UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One) | | | | | |
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31,June 30, 2023
OR
| | | | | |
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ____ to ____
Commission File Number: 000-16772
| | | | | | | | | | | | | | | | | | | | | | | |
PEOPLES BANCORP INC. |
(Exact name of Registrant as specified in its charter) |
Ohio | | | | 31-0987416 |
(State or other jurisdiction of incorporation or organization) | | | | (I.R.S. Employer Identification No.) |
138 Putnam Street, | P.O. Box 738, | | | | |
Marietta, | Ohio | | | | 45750 |
(Address of principal executive offices) | | | | (Zip Code) |
Registrant’s telephone number, including area code: | | | | (740) | | 373-3155 |
| Not Applicable | |
| (Former name, former address and former fiscal year, if changed since last report) | |
Securities registered pursuant to Section 12(b) of the Act: |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Shares, without par value | PEBO | The Nasdaq Stock Market |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| | | | | | | | | | | | | | |
Large accelerated filer | ☒ | | Accelerated filer | ☐ |
Non-accelerated filer | o☐ | | Smaller reporting company | ☐ |
| | | Emerging growth company | ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 28,485,21335,370,363 common shares, without par value, at April 28,August 2, 2023.
PART I - FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
| | | March 31, 2023 | December 31, 2022 | | June 30, 2023 | December 31, 2022 |
| (Dollars in thousands) | (Dollars in thousands) | (Unaudited) | | (Dollars in thousands) | (Unaudited) | |
Assets | Assets | | Assets | |
Cash and cash equivalents: | Cash and cash equivalents: | | Cash and cash equivalents: | |
Cash and balances due from banks | Cash and balances due from banks | $ | 97,101 | | $ | 94,679 | | Cash and balances due from banks | $ | 92,114 | | $ | 94,679 | |
Interest-bearing deposits in other banks | Interest-bearing deposits in other banks | 60,053 | | 59,343 | | Interest-bearing deposits in other banks | 56,368 | | 59,343 | |
Total cash and cash equivalents | Total cash and cash equivalents | 157,154 | | 154,022 | | Total cash and cash equivalents | 148,482 | | 154,022 | |
Available-for-sale investment securities, at fair value (amortized cost of $1,196,521 at March 31, 2023 and $1,300,719 at December 31, 2022) (a) | 1,049,497 | | 1,131,399 | | |
Held-to-maturity investment securities, at amortized cost (fair value of $624,436 at March 31, 2023 and $478,509 at December 31, 2022) (a) | 694,072 | | 560,212 | | |
Available-for-sale investment securities, at fair value (amortized cost of $1,292,331 at June 30, 2023 and $1,300,719 at December 31, 2022) (a) | | Available-for-sale investment securities, at fair value (amortized cost of $1,292,331 at June 30, 2023 and $1,300,719 at December 31, 2022) (a) | 1,133,439 | | 1,131,399 | |
Held-to-maturity investment securities, at amortized cost (fair value of $594,268 at June 30, 2023 and $478,509 at December 31, 2022) (a) | | Held-to-maturity investment securities, at amortized cost (fair value of $594,268 at June 30, 2023 and $478,509 at December 31, 2022) (a) | 673,925 | | 560,212 | |
Other investment securities | Other investment securities | 52,763 | | 51,609 | | Other investment securities | 63,579 | | 51,609 | |
Total investment securities (a) | Total investment securities (a) | 1,796,332 | | 1,743,220 | | Total investment securities (a) | 1,870,943 | | 1,743,220 | |
Loans and leases, net of deferred fees and costs (b) | Loans and leases, net of deferred fees and costs (b) | 4,759,718 | | 4,707,150 | | Loans and leases, net of deferred fees and costs (b) | 5,974,596 | | 4,707,150 | |
Allowance for credit losses | Allowance for credit losses | (53,303) | | (53,162) | | Allowance for credit losses | (61,211) | | (53,162) | |
Net loans and leases (c) | Net loans and leases (c) | 4,706,415 | | 4,653,988 | | Net loans and leases (c) | 5,913,385 | | 4,653,988 | |
Loans held for sale | Loans held for sale | 2,527 | | 2,140 | | Loans held for sale | 3,218 | | 2,140 | |
Bank premises and equipment, net of accumulated depreciation | Bank premises and equipment, net of accumulated depreciation | 86,567 | | 82,934 | | Bank premises and equipment, net of accumulated depreciation | 103,924 | | 82,934 | |
Bank owned life insurance | Bank owned life insurance | 105,999 | | 105,292 | | Bank owned life insurance | 138,181 | | 105,292 | |
Goodwill | Goodwill | 292,597 | | 292,397 | | Goodwill | 356,397 | | 292,397 | |
Other intangible assets | Other intangible assets | 31,965 | | 33,932 | | Other intangible assets | 56,775 | | 33,932 | |
Other assets | Other assets | 131,964 | | 139,379 | | Other assets | 195,330 | | 139,379 | |
Total assets | Total assets | $ | 7,311,520 | | $ | 7,207,304 | | Total assets | $ | 8,786,635 | | $ | 7,207,304 | |
Liabilities | Liabilities | | Liabilities | |
Deposits: | Deposits: | | Deposits: | |
Non-interest-bearing | Non-interest-bearing | $ | 1,555,064 | | $ | 1,589,402 | | Non-interest-bearing | $ | 1,682,634 | | $ | 1,589,402 | |
Interest-bearing | Interest-bearing | 4,233,463 | | 4,127,539 | | Interest-bearing | 5,277,235 | | 4,127,539 | |
Total deposits | Total deposits | 5,788,527 | | 5,716,941 | | Total deposits | 6,959,869 | | 5,716,941 | |
Short-term borrowings | Short-term borrowings | 490,670 | | 500,138 | | Short-term borrowings | 569,935 | | 500,138 | |
Long-term borrowings | Long-term borrowings | 95,629 | | 101,093 | | Long-term borrowings | 123,579 | | 101,093 | |
| Accrued expenses and other liabilities | Accrued expenses and other liabilities | 117,151 | | 103,804 | | Accrued expenses and other liabilities | 134,345 | | 103,804 | |
Total liabilities | Total liabilities | 6,491,977 | | 6,421,976 | | Total liabilities | 7,787,728 | | 6,421,976 | |
Stockholders’ equity | Stockholders’ equity | | Stockholders’ equity | |
Preferred shares, no par value, 50,000 shares authorized, no shares issued at March 31, 2023 and at December 31, 2022 | — | | — | | |
Common shares, no par value, 50,000,000 shares authorized, 29,868,456 shares issued at March 31, 2023 and 29,857,920 shares issued at December 31, 2022, including at each date shares held in treasury | 684,367 | | 686,450 | | |
Preferred shares, no par value, 50,000 shares authorized, no shares issued at June 30, 2023 or at December 31, 2022 | | Preferred shares, no par value, 50,000 shares authorized, no shares issued at June 30, 2023 or at December 31, 2022 | — | | — | |
Common shares, no par value, 50,000,000 shares authorized, 36,711,075 shares issued at June 30, 2023 and 29,857,920 shares issued at December 31, 2022, including at each date shares held in treasury | | Common shares, no par value, 50,000,000 shares authorized, 36,711,075 shares issued at June 30, 2023 and 29,857,920 shares issued at December 31, 2022, including at each date shares held in treasury | 862,960 | | 686,450 | |
Retained earnings | Retained earnings | 281,771 | | 265,936 | | Retained earnings | 289,445 | | 265,936 | |
Accumulated other comprehensive loss, net of deferred income taxes | Accumulated other comprehensive loss, net of deferred income taxes | (110,979) | | (127,136) | | Accumulated other comprehensive loss, net of deferred income taxes | (118,920) | | (127,136) | |
Treasury stock, at cost, 1,457,611 shares at March 31, 2023 and 1,643,461 shares at December 31, 2022 | (35,616) | | (39,922) | | |
Treasury stock, at cost, 1,415,639 shares at June 30, 2023 and 1,643,461 shares at December 31, 2022 | | Treasury stock, at cost, 1,415,639 shares at June 30, 2023 and 1,643,461 shares at December 31, 2022 | (34,578) | | (39,922) | |
Total stockholders’ equity | Total stockholders’ equity | 819,543 | | 785,328 | | Total stockholders’ equity | 998,907 | | 785,328 | |
Total liabilities and stockholders’ equity | Total liabilities and stockholders’ equity | $ | 7,311,520 | | $ | 7,207,304 | | Total liabilities and stockholders’ equity | $ | 8,786,635 | | $ | 7,207,304 | |
(a) Available-for-sale investment securities and held-to-maturity investment securities are presented net of allowance for credit losses of $0 and $241, respectively, at March 31,June 30, 2023 and December 31, 2022.
