Cash – members’ capital and borrowings, net

 

 

(5,678

)

 

 

(3,716

)

 

 

 

 

 

 

 

 

 

Loan principal/advances/interest

 

 

 

 

 

 

 

Loans funded & advances, net

 

 

(3,993

)

 

 

(8,290

)

 

Principal collected

 

 

8,804

 

 

 

10,186

 

 

Loans sold to non-affiliate

 

 

1,076

 

 

 

 

 

Interest received, net

 

 

1,073

 

 

 

1,360

 

 

Late fees

 

 

(17

)

 

 

6

 

 

Promissory note repaid by related mortgage fund

 

 

 

 

 

2,800

 

 

Cash – loans, net

 

 

6,943

 

 

 

6,062

 

 

 

 

 

 

 

 

 

 

Formation loan collected

 

 

52

 

 

 

52

 

 

 

 

 

 

 

 

 

 

Operations expense

 

 

(857

)

 

 

(755

)

 

 

 

 

 

 

 

 

 

Net change in cash

 

$

460

 

 

$

1,643

 

 

Cash, end of period

 

$

12,518

 

 

$

3,355

 

 

Earnings distributed to members

To determine the amount of cash to be distributed in any month, the company relies in part on its forecast of full-year net income, which takes into account the difference between the forecasted net income for the remainder of the year and actual results in the year to date and the requirement to maintain a cash reserve. As of March 31, 2025, the difference between earnings allocated to members’ capital accounts and net income available to members was approximately $808 thousand, and is expected to be offset by future earnings in excess of net distributions in 2025.

36


 

Liquidity, borrowings and capital resources

The ongoing sources of funds are the proceeds from:

loan payoffs;
borrowers’ monthly principal and interest payments;
line of credit advances;
loan sales to unaffiliated third parties; and
payments from RMC on the outstanding balance of the formation loan.

The company’s cash balances are maintained at levels sufficient to support on-going operations and satisfy obligations, without reducing loan fundings or suspending distributions or redemptions, although these options are available if future circumstances warrant. The manager will continue to utilize line of credit advances, loan assignments to related mortgage funds and loan sales to unaffiliated third parties to maintain liquidity of the company, while striving to fully deploy capital available to lend.

See Note 5 (Line of Credit) to the financial statements included in Part I, Item 1 of this report for a detailed presentation of the activity and discussion on the terms and provisions of the credit agreement (and subsequent modifications), which presentation is incorporated by this reference into this Item 2.

The manager believes these sources of funds will provide sufficient funds to adequately meet financial obligations for the next twelve months.

Contractual obligations and commitments

At March 31, 2025, the company had no construction or rehabilitation loans outstanding, no loan commitments pending, and no off-balance sheet arrangements as such arrangements are not permitted by the Operating Agreement. Note 3 (Manager and Other Related Parties) to the financial statements included in Part I, Item 1 of this report presents detailed discussion of the company’s contractual obligations to RMC.

Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not included because the company is a smaller reporting company.

Item 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The company is externally managed by RMC. The manager is solely responsible for managing the business and affairs of the company, subject to the voting rights of the members on specified matters. The manager acting alone has the power and authority to act for and bind the company. RMC provides the personnel and services necessary for us to conduct our business, as we have no employees of our own.

As a limited liability company, RMI IX does not have a board of directors, nor, therefore, do we have an audit committee of the board of directors. The manager, however, provides the equivalent functions of a board of directors and of an audit committee for, among other things, the following purposes:

Appointment; compensation, and review and oversight of the work of our independent public accountants; and
establishing and maintaining internal controls over our financial reporting.

RMC, as the manager, carried out an evaluation, with the participation of RMC’s President (acting as principal executive officer/principal financial officer) of the effectiveness of the design and operation of the manager's controls and procedures over financial reporting and disclosure (as defined in Rule 13a-15 of the Exchange Act) as of and for the period covered by this report. Based upon that evaluation, RMC’s principal executive officer/principal financial officer concluded, as of the end of such period, that the manager’s disclosure controls and procedures were not effective due to the unremediated material weakness in our internal control over financial reporting described in Part II, Item 9A of the 2024 annual report on Form 10-K.

Previously Identified Material Weakness

A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of annual or interim financial statements would not be prevented or detected on a timely basis.

