Manhattan Bridge Capital

A N N U A L
R E P O R T
D E C E M B E R
3 1
N A S DAQ : LOA N
60 Cutter Mill Road, Suite 205
G r e a t
N e c k ,
N Y
1 1 0 2 1
T E L :
5 1 6 - 4 4 4 - 3 4 0 0
FA X : 5 1 6 - 4 4 4 - 3 4 0 4
www.manhattanbridgecapital.com
2 0 2 4

Dear Valued Shareholders,
As we close the books on 2024, I want to take a moment to thank you for your ongoing support and
trust in Manhattan Bridge Capital (the “Company”). This year has been challenging, particularly due
to the high-interest rate environment, which has placed considerable pressure on the real estate
market. Despite these headwinds, our conservative, low-leverage model, disciplined underwriting
approach, and strong relationships with our borrowers have enabled us to navigate these challenges
effectively.
Our focus has remained on funding residential real estate investments, a sector that continues to show
resilient demand, even amid broader market uncertainties. While 2024 saw slower market activity,
particularly in the first half of the year, our approach allowed us to remain selective and cautious,
ensuring that we captured opportunities aligned with our long-term strategy while safeguarding our
portfolio against undue risk.
Looking ahead to 2025, we remain mindful of the broader economic environment and potential
challenges in the real estate sector. However, we are confident in our ability to adapt to changing
market conditions, as we have done in the past. We believe that our focus on disciplined risk
management, combined with a solid operational foundation, positions us well to continue navigating
uncertainties and pursuing opportunities that support sustainable growth.
In line with our ongoing commitment to delivering value to you, our shareholders, we are pleased to
announce that we plan to maintain our quarterly dividend of $0.115 in 2025. This decision reflects our
confidence in the stability of our business model and our dedication to providing consistent returns,
while continuing to prioritize financial strength and operational discipline.
Thank you once again for being a valued part of the Manhattan Bridge Capital family. We remain
focused on building long-term value for our shareholders, and together, we look forward to a
successful and prosperous 2025.
All the best,
Assaf Ran

FORWARD-LOOKING STATEMENTS
This letter and the statements of the Company’s representatives related thereto contain or may
contain forward-looking statements within the meaning of the Private Securities Litigation Reform
Act of 1995. Statements that are not statements of historical fact may be deemed to be
forward-looking statements. Without limiting the generality of the foregoing, words such as
“plan,” “project,” “potential,” “seek,” “may,” “will,” “expect,” “believe,” “anticipate,” “intend,”
“could,” “estimate,” or “continue” are intended to identify forward-looking statements. For
example, when the Company discusses the Company’s confidence in its ability to adapt to
changing market conditions, the Company’s ability to continue navigating uncertainties and
pursuing opportunities that support sustainable growth, its belief that its quarterly dividend of
$0.115 will continue in 2025, as well as opportunities and delivering value to shareholders, it is
using forward looking statements. Readers are cautioned that certain important factors may affect
the Company’s actual results and could cause such results to differ materially from any
forward-looking statements that may be made in this news release. Forward-looking statements are
not guarantees of future performance and involve risks and uncertainties. Actual results may
differ materially from those projected, expressed or implied in the forward-looking statements as
a result of various factors, including but not limited to the following: (i) the Company’s loan
origination activities, revenues and profits are limited by available funds; (ii) the Company
operates in a highly competitive market and competition may limit its ability to originate loans
with favorable interest rates; (iii) the Company’s Chief Executive Officer is critical to its business
and its future success may depend on the Company’s ability to retain him; (iv) if the Company
overestimates the yields on its loans or incorrectly values the collateral securing the loan, the
Company may experience losses; (v) the Company may be subject to “lender liability” claims; (vi)
the Company’s due diligence may not uncover all of a borrower’s liabilities or other risks to its
business; (vii) borrower concentration could lead to significant losses; (viii) the Company may
choose to make distributions in its own stock, in which case you may be required to pay income
taxes in excess of the cash dividends you receive; (ix) an increase in interest rates may impact the
Company’s profitability; (x) the Company may be unsuccessful in its efforts to extend or replace
its existing credit line; and (xi) the Company may be unsuccessful in its efforts to refinance our
6% senior secured notes due April 22, 2026. The risk factors contained in the Company’s Annual
Report on Form 10-K for the fiscal year ended December 31, 2024 filed with the Securities and
Exchange Commission identify important factors that could cause such differences. These
forward-looking statements speak only as of the date of this letter, and the Company cautions
potential investors not to place undue reliance on such statements. The Company undertakes no
obligation to publicly update any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by applicable law.

2
Business
General
We are a New York-based real estate finance company that specializes in originating, servicing and managing a
portfolio of first mortgage loans. We offer short-term, secured, non-banking loans (sometimes referred to as “hard money”
loans), which we may renew or extend on, before or after their initial term expires, to real estate investors to fund their
acquisition, renovation, rehabilitation or improvement of properties located in the New York metropolitan area, including New
Jersey and Connecticut, and in Florida. We are organized and conduct our operations to qualify as a real estate investment trust
for federal income tax purposes (“REIT”). We have qualified for taxation as a REIT beginning with our taxable year ended
December 31, 2014. For reasons discussed below, our restated certificate of incorporation restricts the acquisition and
ownership of our capital stock to 4.0% of our outstanding shares of capital stock, by value or number of shares, whichever is
more restrictive.
In order to maintain our qualification for taxation as a REIT, we are required to distribute at least 90% of our REIT
taxable income to our shareholders each year. To the extent we distribute less than 100% of our taxable income to our
shareholders (but more than 90%) we will maintain our qualification for taxation as a REIT, but the undistributed portion will
be subject to regular corporate income taxes. As a REIT, we may also be subject to federal excise taxes and minimum state taxes.
We also intend to operate our business in a manner that will permit us to maintain our exemption from registration under the
Investment Company Act of 1940, as amended (the “Investment Company Act”). In addition, in order for us to qualify for
taxation as a REIT, not more than 50% in value of our outstanding common shares may be owned, directly or indirectly, by five
or fewer individuals (as defined in the Internal Revenue Code of 1986, as amended (the “Code”) to include certain entities) at
any time during the last half of each taxable year, and at least 100 persons must beneficially own our stock during at least 335
days of a taxable year of 12 months, or during a proportionate portion of a shorter taxable year. To help ensure that we meet the
tests, our restated certificate of incorporation restricts the acquisition and ownership of our capital stock. The ownership
limitation is fixed at 4.0% of our outstanding shares of capital stock, by value or number of shares, whichever is more
restrictive. Assaf Ran, our Chief Executive Officer and founder, is exempt from this restriction.
The properties securing the loans are generally classified as residential or commercial real estate and, typically, are not
income producing. All loans, except for one with a face value of approximately $47,000, are secured by a first mortgage lien on
real estate. In addition, each loan is personally guaranteed by the principal(s) of the borrower, which guarantee may be
collaterally secured by a pledge of the guarantor’s interest in the borrower. The face amount of the loans we originated in the
past seven years ranged from $40,000 to a maximum of $3.6 million. Our lending policy limits the maximum amount of any
loan to the lower of (i) 9.9% of the aggregate amount of our loan portfolio (not including the loan under consideration) and (ii)
$4 million. Our loans typically have a maximum initial term of 12 months and bear interest at a fixed rate of 9% to 13% per
year. In addition, we usually receive origination fees or “points” ranging from 0% to 2% of the original principal amount of the
loan as well as other fees relating to underwriting and funding the loan. Interest is always payable monthly, in arrears. In the case
of acquisition financing, the principal amount of the loan usually does not exceed 75% of the value of the property (as
determined by an independent appraiser) and in the case of construction financing, it is typically up to 80% of construction costs.
Since commencing our business in 2007, except as set forth below, we have never foreclosed on a property, although
sometimes we have renewed or extended the term of a loan to enable the borrower to avoid premature sale or refinancing of the
property. When we renew or extend a loan, we generally receive additional “points” and other fees. In June 2023, we filed a
foreclosure lawsuit relating to one property, as a result of a deed transfer from the borrower to a buyer without our consent. In
that instance, the buyer of the property on which we had a valid mortgage suffered a data breach which resulted in the failure of
the buyer to remit the funds needed for the loan payoff. In October 2023, we received the entire payoff amount for the loan
receivable, including all unpaid fees, to rectify the situation.
Our executive officers are experienced in hard money lending under various economic and market conditions. Loans
are underwritten and structured by our Chief Executive Officer, assisted by our Chief Financial Officer, and then managed and
serviced principally by our Chief Financial Officer and our internal team. A principal source of new transactions has been repeat
business from prior customers and their referral of new business. Loans are originated by our internal team, and we also receive
leads for new business from real estate brokers, mortgage brokers and a limited amount of advertising.

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Business
Our primary business objective is to grow our loan portfolio while protecting and preserving capital in a manner that
provides for attractive risk-adjusted returns to our shareholders over the long term through dividends. We intend to achieve this
objective by continuing to selectively originate, fund loans secured by first mortgages on residential and commercial real estate
held for investment located in the New York metropolitan area, including New Jersey and Connecticut, and in Florida, and to
carefully manage and service our portfolio in a manner designed to generate attractive risk-adjusted returns across a variety of
market conditions and economic cycles. We believe that current market dynamics specifically the demand/supply imbalance for
relatively small real estate loans, presents opportunities for us to selectively originate high-quality first mortgage loans and we
believe that these market conditions should persist for a number of years. We have built our business on a foundation of intimate
knowledge of the New York metropolitan area real estate market combined with a disciplined credit and due diligence culture
that is designed to protect and preserve capital. We believe that our flexibility and ability to structure loans that address the needs
of our borrowers without compromising our standards on credit risk, our expertise, our intimate knowledge of the New York
metropolitan area real estate market and our focus on newly originated first mortgage loans, has defined our success until now
and should enable us to continue to achieve our objectives.
The Market Opportunity
Real estate investment is a capital-intensive business that relies heavily on debt capital to acquire, develop, improve,
construct, renovate and maintain properties. We believe that the demand for relatively small loans to acquire, renovate or
improve residential and commercial real estate held around the New York metropolitan area, including New Jersey and
Connecticut, and in Florida markets presents a compelling opportunity to generate attractive returns for an established,
well-financed, non-bank lender like us. We have competed successfully in these markets notwithstanding the fact that many
traditional lenders, such as banks and other institutional lenders, also service this market. Our primary competitive advantage is
our ability to approve and fund loans quickly and efficiently. In this environment, characterized by a supply-demand imbalance
for financing and increasing asset values, we believe we are well positioned to capitalize and profit from these industry trends.
We believe there is a significant market opportunity for a well-capitalized “hard money” real estate finance company
to originate attractively priced loans with strong credit fundamentals. Particularly around the New York metropolitan area where
real estate values are relatively stable and substandard properties are being improved, rehabilitated and renovated, we believe
there are many opportunities for a “hard money” lender providing capital for these purposes to small scale developers. We
further believe that our flexibility to structure loans to suit the particular needs of our borrowers and our ability to close
quickly make us an attractive alternative to banks and other large institutional lenders for small real estate developers and
investors.
Our Business and Growth Strategies
Our objective is to protect and preserve capital in a manner that provides for attractive risk-adjusted returns to our
shareholders over the long term, principally through dividends. We intend to achieve this objective by continuing to focus
exclusively on selectively originating, servicing and managing a portfolio of short-term real estate loans secured by first
mortgages on real estate located in the New York metropolitan area, including New Jersey and Connecticut, and in Florida, that
are designed to generate attractive risk-adjusted returns across a variety of market conditions and economic cycles. We believe
that our ability to react quickly to the needs of borrowers, our flexibility in terms of structuring loans to meet the needs of
borrowers, our intimate knowledge of the New York metropolitan area real estate market, our expertise in “hard money”
lending and our focus on newly originated first mortgage loans, should enable us to achieve this objective. Nevertheless, we will
remain flexible in order to take advantage of other real estate related opportunities that may arise from time to time, whether
they relate to the mortgage market or, if we determine that it is in our best interest, to make direct or indirect investments in real
estate.
Our strategy to achieve our objective includes the following:
•
capitalize on opportunities created by the long-term structural changes in the real estate lending market and
the continuing demand for liquidity in the real estate market;
•
take advantage of the prevailing economic environment as well as economic, political and social trends that
may impact real estate lending currently and in the future as well as the outlook for real estate in general and
particular asset classes;

