Note 5. Loans

The following table sets forth the composition of the loan portfolio at the dates indicated:


	June 30, 2018						December 31, 2017
(dollars in thousands)	Amount				Percent of Loans Held for Investment		Amount				Percent of Loans Held for Investment
Loans Held for Investment:
Mortgage Loans:
Multi-family		$	29,211,541			74.10%		$	28,074,709			73.19%
Commercial real estate			7,153,868			18.15			7,322,226			19.09
One-to-four family			449,419			1.14			477,228			1.24
Acquisition, development, and construction			424,827			1.08			435,825			1.14

Total mortgage loans held for investment		$	37,239,655			94.47		$	36,309,988			94.66

Other Loans:
Commercial and industrial			1,535,618			3.90			1,377,964			3.59
Lease financing, net of unearned income of $59,088 and $65,041, respectively			634,821			1.61			662,610			1.73

Total commercial and industrial loans ⁽¹⁾			2,170,439			5.51			2,040,574			5.32
Other			8,663			0.02			8,460			0.02

Total other loans held for investment			2,179,102			5.53			2,049,034			5.34

Total loans held for investment		$	39,418,757			100.00%		$	38,359,022			100.00%

Net deferred loan origination costs			29,068						28,949
Allowance for losses on non-covered loans			(160,652	)					(158,046	)

Loans held for investment, net		$	39,287,173					$	38,229,925

Loans held for sale			--						35,258

Total loans, net		$	39,287,173					$	38,265,183

(1)	Includes specialty finance loans and leases of $1.7 billion at June 30, 2018 and December 31, 2017, and other C&I loans of $491.7 million and $500.8 million, respectively, at June 30, 2018 and December 31, 2017.

Loans

Loans Held for Investment

The majority of the loans the Company originates for investment are multi-family loans, most of which are collateralized by non-luxury apartment buildings in New York City with rent-regulated units and below-market rents. In addition, the Company originates CRE loans, most of which are collateralized by income-producing properties such as office buildings, retail centers, mixed-use buildings, and multi-tenanted light industrial properties that are located in New York City and on Long Island.

To a lesser extent, the Company also originates ADC loans for investment. One-to-four family loans held for investment were originated through the Company’s former mortgage banking operation and primarily consisted of jumbo prime adjustable rate mortgages made to borrowers with a solid credit history.

ADC loans are primarily originated for multi-family and residential tract projects in New York City and on Long Island. C&I loans consist of asset-based loans, equipment loans and leases, and dealer floor-plan loans (together, specialty finance loans and leases) that generally are made to large corporate obligors, many of which are publicly traded, carry investment grade or near-investment grade ratings, and participate in stable industries nationwide; and other C&I loans that primarily are made to small and mid-size businesses in Metro New York. Other C&I loans are typically made for working capital, business expansion, and the purchase of machinery and equipment.

The repayment of multi-family and CRE loans generally depends on the income produced by the underlying properties which, in turn, depends on their successful operation and management. To mitigate the potential for credit losses, the Company underwrites its loans in accordance with credit standards it considers to be prudent, looking first at the consistency of the cash flows being produced by the underlying property. In addition, multi-family buildings, CRE properties, and ADC projects are inspected as a prerequisite to approval, and independent appraisers, whose appraisals are carefully reviewed by the Company’s in-house appraisers, perform appraisals on the collateral properties. In many cases, a second independent appraisal review is performed.

To further manage its credit risk, the Company’s lending policies limit the amount of credit granted to any one borrower and typically require conservative debt service coverage ratios and loan-to-value ratios. Nonetheless, the ability of the Company’s borrowers to repay these loans may be impacted by adverse conditions in the local real estate market and the local economy. Accordingly, there can be no assurance that its underwriting policies will protect the Company from credit-related losses or delinquencies.

