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Related Party Transactions
12 Months Ended
Dec. 31, 2021
Related Party Transactions [Abstract]  
Related Party Transactions Note 3. Related Party TransactionsTransactions with Equity OwnersTransactions with Evangelical Christian Credit Union (“ECCU”)The tables below summarize transactions the Company conducts with ECCU, the Company’s largest equity owner.Related party balances pertaining to the assets of the Company (dollars in thousands): December 31, December 31, 2021 2020Total funds held on deposit at ECCU $ 3,797 $ 7,414Loan participations purchased from and serviced by ECCU 242 256 Related party transactions of the Company (dollars in thousands): Years ended December 31, 2021 2020Interest earned on funds held with ECCU $ 2 $ 18Interest income earned on loans purchased from ECCU 15 15Loans sold to ECCU — 1,164Fees paid to ECCU from MP Securities Networking Agreement 8 7Income from Successor Servicing Agreement with ECCU 9 9Rent expense on lease agreement with ECCU 146 146Loan participation interests purchased:In the past, the Company purchased loan participation interests from ECCU. Management negotiated the pass-through interest rates on these loans on a loan-by-loan basis. Management believes these negotiated terms were equivalent to those that would prevail in an arm's length transaction. The Company did not purchase any loans from ECCU during the years ended December 31, 2021 and 2020.Loans sold:From time to time, the Company may sell loans to ECCU. On January 23, 2020, the Company sold an impaired loan to ECCU in order to recoup its recorded investment in the loan. The Company sold no loans to ECCU during the year ended December 31, 2021.Lease and Services Agreement:The Company leases its corporate offices and purchases other facility-related services from ECCU pursuant to a written lease and services agreement. Management believes these terms are equivalent to those that prevail in arm's length transactions.MP Securities Networking Agreement with ECCU:MP Securities, the Company’s wholly-owned subsidiary, has entered into a Networking Agreement with ECCU pursuant to which MP Securities agreed to offer investment and insurance products and services to ECCU’s members that:(1) ECCU or its Board of Directors has approved; (2) comply with applicable investor suitability standards required by federal and state securities laws and regulations; (3) are offered in accordance with National Credit Union Administration (“NCUA”) rules and regulations; and (4) comply with its membership agreement with Financial Industry Regulation Authority (“FINRA”). The agreement entitles MP Securities to pay ECCU a percentage of total revenue received by MP Securities from transactions conducted for or on behalf of ECCU members. Either ECCU or MP Securities may terminate the Networking Agreement without cause upon thirty days prior written notice.Successor Servicing Agreement with ECCU:On October 5, 2016, the Company entered into a Successor Servicing Agreement with ECCU. This agreement obligates the Company to serve as the successor loan servicing agent for certain mortgage loans designated by ECCU. The Company will service these loans in the event ECCU requests that the Company assume its obligation to act as the servicing agent for those loans. The original Agreement terminated in October 2019 and has converted to a month-to-month agreement. The agreement was terminated at the request of ECCU in January 2022.Transactions with America’s Christian Credit Union (“ACCU”)The Company has several related party agreements with ACCU, one of the Company’s equity owners. The following describes the nature and dollar amounts of the material related party transactions with ACCU.Related party balances pertaining to the assets of the Company (dollars in thousands): December 31, December 31, 2021 2020Total funds held on deposit at ACCU $ 4,083 $ 7,846Dollar amount of outstanding loan participations sold to ACCU and serviced by the Company 1,830 —Amount owed on ACCU secured borrowings 17 —Amount owed on ACCU line of credit 2,000 —Loans pledged on ACCU line of credit 6,768 — Related party transactions of the Company (dollars in thousands): Years ended December 31, 2021 2020Interest earned on funds held with ACCU $ 21 $ 76Loans sold to ACCU 1,000 1,307Dollar amount of secured borrowings made from ACCU 17 —Dollar amount of draws on ACCU line of credit 2,000 —Interest expense on ACCU borrowings 22 —Interest income earned on loans purchased from ACCU — 61Income from broker services provided to ACCU by MPS 46 36Fees paid based on MP Securities Networking Agreement with ACCU 84 101Loan participation interests purchased:The Company negotiates pass-through interest rates on loan participation interests purchased from ACCU on a loan-by-loan basis. Management believes these terms are equivalent to those that prevail in arm's length