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Business
•
remain flexible in order to capitalize on changing sets of investment opportunities that may be present in the
various points of an economic cycle; and
•
operate so as to qualify for taxation as a REIT and for an exemption from registration under the Investment
Company Act.
In furtherance of these strategies, we have a credit line agreement with Webster Business Credit Corporation
(“Webster”), Flushing Bank (“Flushing”), and Mizrahi Tefahot Bank Ltd. (“Mizrahi”) whereby Webster, Flushing and Mizrahi
have extended us a $32.5 million credit line.
Our Competitive Strengths
We believe our competitive strengths include:
•
Experienced management team. Our management team has successfully originated and serviced a portfolio of
real estate mortgage loans generating attractive annual returns under varying economic and real estate market
conditions. We expect that the experience of our management team will provide us with the ability to
effectively deploy our capital in a manner that we believe will provide for attractive risk-adjusted returns but
with a focus on capital preservation and protection.
•
Long-standing relationships. A significant portion of our business comes from repeat customers with whom
we have long-standing relationships. These customers are also a referral source for new borrowers. As long as
these customers remain active real estate investors, they provide us with an advantage in securing new
business and help us maintain a pipeline to attractive new opportunities that may not be available to many of
our competitors or to the general market.
•
Knowledge of the market. Our intimate knowledge of the real estate markets in the geographic areas in which
we operate enhances our ability to identify attractive opportunities and helps distinguish us from many of our
competitors.
•
Disciplined lending. We seek to maximize our risk-adjusted returns, and preserve and protect capital, through
our disciplined and credit-based approach. We utilize rigorous underwriting and loan closing procedures that
include numerous checks and balances to evaluate the risks and merits of each potential transaction. We seek
to protect and preserve capital by carefully evaluating the conditions of various properties, property locations,
and the creditworthiness of the guarantors.
•
Vertically-integrated loan origination platform. We manage and control the loan process from origination
through closing with our own personnel and independent legal counsel and appraisers, with whom we have
long relationships, who together constitute a highly experienced team in credit evaluation, underwriting and
loan structuring. We also believe that our procedures and experience allow us to quickly and efficiently
execute opportunities we deem desirable.
•
Structuring flexibility. As a relatively small, non-bank real estate lender, we can move quickly and have much
more flexibility than traditional lenders to structure loans to suit the needs of our clients. Our ability to
customize financing structures to meet borrowers’ needs is one of our key business strengths.
•
No legacy issues. Unlike many of our competitors, we are not burdened by distressed legacy real estate assets.
We do not have a legacy portfolio of lower-return or problem loans that could potentially dilute the attractive
returns we believe are available in the current liquidity-challenged environment and/or distract and
monopolize our management team’s time and attention. We do not have any adverse credit exposure to,
and we do not anticipate that our performance will be negatively impacted by, previously purchased assets.

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Business
Our Real Estate Lending Activities
Our real estate lending activities involve originating, funding, servicing and managing short-term loans (i.e.: loans with
an initial term of not more than one year), secured by first mortgage liens on real estate property located in the
New York metropolitan area, including New Jersey and Connecticut, and in Florida, held for investment or resale. Generally,
borrowers use the proceeds from our loans for one of three purposes: (i) to acquire and renovate existing residential (single, two
or three family) real estate properties; (ii) to acquire vacant land and construct residential real properties; and (iii) to purchase
and hold income producing properties. Our mortgage loans are structured to fit the needs and business plans of the borrowers.
Revenue is generated primarily from the interest borrowers pay on our loans and, to a lesser extent, loan fee income generated
on the origination and extension of loans.
Most of our loans are funded in full at the closing. However, our loan portfolio includes a number of
construction loans, which are only partially funded at closing. At December 31, 2024 and 2023, our unfunded commitment was
approximately $7.2 million and $7.98 million, respectively. Advances under construction loans are funded against requests
supported by all required documentation as and when needed to pay contractors and other costs of construction. In the case of
construction loans, the borrower will either deliver multiple notes or one global note for the entire commitment. In either case,
interest only accrues on the funded portion of the loan.
In general, our strategy is to service and manage the loans we originate until they are paid. However, there have been
a few instances where we have either used loans as collateral, or sold participating interests in loans. At December 31, 2024,
most of our loans are secured by properties located around the New York metropolitan area. Most of the properties we finance
are residential, although on occasion they are classified as commercial. However, in all instances the properties are held only for
investment by the borrowers. Most of these properties do not generate any cash flow.
The typical terms of our loans are as follows:
Principal amount – In the last seven years, a minimum of $40,000 to a maximum of $3.6 million. Our lending policy
limits the maximum loan amount to the lower of (i) 9.9% of the aggregate amount of our loan portfolio (not including the loan
under consideration) and (ii) $4 million.
Loan-to-Value Ratio - Up to 75%, and/or up to 80% of construction costs.
Interest rate - Most of the loans in our portfolio have a fixed rate of typically 9% to 13%.
Term - Generally, one year with early termination in the event of a sale of the property or a refinancing. We entertain
requests for granting extensions under certain conditions.
Prepayments - Borrower may prepay the loan at any time beginning three months after the funding date and in some
instances, we waive prepayment fees.
Covenants - To timely pay all interest on the loan and to maintain hazard insurance with respect to the property.
Events of default - Include: (i) failure to comply with the loan terms; (ii) breach of a covenant.
Payment terms - Interest only is payable monthly in arrears. Principal is due in a “balloon” payment at the maturity
date.
Escrow - None.
Reserves - None.
Security - The loan is evidenced by a promissory note, which is secured by a first mortgage lien on the real property
owned by the borrower. In addition, each loan is guaranteed by the principals of the borrower, which may be collaterally secured
by a pledge of the guarantor’s interest in the borrower.
Fees and Expenses - Borrowers generally pay an origination fee equal to 0% to 2% of the loan amount. If we agree to
extend the term of the loan, we usually collect the same origination fee we charged on the initial funding of the loan. In
addition, borrowers in some cases also pay a processing fee, wire fee, bounced check fee, assignment fee and, in the case of

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Business
Our loan portfolio
The following table highlights certain information regarding our real estate lending activities for the periods indicated:
Year Ended December 31,
($ in thousands)
2024
2023
Loans originated
$ 41,966
$ 56,301
Loans repaid
$ 49,090
$ 57,736
Mortgage lending revenues
$
9,689
$
9,796
Mortgage lending expenses
$
2,339
$
2,528
Number of loans outstandin
95
120
Principal amount of loans earning interest
$ 65,974
$ 73,048
Average outstanding loan balance
$
694
$
609
Percent of loans secured by New York metropolitan area properties,
including in New Jersey and Connecticut (1)
95.80%
97.50%
Weighted average contractual interest rate
11.36%
11.49%
Weighted average term to maturity (in months)(2)
6.35
6.77
(1) Calculated based on the number of loans.
(2) Without giving effect to extension options.
At December 31, 2023, no single loan, borrower or group of affiliated borrowers accounted for more than 10% of our
loan portfolio. At December 31, 2024, we have made loans to four different entities in the aggregate amount of $7,225,000, or
representing 11.0% of our loan portfolio. One individual holds at least a fifty percent interest in each of the different entities.
This individual is not affiliated with any of our officers or directors.
The following table sets forth information regarding the types of properties securing our mortgage loans outstanding at
December 31, 2024 and 2023, and the interest earned, on the active loans, in each category (dollars in thousands):
2024
2023
Number of
Interest
Number of
Interest
Loans
Earned
Percentage
Loans
Earned
Percentage
Residential
85
$4,515
85%
111
$4,504
84%
Commercial
6
801
11%
6
768
14%
Mixed Use
4
161
4%
3
90
2%
Total
95
$5,477
100%
120
$5,362
100%
Our Origination Process and Underwriting Criteria
We primarily rely on our relationships with existing and former borrowers, real estate investors, real estate brokers, loan
initiators, and mortgage brokers to originate loans. Many of our borrowers are “repeat customers.” When underwriting a loan,
the primary focus of our analysis is the value of a property and the credit worthiness of the borrower and its principals. Prior to
making a final decision on a loan application we conduct extensive due diligence of the borrower and its principals. In terms of
the property, we require an assessment report and evaluation. We also order title, lien and judgment searches. We will also
evaluate the neighborhood in order to determine the liquidity of the property. Finally, we analyze and assess financial and
operational data provided by the borrower relating to its operation and maintenance of the property. In terms of the borrower and
its principals, we usually obtain third party credit reports from one of the major credit reporting services as well as personal
financial information provided by the borrower and its principals. We analyze all this information carefully prior to making a
final determination. Ultimately, our decision is based on our conclusions regarding the value of the property, which takes into
account factors such as the neighborhood in which the property is located, the current use and potential alternative use of the
property, current and potential net income from the property, the local market, sales information of comparable properties,
existing zoning regulations, the creditworthiness of the borrower and its principals and their experience in real estate ownership,
construction, development and management. In conducting our due diligence, we rely, in part, on third party professionals and
experts including appraisers, title insurers and attorneys.
construction loans, check requisition fee for each draw from the loan. Finally, the borrower pays all expenses relating to
obtaining the loan including the cost of a property appraisal, and all title, recording fees and legal fees.
Operating Data
The current high level of interest rates adversely impacts our interest costs, and also results in less competition and less
liquidity in the real estate market. We have experienced a slowdown in the deployment of capital, as well as lower demand for
new loans. We have increased the interest rates charged on our commercial loans in order to offset our increased interest costs.
In addition, most of our loans contain an adjustable interest rate clause allowing us to charge no less than the prime rate plus 3%
on the outstanding loans.