Refer to Part II, Item 9A of the 2024 annual report on Form 10-K for a discussion of the material weakness existing as of December 31, 2024, which continued to exist as of March 31, 2025.

37


 

Remediation Plan of Material Weakness

As previously described in Part II, Item 9A of the 2024 annual report on Form 10-K, the manager began developing accounting policies, processes and analytics and designing and implementing effective internal controls measures prior to the implementation of the CECL model and has continued efforts to implement those controls and thereby remediate the material weakness identified.

Additional changes and improvements may be identified and adopted as we continue to evaluate and implement our Remediation Plan. The material weakness will not be considered remediated until the enhanced controls have been implemented for a sufficient period of time and management has concluded, through testing and monitoring, that the new and enhanced controls are designed and operating effectively.

Changes to Internal Control Over Financial Reporting

Except for the actions taken under the Remediation Plan described above, there have not been any changes in internal control over financial reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act) that occurred during the three months ended March 31, 2025 that have materially affected, or are reasonably likely to materially affect, the manager’s or company’s internal control over financial reporting.

 

38


 

PART II – OTHER INFORMATION

As of March 31, 2025, the company is not involved in any legal proceedings or governmental proceedings other than those that would be considered part of the normal course of business. In the normal course of business, the company may become involved in various legal proceedings such as assignment of rents, bankruptcy proceedings, appointment of receivers, unlawful detainers, judicial foreclosure, etc. to enforce the provisions of the deeds of trust, collect the debt owed under the promissory notes or protect or recoup its investment from the real property secured by the deeds of trust and to resolve disputes between borrowers, lenders, lien holders and mechanics. None of these actions, in and of themselves, typically would be of any material financial impact to the company (i.e., exceeding ten percent of the company’s consolidated current assets).

Item 1A. Risk Factors

There have been no material changes from the “Risk Factors” previously disclosed in Part 1, Item 1A, of our 2024 Annual Report.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Recent Sales of Unregistered Securities

There were no sales of securities by the company which were not registered under the Securities Act of 1933.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not Applicable.

Item 5. Other Information

The company is externally managed by RMC and has no officers or directors of its own and, thus, the company has no Rule 10b5-1 plan or other trading arrangements. There was no adoption, modification or termination of any Rule 10b5-1 plan or other trading arrangements by directors and officers of RMC during the quarter ended March 31, 2025.

39


 

Item 6. Exhibits

Exhibit No.

 

Description of Exhibits

 

 

 

3.1

 

Ninth Amended and Restated Limited Liability Company Operating Agreement (incorporated by reference to Exhibit 3.1 of the Company’s registration statement on Form 8-A12G filed with the SEC on March 25, 2016 (File No. 000-55601))

 

 

 

3.2

 

Certificate of Formation (incorporated by reference to Exhibit 3.2 of the Company’s registration statement on Form 8-A12G filed on March 25, 2016 (File no. 000-55601))

 

 

 

3.3

 

First Amendment to Ninth Amended and Restated Limited Liability Company Operating Agreement of Redwood Mortgage Investors IX, LLC dated June 20, 2018 (incorporated herein by reference to Exhibit 3.3 to the Company’s Current Report on Form 8-K filed with the SEC on June 22, 2018 (File No. 000-55601))

 

 

 

3.4

 

Second Amendment to Ninth Amended and Restated Limited Liability Company Operating Agreement of Redwood Mortgage Investors IX, LLC dated effective March 11, 2022 (incorporated herein by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed with the SEC on March 11, 2022 (File No. 000-55601))

 

 

 

31.1

 

Certification of Manager pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

 

 

 

32.1

 

Certification of Manager pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

 

 

 

101.INS

 

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document

 

 

 

101.SCH

 

Inline XBRL Taxonomy Extension Schema With Embedded Linkbase Documents

 

 

 

104

 

Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

 

40


 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

REDWOOD MORTGAGE INVESTORS IX, LLC

 

(Registrant)

 

 

 

Date: May 21, 2025

By:

Redwood Mortgage Corp., Manager

 

 

 

 

 

 

By:

/s/ Michael R. Burwell

 

 

Name:

Michael R. Burwell

 

 

Title:

President, Secretary and Treasurer

 

 

 

(On behalf of the registrant, and in the capacity of principal financial officer)

 

41