transactions. The Company did not purchase any loans from ACCU during the years ended December 31, 2021 and 2020.Loan participation interests sold:From time to time, the Company sells loan participation interests in loans it originates and services to ACCU. The Company negotiates pass-through interest rates on loan participation interests sold to ACCU on a loan-by-loan basis. Management believes these terms are equivalent to those that prevail in arm's length transactions.Effective August 9, 2021, the Company entered into a Master Loan Participation Purchase and Sale Agreement (“the Master LP Agreement”) with ACCU. The Master LP Agreement is intended to facilitate the sale to ACCU of small participation interests in the Company’s originated loans. As a part of any transaction conducted under the Master LP Agreement, the borrower of the loan being sold would become a member of ACCU, thereby meeting the requirements of NCUA regulations that govern loan participation purchases by credit unions. This allows the Company to sell additional participations in the loan to other credit unions. Sales made under the Master LP Agreement are done on a recourse basis, requiring the Company to repurchase the participation interest in the event of default by the borrower. Under a separate Deposit Control Agreement reached in conjunction with the Master LP Agreement, the Company deposits cash on a one-to-one basis as collateral to secure the participation interest sold to ACCU. This cash is considered restricted cash. The Company retains the ability to sell loan participation interests to ACCU outside of the Master LP Agreement.As of December 31, 2021, $17.0 thousand had been sold and was outstanding under this agreement. This has been classified on the balance sheet as secured borrowings. The Company has deposited $17.0 thousand in an account at ACCU as collateral for these borrowings. MP Securities networking agreement with ACCU:MP Securities has entered into a Networking Agreement with ACCU pursuant to which MP Securities has agreed to offer investment and insurance products and services to ACCU’s members that:(1) ACCU or its Board of Directors has approved; (2) comply with applicable investor suitability standards required by federal and state securities laws and regulations; (3) are offered in accordance with NCUA rules and regulations; and (4) comply with its membership agreement with FINRA. The agreement entitles MP Securities to pay ACCU a percentage of total revenue received by MP Securities from transactions conducted for or on behalf of ACCU members. Either ACCU or MP Securities may terminate the Networking Agreement without cause upon thirty days prior written notice.Line of Credit:On September 23, 2021, the Company entered into a Loan and Security Agreement with ACCU. The ACCU line of credit (“ACCU LOC”) is a $5.0 million short-term demand facility with a maturity date of September 23, 2022. See Note 10: Credit Facilities and Other Debt for additional terms and conditions. Management believes these terms are equivalent to those that prevail in arm's length transactions. As of December 31, 2021, there were $2.0 million in borrowings outstanding on the ACCU line of credit. Transactions with Kane County Teachers Credit Union (“KCT”)Our Board Chairperson, R. Michael Lee, serves as the Chief Executive Officer and President of KCT. The following describes the nature and dollar amounts of the material related party transactions with KCTCU (dollars in thousands). December 31, December 31, 2021 2020Total funds held on deposit at KCT$ 1,018 $ 1,019Loans pledged on KCT line of credit 8,492 —Outstanding loan participations sold to KCT and serviced by the Company 4,598 1,844 Years ended December 31, 2021 2020Interest earned on funds held with KCT $ 18 $ 22Loans sold to KCT 2,847 —Dollar amount of draws on KCT line of credit 3,825 —Interest expense on KCT line of credit 40 —Fees paid based on MP Securities Networking Agreement with KCT 35 12 Funds on deposit with KCTOn January 13, 2020, the Company purchased $1.0 million of certificates of deposit from KCT. The certificates matured on October 13, 2021 and were not renewed. Line of Credit:On September 30, 2020, the Company entered into a Loan and Security Agreement with KCT. The KCT line of credit (“KCT LOC”) is a $7.0 million short-term demand facility with a maturity date ending September 30, 2022. See Note 10: Credit Facilities and Other Debt for additional terms and conditions. As of December 31, 2020 and December 31, 2021, the Company did not have an outstanding balance on the line. MP Securities Networking Agreement:MP Securities, the Company’s wholly-owned subsidiary, has entered into a Networking Agreement with KCT pursuant to which MP Securities agreed to offer investment and insurance products and services to KCT’s members that:(1)KCT or its Board of Directors has approved; (2)comply with applicable investor suitability