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Business
Before a loan commitment is issued, the loan must be reviewed and approved by our Chief Executive Officer. Our loan
commitments are generally issued subject to receipt by us of title documentation and title report, in a form satisfactory to us, for the
underlying property. We require a personal guarantee from the principal or principals of the borrower.
Our Current Financing Strategies
Our financing strategies are critical to the success and growth of our business. Our financing strategies at this time are
limited to equity and debt offerings, as well as lines of credit from banks. Our principal capital raising transactions have consisted of
the following:
Credit line. Currently, we have a credit line with Webster, Flushing, and Mizrahi pursuant to which we are eligible to
borrow up to $32.5 million against assignments of mortgages and other collateral (the “Webster Credit Line”), as described in Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations - “Liquidity and Capital Resources” below.
As of December 31, 2024, the interest rates under the Webster Credit Line equaled (i) the Secured Overnight Financing Rate (“SOFR”)
plus a premium, which rate aggregated 8.0%, including a 0.5% agency fee, or (ii) a Base Rate (as defined in the Amended and Restated
Credit Agreement) plus 2.00% plus a 0.5% agency fee, as chosen by the Company for each drawdown. (See Note 5 to the financial
statements included elsewhere in this Report.) As of December 31, 2024 and March 4, 2025, $16,427,874 and $14,929,239,
respectively, was outstanding under the Webster Credit Line. The following table shows our capitalization, including our financing
arrangements, and our loan portfolio as of December 31, 2024:
Debt:
Line of credit
$
16,428
Senior secured notes (net of deferred financing costs of $97)
5,903
Total debt
22,331
Other liabilities
2,333
Capital (equity)
43,265
Total sources of capital
$
67,929
Assets:
Loans
$
65,974
Other assets
1,955
Total assets
$
67,929
Capitalization ($ in thousands):
Competition
The real estate finance market around the New York metropolitan area is highly competitive. We face competition for
lending and investment opportunities from a variety of institutional lenders and investors and many other market participants,
including specialty finance companies, mortgage/other REITs, commercial banks and thrift institutions, investment banks, insurance
companies, hedge funds and other financial institutions as well as private equity funds, family offices and high net worth individuals.
Many of these competitors enjoy competitive advantages over us, including greater name recognition, established lending
relationships with customers, financial resources, and access to capital. However, we have seen less competition and less liquidity in
the real estate market due to the interest rate increases in recent years. We also believe that we benefit from our low equity-to-debt
ratio in the current market condition.
Notwithstanding some of our competitive disadvantages, we believe we have carved a niche for ourselves among small real
estate developers, owners and contractors throughout the New York metropolitan area because of our ability to structure each loan to
suit the needs of each individual borrower and our ability to act quickly. In addition, we believe we have developed a reputation among
these borrowers as offering reasonable terms and providing outstanding customer service. We believe our future success will depend
on our ability to maintain and capitalize on our existing relationships with borrowers and brokers and to expand our borrower base
by continuing to offer attractive loan products, remain competitive in pricing and terms, and provide superior service.
In
addition,
we
have
also
begun
operating
in
the
New
Jersey,
Connecticut
and
Florida
markets.
As we have not operated in those markets for an extended period of time, we have faced competition from more established lenders,
as well as some smaller lenders, in those markets.

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Business
Sales and Marketing
We rely on our internal team to generate lending opportunities as well as referrals from existing or former borrowers,
brokers and bankers and advertising to generate lending opportunities. A principal source of new transactions has been repeat
business from prior customers and their referral of new leads. We also engage with third parties in order to support sales and
marketing efforts as needed.
Intellectual Property
Our business does not depend on exploiting or leveraging any intellectual property rights. To the extent we own any
rights to intellectual property, we rely on a combination of federal, state and common law trademarks, service marks and trade
names, copyrights and trade secret protection. We have registered some of our trademarks and service marks in the United States
Patent and Trademark Office including “Manhattan Bridge Capital”.
The protective steps we have taken may not deter misappropriation of our proprietary information. These claims, if
meritorious, could require us to license other rights or subject us to damages and, even if not meritorious, could result in the
expenditure of significant financial and managerial resources on our part.
Employees
As of December 31, 2024, we employed six employees. In addition, during 2024 we used outside lawyers and other
independent professionals to verify titles and ownership, to file liens and to consummate the transactions. Outside appraisers
were used to assist management in evaluating the worth of collateral, when deemed necessary by management. We also used
construction inspectors as well as mortgage brokers and deal initiators.
Regulation
Our operations are subject, in certain instances, to supervision and regulation by state and federal governmental auth
orities and may be subject to various laws and judicial and administrative decisions imposing various requirements and
restrictions. In addition, we may rely on exemptions from various requirements of the Securities Act of 1933, as amended (the
“Securities Act”), the Exchange Act, the Investment Company Act and ERISA. These exemptions are sometimes highly
complex and may in certain circumstances depend on compliance by third parties who we do not control.
Regulation of Commercial Real Estate Lending Activities
Although most states do not regulate commercial finance, certain states impose limitations on interest rates and other
charges and on certain collection practices and creditor remedies, and require licensing of lenders and financiers and adequate
disclosure of certain contract terms. We also are required to comply with certain provisions of, among other statutes and
regulations, certain provisions of the Equal Credit Opportunity Act that are applicable to commercial loans, The USA PATRIOT
Act, regulations promulgated by the Office of Foreign Asset Control and federal and state securities laws and regulations.
Investment Company Act Exemption
Although we reserve the right to modify our business methods at any time, we are not currently required to register as
an investment company under the Investment Company Act. However, we cannot assure you that our business strategy will not
evolve over time in a manner that could subject us to the registration requirements of the Investment Company Act.
Section 3(a)(1)(A) of the Investment Company Act defines an investment company as any issuer that is or holds itself
out as being engaged primarily, or proposes to engage primarily, in the business of investing, reinvesting or trading in securities.
Section 3(a)(1)(C) of the Investment Company Act defines an investment company as any issuer that is engaged or proposes to
engage in the business of investing, reinvesting, owning, holding or trading in securities and owns or proposes to acquire
investment securities having a value exceeding 40% of the value of the issuer’s total assets (exclusive of U.S. Government
securities and cash items) on an unconsolidated basis, which we refer to as the 40% test.

9
Business
We rely on the exception set forth in Section 3(c)(5)(C) of the Investment Company Act which excludes from the
definition of investment company “[a]ny person who is not engaged in the business of issuing redeemable securities,
face-amount certificates of the installment type or periodic payment plan certificates, and who is primarily engaged in one or
more of the following businesses... (C) purchasing or otherwise acquiring mortgages and other liens on and interests in real
estate.” This exception generally requires that at least 55% of an entity’s assets be comprised of mortgages and other liens on
and interests in real estate, also known as “qualifying interests,” and at least another 25% of the entity’s assets must be
comprised of real estate-type interests reduced by any amount of qualifying interests that the entity holds in excess of the 55%
minimum limit (with no more than 20% of the entity’s assets comprised of miscellaneous assets). At the present time, we
qualify for the exception under this section and our current intention is to continue to focus on originating short-term loans
secured by first mortgages on real property. However, if, in the future, we do acquire non-real estate assets without the
acquisition of substantial real estate assets, we may be deemed to be an “investment company” and be required to register as
such under the Investment Company Act, which could have a material adverse effect on us.
If we were required to register as an investment company under the Investment Company Act, we would become
subject to substantial regulation with respect to our capital structure (including our ability to use leverage), management,
operations, transactions with affiliated persons (as defined in the Investment Company Act), portfolio composition, including
restrictions with respect to diversification and industry concentration, and other matters.
Qualification for exclusion from the definition of an investment company under the Investment Company Act will limit
our ability to make certain investments. In addition, complying with the tests for such exclusion could restrict the time at which
we can acquire and sell assets.
Environmental Laws
Our borrowers, who own properties, may be subject to various environmental laws of federal, state and local
governments. To the extent that an owner of a property underlying one of our debt instruments becomes liable for removal costs,
the ability of the owner to make payments to us may be reduced, which in turn may adversely affect the value of the relevant
mortgage asset held by us and our ability to make distributions to our shareholders. To date, our borrowers’ compliance with
existing laws has not had a material adverse effect on our earnings and we do not have reason to believe it will have such an
impact in the future. However, we cannot predict the impact of unforeseen environmental contingencies or new or changed laws
or regulations on the properties owned by our borrowers.
Properties
Our executive and principal operating office is located in Great Neck, New York. We use this space for all of our
operations. This space is occupied under a lease, as amended, that expires November 30, 2027. The current monthly rent is
$5,330, including electricity and real estate taxes. We believe this facility is adequate to meet our requirements at our current
level of business activity.