(b) Also referred to throughout this Quarterly Report on Form 10-Q as "total loans" and "loans held for investment."
(c) Also referred to throughout this Quarterly Report on Form 10-Q as "net loans"
See Notes to the Unaudited Condensed Consolidated Financial Statements
PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, | | | June 30, | | June 30, |
(Dollars in thousands, except per share data) | (Dollars in thousands, except per share data) | 2023 | 2022 | | (Dollars in thousands, except per share data) | 2023 | 2022 | | 2023 | 2022 |
Interest income: | Interest income: | | | Interest income: | |
Interest and fees on loans and leases | Interest and fees on loans and leases | $ | 71,762 | | $ | 50,200 | | | Interest and fees on loans and leases | $ | 91,848 | | $ | 56,764 | | | $ | 163,610 | | $ | 106,964 | |
Interest and dividends on taxable investment securities | Interest and dividends on taxable investment securities | 11,003 | | 6,050 | | | Interest and dividends on taxable investment securities | 12,771 | | 6,967 | | | 23,774 | | 13,017 | |
Interest on tax-exempt investment securities | Interest on tax-exempt investment securities | 996 | | 1,015 | | | Interest on tax-exempt investment securities | 1,125 | | 1,026 | | | 2,121 | | 2,041 | |
Other interest income | Other interest income | 388 | | 160 | | | Other interest income | 673 | | 299 | | | 1,061 | | 459 | |
Total interest income | Total interest income | 84,149 | | 57,425 | | | Total interest income | 106,417 | | 65,056 | | | 190,566 | | 122,481 | |
Interest expense: | Interest expense: | | | Interest expense: | |
Interest on deposits | Interest on deposits | 5,661 | | 2,053 | | | Interest on deposits | 14,403 | | 2,014 | | | 20,064 | | 4,067 | |
Interest on short-term borrowings | Interest on short-term borrowings | 4,457 | | 338 | | | Interest on short-term borrowings | 5,314 | | 261 | | | 9,771 | | 599 | |
Interest on long-term borrowings | Interest on long-term borrowings | 1,153 | | 724 | | | Interest on long-term borrowings | 1,847 | | 1,313 | | | 3,000 | | 2,037 | |
| Total interest expense | Total interest expense | 11,271 | | 3,115 | | | Total interest expense | 21,564 | | 3,588 | | | 32,835 | | 6,703 | |
Net interest income | Net interest income | 72,878 | | 54,310 | | | Net interest income | 84,853 | | 61,468 | | | 157,731 | | 115,778 | |
Provision for (recovery of) credit losses | Provision for (recovery of) credit losses | 1,853 | | (6,807) | | | Provision for (recovery of) credit losses | 7,983 | | (780) | | | 9,836 | | (7,587) | |
Net interest income after provision for (recovery of) credit losses | Net interest income after provision for (recovery of) credit losses | 71,025 | | 61,117 | | | Net interest income after provision for (recovery of) credit losses | 76,870 | | 62,248 | | | 147,895 | | 123,365 | |
| Non-interest income: | Non-interest income: | | | Non-interest income: | |
Electronic banking income | Electronic banking income | 5,443 | | 5,253 | | | Electronic banking income | 6,466 | | 5,419 | | | 11,909 | | 10,672 | |
Insurance income | Insurance income | 5,425 | | 4,731 | | | Insurance income | 4,004 | | 3,646 | | | 9,429 | | 8,377 | |
Trust and investment income | Trust and investment income | 4,084 | | 4,276 | | | Trust and investment income | 4,414 | | 4,246 | | | 8,498 | | 8,522 | |
Deposit account service charges | Deposit account service charges | 3,523 | | 3,426 | | | Deposit account service charges | 4,153 | | 3,558 | | | 7,676 | | 6,984 | |
Lease income | Lease income | 1,077 | | 775 | | | Lease income | 1,719 | | 431 | | | 2,796 | | 1,206 | |
Bank owned life insurance income | Bank owned life insurance income | 707 | | 431 | | | Bank owned life insurance income | 842 | | 797 | | | 1,549 | | 1,228 | |
Mortgage banking income | Mortgage banking income | 314 | | 436 | | | Mortgage banking income | 189 | | 352 | | | 503 | | 788 | |
Net loss on asset disposals and other transactions | Net loss on asset disposals and other transactions | (246) | | (127) | | | Net loss on asset disposals and other transactions | (1,665) | | (152) | | | (1,911) | | (279) | |
Net (loss) gain on investment securities | Net (loss) gain on investment securities | (1,935) | | 130 | | | Net (loss) gain on investment securities | (166) | | (44) | | | (2,101) | | 86 | |
Other non-interest income | Other non-interest income | 668 | | 719 | | | Other non-interest income | 1,059 | | 1,133 | | | 1,727 | | 1,852 | |
Total non-interest income | Total non-interest income | 19,060 | | 20,050 | | | Total non-interest income | 21,015 | | 19,386 | | | 40,075 | | 39,436 | |
Non-interest expense: | Non-interest expense: | | | Non-interest expense: | |
Salaries and employee benefit costs | Salaries and employee benefit costs | 32,028 | | 27,729 | | | Salaries and employee benefit costs | 38,025 | | 27,585 | | | 70,053 | | 55,314 | |
Net occupancy and equipment expense | Net occupancy and equipment expense | 4,955 | | 5,088 | | | Net occupancy and equipment expense | 5,380 | | 4,768 | | | 10,335 | | 9,856 | |
Professional fees | | Professional fees | 7,438 | | 2,280 | | | 10,319 | | 5,952 | |
Data processing and software expense | Data processing and software expense | 4,562 | | 2,916 | | | Data processing and software expense | 4,728 | | 3,033 | | | 9,290 | | 5,949 | |
Professional fees | 2,881 | | 3,672 | | | |
Amortization of other intangible assets | Amortization of other intangible assets | 1,871 | | 1,708 | | | Amortization of other intangible assets | 2,800 | | 2,034 | | | 4,671 | | 3,742 | |
Electronic banking expense | Electronic banking expense | 1,491 | | 2,759 | | | Electronic banking expense | 1,832 | | 2,727 | | | 3,323 | | 5,486 | |
Franchise tax expense | 1,034 | | 764 | | | |
Marketing expense | Marketing expense | 930 | | 995 | | | Marketing expense | 1,357 | | 860 | | | 2,287 | | 1,855 | |
FDIC insurance expense | FDIC insurance expense | 801 | | 1,194 | | | FDIC insurance expense | 1,464 | | 1,018 | | | 2,265 | | 2,212 | |
Franchise tax expense | | Franchise tax expense | 872 | | 1,102 | | | 1,906 | | 1,866 | |