ADC loans typically involve a higher degree of credit risk than loans secured by improved or owner-occupied real estate. Accordingly, borrowers are required to provide a guarantee of repayment and completion, and loan proceeds are disbursed as construction progresses, as certified by in-house inspectors or third-party engineers. The Company seeks to minimize the credit risk on ADC loans by maintaining conservative lending policies and rigorous underwriting standards. However, if the estimate of value proves to be inaccurate, the cost of completion is greater than expected, or the length of time to complete and/or sell or lease the collateral property is greater than anticipated, the property could have a value upon completion that is insufficient to assure full repayment of the loan. This could have a material adverse effect on the quality of the ADC loan portfolio, and could result in losses or delinquencies. In addition, the Company utilizes the same stringent appraisal process for ADC loans as it does for its multi-family and CRE loans.

To minimize the risk involved in specialty finance lending and leasing, the Company participates in syndicated loans that are brought to it, and equipment loans and leases that are assigned to it, by a select group of nationally recognized sources who have had long-term relationships with its experienced lending officers. Each of these credits is secured with a perfected first security interest or outright ownership in the underlying collateral, and structured as senior debt or as a non-cancelable lease. To further minimize the risk involved in specialty finance lending and leasing, each transaction is re-underwritten. In addition, outside counsel is retained to conduct a further review of the underlying documentation.

To minimize the risks involved in other C&I lending, the Company underwrites such loans on the basis of the cash flows produced by the business; requires that such loans be collateralized by various business assets, including inventory, equipment, and accounts receivable, among others; and typically requires personal guarantees. However, the capacity of a borrower to repay such a C&I loan is substantially dependent on the degree to which the business is successful. In addition, the collateral underlying such loans may depreciate over time, may not be conducive to appraisal, or may fluctuate in value, based upon the results of operations of the business.

Included in loans held for investment at June 30, 2018 were loans of $55.6 million to officers, directors, and their related interests and parties. There were no loans to principal shareholders at that date.

Loans Held for Sale

At June 30, 2018 the Company had no loans held for sale as compared to $35.3 million at December 31, 2017. At December 31, 2017, all loans held for sale were one-to-four family loans.

Asset Quality

The following table presents information regarding the quality of the Company’s loans held for investment at June 30, 2018:


(in thousands)	Loans 30-89 Days Past Due			Non- Accrual Loans			Loans 90 Days or More Delinquent and Still Accruing Interest			Total Past Due Loans			Current Loans			Total Loans Receivable
Multi-family		$	5		$	5,408		$	--		$	5,413		$	29,206,128		$	29,211,541
Commercial real estate			--			4,917			--			4,917			7,148,951			7,153,868
One-to-four family			214			1,669			--			1,883			447,536			449,419
Acquisition, development, and construction			--			--			--			--			424,827			424,827
Commercial and industrial⁽¹⁾ ^{(2 )}			1,994			44,483			--			46,477			2,123,962			2,170,439
Other			4,065			4			--			4,069			4,594			8,663

Total		$	6,278		$	56,481		$	--		$	62,759		$	39,355,998		$	39,418,757

(1)	Includes $2.0 million and $43.5 million of taxi medallion-related loans that were 30 to 89 days past due and 90 days or more past due, respectively.

(2)	Includes lease financing receivables, all of which were current.

The following table presents information regarding the quality of the Company’s loans held for investment at December 31, 2017:


							Loans
							90 Days or More
	Loans			Non-			Delinquent and			Total
	30-89 Days			Accrual			Still Accruing			Past Due			Current			Total Loans
(in thousands)	Past Due			Loans			Interest			Loans			Loans			Receivable
Multi-family		$	1,258		$	11,078		$	--		$	12,336		$	28,062,373		$	28,074,709
Commercial real estate			13,227			6,659			--			19,886			7,302,340			7,322,226
One-to-four family			585			1,966			--			2,551			474,677			477,228
Acquisition, development, and construction			--			6,200			--			6,200			429,625			435,825
Commercial and industrial^{(1) (2}⁾			2,711			47,768			--			50,479			1,990,095			2,040,574
Other			8			11			--			19			8,441			8,460

Total		$	17,789		$	73,682		$	--		$	91,471		$	38,267,551		$	38,359,022

(1)	Includes $2.7 million and $46.7 million of taxi medallion-related loans that were 30 to 89 days past due and 90 days or more past due, respectively.