10
Business
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11
ManagementÊs Discussion and Analysis of Financial Condition and Results of Operations
The following management’s discussion and analysis of financial condition and results of operations should be read in
conjunction with our audited consolidated financial statements and notes thereto contained elsewhere in this Report. This
discussion contains forward-looking statements based on current expectations that involve risks and uncertainties.
Actual
results and the timing of certain events may differ significantly from those projected in such forward-looking statements.
Overview
We are a New York-based real estate finance company taxed as a REIT that specializes in originating, servicing and
managing a portfolio of first mortgage loans. We offer short-term, secured, non-banking loans (sometimes referred to as “hard
money” loans), which we may renew or extend on, before or after their initial term expires, to real estate investors to fund their
acquisition, renovation, rehabilitation or development of residential or commercial properties located in the New York
metropolitan area, including New Jersey and Connecticut, and in Florida. As a REIT, we are required to distribute at least 90%
of our REIT taxable income to our shareholders on an annual basis.
In order to maintain our qualification for taxation as a REIT, we are required to distribute at least 90% of our REIT
taxable income to our shareholders each year. To the extent we distribute less than 100% of our taxable income to our
shareholders (but more than 90%) we will maintain our qualification for taxation as a REIT, but the undistributed portion will
be subject to regular corporate income taxes. As a REIT, we may also be subject to federal excise taxes and minimum state taxes.
We also intend to operate our business in a manner that will permit us to maintain our exemption from registration under the
Investment Company Act. In addition, in order for us to qualify for taxation as a REIT, not more than 50% in value of our
outstanding common shares may be owned, directly or indirectly, by five or fewer individuals (as defined in the Code to include
certain entities) at any time during the last half of each taxable year, and at least 100 persons must beneficially own our stock
during at least 335 days of a taxable year of 12 months, or during a proportionate portion of a shorter taxable year. To help ensure
that we meet the tests, our restated certificate of incorporation restricts the acquisition and ownership of our capital stock. The
ownership limitation is fixed at 4.0% of our outstanding shares of capital stock, by value or number of shares, whichever is more
restrictive.
The properties securing the loans are generally classified as residential or commercial real estate and, typically, are not
income producing. All loans, except for one with a face value of approximately $47,000, are secured by a first mortgage lien on
real estate. In addition, each loan is personally guaranteed by the principal(s) of the borrower, which guarantee may be
collaterally secured by a pledge of the guarantor’s interest in the borrower. The face amount of the loans we originated in the
past seven years ranged from $40,000 to a maximum of $3.6 million. Our lending policy limits the maximum amount of any
loan to the lower of (i) 9.9% of the aggregate amount of our loan portfolio (not including the loan under consideration) and (ii)
$4 million. Our loans typically have a maximum initial term of 12 months bearing interest at a fixed rate of 9% to 13% per year,
except for one loan issued in June 2024, which had an initial interest rate of 11.5% that was reduced to 7.25% on January 2,
2025, for a period of up to one year. In addition, we usually receive origination fees or “points” ranging from 0% to 2% of the
original principal amount of the loan as well as other fees relating to underwriting and funding the loan. Interest is always
payable monthly, in arrears. In the case of acquisition financing, the principal amount of the loan usually does not exceed 75%
of the value of the property (as determined by an independent appraiser) and in the case of construction financing, it is
typically up to 80% of construction costs.
Since commencing this business in 2007, we have made over 1,280 loans and never foreclosed on a property, except as
set forth below, although sometimes we have renewed or extended our loans to enable the borrower to avoid premature sale or
refinancing of the property. When we renew or extend a loan, we receive additional “points” and other fees.
During February 2023, the Company sold one of its loans receivable to a third-party investor at its face value of
$485,000. Mr. Assaf Ran, the Company’s President and Chief Executive Officer, participated in such acquisition in the amount
of $152,000. In addition, in June 2023, the Company filed a foreclosure lawsuit relating to one property, as a result of a deed
transfer from the borrower to a buyer without the Company’s consent. In that instance, the buyer of the property on which the
Company had a valid mortgage suffered a data breach which resulted in the failure of the buyer to remit the funds needed for
the loan payoff. In October 2023, the Company received the entire payoff amount for the loan receivable, including all unpaid
fees, to rectify the situation.

12
ManagementÊs Discussion and Analysis of Financial Condition and Results of Operations
Our primary business objective is to grow our loan portfolio while protecting and preserving capital in a manner that
provides for attractive risk-adjusted returns to our shareholders over the long term through dividends. We intend to achieve this
objective by continuing to selectively originate loans and carefully manage our portfolio of first mortgage real estate loans in a
manner designed to generate attractive risk-adjusted returns across a variety of market conditions and economic cycles. We
believe that the demand for relatively small loans secured by residential and commercial real estate held for investment around
the New York metropolitan market, including New Jersey and Connecticut, and in the Florida market remains relatively strong,
but weakened due to high interest rates. Our ability to close deals fast has created an opportunity for non-bank “hard money”
real estate lenders like us to selectively originate high-quality first mortgage loans and this condition should persist for a
number of years.
We have built our business on a foundation of intimate knowledge of the New York metropolitan area real estate
market combined with a disciplined credit and due diligence culture that is designed to protect and preserve capital. We believe
that our flexibility in terms of meeting the needs of borrowers without compromising our standards on credit risk, our expertise,
our intimate knowledge of the New York metropolitan area real estate market and our focus on newly originated first mortgage
loans, has defined our success until now and should enable us to continue to achieve our objectives.
A principal source of new transactions has been repeat business from prior customers and their referral of new
business. We also receive leads for new business from banks, brokers and a limited amount of advertising. Finally, our Chief
Executive
Officer
also
spends
a
significant
portion
of
his
time
on
new
business
development.
We rely on our own employees, independent legal counsel, and other independent professionals to verify titles and ownership,
to file liens and to consummate the transactions. Outside appraisers are used to assist us in evaluating the worth of collateral,
when deemed necessary by management. We also use construction inspectors.
As of December 31, 2024, we were committed to $7,203,418 in construction loans that can be drawn by our borrowers
when certain conditions are met.
Critical Accounting Policies and Use of Estimates
To date, none of the loans previously made have been non-collectable, although no assurances can be given that
existing or future loans may not prove to be non-collectible or foreclosed in the future.
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date
of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management will
base the use of estimates on (a) a preset number of assumptions that consider past experience, (b) future projections, and (c)
general financial market conditions. Actual amounts could differ from those estimates.
Interest income from commercial loans is recognized, as earned, over the loan period.
Origination fee revenue on commercial loans is amortized over the term of the respective note.
Effective January 1, 2020, we adopted Accounting Standards Update (“ASU”) 2016-13, Financial Instruments – Credit
Losses (ASU Topic 326). The ASU introduced a new credit loss methodology, Current Expected Credit Losses (“CECL”), which
requires earlier recognition of credit losses, while also providing additional transparency about credit risk. Management
estimates our CECL reserve primarily using the Weighted Average Remaining Maturity (“WARM”) method, which requires
reference to historic loss data taking into consideration expected economic conditions over the relevant timeframe. Application
of the WARM method to estimate a CECL reserve requires judgment, including (i) the appropriate historical loan loss reference
data, (ii) the expected timing and amount of future loan fundings and repayments, and (iii) the current credit quality of our loan
portfolio and expectations of performance and market conditions over the relevant time period. In addition, management reviews
each loan on a quarterly basis and evaluates the borrower’s ability to pay the monthly interest, the borrower’s likelihood of
executing the original exit strategy, as well as the loan-to-value ratio. Failure to properly measure an allowance for credit
losses could result in the overstatement of earnings and the carrying value of the loans receivable. Actual losses, if any, could
differ significantly from estimated amounts.

13
ManagementÊs Discussion and Analysis of Financial Condition and Results of Operations
We continually monitor events and changes in circumstances that could indicate that the carrying amounts of long-lived
assets, including intangible assets, may not be recoverable. When such events or changes in circumstances occur, we assess the
recoverability of long-lived assets by determining whether the carrying value of such assets will be recovered through
undiscounted expected future cash flows. If the total of the undiscounted cash flows is less than the carrying amount of these
assets, we recognize an impairment loss based on the excess of the carrying amount over the fair value of the assets.
There are also areas in which in management’s judgment in selecting any available alternative would not produce a
materially different result. See our audited consolidated financial statements and notes thereto which begin on page F-1 of this
Report, which contain accounting policies and other disclosures required by accounting principles generally accepted in the
United States of America.
Results of operations
Years ended December 31, 2024 and 2023
Total revenue
Total revenue for the year ended December 31, 2024, was approximately $9,689,000, compared to approximately
$9,796,000 for the year ended December 31, 2023, a decrease of $107,000, or 1.1%. The decrease in revenue was due to a
reduction in loans receivable, period over period, and reduced origination fees, which were impacted by a slowdown in new loan
originations, partially offset by higher interest rates charged on our commercial loans. In 2024, approximately $8,047,000 of our
revenue represents interest income on secured, real estate loans that we offer to real estate investors, compared to
approximately $7,976,000 in 2023, and approximately $1,642,000 represents origination fees on such loans, compared to
approximately $1,820,000 in 2023. The loans are principally secured by collateral consisting of real estate and accompanied by
personal guarantees from the principals of the borrowers.
Interest and amortization of deferred financing costs
Interest and amortization of deferred financing costs for the year ended December 31, 2024, were approximately
$2,337,000, compared to approximately $2,526,000 for the year ended December 31, 2023, a decrease of $189,000, or 7.5%.
The decrease is primarily attributable to the decrease in interest expense due to a reduction in borrowed amounts related to the
use of the Webster Credit Line. (See Note 5 to the financial statements included elsewhere in this Report).
General and administrative expenses
General and administrative expenses for the year ended December 31, 2024, were approximately $1,776,000, compared
to approximately $1,825,000 for the year ended December 31, 2023, a decrease of $49,000, or 2.7%. The decrease is primarily
due to a special bonus awarded to officers in 2023 for extending the Webster Credit Line and a reduction in marketing
expenses, partially offset by higher salaries and costs related to the filing of our registration statement on Form S-3 incurred in
2024.
Net income
Net income for the year ended December 31, 2024, was approximately $5,591,000, compared to approximately
$5,476,000 for the year ended December 31, 2023, an increase of $115,000, or 2.1%. This increase is primarily attributable to
the decrease in interest expense, partially offset by the decrease in origination fees.
Liquidity and Capital Resources
As of December 31, 2024, we had cash of approximately $178,000, compared to cash of approximately $104,000 at
December 31, 2023.