Communication expense | | Communication expense | 724 | | 649 | | | 1,337 | | 1,274 | |
Other loan expenses | Other loan expenses | 739 | | 832 | | | Other loan expenses | 538 | | 445 | | | 1,277 | | 1,277 | |
Communication expense | 613 | | 625 | | | |
Other non-interest expense | Other non-interest expense | 4,574 | | 3,347 | | | Other non-interest expense | 5,465 | | 3,398 | | | 10,039 | | 6,745 | |
Total non-interest expense | Total non-interest expense | 56,479 | | 51,629 | | | Total non-interest expense | 70,623 | | 49,899 | | | 127,102 | | 101,528 | |
Income before income taxes | Income before income taxes | 33,606 | | 29,538 | | | Income before income taxes | 27,262 | | 31,735 | | | 60,868 | | 61,273 | |
Income tax expense | Income tax expense | 7,046 | | 5,961 | | | Income tax expense | 6,166 | | 6,847 | | | 13,212 | | 12,808 | |
Net income | Net income | $ | 26,560 | | $ | 23,577 | | | Net income | $ | 21,096 | | $ | 24,888 | | | $ | 47,656 | | $ | 48,465 | |
| Earnings per common share - basic | Earnings per common share - basic | $ | 0.95 | | $ | 0.84 | | | Earnings per common share - basic | $ | 0.64 | | $ | 0.89 | | | $ | 1.57 | | $ | 1.73 | |
Earnings per common share - diluted | Earnings per common share - diluted | $ | 0.94 | | $ | 0.84 | | | Earnings per common share - diluted | $ | 0.64 | | $ | 0.88 | | | $ | 1.56 | | $ | 1.72 | |
Weighted-average number of common shares outstanding - basic | Weighted-average number of common shares outstanding - basic | 27,891,760 | | 28,006,165 | | | Weighted-average number of common shares outstanding - basic | 32,526,962 | | 27,919,133 | | | 30,222,165 | | 27,962,405 | |
Weighted-average number of common shares outstanding - diluted | Weighted-average number of common shares outstanding - diluted | 28,021,879 | | 28,129,131 | | | Weighted-average number of common shares outstanding - diluted | 32,649,976 | | 28,061,736 | | | 30,314,504 | | 28,041,145 | |
Cash dividends declared | Cash dividends declared | $ | 10,725 | | $ | 10,176 | | | Cash dividends declared | $ | 13,422 | | $ | 10,757 | | | $ | 24,147 | | $ | 20,933 | |
Cash dividends declared per common share | Cash dividends declared per common share | $ | 0.38 | | $ | 0.36 | | | Cash dividends declared per common share | $ | 0.39 | | $ | 0.38 | | | $ | 0.77 | | $ | 0.74 | |
See Notes to the Unaudited Condensed Consolidated Financial Statements
PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Unaudited)
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended | |
| | March 31, | | | June 30, | | June 30, | |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | | (Dollars in thousands) | 2023 | 2022 | | 2023 | 2022 | |
Net income | Net income | $ | 26,560 | | $ | 23,577 | | | Net income | $ | 21,096 | | $ | 24,888 | | | $ | 47,656 | | $ | 48,465 | | |
Other comprehensive income (loss): | | | |
Other comprehensive (loss) income: | | Other comprehensive (loss) income: | | |
Available-for-sale investment securities: | Available-for-sale investment securities: | | | Available-for-sale investment securities: | | |
Gross unrealized holding gain (loss) arising during the period | 20,362 | | (71,637) | | | |
Related tax (expense) benefit | (4,647) | | 16,448 | | | |
Gross unrealized holding (loss) gain arising during the period | | Gross unrealized holding (loss) gain arising during the period | (12,034) | | (42,648) | | | 8,328 | | (114,284) | | |
Related tax benefit (expense) | | Related tax benefit (expense) | 3,154 | | 10,238 | | | (1,493) | | 26,686 | | |
Reclassification adjustment for net loss (gain) included in net income | Reclassification adjustment for net loss (gain) included in net income | 1,935 | | (130) | | | Reclassification adjustment for net loss (gain) included in net income | 166 | | 44 | | | 2,101 | | (86) | | |
Related tax (expense) benefit | Related tax (expense) benefit | (452) | | 30 | | | Related tax (expense) benefit | (43) | | (10) | | | (495) | | 20 | | |
| Net effect on other comprehensive income (loss) | 17,198 | | (55,289) | | | |
Net effect on other comprehensive (loss) income | | Net effect on other comprehensive (loss) income | (8,757) | | (32,376) | | | 8,441 | | (87,664) | | |
Defined benefit plan: | Defined benefit plan: | | | Defined benefit plan: | | |
Net loss arising during the period | — | | (14) | | | |
Related tax benefit | — | | 3 | | | |
Net gain arising during the period | | Net gain arising during the period | — | | 75 | | | — | | 61 | | |
Related tax expense | | Related tax expense | — | | (17) | | | — | | (14) | | |
Amortization of unrecognized loss and service cost on benefit plans | Amortization of unrecognized loss and service cost on benefit plans | 2 | | 21 | | | Amortization of unrecognized loss and service cost on benefit plans | 7 | | 17 | | | 9 | | 38 | | |
Related tax benefit | Related tax benefit | — | | (5) | | | Related tax benefit | (2) | | (4) | | | (2) | | (9) | | |
| Net effect on other comprehensive income | | Net effect on other comprehensive income | 5 | | 71 | | | 7 | | 76 | | |
Cash flow hedges: | | Cash flow hedges: | | |
Net gain (loss) arising during the period | | Net gain (loss) arising during the period | 1,073 | | 2,104 | | | (283) | | 7,560 | | |
Related tax (expense) benefit | | Related tax (expense) benefit | (262) | | (492) | | | 51 | | (1,712) | | |
Net effect on other comprehensive income (loss) | Net effect on other comprehensive income (loss) | 2 | | 5 | | | Net effect on other comprehensive income (loss) | 811 | | 1,612 | | | (232) | | 5,848 | | |
Cash flow hedges: | | | |
Net (loss) gain arising during the period | (1,356) | | 5,456 | | | |
Related tax benefit (expense) | 313 | | (1,220) | | | |
Net effect on other comprehensive income (loss) | (1,043) | | 4,236 | | | |
Total other comprehensive gain (loss), net of tax | 16,157 | | (51,048) | | | |
Total other comprehensive (loss) gain, net of tax | | Total other comprehensive (loss) gain, net of tax | (7,941) | | (30,693) | | | 8,216 | | (81,740) | | |