(2)	Includes lease financing receivables, all of which were current.

The following table summarizes the Company’s portfolio of loans held for investment by credit quality indicator at June 30, 2018:


	Mortgage Loans										Other Loans
							Acquisition,
					One-to-		Development,		Total		Commercial
	Multi-		Commercial		Four		and		Mortgage		and				Total Other
(in thousands)	Family		Real Estate		Family		Construction		Loans		Industrial⁽¹⁾		Other		Loans
Credit Quality Indicator:
Pass	$	29,019,539	$	7,101,257	$	444,093	$	341,154	$	36,906,043	$	2,080,569	$	8,659	$	2,089,228
Special mention		172,517		46,973		3,657		74,121		297,268		16,302		--		16,302
Substandard		19,485		5,638		1,669		9,552		36,344		73,568		4		73,572
Doubtful		--		--		--		--		--		--		--		--

Total	$	29,211,541	$	7,153,868	$	449,419	$	424,827	$	37,239,655	$	2,170,439	$	8,663	$	2,179,102

(1)	Includes lease financing receivables, all of which were classified as Pass.

The following table summarizes the Company’s portfolio of loans held for investment by credit quality indicator at December 31, 2017:


	Mortgage Loans										Other Loans
							Acquisition,
					One-to-		Development,		Total		Commercial
	Multi-		Commercial		Four		and		Mortgage		and				Total Other
(in thousands)	Family		Real Estate		Family		Construction		Loans		Industrial⁽¹⁾		Other		Loans
Credit Quality Indicator:
Pass	$	27,874,330	$	7,255,100	$	471,571	$	344,040	$	35,945,041	$	1,925,527	$	8,449	$	1,933,976
Special mention		125,752		47,123		3,691		76,033		252,599		20,883		--		20,883
Substandard		74,627		20,003		1,966		15,752		112,348		94,164		11		94,175
Doubtful		--		--		--		--		--		--		--		--

Total	$	28,074,709	$	7,322,226	$	477,228	$	435,825	$	36,309,988	$	2,040,574	$	8,460	$	2,049,034

(1)	Includes lease financing receivables, all of which were classified as Pass.

The preceding classifications are the most current ones available and generally have been updated within the last twelve months. In addition, they follow regulatory guidelines and can generally be described as follows: pass loans are of satisfactory quality; special mention loans have potential weaknesses that deserve management’s close attention; substandard loans are inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged (these loans have a well-defined weakness and there is a possibility that the Company will sustain some loss); and doubtful loans, based on existing circumstances, have weaknesses that make collection or liquidation in full highly questionable and improbable. In addition, one-to-four family loans are classified based on the duration of the delinquency.

Troubled Debt Restructurings

The Company is required to account for certain held-for-investment loan modifications and restructurings as TDRs. In general, a modification or restructuring of a loan constitutes a TDR if the Company grants a concession to a borrower experiencing financial difficulty. A loan modified as a TDR generally is placed on non-accrual status until the Company determines that future collection of principal and interest is reasonably assured, which requires, among other things, that the borrower demonstrate performance according to the restructured terms for a period of at least six consecutive months.

In an effort to proactively manage delinquent loans, the Company has selectively extended to certain borrowers concessions such as rate reductions, extension of maturity dates, and forbearance agreements. As of June 30, 2018, loans on which concessions were made with respect to rate reductions and/or extension of maturity dates amounted to $39.9 million; loans on which forbearance agreements were reached amounted to $1.8 million.