14
ManagementÊs Discussion and Analysis of Financial Condition and Results of Operations
For the year ended December 31, 2024, net cash provided by operating activities was approximately $4,932,000,
compared to approximately $5,395,000 of net cash provided by operating activities for the year ended December 31, 2023. The
decrease in net cash provided by operating activities primarily resulted from the increase in interest and other fees receivable on
loans, and the decreases in deferred origination fees and in accounts payable and accrued expenses, partially offset by the
increase in net income.
For the year ended December 31, 2024, net cash provided by investing activities was approximately $7,548,000,
compared to approximately $1,643,000 of net cash provided by investing activities for the year ended December 31, 2023. Net
cash provided by investing activities for the year ended December 31, 2024, mainly consisted of collection of our commercial
loans of approximately $49,090,000, offset by the issuance of our short-term commercial loans of approximately $41,538,000.
Net cash provided by investing activities for the year ended December 31, 2023, mainly consisted of collection of our
commercial loans of approximately $57,736,000, offset by the issuance of our short-term commercial loans of approximately
$56,088,000.
For the year ended December 31, 2024, net cash used in financing activities was approximately $13,970,000, compared
to approximately $5,450,000 of net cash used in financing activities for the year ended December 31, 2023. Net cash used in
financing activities for the year ended December 31, 2024, reflects repayment of the Webster Credit Line of approximately
$8,724,000, dividend payments of approximately $5,233,000, purchase of treasury shares of approximately $10,000 and cash
paid for deferred financing costs of approximately $2,000. Net cash used in financing activities for the year ended December 31,
2023, reflects dividend payments of approximately $5,308,000, purchase of treasury shares of approximately $262,000 and cash
paid for deferred financing costs of approximately $38,000, offset by proceeds from the Webster Credit Line of approximately
$158,000.
Our Amended and Restated Credit and Security Agreement with Webster, Flushing Bank and Mizrahi provides for the
Webster Credit Line. Currently, the Webster Credit Line provides us with a credit line of $32.5 million in the aggregate until
February 28, 2026, secured by assignments of mortgages and other collateral. The interest rates relating to the Webster Credit
Line equal (i) SOFR plus a premium, which rate aggregated approximately 8.0%, including a 0.5% agency fee, as of December
31, 2024, or (ii) a Base Rate (as defined in the Amended and Restated Credit Agreement) plus 2.00% and a 0.5% agency fee, as
chosen by the Company for each drawdown.
The Webster Credit Line contains various covenants and restrictions including covenants limiting the amount that the
Company can borrow relative to the value of the underlying collateral, maintaining various financial ratios and limitations on
the terms of loans the Company makes to its customers, limiting the Company’s ability to pay dividends under certain
circumstances, and limiting the Company’s ability to repurchase its common shares, sell assets, engage in mergers or
consolidations, grant liens, and enter into transactions with affiliates. In addition, the Webster Credit Line contains a cross default
provision which will deem any default under any indebtedness owed by us or our subsidiary, MBC Funding II, as a default under
the credit line. Under the Amended and Restated Credit Agreement, the Company may repurchase, redeem or otherwise retire
its equity securities in an amount not to exceed ten percent of our annual net income from the prior fiscal year. Further, the
Company may issue up to $20 million in bonds through its subsidiary, of which not more than $10 million of such bonds may
be secured by mortgage notes receivable, and provided that the terms and conditions of such bonds are approved by Webster,
subject to its reasonable discretion. In addition, Mr. Rand provides a personal guaranty of the potential amounts owed under the
Webster Credit Line, with such guaranty not to exceed $1,000,000 plus any costs relating to the enforcement of the personal
guaranty.
We were in compliance with all covenants of the Webster Credit Line, as amended, as of December 31, 2024. At
December 31, 2024, the outstanding amount under the Amended and Restated Credit Agreement was $16,427,874. The interest
rate on the amount outstanding fluctuates daily. The rate, including a 0.5% agency fee, as of December 31, 2024 was
approximately 8.0%.
MBC Funding II has $6,000,000 of outstanding principal amount of Notes. The Notes mature on April 22, 2026, unless
redeemed earlier, and accrue interest at a rate of 6% per annum commencing on May 16, 2016 and will be payable monthly, in
arrears, in cash, on the 15th day of each calendar month, commencing June 2016.

15
ManagementÊs Discussion and Analysis of Financial Condition and Results of Operations
Under the terms of the Indenture, the aggregate outstanding principal balance of the mortgage loans held by MBC
Funding II, together with its cash on hand, must always equal at least 120% of the aggregate outstanding principal amount of
the Notes at all times. To the extent the aggregate principal amount of the mortgage loans owned by MBC Funding II plus its
cash on hand is less than 120% of the aggregate outstanding principal balance of the Notes, MBC Funding II is required to repay,
on a monthly basis, the principal amount of the Notes equal to the amount necessary such that, after giving effect to such
repayment, the aggregate principal amount of all mortgage loans owned by it plus, its cash on hand at such time is equal to or
greater than 120% of the outstanding principal amount of the Notes. For this purpose, each mortgage loan is deemed to have a
value equal to its outstanding principal balance, unless the borrower is in default of its obligations.
The Notes are secured by a first priority lien on all of MBC Funding II’s assets, including, primarily, mortgage notes,
mortgages and other transaction documents entered into in connection with first mortgage loans originated and funded by us,
which MBC Funding II acquired from MBC pursuant to an asset purchase agreement. MBC Funding II may redeem the Notes,
in whole or in part, at any time after April 22, 2019 upon at least 30 days prior written notice to the noteholders. The
redemption price will be equal to the outstanding principal amount of the Notes redeemed plus the accrued but unpaid interest
thereon up to, but not including, the date of redemption, without penalty or premium. No Notes were redeemed by MBC Funding
II as of December 31, 2024.
MBC Funding II is obligated to offer to redeem the Notes if there occurs a “change of control” with respect to us or
MBC Funding II or if we or MBC Funding II sell any assets unless, in the case of an asset sale, the proceeds are reinvested in
the business of the seller. The redemption price in connection with a “change of control” will be 101% of the principal amount
of the Notes redeemed plus accrued but unpaid interest thereon up to, but not including, the date of redemption. The redemption
price in connection with an asset sale will be the outstanding principal amount of the Notes redeemed plus accrued but unpaid
interest thereon up to, but not including, the date of redemption.
We guarantee MBC Funding II’s obligations under the Notes, which are secured by our pledge of 100% of the
outstanding common shares of MBC Funding II that we own.
On April 11, 2023, our board of directors authorized a share buyback program for the repurchase of up to 100,000 of
our common shares. Before this program expired on April 10, 2024, we had purchased an aggregate of 56,294 common shares
at an aggregate cost of approximately $271,000.
We expect that our current cash balances, the Amended and Restated Credit Agreement, as described above, and cash
flows from operations will be sufficient to fund our operations over the next 12 months. We currently do not believe there will
be any issues in extending the Webster Credit Line or securing a similar line from another bank before its expiration, and we
plan to refinance the Notes prior to their maturity, though we cannot assure you that we will be successful in doing so on fav
orable terms or at all. From time to time, we also receive short-term unsecured loans from our executive officers and others,
providing the flexibility needed for the steady deployment of capital. However, we anticipate that our working capital
requirements will increase in the coming 12 months as we continue to pursue growth under favorable conditions.

16
Report of Independent Registered Public Accounting Firm
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Board of Directors and Stockholders of
Manhattan Bridge Capital, Inc.
Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Manhattan Bridge Capital, Inc. and Subsidiary (collectively the “Company”) as of December 31, 2024 and 2023,
and the related consolidated statements of operations, changes in stockholders’ equity, and cash flows for each of the years in the two-year period ended December 31, 2024, and the
related notes (collectively referred to as the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the
financial position of the Company as of December 31, 2024 and 2023, and the results of their operations and their cash flows for each of the years in the two-year period ended
December 31, 2024, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s consolidated financial
statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be
independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and
the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether
the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit
of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting, but not for the purpose of
expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing
procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.
Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated
financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be
communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially
challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken
as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosures to which it
relates.
Allowance for Credit Losses
As discussed in Note 2 to the consolidated financial statements, the Company estimates its allowance for credit losses on its loans receivable primarily using the Weighted Average
Remaining Maturity method (WARM) along with consideration of other variables. Based on these assessments, the Company determined that no allowance for credit losses is
required.
The allowance for credit losses was identified by us as a critical audit matter because of the extent of auditor judgment applied and significant audit effort to evaluate the subjective
and complex judgments made by management in determining whether any of its loans receivable are impaired and/or require an allowance for credit losses.
Addressing the critical audit matter involved performing procedures and evaluating audit evidence in connection with our overall opinion on the consolidated financial statements.
The primary procedures included evaluating the appropriateness of the method and other variables used, testing the application of the method and other variables used, as well as
testing the accuracy of data used with respect to the method and other variables. These procedures also included, obtaining and evaluating the conclusions of the Company’s
third-party valuation specialists, as well as obtaining and evaluating other publicly available independent empirical data, and comparing said values to the aggregate amounts owed
by borrowers for indication of loan losses. We also evaluated management’s significant judgments applied in determining whether indicators of impairment were present, with respect
to the Company’s loan portfolio and the underlying collateral, by obtaining evidence to corroborate such judgments and searching for evidence contrary to such judgments.
We have served as the Company’s auditors since 2007.
New York, New York
March 12, 2025

17
Manhattan Bridge Capital, Inc. - Consolidated Balance Sheets
Loans receivable
$ 65,974,265
$ 73,048,403
Interest and other fees receivable on loans
1,521,033
1,395,905
Cash
178,012
104,222
Cash - restricted
23,750
1,587,773
Other assets
62,080
63,636
Right-of-use asset - operating lease, net
154,039
207,364
Deferred financing costs, net
16,171
27,583
Total assets
$ 67,929,350
$ 76,434,886
Liabilities and Stockholders’ Equity
Liabilities:
Line of credit
$ 16,427,874
$ 25,152,338
Senior secured notes (net of deferred financing costs of $96,985 and $172,069,
respectively)
5,903,015
5,827,931
Deferred origination fees
568,534
719,019
Accounts payable and accrued expenses
232,236
295,292
Operating lease liability
167,119
220,527
Loan holdback
50,000
---
Dividends payable
1,315,445
1,287,073
Total liabilities
24,664,223
33,502,180
Commitments and contingencies
Stockholders’ equity:
Preferred shares - $.01 par value; 5,000,000 shares authorized; none issued
---
---
Common shares - $.001 par value; 25,000,000 shares authorized;
11,757,058 issued; 11,438,651 and 11,440,651 outstanding, respectively
11,757
11,757
Additional paid-in capital
45,561,941
45,548,876
Less: Treasury stock, at cost – 318,407 and 316,407 shares
(1,070,406)
(1,060,606)
Accumulated deficit
(1,238,165)
(1,567,321)
Total stockholders’ equity
43,265,127
42,932,706
Total liabilities and stockholders’ equity
$ 67,929,350
$ 76,434,886
The accompanying notes are an integral part of these consolidated financial statements.
MANHATTAN BRIDGE CAPITAL, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
December 31, 2024 and 2023
2024
2023
Assets

18
Manhattan Bridge Capital, Inc. - Consolidated Statements of Operations
MANHATTAN BRIDGE CAPITAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF OPERATIONS
FOR THE YEARS ENDED December 31, 2024 and 2023
Revenue:
Interest income from loans
$ 8,046,560
$ 7,976,232
Origination fees
1,642,081
1,820,024
Total Revenue
9,688,641
9,796,256
Operating costs and expenses:
Interest and amortization of deferred financing costs
2,337,032
2,525,935
Referral fees
1,847
2,153
General and administrative expenses
1,776,176
1,825,227
Total operating costs and expenses
4,115,055
4,353,315
Income from operations
5,573,586
5,442,941
Other income
18,000
33,880
Income before income tax expense
5,591,586
5,476,821
Income tax expense
(650)
(650)
Net income
$ 5,590,936
$ 5,476,171
Basic and diluted net income per common share outstanding:
--Basic
$0.49
$0.48
--Diluted
$0.49
$0.48
Weighted average number of common shares outstanding
--Basic
11,438,656
11,469,741
--Diluted
11,438,656
11,469,741
The accompanying notes are an integral part of these consolidated financial statements.
2024
2023

19
Manhattan Bridge Capital, Inc. - Consolidated Statements of Changes in StockholdersÊ Equity
MANHATTAN BRIDGE CAPITAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY
FOR THE YEARS ENDED December 31, 2024 and 2023
The accompanying notes are an integral part of these consolidated financial statements.

