Merchants Bancorp
For the period ended Dec 31, 2024. Filed Feb 28, 2025.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2024 · Filed Feb 28, 2025
Extracted filing text, with the paragraph anchors used by the comparison.
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Table of Contents
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| PART I | | | | |
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| Item 1. | | Business | | 6 |
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| Item 1A. | | Risk Factors | | 20 |
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| Item 1B. | | Unresolved Staff Comments | | 34 |
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| Item 1C. | | Cybersecurity | | 34 |
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| Item 2. | | Properties | | 36 |
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| Item 3. | | Legal Proceedings | | 36 |
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| Item 4. | | Mine Safety Disclosures | | 36 |
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| PART II | | | | |
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| Item 5. | | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | | 36 |
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| Item 6. | | Selected Financial Data | | 38 |
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| Item 7. | | Management’s Discussion and Analysis of Financial Condition and Results of Operations | | 40 |
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| Item 7A. | | Quantitative and Qualitative Disclosures About Market Risk | | 68 |
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| Item 8. | | Financial Statements and Supplementary Data | | 71 |
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| Item 9. | | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure | | 136 |
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| Item 9A. | | Controls and Procedures | | 136 |
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| Item 9B. | | Other Information | | 138 |
| Item 9C. | | Disclosure Regarding Foreign Jurisdictions that Prevent Inspections | | 138 |
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| PART III | | | | |
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| Item 10. | | Directors, Executive Officers, and Corporate Governance | | 139 |
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| Item 11. | | Executive Compensation | | 139 |
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| Item 12. | | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | | 139 |
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| Item 13. | | Certain Relationships and Related Transactions, and Director Independence | | 139 |
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| Item 14. | | Principal Accounting Fees and Services | | 139 |
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| PART IV | | | | |
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| Item 15. | | Exhibits, Financial Statement Schedules | | 140 |
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| SIGNATURES | | 142 | ||
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Glossary of Defined Terms
As used in this report, references to “Merchants” “the Company,” “we,” “our,” “us,” and similar terms refer to the consolidated entity consisting of Merchants Bancorp and its wholly owned subsidiaries. Merchants Bancorp refers solely to the parent holding company, and Merchants Bank refers to Merchants Bancorp’s bank subsidiary, Merchants Bank of Indiana.
The acronyms and abbreviations identified below are used throughout this report, including the Notes to Consolidated Financial Statements.
ACL: allowance for credit losses
ACL-Guarantees: allowance for credit losses on guarantees
ACL-Loans: allowance for credit losses on loans
ACL-OBCE: allowance for credit losses on off-balance sheet credit exposures
AFX: American Financial Exchange
ALCO: Asset-Liability Committee
AI: Artificial Intelligence
AOCI: accumulated other comprehensive income
AOCL: accumulated other comprehensive loss
ARM: adjustable-rate mortgage
ASC: Accounting Standards Codification
ASU: Accounting Standards Update
Bank: Merchants Bank
BHC: bank holding company
BHC Act: Bank Holding Company Act of 1956
BSA: Bank Secrecy Act
CBLR: community bank leverage ratio
CCO: Chief Credit Officer
CDS: Credit Default Swap
CFPB: Consumer Financial Protection Bureau
CECL: FASB Accounting Standards Update (ASU) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments adopted by the Corporation on January 1, 2022.
CISSP: Certified Information Systems Security Professional
CMT: constant maturity rate
CODM: chief operating decision maker
Corporation: Merchants Bancorp
CRA: Community Reinvestment Act
DIF: Deposit Insurance Fund
Dodd-Frank Act: Dodd-Frank Wall Street Reform and Consumer Protection Act
DRR: Designated Reserve Ratio
ESG: Environment, Social, and Governance
ESOP: Employee Stock Ownership Plan
Farmer Mac: Federal Agricultural Mortgage Corporation
Fannie Mae: Federal National Mortgage Association
FASB: Financial Accounting Standards Board
FCB: Federal Farm Credit Bank
FDIC: Federal Deposit Insurance Corporation
FDICIA: Federal Deposit Insurance Corporation Improvement Act of 1991
Federal Reserve: Board of Governors of the Federal Reserve System
FHA: Federal Housing Authority
FHLB: Federal Home Loan Bank
FHLBI: Federal Home Loan Bank of Indianapolis
FHLBC: Federal Home Loan Bank of Chicago
FinCEN: Financial Crimes Enforcement Network
FMBI: Farmers-Merchants Bank of Illinois, a wholly owned subsidiary of Merchants Bancorp until all branches were sold and the charter collapsed into Merchants Bank in January 2024
Freddie Mac: Federal Home Loan Mortgage Corporation
GAAP: United States generally accepted accounting principles
GIAC: Global Information Assurance Certifications
Ginnie Mae: Government National Mortgage Association
GSE: government sponsored entities, including Fannie Mae and Freddie Mac
GSE Patch: a loan eligible for purchase by Fannie Mae or Freddie Mac while they operate under federal conservatorship or receivership
HELOC: home equity line of credit
IDFI: Indiana Department of Financial Institutions
IDFPR: Illinois Department of Financial and Professional Regulation
ISC2: International Information System Security Certification Consortium
ISP: Information Security Program
IT: information technology
LIBOR: London Interbank Offered Rate
LIHTC: low-income housing tax credits
LLC: limited liability companies
MAM: Merchants Asset Management, LLC, a wholly owned subsidiary of Merchants Bancorp
MCC: Merchants Capital Corporation, a wholly owned subsidiary of Merchants Bank
MCI: Merchants Capital Investments, LLC, a wholly owned subsidiary of Merchants Bank
MCS: Merchants Capital Servicing, LLC, a wholly owned subsidiary of Merchants Bank
N/A: not applicable
N/M: not meaningful
NASDAQ: NASDAQ Capital Market
OCC: Office of the Comptroller of the Currency
OREO: other real estate owned
Patriot Act: Uniting and Strengthening America by Providing Appropriate Tools Required to Intercept and Obstruct Terrorism Act of 2001
PCAOB: Public Company Accounting Oversight Board
REMIC: real estate mortgage investment conduit
ROU: right of use
SBA: Small Business Administration
SEC: Securities and Exchange Commission
SOFR: Secured Overnight Financing Rate
TDR: troubled debt restructuring. On January 1, 2023, the Company adopted FASB Accounting Standards Update (“ASU”) No. 2022-02, Financial Instruments – Credit Losses (Topic 326) Troubled Debt Restructurings and Vintage Disclosures, which eliminates the recognition and measurement of troubled debt restructurings. The Company adopted the prospective approach for this new guidance.
Treasury: US Department of the Treasury
USDA: United States Department of Agriculture
VA: Veterans Affairs
VIE: variable interest entity
Information included in or incorporated by reference in this Annual Report on Form 10-K, our other filings with the Securities and Exchange Commission and our press releases or other public statements, contain or may contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Please refer to a discussion of our forward-looking statements and associated risks in Item 1, “Business – Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995” and our discussion of risk factors in Item 1A, “Risk Factors” in this Annual Report on Form 10-K.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.