Total comprehensive income (loss) | Total comprehensive income (loss) | $ | 42,717 | | $ | (27,471) | | | Total comprehensive income (loss) | $ | 13,155 | | $ | (5,805) | | | $ | 55,872 | | $ | (33,275) | | |
See Notes to the Unaudited Condensed Consolidated Financial Statements
PEOPLES BANCORP INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (Unaudited)
| | | | | | | | | | | | | | | | | | | |
| | | | Accumulated Other Comprehensive Loss | | Total Stockholders' Equity | |
| | Common Shares | Retained Earnings | Treasury Stock | |
(Dollars in thousands) | | |
Balance, March 31, 2023 | | $ | 684,367 | | $ | 281,771 | | $ | (110,979) | | $ | (35,616) | | $ | 819,543 | | |
| | | | | | | |
Net income | | — | | 21,096 | | — | | — | | 21,096 | | |
Other comprehensive loss, net of tax | | — | | — | | (7,941) | | — | | (7,941) | | |
| | | | | | | |
| | | | | | | |
Cash dividends declared | | — | | (13,422) | | | — | | (13,422) | | |
| | | | | | | |
Reissuance of treasury stock for common share awards | | (725) | | — | | — | | 725 | | — | | |
| | | | | | | |
Reissuance of treasury stock for deferred compensation plan for Boards of Directors | | — | | — | | — | | 115 | | 115 | | |
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors | | — | | — | | — | | (134) | | (134) | | |
| | | | | | | |
Common shares issued under dividend reinvestment plan | | 350 | | — | | — | | — | | 350 | | |
Common shares issued under compensation plan for Boards of Directors | | 11 | | — | | — | | 124 | | 135 | | |
| | | | | | | |
Common shares issued under employee stock purchase plan | | 19 | | — | | — | | 208 | | 227 | | |
Stock-based compensation | | 1,009 | | — | | — | | — | | 1,009 | | |
| | | | | | | |
Issuance of common shares related to merger with Limestone Bancorp, Inc. | | 177,929 | | — | | — | | — | | 177,929 | | |
| | | | | | | |
Balance, June 30, 2023 | | $ | 862,960 | | $ | 289,445 | | $ | (118,920) | | $ | (34,578) | | $ | 998,907 | | |
| | | | | Accumulated Other Comprehensive Loss | | Total Stockholders' Equity | | | | Accumulated Other Comprehensive Loss | | Total Stockholders' Equity |
| | | Common Shares | Retained Earnings | Treasury Stock | | | Common Shares | Retained Earnings | Treasury Stock |
(Dollars in thousands) | (Dollars in thousands) | | (Dollars in thousands) | |
Balance, December 31, 2022 | Balance, December 31, 2022 | | $ | 686,450 | | $ | 265,936 | | $ | (127,136) | | $ | (39,922) | | $ | 785,328 | | Balance, December 31, 2022 | | $ | 686,450 | | $ | 265,936 | | $ | (127,136) | | $ | (39,922) | | $ | 785,328 | |
| Net income | Net income | | — | | 26,560 | | — | | — | | 26,560 | | Net income | | — | | 47,656 | | — | | — | | 47,656 | |
Other comprehensive gain, net of tax | Other comprehensive gain, net of tax | | — | | — | | 16,157 | | — | | 16,157 | | Other comprehensive gain, net of tax | | — | | — | | 8,216 | | — | | 8,216 | |
| Cash dividends declared | Cash dividends declared | | — | | (10,725) | | — | | — | | (10,725) | | Cash dividends declared | | — | | (24,147) | | — | | — | | (24,147) | |
| Reissuance of treasury stock for common share awards | Reissuance of treasury stock for common share awards | | (4,685) | | — | | — | | 4,685 | | — | | Reissuance of treasury stock for common share awards | | (5,410) | | — | | — | | 5,410 | | — | |
| Reissuance of treasury stock for deferred compensation plan for Boards of Directors | | Reissuance of treasury stock for deferred compensation plan for Boards of Directors | | — | | — | | — | | 115 | | 115 | |
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors | Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors | | — | | — | | — | | (920) | | (920) | | Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors | | — | | — | | — | | (1,054) | | (1,054) | |
| Common shares issued under dividend reinvestment plan | Common shares issued under dividend reinvestment plan | | 402 | | — | | — | | — | | 402 | | Common shares issued under dividend reinvestment plan | | 752 | | — | | — | | — | | 752 | |
Common shares issued under compensation plan for Boards of Directors | Common shares issued under compensation plan for Boards of Directors | | 8 | | — | | — | | 128 | | 136 | | Common shares issued under compensation plan for Boards of Directors | | 19 | | — | | — | | 252 | | 271 | |
| Common shares issued under employee stock purchase plan | Common shares issued under employee stock purchase plan | | 42 | | — | | — | | 413 | | 455 | | Common shares issued under employee stock purchase plan | | 61 | | — | | — | | 621 | | 682 | |
Stock-based compensation | Stock-based compensation | | 2,150 | | — | | — | | — | | 2,150 | | Stock-based compensation | | 3,159 | | — | | — | | — | | 3,159 | |
| Issuance of common shares related to merger with Limestone Bancorp, Inc. | | Issuance of common shares related to merger with Limestone Bancorp, Inc. | | 177,929 | | — | | — | | — | | 177,929 | |
| Balance, March 31, 2023 | | $ | 684,367 | | $ | 281,771 | | $ | (110,979) | | $ | (35,616) | | $ | 819,543 | | |
Balance, June 30, 2023 | | Balance, June 30, 2023 | | $ | 862,960 | | $ | 289,445 | | $ | (118,920) | | $ | (34,578) | | $ | 998,907 | |
| | | | | | | | | | | | | | | | | | |
| | | | Accumulated Other Comprehensive Loss | | Total Stockholders' Equity |
| | Common Shares | Retained Earnings | Treasury Stock |
(Dollars in thousands) | |
Balance, December 31, 2021 | | $ | 686,282 | | $ | 207,076 | | $ | (11,619) | | $ | (36,714) | | $ | 845,025 | |
| | | | | | |
Net income | | — | | 23,577 | | — | | — | | 23,577 | |
Other comprehensive loss, net of tax | | — | | — | | (51,048) | | — | | (51,048) | |
| | | | | | |
| | | | | | |
Cash dividends declared | | — | | (10,176) | | — | | — | | (10,176) | |
| | | | | | |
Reissuance of treasury stock for common share awards | | (3,998) | | — | | — | | 3,998 | | — | |
| | | | | | |
| | | | | | |
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors | | — | | — | | — | | (1,230) | | (1,230) | |
| | | | | | |
Common shares issued under dividend reinvestment plan | | 305 | | — | | — | | — | | 305 | |