standards required by federal and state securities laws and regulations; (3)are offered in accordance with National Credit Union Administration (“NCUA”) rules and regulations; and (4)comply with its membership agreement with FINRA.The agreement entitles MP Securities to pay KCT a percentage of total revenue received by MP Securities from transactions conducted for or on behalf of KCT members. Either KCT or MP Securities may terminate the Networking Agreement without cause upon thirty days prior written notice. Loan Participation Interests Sold:Occasionally the Company sells loan participation interests to KCT in the normal course of business. The Company retains the right to service these participation loans sold to KCT, and it charges KCT a customary fee for servicing the loan.Transactions with Other Equity OwnersFrom time to time the Company will engage in transactions with other owners or related parties. Related party balances pertaining to the assets of the Company are as follows (dollars in thousands): December 31, December 31, 2021 2020Outstanding loan participations sold to UFCU and serviced by the Company$ 4,275 $ 4,323Outstanding loan participations sold to NFCU and serviced by the Company 4,991 1,863Outstanding notes payable to officers and managers 261 316Loan Participations Sold:The Company has a Loan Participation Agreement with UNIFY Financial Credit Union (“UFCU”), an owner of both the Company’s Class A Common Units and Series A Preferred Units. Under this agreement, the Company sold UFCU a $5.0 million loan participation interest in one of its mortgage loan interests on August 14, 2013. As part of this agreement, the Company retained the right to service the loan, and it charges UFCU a fee for servicing the loan. Management believes the terms of the agreement are equivalent to those that prevail in arm's length transactions.The Company has also entered into a Loan Participation Agreement with Navy Federal Credit Union (“NFCU”), an owner of both the Company’s Class A Common Units and Series A Preferred Units. Under this agreement, the Company sold NFCU a $5.0 million loan participation interest in one of its construction loans on March 20, 2020. As part of this agreement, the Company retained the right to service the loan, and it charges NFCU a fee for servicing the loan. Management believes the terms of the agreement are equivalent to those that prevail in arm's length transactions.Investor Notes Sold:From time to time, the Company’s Board and members of its executive management team have purchased investor notes from the Company or have purchased investment products through MP Securities. Investor notes payable owned by related parties totaled $261 thousand and $480 thousand at December 31, 2021 and December 31, 2020. Transactions with SubsidiariesThe Company has entered into several agreements with its subsidiary, MP Securities. The Company eliminates the income and expense related to these agreements in the consolidated financial statements. MP Securities serves as the managing broker for the Company’s public and private placement note offerings. MP Securities receives compensation related to these broker-dealer services ranging from 0.25% to 5.50% over the life of a note. The amount of the compensation depends on the length of the note and the terms of the offering under which MP Securities sold the note.The Company also has entered into an Administrative Services Agreement with MP Securities. The Administrative Services Agreement provides services such as the use of office space, use of equipment, including computers and phones, and payroll and personnel services. The agreement stipulates that MP Securities will provide ministerial, compliance, marketing, operational, and investor relations-related services in relation to the Company’s investor note program. As stated above, the Company eliminates all intercompany transactions related to this agreement in its consolidated financial statements. The Company’s subsidiary, MPF, serves as the collateral agent for the Company’s Secured Notes. The Company’s Prospectus for its Class 1A Notes and the private placement memorandum for the Company’s Secured Notes Offering describe the terms of these agreements.Related Party Transaction PolicyThe Board has adopted a Related Party Transaction Policy to assist in evaluating transactions the Company may enter into with a related party. Under this policy, a majority of the members of the Company’s Board and majority of its independent Board members must approve a material transaction that it enters into with a related party. As a result, all transactions that the Company undertakes with an affiliate or a related party are entered into on terms believed by management to be no less favorable than are available from unaffiliated third parties. In addition, a majority of the Company’s independent Board members must approve these transactions.