20
Manhattan Bridge Capital, Inc. - Consolidated Statements of Cash Flows
MANHATTAN BRIDGE CAPITAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE YEARS ENDED December 31, 2024 and 2023
Cash flows from operating activities:
Net income
$
5,590,936
$
5,476,171
Adjustments to reconcile net income to net cash provided by operating activities -
Amortization of deferred financing costs
88,664
93,403
Depreciation
4,870
4,057
Non-cash compensation expense
13,065
13,065
Adjustment to right-of-use asset - operating lease and liability
(84)
1,900
Changes in operating assets and liabilities:
Interest and other fees receivable on loans
(552,755)
(245,868)
Other assets
705
(3,042)
Accounts payable and accrued expenses
(63,057)
5,424
Deferred origination fees
(150,485)
49,891
Net cash provided by operating activities
4,931,859
5,395,001
Cash flows from investing activities:
Issuance of short-term loans
(41,538,217)
(56,087,911)
Collections received from loans
49,089,982
57,736,436
Purchase of fixed assets
(4,018)
(5,085)
Net cash provided by investing activities
7,547,747
1,643,440
Cash flows from financing activities:
(Repayment of) proceeds from line of credit, net
(8,724,464)
158,104
Dividends paid
(5,233,408)
(5,308,231)
Purchase of treasury shares
(9,800)
(261,667)
Deferred financing costs incurred
(2,167)
(38,192)
Net cash used in financing activities
(13,969,839)
(5,449,986)
Net (decrease) increase in cash and restricted cash
(1,490,233)
1,588,455
Cash and restricted cash, beginning of year*
1,691,995
103,540
Cash and restricted cash, end of year*
$
201,762
$
1,691,995
Supplemental Disclosure of Cash Flow Information:
Cash paid during the period for taxes
$
650
$
650
Cash paid during the period for interest
$
2,323,520
$
2,423,838
Cash paid during the period for operating leases
$
63,084
$
64,055
Supplemental Schedule of Noncash Financing Activities:
Dividend declared and payable
$
1,315,445
$
1,287,073
Loan holdback relating to mortgage receivable
$
50,000
$
---
Supplemental Schedule of Noncash Operating and Investing Activities:
Reduction in interest receivable in connection with the increase in loans receivable
$
427,627
$
213,465
* At December 31, 2024 and 2023, cash and restricted cash included $23,750 and $1,587,773, respectively, of restricted cash.
The accompanying notes are an integral part of these consolidated financial statements.
2024
2023

21
Notes to Consolidated Financial Statements
MANHATTAN BRIDGE CAPITAL, INC. AND SUBSIDIARY
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
For the Years Ended December 31, 2024 and 2023
1.
The Company
Manhattan Bridge Capital, Inc. (“MBC”) and its wholly-owned subsidiary, MBC Funding II Corp. (“MBC Funding”)
(collectively, the “Company”), offer short-term, secured, non–banking loans (sometimes referred to as “hard money” loans) to
real estate investors to fund their acquisition, renovation, rehabilitation or development of residential or commercial properties
located in the New York metropolitan area, including New Jersey and Connecticut, and in Florida.
2.
Summary of Significant Accounting Policies
Basis of Presentation
The accompanying financial statements have been prepared in accordance with accounting principles generally
accepted in the United States of America (“U.S. GAAP”) in compliance with the Accounting Standards Codification (“ASC”)
of the Financial Accounting Standards Board (“FASB”).
Principles of Consolidation
The consolidated financial statements include the accounts of Manhattan Bridge Capital, Inc. and its wholly-owned
subsidiary, MBC Funding. All significant intercompany balances and transactions have been eliminated in consolidation.
Use of Estimates
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date
of the financial statements and the reported amounts of revenues and expenses during the reporting period. Management will
base the use of estimates on (a) a preset number of assumptions that consider past experience, (b) future projections, and (c)
general financial market conditions. Actual amounts could differ from those estimates.
Concentrations of Credit Risk
Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and
short-term commercial loans.
The Company maintains its cash with major financial institutions. Accounts at the financial institutions are insured by
the Federal Deposit Insurance Corporation (FDIC) up to $250,000 per depositor.
Credit risks associated with short-term commercial loans the Company makes to real estate investors and related
interest and other fees receivable are described in Note 4.
Allowance for Credit Losses
Effective January 1, 2020, the Company adopted Accounting Standards Update (“ASU”) 2016-13, “Financial
Instruments – Credit Losses (ASC Topic 326).” The ASU introduced a new credit loss methodology, Current Expected Credit
Losses (“CECL”), which requires earlier recognition of credit losses, while also providing additional transparency about credit
risk. The CECL methodology utilizes a lifetime “expected credit loss” methodology for the recognition of credit losses for loans
and other receivables at the time the financial asset is originated or acquired. The expected credit losses are adjusted each
period for changes in expected lifetime credit losses. This method replaces the multiple existing impairment methods in current
U.S. GAAP, which generally require a loss be incurred before it is recognized.

22
Notes to Consolidated Financial Statements
The Company estimates its CECL reserve primarily using the Weighted Average Remaining Maturity (“WARM”)
method, which has been identified as an acceptable loss-rate method for estimating CECL reserves in the FASB Staff Q&AASC
326, No.1. The WARM method requires reference to historic loss data taking into consideration expected economic conditions
over the relevant timeframe. The Company applies the WARM method for the majority of its loan portfolio, which loans share
similar risk characteristics.
Application of the WARM method to estimate a CECL reserve requires judgment, including (i) the appropriate
historical loan loss reference data, (ii) the expected timing and amount of future loan fundings and repayments, and (iii) the
current credit quality of the Company’s loan portfolio and expectations of performance and market conditions over the relevant
time period. To estimate the historic loan losses relevant to the Company’s portfolio, the Company reviews its historical loan
performance, which includes zero realized principal losses since the inception of the Company’s business. In addition, the
Company reviews each loan on a quarterly basis and evaluates the borrower’s ability to pay the monthly interest, the borrower’s
likelihood of executing the original exit strategy, as well as the loan-to-value ratio. Based on these analyses, as of December 31,
2024 and 2023, no allowance for credit losses is required. Failure to properly measure an allowance for credit losses could result
in the overstatement of earnings and the carrying value of the loans receivable. Actual losses, if any, could differ significantly
from estimated amounts.
Income Taxes
The Company follows ASC Sub-Topic 740-10, “Accounting for Uncertainty in Income Taxes”, which prescribes a
recognition threshold and measurement attribute for financial statement recognition and measurement of a tax position taken, or
expected to be taken, in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be
sustained upon examination by taxing authorities. As of December 31, 2024 and 2023, the Company has no material uncertain
tax positions to be accounted for in the consolidated financial statements. The Company recognizes interest and penalties
related to uncertain tax positions, if any, as part of income tax expense.
The Company is organized and conducts its operations to qualify as a real estate investment trust (“REIT”) for federal
income tax purposes. The Company elected to be taxed as a REIT commencing with its taxable year ended December 31, 2014.
A REIT calculates taxable income similar to other domestic corporations, with the major difference being a REIT is entitled to
a deduction for dividends paid. A REIT is generally required to distribute each year at least 90% of its REIT taxable income. If
it chooses to retain the remaining 10% of taxable income, it may do so, but it will be subject to a corporate income tax on such
income. The Company may be subject to federal excise tax and minimum state taxes.
Revenue Recognition
Interest income from commercial loans is recognized, as earned, over the loan period
Origination fee revenue on commercial loans is amortized over the term of the respective note.
Deferred Financing Costs
The Company presents deferred financing costs, excluding those incurred in connection with its line of credit, in the
consolidated balance sheet as a direct reduction from the related debt liability rather than an asset, in accordance with
ASU 2015-03, “Interest – Imputation of Interest (ASC Sub-Topic 835-30): Simplifying the Presentation of Debt Issuance Costs.”
These costs, incurred in connection with the issuance of the Company’s senior secured notes, are being amortized over ten years,
using the straight-line method, as the difference between use of the effective interest method is not material. The amortization
of loan costs are included in interest and amortization of deferred financing costs in the accompanying consolidated statements
of operations.

23
Notes to Consolidated Financial Statements
Deferred financing costs in connection with the Company’s Amended and Restated Credit and Security Agreement, as
amended (the “Amended and Restated Credit Agreement”), with Webster Business Credit Corporation (“Webster”), Flushing Bank
(“Flushing”) and Mizrahi Tefahot Bank Ltd (“Mizrahi”), which established the Company’s credit line (the “Webster Credit Line”),
as discussed in Note 5, are presented as an asset in the balance sheet, in accordance with ASU 2015-15, “Interest – Imputation of
Interest (ASC Sub-Topic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated With Line of
Credit Arrangements.” These costs are being amortized over the term of the respective agreement, using the straight-line method.
Earnings Per Share (“EPS”)
Basic and diluted EPS are calculated in accordance with ASC Topic 260, “Earnings Per Share.” Under ASC Topic 260,
basic earnings per share is computed by dividing income available to common stockholders by the weighted-average number of
common shares outstanding for the period. Diluted EPS includes the potential dilution from the exercise of stock options and
warrants for common shares using the treasury stock method. The numerator in calculating both basic and diluted EPS for each
year is the reported net income. There were no outstanding stock options or warrants at December 31, 2024 and 2023.
Stock-Based Compensation
The Company measured and recognized compensation awards for all stock option grants made to employees and
directors, based on their fair value in accordance with ASC Topic 718, “Compensation - Stock Compensation” (“ASC Topic 718”),
which establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or
services. A key provision of this statement is to measure the cost of employee services received in exchange for an award of
equity instruments (including stock options) based on the grant-date fair value of the award. The cost will be recognized over the
service period during which an employee is required to provide service in exchange for the award (i.e., the requisite service
period or vesting period). The Company accounts for equity instruments issued to non-employees in accordance with the
provisions of ASC Topic 718 and ASC Sub-Topic 505-50, “Equity-Based Payment to Non-Employees.” All transactions with
non-employees in which goods or services are the consideration received for the issuance of equity instruments are accounted for
based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more
appropriately measurable.
Fair Value of Financial Instruments
For the line of credit, as well as interest bearing commercial loans held by the Company, the carrying amount
approximates fair value due to the relative short-term nature of such instruments. The Company determines the fair value of its
senior secured notes using market prices which currently approximate their carrying amount.
Recent Accounting Pronouncements
In November 2023, the FASB issued ASU Topic 2023-07, “Segment Reporting (ASC Topic 280),” enhancing segment
disclosures for public entities on an annual and interim basis. The update retains existing requirements for segment profit or loss
reporting, as well as specified expense disclosures, without altering segment identification, aggregation, or reportable segment
thresholds. Effective for fiscal years beginning after December 15, 2023, and interim periods after December 15, 2024, the
Company adopted ASU 2023-07 as of December 31, 2024.
Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently
adopted, would have a material effect on the Company’s consolidated financial statements.
Reclassifications
Certain amounts included in the December 31, 2023 consolidated financial statements have been reclassified to conform
to the December 31, 2024 presentation.