Common shares issued under compensation plan for Boards of Directors | | 31 | | — | | — | | 93 | | 124 | |
| | | | | | |
Common shares issued under employee stock purchase plan | | 46 | | — | | — | | 140 | | 186 | |
Stock-based compensation | | 1,577 | | — | | — | | — | | 1,577 | |
| | | | | | |
| | | | | | |
| | | | | | |
Balance, March 31, 2022 | | $ | 684,243 | | $ | 220,477 | | $ | (62,667) | | $ | (33,713) | | $ | 808,340 | |
6
| | | | | | | | | | | | | | | | | | |
| | | | Accumulated Other Comprehensive Loss | | Total Stockholders' Equity |
| | Common Shares | Retained Earnings | Treasury Stock |
(Dollars in thousands) | |
Balance, March 31, 2022 | | $ | 684,243 | | $ | 220,477 | | $ | (62,666) | | $ | (33,713) | | $ | 808,341 | |
| | | | | | |
Net income | | — | | 24,888 | | — | | — | | 24,888 | |
Other comprehensive loss, net of tax | | — | | — | | (30,693) | | — | | (30,693) | |
| | | | | | |
| | | | | | |
Cash dividends declared | | — | | (10,757) | | — | | — | | (10,757) | |
| | | | | | |
Reissuance of treasury stock for common share awards | | (727) | | — | | — | | 727 | | — | |
| | | | | | |
Reissuance of treasury stock for deferred compensation plan for Boards of Directors | | — | | — | | — | | 78 | | 78 | |
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors | | — | | — | | — | | (206) | | (206) | |
Common shares repurchased under share repurchase program then in effect | | — | | — | | — | | (5,987) | | (5,987) | |
Common shares issued under dividend reinvestment plan | | 296 | | — | | — | | — | | 296 | |
Common shares issued under compensation plan for Boards of Directors | | 13 | | — | | — | | 115 | | 128 | |
| | | | | | |
Common shares issued under employee stock purchase plan | | 15 | | — | | — | | 145 | | 160 | |
Stock-based compensation | | 576 | | — | | — | | — | | 576 | |
| | | | | | |
| | | | | | |
| | | | | | |
Balance, June 30, 2022 | | $ | 684,416 | | $ | 234,608 | | $ | (93,359) | | $ | (38,841) | | $ | 786,824 | |
| | | | | | | | | | | | | | | | | | |
| | | | Accumulated Other Comprehensive Loss | | Total Stockholders' Equity |
| | Common Shares | Retained Earnings | Treasury Stock |
(Dollars in thousands) | |
Balance, December 31, 2021 | | $ | 686,282 | | $ | 207,076 | | $ | (11,619) | | $ | (36,714) | | $ | 845,025 | |
| | | | | | |
Net income | | — | | 48,465 | | — | | — | | 48,465 | |
Other comprehensive loss, net of tax | | — | | — | | (81,740) | | — | | (81,740) | |
| | | | | | |
| | | | | | |
Cash dividends declared | | — | | (20,933) | | — | | — | | (20,933) | |
| | | | | | |
Reissuance of treasury stock for common share awards | | (4,725) | | — | | — | | 4,725 | | — | |
| | | | | | |
Reissuance of treasury stock for deferred compensation plan for Boards of Directors | | — | | — | | — | | 78 | | 78 | |
Repurchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors | | — | | — | | — | | (1,436) | | (1,436) | |
Common shares repurchased under share repurchase program then in effect | | — | | — | | — | | (5,987) | | (5,987) | |
Common shares issued under dividend reinvestment plan | | 601 | | — | | — | | — | | 601 | |
Common shares issued under compensation plan for Boards of Directors | | 44 | | — | | — | | 208 | | 252 | |
| | | | | | |
Common shares issued under employee stock purchase plan | | 61 | | — | | — | | 285 | | 346 | |
Stock-based compensation | | 2,153 | | — | | — | | — | | 2,153 | |
| | | | | | |
| | | | | | |
| | | | | | |
Balance, June 30, 2022 | | $ | 684,416 | | $ | 234,608 | | $ | (93,359) | | $ | (38,841) | | $ | 786,824 | |
See Notes to the Unaudited Condensed Consolidated Financial Statements
PEOPLES BANCORP INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
| | | Three Months Ended | | Six Months Ended |
| | March 31, | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | (Dollars in thousands) | 2023 | 2022 |
Net cash provided by operating activities | Net cash provided by operating activities | $ | 47,997 | | $ | 15,710 | | Net cash provided by operating activities | $ | 63,223 | | $ | 62,708 | |
Investing activities: | Investing activities: | | Investing activities: | |
Available-for-sale investment securities: | Available-for-sale investment securities: | | Available-for-sale investment securities: | |
Purchases | Purchases | (22,873) | | (165,305) | | Purchases | (23,913) | | (233,126) | |
Proceeds from sales | Proceeds from sales | 95,362 | | 4,218 | | Proceeds from sales | 120,396 | | 8,732 | |
Proceeds from principal payments, calls and prepayments | Proceeds from principal payments, calls and prepayments | 27,922 | | 60,520 | | Proceeds from principal payments, calls and prepayments | 73,318 | | 112,795 | |
Held-to-maturity investment securities: | Held-to-maturity investment securities: | | Held-to-maturity investment securities: | |
Purchases | Purchases | (167,169) | | (15,463) | | Purchases | (174,335) | | (38,622) | |
Proceeds from principal payments | Proceeds from principal payments | 33,324 | | 4,512 | | Proceeds from principal payments | 60,672 | | 11,109 | |
Other investment securities: | Other investment securities: | | Other investment securities: | |
Purchases | Purchases | (4,792) | | (8,208) | | Purchases | (15,856) | | (11,013) | |
Proceeds from sales | Proceeds from sales | 3,746 | | 237 | | Proceeds from sales | 9,665 | | 3,101 | |
| Net (increase) decrease in loans held for investment | Net (increase) decrease in loans held for investment | (52,386) | | 75,740 | | Net (increase) decrease in loans held for investment | (184,177) | | 70,872 | |
Net expenditures for premises and equipment | Net expenditures for premises and equipment | (2,757) | | (2,053) | | Net expenditures for premises and equipment | (7,182) | | (3,462) | |
Proceeds from sales of other real estate owned | Proceeds from sales of other real estate owned | 107 | | 124 | | Proceeds from sales of other real estate owned | 106 | | 307 | |
| Business acquisitions, net of cash received | (200) | | (80,532) | | |
Purchase of bank owned life insurance | | Purchase of bank owned life insurance | — | | (30,000) | |