The following table presents information regarding the Company’s TDRs as of June 30, 2018 and December 31, 2017:


	June 30, 2018									December 31, 2017
(in thousands)	Accruing			Non-Accrual			Total			Accruing			Non-Accrual			Total
Loan Category:
Multi-family		$	816		$	5,174		$	5,990		$	824		$	8,061		$	8,885
Commercial real estate			--			356			356			--			368			368
One-to-four family			--			1,043			1,043			--			1,066			1,066
Acquisition, development, and construction			9,552			--			9,552			8,652			--			8,652
Commercial and industrial			--			24,759			24,759			177			26,408			26,585

Total		$	10,368		$	31,332		$	41,700		$	9,653		$	35,903		$	45,556

The eligibility of a borrower for work-out concessions of any nature depends upon the facts and circumstances of each loan, which may change from period to period, and involves judgment by Company personnel regarding the likelihood that the concession will result in the maximum recovery for the Company.

The financial effects of the Company’s TDRs for the three months ended June 30, 2018 and 2017 are summarized as follows:


	For the Three Months Ended June 30, 2018
									Weighted Average
									Interest Rate
			Pre-Modification			Post-Modification
	Number		Recorded			Recorded			Pre-			Post-			Charge-off			Capitalized
(dollars in thousands)	of Loans		Investment			Investment			Modification			Modification			Amount			Interest
Loan Category:
Commercial and industrial		6		$	2,613		$	1,420		3.27	%		3.05	%		$	1,158		$	--


	For the Three Months Ended June 30, 2017
									Weighted Average
									Interest Rate
			Pre-Modification			Post-Modification
	Number		Recorded			Recorded			Pre-			Post-			Charge-off			Capitalized
(dollars in thousands)	of Loans		Investment			Investment			Modification			Modification			Amount			Interest
Loan Category:
One-to-four family		3		$	544		$	657		5.90	%		2.00	%		$	--		$	7
Commercial and industrial		13			22,752			18,722		3.49			3.45				825			--

Total		16		$	23,296		$	19,379								$	825		$	7

The financial effects of the Company’s TDRs for the six months ended June 30, 2018 and 2017 are summarized as follows:


	For the Six Months Ended June 30, 2018
									Weighted Average
									Interest Rate
			Pre-Modification			Post-Modification
	Number		Recorded			Recorded			Pre-			Post-			Charge-off			Capitalized
(dollars in thousands)	of Loans		Investment			Investment			Modification			Modification			Amount			Interest
Loan Category:
Acquisition, development, and construction		1		$	900		$	900		4.50	%		4.50	%		$	--		$	--
Commercial and industrial		12			5,780			3,174		3.27			3.14				2,476			--

Total		13		$	6,680		$	4,074								$	2,476		$	--


	For the Six Months Ended June 30, 2017
									Weighted Average
									Interest Rate
			Pre-Modification			Post-Modification
	Number		Recorded			Recorded			Pre-			Post-			Charge-off			Capitalized
(dollars in thousands)	of Loans		Investment			Investment			Modification			Modification			Amount			Interest
Loan Category:
Multi-family		4		$	809		$	994		5.93	%		2.21	%		$	--		$	12
Commercial and industrial		30			30,714			23,151		3.45			3.45				4,104			--

Total		34		$	31,523		$	24,145								$	4,104		$	12

At June 30, 2018, six C&I loans, in the amount of $1.7 million that had been modified as a TDR during the twelve months ended at that date were in payment default.

The Company does not consider a payment to be in default when the loan is in forbearance, or otherwise granted a delay of payment, when the agreement to forebear or allow a delay of payment is part of a modification.

Subsequent to the modification, the loan is not considered to be in default until payment is contractually past due in accordance with the modified terms. However, the Company does consider a loan with multiple modifications or forbearance periods to be in default, and would also consider a loan to be in default if the borrower were in bankruptcy or if the loan were partially charged off subsequent to modification.