24
Notes to Consolidated Financial Statements
3.
Cash - Restricted
Restricted cash mainly represents collections received, pending clearance, from the Company’s commercial loans and is
primarily dedicated to the reduction of the Company’s Webster Credit Line established pursuant to the Amended and Restated
Credit Agreement (see Note 5).
4.
Commercial Loans
Loans Receivable
The Company offers short-term secured non–banking loans to real estate investors (also known as hard money) to fund
their acquisition and construction of properties located in the New York metropolitan area, including New Jersey and Connecticut,
and in Florida. The loans are principally secured by collateral consisting of real estate and accompanied by personal guarantees
from the principals of the borrowers. The loans are generally for a term of one year. The short-term loans are initially recorded,
and carried thereafter, in the financial statements at cost. Most of the loans provide for receipt of interest only during the term of
the loan and a balloon payment at the end of the term.
For the years ended December 31, 2024 and 2023, the total amounts of $41,965,844 and $56,301,376, respectively, have
been lent, offset by collections received from borrowers, under the commercial loans in the amount of $49,089,982 and
$57,736,436, respectively. The face amounts of the loans the Company originated in the past seven years have ranged from a
minimum of $40,000 to a maximum of $3,600,000. The Company’s board of directors established a policy limiting the maximum
amount of any loan to the lower of (i) 9.9% of the aggregate amount of the Company’s loan portfolio (not including the loan under
consideration) and (ii) $4 million. The Company’s loans typically have a maximum initial term of 12 months and bear interest at
a fixed rate of 9% to 13% per year. In addition, the Company usually receives origination fees, or “points,” ranging from 0% to
2% of the original principal amount of the loan as well as other fees relating to underwriting, funding and managing the loan.
Interest is always payable monthly, in arrears. In the case of acquisition financing, the principal amount of the loan usually does
not exceed 75% of the value of the property (as determined by an independent appraiser), and in the case of construction
financing, up to 80% of construction costs.
At December 31, 2024, the Company was committed to $7,203,418 in construction loans that can be drawn by the
borrowers when certain conditions are met.
At December 31, 2023, no one entity has loans outstanding representing more than 10% of the total balance of the loans
outstanding. At December 31, 2024, the Company has made loans to four different entities in the aggregate amount of $7,225,000
or 11.0% of its loan portfolio. One individual holds at least a fifty percent interest in each of the different entities. This individual
is not affiliated with any officers or directors of the Company.
The Company generally grants loans for a term of one year. When a performing loan reaches its maturity and the
borrower requests an extension, the Company may extend the term of the loan beyond one year. Prior to granting an extension of
any loan, the Company reevaluates the underlying collateral.

25
Notes to Consolidated Financial Statements
Credit Risk
Credit risk profile based on loan activity as of December 31, 2024 and 2023:
Performing loans
Developers-
Developers-
Developers-
Total
Residential
Commercial
Mixed Used
outstanding loans
December 31, 2024
$ 56,149,265
$ 7,380,000
$ 2,445,000
$ 65,974,265
December 31, 2023
$ 64,729,403
$ 7,300,000
$ 1,019,000
$73,048,403
At December 31, 2024, the Company’s loans receivable consisted of loans in the amount of $18,756, $1,520,250,
$120,000, $3,725,000, $13,738,817 and $17,155,000, originally due or committed to lend to borrowers in 2016, 2020, 2021,
2022, 2023 and 2024, respectively. At December 31, 2023, the Company’s loans receivable consisted of loans in the amount of
$33,343, $760,433, $2,210,250, $1,854,000, $7,225,000 and $20,480,886, originally due or committed to lend to borrowers in
2016, 2019, 2020, 2021, 2022 and 2023, respectively.
Generally, borrowers are paying their interest, and the Company receives a fee in connection with the extension of the
loans. In all instances, except as described below, the borrowers have either signed an extension agreement or are in the process
of signing an extension. Accordingly, at December 31, 2024, no loan impairments exist and there are no provisions for
impairment credit losses of loans or recoveries thereof.
During February 2023, the Company sold one of its loans receivable at its face value of $485,000. Mr. Assaf Ran, the
Company’s President and Chief Executive Officer, participated in such acquisition in the amount of $152,000. In addition, in
June 2023, the Company filed a foreclosure lawsuit relating to one property, as a result of a deed transfer from a borrower to a
buyer without the Company’s consent. In that instance, the buyer of the property on which the Company had a valid mortgage
suffered a data breach which resulted in the failure of the buyer to remit the funds needed for the loan payoff. In October 2023,
the Company received the entire payoff amount for the loan receivable, including all unpaid fees, to rectify the situation.
Subsequent to the balance sheet date, approximately $11,670,000 of the loans receivable at December 31, 2024 were
paid down or paid off, including approximately $6,328,000 originally due on or before December 31, 2024.

26
Notes to Consolidated Financial Statements
5.
Line of Credit
The Company executed an Amended and Restated Credit and Security Agreement, with Webster, Flushing and Mizrahi
(the “Lenders”), which provides for the Webster Credit Line. Currently, the Webster Credit Line provides the Company with a
credit line of $32.5 million in the aggregate until February 28, 2026, secured by assignments of mortgages and other collateral.
The interest rates relating to the Webster Credit Line equal (i) the Secured Overnight Financing Rate (“SOFR”) plus a premium,
which rate aggregated approximately 8.0%, including a 0.5% agency fee, as of December 31, 2024, or (ii) a Base Rate (as
defined in the Amended and Restated Credit Agreement) plus 2.00% and a 0.5% agency fee, as chosen by the Company for each
drawdown. The Company does not believe there will be any issues in extending the Webster Credit Line or securing a
similar line from another bank before its expiration.
The Webster Credit Line contains various covenants and restrictions including, among other covenants and restrictions,
limiting the amount that the Company can borrow relative to the value of the underlying collateral, maintaining various finan-
cial ratios and limitations on the terms of loans the Company makes to its customers, limiting the Company’s ability to pay div-
idends under certain circumstances, and limiting the Company’s ability to repurchase its common shares, sell assets, engage in
mergers or consolidations, grant liens, and enter into transactions with affiliates. In addition, the Webster Credit Line contains a
cross default provision which will deem any default under any indebtedness owed by the Company or its subsidiary, MBC
Funding, as a default under the credit line. Under the Amended and Restated Credit Agreement, the Company may repurchase,
redeem or otherwise retire its equity securities in an amount not to exceed ten percent of the Company’s annual net income from
the prior fiscal year. Further, the Company may issue up to $20 million in bonds through its subsidiary, of which not more than
$10 million of such bonds may be secured by mortgage notes receivable, and provided that the terms and conditions of such
bonds are approved by Webster, subject to its reasonable discretion. In addition, Mr. Ran has provided a personal guaranty for
the potential amounts owed under the Webster Credit line, with such guaranty not to exceed the $1,000,000 plus any costs relat-
ing to the enforcement of the personal guaranty.
The costs to establish and amend the Webster Credit Line are being amortized over the term of the respective
agreement, using the straight-line method. The amortization costs for the years ended December 31, 2024 and 2023 were $13,578
and $18,318, respectively.
The Company was in compliance with all covenants of the Webster Credit Line, as amended, as of December 31, 2024
and 2023. At December 31, 2024, the outstanding amount under the Amended Credit Agreement was $16,427,874. The interest
rate on the amount outstanding fluctuates daily. The rate, including a 0.5% Agency Fee, as of December 31, 2024, was
approximately 8.0%.
6.
Senior Secured Notes
On April 25, 2016, in an initial public offering, MBC Funding issued 6% senior secured notes, due April 22, 2026 (the
“Notes”) in the aggregate principal amount of $6,000,000 under the Indenture, dated April 25, 2016, among MBC Funding, as
Issuer, the Company, as Guarantor, and Worldwide Stock Transfer LLC, as Indenture Trustee (the “Indenture”). The Notes,
having a principal amount of $1,000 each, are listed on the NYSE American and trade under the symbol “LOAN/26.” Interest
accrues on the Notes commencing on May 16, 2016. The accrued interest is payable monthly in cash, in arrears, on the 15th day
of each calendar month commencing June 2016.
Under the terms of the Indenture, the aggregate outstanding principal balance of the mortgage loans held by MBC
Funding, together with MBC Funding’s cash on hand, must always equal at least 120% of the aggregate outstanding principal
amount of the Notes at all times. To the extent the aggregate principal amount of the mortgage loans owned by MBC Funding
plus MBC Funding’s cash on hand is less than 120% of the aggregate outstanding principal balance of the Notes, MBC Funding
is required to repay, on a monthly basis, the principal amount of the Notes equal to the amount necessary such that, after giving
effect to such repayment, the aggregate principal amount of all mortgage loans owned by MBC Funding plus, MBC Funding’s
cash on hand at such time is equal to or greater than 120% of the outstanding principal amount of the Notes. For this purpose,
each mortgage loan is deemed to have a value equal to its outstanding principal balance, unless the borrower is in default of its
obligations.