Proceeds from bank owned life insurance contracts | | Proceeds from bank owned life insurance contracts | — | | 248 | |
Business acquisitions, net of cash received (paid) | | Business acquisitions, net of cash received (paid) | 91,793 | | (85,793) | |
Investment in limited partnership and tax credit funds | Investment in limited partnership and tax credit funds | (267) | | (1,151) | | Investment in limited partnership and tax credit funds | (1,699) | | (1,151) | |
Net cash used in investing activities | Net cash used in investing activities | (89,983) | | (127,361) | | Net cash used in investing activities | (51,212) | | (196,003) | |
Financing activities: | Financing activities: | | Financing activities: | |
Net (decrease) increase in non-interest-bearing deposits | Net (decrease) increase in non-interest-bearing deposits | (34,338) | | 25,246 | | Net (decrease) increase in non-interest-bearing deposits | (169,495) | | 20,443 | |
Net increase in interest-bearing deposits | Net increase in interest-bearing deposits | 105,991 | | 115,255 | | Net increase in interest-bearing deposits | 178,373 | | 46,485 | |
Net decrease in short-term borrowings | (9,468) | | (27,252) | | |
Net increase in short-term borrowings | | Net increase in short-term borrowings | 9,797 | | 154,915 | |
Proceeds from long-term borrowings | Proceeds from long-term borrowings | 2,899 | | — | | Proceeds from long-term borrowings | 5,004 | | 11,255 | |
Payments on long-term borrowings | Payments on long-term borrowings | (8,450) | | (260) | | Payments on long-term borrowings | (16,626) | | (89,217) | |
| Cash dividends paid | Cash dividends paid | (10,993) | | (10,438) | | Cash dividends paid | (24,276) | | (21,081) | |
| Purchase of treasury stock under share repurchase program | | Purchase of treasury stock under share repurchase program | — | | (5,987) | |
Purchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors to be held as treasury stock | Purchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors to be held as treasury stock | (920) | | (1,230) | | Purchase of treasury stock in connection with employee incentive program and compensation plan for Boards of Directors to be held as treasury stock | (1,054) | | (1,436) | |
Proceeds from issuance of common shares | Proceeds from issuance of common shares | 397 | | 282 | | Proceeds from issuance of common shares | 726 | | 576 | |
| Net cash provided by financing activities | 45,118 | | 101,603 | | |
Net increase (decrease) in cash and cash equivalents | 3,132 | | (10,048) | | |
Net cash (used in) provided by financing activities | | Net cash (used in) provided by financing activities | (17,551) | | 115,953 | |
Net decrease in cash and cash equivalents | | Net decrease in cash and cash equivalents | (5,540) | | (17,342) | |
Cash and cash equivalents at beginning of period | Cash and cash equivalents at beginning of period | 154,022 | | 415,727 | | Cash and cash equivalents at beginning of period | 154,022 | | 415,727 | |
Cash and cash equivalents at end of period | Cash and cash equivalents at end of period | $ | 157,154 | | $ | 405,679 | | Cash and cash equivalents at end of period | $ | 148,482 | | $ | 398,385 | |
| Supplemental cash flow information: | Supplemental cash flow information: | | Supplemental cash flow information: | |
Interest paid | Interest paid | $ | 9,675 | | $ | 2,656 | | Interest paid | $ | 27,283 | | $ | 6,585 | |
Income taxes paid | Income taxes paid | 105 | | — | | Income taxes paid | 29,194 | | 1,797 | |
Supplemental noncash disclosures: | Supplemental noncash disclosures: | | Supplemental noncash disclosures: | |
Transfers from total loans to other real estate owned | Transfers from total loans to other real estate owned | — | | 36 | | Transfers from total loans to other real estate owned | — | | 55 | |
Noncash recognition of new leases | Noncash recognition of new leases | 336 | | 726 | | Noncash recognition of new leases | 4,179 | | 27 | |
See Notes to the Unaudited Condensed Consolidated Financial Statements
PEOPLES BANCORP INC. AND SUBSIDIARIES
NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Note 1 Summary of Significant Accounting Policies Basis of Presentation: The accompanying Unaudited Condensed Consolidated Financial Statements of Peoples Bancorp Inc. and its subsidiaries ("Peoples" refers to Peoples Bancorp Inc. and its consolidated subsidiaries collectively, except where the context indicates the reference relates solely to Peoples Bancorp Inc.) have been prepared in accordance with accounting principles generally accepted in the United States ("US GAAP") for interim financial information and the instructions for Form 10-Q and Article 10 of Regulation S-X. Accordingly, these financial statements do not contain all of the information and footnotes required by US GAAP for annual financial statements and should be read in conjunction with Peoples’ Annual Report on Form 10-K for the fiscal year ended December 31, 2022 ("Peoples' 2022 Form 10-K").
The accounting and reporting policies followed in the presentation of the accompanying Unaudited Condensed Consolidated Financial Statements are consistent with those described in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples’ 2022 Form 10-K, as updated by the information contained in this Quarterly Report on Form 10-Q for the quarterly period ended March 31,June 30, 2023 (this "Form 10-Q"). Management has evaluated all significant events and transactions that occurred after March 31,June 30, 2023 for potential recognition or disclosure in these unaudited condensed consolidated financial statements. In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments necessary to present fairly such information for the periods and at the dates indicated. Such adjustments are normal and recurring in nature. Intercompany accounts and transactions have been eliminated. The Consolidated Balance Sheet at December 31, 2022, contained herein, has been derived from the audited Consolidated Balance Sheet included in Peoples’ 2022 Form 10-K.
The preparation of the condensed consolidated financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Results of operations for interim periods are not necessarily indicative of the results to be expected for the full year, due in part to seasonal variations and unusual or infrequently occurring items.
New Accounting Pronouncements: From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board ("FASB") or other standard setting bodies that are adopted by Peoples as of the required effective dates. The following paragraphs related to new pronouncements should be read in conjunction with "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples’ 2022 Form 10-K. Unless otherwise discussed, management believes the impact of any recently issued standards, including those issued but not yet effective, will not have a material impact on Peoples' financial statements taken as a whole.
Accounting Standards Update ("ASU") 2020-04 - Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting. This guidance provides optional expedients and exceptions for applying US GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. This guidance was further updated by ASU 2021-01. This update was effective as offrom March 12, 2020 through December 31, 2022. The FASB further updated the guidance with ASU 2022-06, which deferred the sunset date of ASC Topic 848, Reference Rate Reform (Topic 848) from December 31, 2022 to December 31, 2024. ASU 2020-04 was early adopted by Peoples as of September 30, 2021, and did not have a significant impact on Peoples' Consolidated Financial Statements, but is expected to reduce the accounting burden of assessing contracts impacted by reference rate reform. Peoples established a working group, consisting of key stakeholders from throughout the company, to monitor developments relating to LIBORLondon Inter-Bank Offered Rate ("LIBOR") changes and to guide the transition. This team has worked to successfully ensure that technology systems are prepared for the transition, loan documents that reference LIBOR-based rates have been appropriately amended to reference other methods of interest rate determinations and internal and external stakeholders have been apprised of the transition. Based on the transition progress to date, Peoples ceased originating LIBOR-based products after December 31, 2021 and began originating SOFR-indexed products. Peoples will continue to transition all remainingAny LIBOR-based products originated prior to December 31, 2021, but maturing after June 30, 2023, are based on SOFR-indexed products. Peoples will also continue to evaluate theproducts as of July 1, 2023. The transition process and align its trajectory with regulatory guidelines regarding the cessation of LIBOR as well as monitor new developments for transitioning to alternative reference rates, if necessary and as needed.did not have a material impact on Peoples' consolidated financial statements.
ASU 2022-02 - Financial Instruments - Credit Losses (Topic 326): Troubled Debt Restructurings ("TDRs") and Vintage Disclosures. This ASU eliminates the accounting guidance on troubled debt restructurings (TDRs)TDRs for creditors and amends the guidance on disclosures to include current-period gross write-offscharge-offs by year of origination. This ASU also updates the requirements related to accounting for credit losses under Accounting Standards Codification ("ASC") 326 and adds enhanced disclosures for creditors with respect to loan refinancings and restructurings for borrowers experiencing financial difficulty. For entities that have already adopted ASU 2016-13, as Peoples has, the amendments in ASU 2022-02 are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years.
Effective January 1, 2023, Peoples adopted the amendments within ASU 2022-02, using the prospective transition method. The adoption of this guidance did not have a material impact on Peoples' consolidated financial statements.
Pursuant to the guidance in ASU 2022-02, when a loan is restructured, Peoples continues to measure the allowance for credit losses on the loan using a discounted cash flow approach that utilizes a prepayment-adjusted discount rate based on the loan’s restructured terms. Under the TDR accounting model, Peoples modeled a 12-month extension of the contractual terms for TDRs that were to mature within the next 12 months. As Peoples has elected a prospective transition, the extension on a loan that was previously restructured and accounted for as a TDR will continue to be measured as it had been historically in Peoples' allowance for credit losses until the loan is paid off, sold, liquidated or subsequently restructured. Refer to "Note 4 Loans and Leases" for additional information.
Note 2 Fair Value of Assets and Liabilities Fair value represents the amount expected to be received to sell an asset or paid to transfer a liability in its principal or most advantageous market in an orderly transaction between market participants at the measurement date. In accordance with fair value accounting guidance, Peoples measures, records and reports various types of assets and liabilities at fair value on either a recurring or a non-recurring basis in the Unaudited Condensed Consolidated Financial Statements. Those assets and liabilities are presented below in the sections entitled “Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis” and “Assets and Liabilities Required to be Measured and Reported at Fair Value on a Non-Recurring Basis.”
Depending on the nature of the asset or the liability, Peoples uses various valuation methodologies and assumptions to estimate fair value. The measurement of fair value under US GAAP uses a hierarchy, which is described in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2022 Form 10-K.
Assets and liabilities are assigned to a level within the fair value hierarchy based on the lowest level of significant input used to measure fair value. Assets and liabilities may change levels within the fair value hierarchy due to market conditions or other circumstances. Those transfers are recognized on the date of the event that prompted the transfer. There were no transfers of assets or liabilities required to be measured at fair value on a recurring basis between levels of the fair value hierarchy during the periods presented.
Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis
The following table provides the fair value for assets and liabilities required to be measured and reported at fair value on a recurring basis on the Unaudited Consolidated Balance Sheets by level in the fair value hierarchy.