27
Notes to Consolidated Financial Statements
MBC Funding may redeem the Notes, in whole or in part, at any time after April 22, 2019 upon at least 30 days prior
written notice to the Noteholders. The redemption price will be equal to the outstanding principal amount of the Notes redeemed
plus the accrued but unpaid interest thereon up to, but not including, the date of redemption, without penalty or premium. No
Notes were redeemed by MBC Funding as of December 31, 2024.
Each Noteholder had the right to cause MBC Funding to redeem his, her or its Notes on April 22, 2021 by notifying
MBC Funding in writing, no earlier than November 22, 2020 and no later than January 22, 2021. No Noteholder exercised such
right during the required time frame and as such the Notes are no longer redeemable by the Noteholders.
MBC Funding is obligated to offer to redeem the Notes if there occurs a “change of control” with respect to MBC
Funding or the Company or if MBC Funding or the Company sell any assets unless, in the case of an asset sale, the proceeds
are reinvested in the business of the seller. The redemption price in connection with a “change of control” will be 101% of the
principal amount of the Notes redeemed plus accrued but unpaid interest thereon up to, but not including, the date of
redemption. The redemption price in connection with an asset sale will be the outstanding principal amount of the Notes
redeemed plus accrued but unpaid interest thereon up to, but not including, the date of redemption.
The Company guaranteed MBC Funding’s obligations under the Notes, which are secured by its pledge of 100% of the
outstanding common shares of MBC Funding that it owns. The Company plans to refinance the Notes prior to their maturity.
The Company’s principal executive officers consist of Assaf Ran, who serves as the Company’s Chief Executive Officer
and President, and Vanessa Kao, who serves as its Chief Financial Officer. As of December 31, 2024, each of Mr. Ran and Ms.
Kao own an aggregate of $704,000 and $288,000 of the Notes, respectively.
7.
Simple IRA Plan
On October 26, 2000, the board of directors approved a Simple IRA Plan (the “IRA Plan”) to attract and retain
valuable executives. The IRA Plan allows for participation by up to 100 eligible employees of the Company. Under the IRA
Plan, eligible employees may contribute a portion of their pre-tax yearly salary, up to the maximum contribution limit for Simple
IRA Plans as set forth under the Internal Revenue Code of 1986, as amended, with the Company matching on a
dollar-for-dollar basis up to 3% of the employees’ annual pre-tax compensation. These thresholds are subject to change under
notice by the trustee for the IRA Plan. The Company is not responsible for any other costs under the IRA Plan. For the years
ended December 31, 2024 and 2023, the Company contributed $21,255 and $19,554, respectively, as matching contributions to
the IRA Plan.
8.
Stockholders’ Equity
The Company adopted a share buyback program on April 11, 2023, for the repurchase of up to 100,000 of the
Company’s common shares. Before this program expired on April 10, 2024, the Company had purchased an aggregate of 56,294
common shares at an aggregate cost of $271,468, including 2,000 common shares repurchased during the first quarter of 2024
at an aggregate cost of $9,800 and 54,294 common shares repurchased at an aggregate cost of $261,668 during the year ended
December 31, 2023.
9.
Stock-Based Compensation
Stock based compensation expense recognized under ASC Topic 718 of $13,065 for each of the years ended December
31, 2024 and 2023 reflects the amortization of the fair value of 1,000,000 restricted shares granted to the Company's Chief
Executive Officer on September 9, 2011 of $195,968, after adjusting for the effect on the fair value of the stock options related
to this transaction. The fair value is being amortized over 15 years. At December 31, 2024, all 1,000,000 shares remain
restricted, and the remaining unrecognized stock-based compensation amounted to $21,774. One third of such restricted shares
shall vest on each of September 9, 2026, September 9, 2027, and September 9, 2028.

28
Notes to Consolidated Financial Statements
10.
Commitments and Contingencies
Operating Leases
On October 27, 2020, the Company amended its existing lease (the “Lease Amendment”) for its corporate headquarters
located at 60 Cutter Mill Road, Great Neck, New York, to expand the office premises and to extend the term of the
non-cancelable lease through November 30, 2027. Among other things, the Lease Amendment provides for gradual rent
increases from approximately $4,500 per month during the first three years to $5,100 per month during the last year of the
extension term, and requires payments for electricity and future escalation increases, as defined. The Company also leases office
equipment under a non-cancelable lease that expired in March 2024.
At December 31, 2024, approximate future minimum lease payments, including mandatory fixed electricity charges,
are as follows:
2025……..……………
$ 60,926
2026……..……………
60,926
2027……..……………
55,848
Total minimum lease payments
177,700
Less: amount representing interest
(10,581)
Present Value of Net Minimum Lease Payments
$ 167,119
At December 31, 2024, the Company’s operating lease had a weighted-average remaining lease term of 2.89 years, and
the weighted-average discount rate used was 4.14%, which was based on the Company’s incremental borrowing rate at the
inception of the lease.
Rent expense, including fixed electricity charges and variable real estate taxes, in the years 2024 and 2023 was
approximately $63,000 and $64,000, respectively.
Employment Agreements
In March 1999, the Company entered into an employment agreement with Mr. Ran, pursuant to which: (i) Mr. Ran’s
employment term renews automatically on June 30th of each year for successive one-year periods unless either party gives to
the other written notice at least 180 days prior to June 30th of its intention to terminate the agreement; (ii) Mr. Ran receives a
current annual base salary of $380,000 and annual bonuses as determined by the Compensation Committee of the board of
directors, in its sole and absolute discretion, and is eligible to participate in all executive benefit plans established and
maintained by the Company; and (iii) Mr. Ran agreed to a one-year non-competition period following the termination of his
employment.
In June 2024, the Compensation Committee approved an increase of Mr. Ran’s annual base salary from $350,000 to
$380,000. Mr. Ran’s annual base compensation for the years 2024 and 2023 was $365,000 and $350,000, respectively. In
addition, the Compensation Committee approved an annual bonus of $30,000 and $70,000 to Mr. Ran in 2024 and 2023,
respectively.

29
Notes to Consolidated Financial Statements
11.
Segment Reporting
The Company reports segment information based on the management approach which designates the internal reporting
used by the Chief Operating Decision Maker, which is the Company’s Chief Executive Officer, for making decisions and
assessing performance as the source of the Company’s reportable segments. The Company operates as a single reportable
segment, originating, servicing, and managing short-term secured commercial loans to real estate investors. Management
evaluates performance on a consolidated basis, as all loans share similar risk profiles, underwriting standards, and operational
processes. Key performance metrics include interest income, origination fees, loan performance, and operating expenses.
Significant expenses reviewed by management include interest and amortization of deferred financing costs and general and
administrative expenses, which remain consistent across loan types. There are no material differences between segment-level
information and consolidated financial reporting. The Company will continue to evaluate its segment reporting disclosures and
make adjustments if there are material changes in business operations or financial reporting requirements.
Net income from the Company’s reportable segment is as follows:
12.
Subsequent Events
In accordance with the dividend declared by the Company’s Board of Directors on November 26, 2024, a cash dividend
of $0.115 per share in an aggregate amount of $1,315,445 was paid on January 15, 2025 to all shareholders of record on
December 31, 2024.
On February 6, 2025, the Company’s Board of Directors declared a cash dividend of $0.115 per share to be paid to all
shareholders of record on April 8, 2025. The dividend will be paid on April 15, 2025.
2024
2023
Lending revenue:
$ 9,688,641
$ 9,796,256
Less:
Interest expense
2,248,368
2,432,532
Amortization of deferred financing costs
88,664
93,403
Referral fees
1,847
2,153
General and administrative expenses
1,776,176
1,825,227
Other income
(18,000)
(33,880)
Income tax expense
650
650
Net income
$ 5,590,936
$ 5,476,171

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OTHER INFORMATION
A copy of the Company’s annual report on Form 10-K, for the
year ended December 31, 2024, filed with the Securities and
Exchange Commission may be obtained without charge by any
shareholder by sending a written request to:
Manhattan Bridge Capital Inc.
Investor Relations Department
60 Cutter Mill Road, Suite 205
Great Neck, NY 11021
(516) 444-3400
or at www.manhattanbridgecapital.com
Additional information can be received by contacting our
investor relations department at the telephone number above.
HOLDERS
As of April 25, 2025, the number of registered holders of our
common shares was 10 and the estimated number of beneficial
owners
of
our
common
shares
was
approximately
9,000.
Equiniti Trust Company, LLC serves as transfer agent for our
common shares.
DIVIDENDS
We intend to pay regular quarterly distributions to holders of our
common shares in an amount not less than 90% of our REIT taxable
income
(determined
before
the
deduction
for
dividends paid and excluding any net capital gains). As a REIT, our
distributions generally will be taxable as ordinary income to our
shareholders (subject to the lower effective tax rates applicable to
qualified
REIT
dividends
via
the
deduction-without-outlay
mechanism of Section 199A of the Code, which is generally
available to our noncorporate U.S. shareholders that meet specified
holding requirement for taxable years before 2026), although we
may designate a portion of the distributions as qualified dividend
income or capital gain or a portion of the distributions may
constitute a return of capital. For tax reporting purposes, taxable
income dividends/distributions and non-taxable return of capital
distributions may result and will be reported as such to U.S.
individual taxpayers on Form 1099-DIV. For the tax year of 2024,
100% of our total distributions are characterized as non-qualified
dividends (Section 199A).
EXECUTIVE OFFICERS
Assaf Ran
Chief Executive Officer and President
Vanessa Kao
Chief Financial Officer, Vice President, Treasurer and
Secretary
BOARD OF DIRECTORS
Assaf Ran, Chairman of the Board
Lyron Bentovim (1)
Eran Goldshmit (1)(2)(3)
Michael J. Jackson (1)(2)(3)
Phillip Michals (1)(2)(3)
Vanessa Kao
(1)
Member of the Audit Committee.
(2)
Member of the Compensation Committee.
(3)
Member of the Corporate Governance and Nominating
Committee.
SHAREOWNER SERVICES
Questions about stock-related matters may be directed to our
transfer agent:
Equiniti Trust Company, LLC (“EQ”)
48 Wall Street, Floor 23
New York, NY 10005
Phone: 800-937-5449
Email: HelpAST@equiniti.com
COUNSEL
Sullivan & Worcester LLP
1251 Avenue of the Americas
New York, NY 10020
INDEPENDENT PUBLIC ACCOUNTANTS
Hoberman & Lesser CPA’s, LLP
252 West 37th Street, Suite 600E
New York, NY 10018
Corporate Information

60
Cutter Mill Road, Suite 205
G r e a t
N e c k ,
N Y
1 1 0 2 1
T E L :
5 1 6 - 4 4 4 - 3 4 0 0
FA X : 5 1 6 - 4 4 4 - 3 4 0 4
www.manhattanbridgecapital.com
©2015 The NASDAQ OMX Group, Inc.