| | | | Recurring Fair Value Measurements at Reporting Date | | | Recurring Fair Value Measurements at Reporting Date |
| | | March 31, 2023 | | December 31, 2022 | | | June 30, 2023 | | December 31, 2022 |
(Dollars in thousands) | (Dollars in thousands) | | Level 1 | Level 2 | Level 3 | | Level 1 | Level 2 | Level 3 | (Dollars in thousands) | | Level 1 | Level 2 | Level 3 | | Level 1 | Level 2 | Level 3 |
| Assets: | Assets: | | | | Assets: | | | |
Available-for-sale investment securities: | Available-for-sale investment securities: | | | Available-for-sale investment securities: | | |
Obligations of: | Obligations of: | | | | Obligations of: | | | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | | $ | 58,438 | | $ | — | | $ | — | | | $ | 152,422 | | $ | — | | $ | — | | U.S. Treasury and government agencies | | $ | 75,255 | | $ | — | | $ | — | | | $ | 152,422 | | $ | — | | $ | — | |
U.S. government sponsored agencies | U.S. government sponsored agencies | | — | | 98,311 | | — | | | — | | 88,115 | | — | | U.S. government sponsored agencies | | — | | 98,324 | | — | | | — | | 88,115 | | — | |
States and political subdivisions | States and political subdivisions | | — | | 224,996 | | — | | | — | | 225,882 | | — | | States and political subdivisions | | — | | 248,271 | | — | | | — | | 225,882 | | — | |
Residential mortgage-backed securities | Residential mortgage-backed securities | | — | | 605,270 | | — | | | — | | 604,653 | | — | | Residential mortgage-backed securities | | — | | 635,487 | | — | | | — | | 604,653 | | — | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | | — | | 52,153 | | — | | | — | | 50,049 | | — | | Commercial mortgage-backed securities | | — | | 52,830 | | — | | | — | | 50,049 | | — | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | | — | | 10,329 | | — | | | — | | 10,278 | | — | | Bank-issued trust preferred securities | | — | | 21,430 | | 1,842 | | | — | | 10,278 | | — | |
| Total available-for-sale securities | Total available-for-sale securities | | $ | 58,438 | | $ | 991,059 | | $ | — | | | $ | 152,422 | | $ | 978,977 | | $ | — | | Total available-for-sale securities | | $ | 75,255 | | $ | 1,056,342 | | $ | 1,842 | | | $ | 152,422 | | $ | 978,977 | | $ | — | |
Equity investment securities (a) | Equity investment securities (a) | | 168 | | 199 | | — | | | 147 | | 199 | | — | | Equity investment securities (a) | | 175 | | 200 | | — | | | 147 | | 199 | | — | |
Derivative assets (b) | Derivative assets (b) | | — | | 27,339 | | — | | | — | | 34,123 | | — | | Derivative assets (b) | | — | | 30,903 | | — | | | — | | 34,123 | | — | |
Liabilities: | Liabilities: | | | Liabilities: | | |
Derivative liabilities (c) | Derivative liabilities (c) | | $ | — | | $ | 23,100 | | $ | — | | | $ | — | | $ | 28,529 | | $ | — | | Derivative liabilities (c) | | $ | — | | $ | 25,591 | | $ | — | | | $ | — | | $ | 28,529 | | $ | — | |
(a) Included in "Other investment securities" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 3 Investment Securities" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
(b) Included in "Other assets" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 10 Derivative Financial Instruments" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
(c) Included in "Accrued expenses and other liabilities" on the Unaudited Consolidated Balance Sheets. For additional information, see "Note 10 Derivative Financial Instruments" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
Available-for-Sale Investment Securities: The fair values used by Peoples are obtained from an independent pricing service and represent either quoted market prices for the identical securities (Level 1) or fair values determined by pricing models using a market approach that considers observable market data, such as interest rate volatility, LIBOR (or other relevant) yield curves, credit spreads and prices from market makers and live trading systems (Level 2). As of June 30, 2023, Peoples had one available-for-sale investment security for which quoted market prices or observable market data was unavailable. Therefore, a broker estimated market value based on the price an interested buyer would be willing to pay (Level 3). Management reviews the valuation methodology and quality controls utilized by the pricing services or broker in management's overall assessment of the
reasonableness of the fair values provided, and challenges prices when management believes a material discrepancy in pricing exists.
Equity Investment Securities: The fair values of Peoples' equity investment securities are obtained from quoted prices in active exchange markets for identical assets or liabilities (Level 1) or quoted prices in less active markets (Level 2).
Derivative Assets and Derivative Liabilities: Derivative assets and derivative liabilities are recognized on the Unaudited Consolidated Balance Sheets at their fair value within "Other assets" and "Accrued expenses and other liabilities", respectively. The fair value for derivative financial instruments is determined based on market prices, broker-dealer quotations on similar products, or other related input parameters (Level 2).
Assets and Liabilities Required to be Measured and Reported at Fair Value on a Non-Recurring Basis
The following table provides the fair value for each class of assets and liabilities required to be measured and reported at fair value on a non-recurring basis on the Unaudited Consolidated Balance Sheets by level in the fair value hierarchy at March 31,June 30, 2023 and December 31, 2022.
| | | | Non-Recurring Fair Value Measurements at Reporting Date | | | Non-Recurring Fair Value Measurements at Reporting Date |
| | | March 31, 2023 | | | December 31, 2022 | | | June 30, 2023 | | | December 31, 2022 |
(Dollars in thousands) | (Dollars in thousands) | | Level 2 | Level 3 | | | Level 2 | Level 3 | (Dollars in thousands) | | Level 2 | Level 3 | | | Level 2 | Level 3 |
| | Level 2 | Level 3 | Level 2 | Level 3 |
Assets: | Assets: | | | Assets: | | | |
Collateral dependent loans | Collateral dependent loans | | $ | — | | $ | 8,860 | | | | $ | — | | $ | 10,354 | | Collateral dependent loans | | $ | — | | $ | 6,561 | | | | $ | — | | $ | 10,354 | |
Loans held for sale (a) | Loans held for sale (a) | | $ | 1,251 | | $ | — | | | | $ | 1,254 | | $ | — | | Loans held for sale (a) | | $ | 1,587 | | $ | — | | | | $ | 1,254 | | $ | — | |
Other real estate owned | Other real estate owned | | $ | — | | $ | — | | | | $ | — | | $ | 55 | | Other real estate owned | | $ | — | | $ | 7,118 | | | | $ | — | | $ | 55 | |
|
(a) Loans held for sale are presented gross of a valuation allowance of $99$138 and $105 at March 31,June 30, 2023 and at December 31, 2022, respectively.
Collateral Dependent Loans: Loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty, are considered collateral dependent. Peoples utilizes outside third-party appraisal services to value the underlying collateral, which Peoples then uses to report the loans at their fair value (Level 3).
Loans Held for Sale: Loans originated and intended to be sold in the secondary market, generally one-to-four family residential loans, are carried, in aggregate, at the lower of cost or estimated fair value. Peoples uses a valuation model using quoted market prices of similar instruments in arriving at the fair value (Level 2).
Other Real Estate Owned ("OREO"):, OREO, included in "Other assets" on the Unaudited Consolidated Balance Sheets, is comprised primarily of commercial and residential real estate properties acquired by Peoples in satisfaction of a loan. OREO obtained in satisfaction of a loan is recorded at the lower of cost or estimated fair value, less estimated costs to sell the property. The carrying value of OREO is not re-measured to fair value on a recurring basis, but is based on recent real estate appraisals and is updated at least annually. These appraisals may utilize a single valuation approach or a combination of approaches including the comparable sales approach and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available (Level 3).
Servicing Rights: Servicing rights are included in "Other intangible assets" on the Unaudited Consolidated Balance Sheets. The fair value of servicing rights is determined by using a discounted cash flow model, which estimates the present value of the future net cash flows of the servicing portfolio based on various factors, such as servicing costs, expected prepayment speeds and discount rates (Level 3). The carrying value of servicing rights is not re-measured to fair value on a recurring basis. Peoples assesses the carrying value of servicing rights quarterly for impairment.
Financial Instruments Not Required to be Measured or Reported at Fair Value
The following table provides the carrying amount for each class of assets and liabilities and the fair value for certain financial instruments that are not required to be measured or reported at fair value on the Unaudited Consolidated Balance Sheets.
| | | | Fair Value Measurements of Other Financial Instruments | | | Fair Value Measurements of Other Financial Instruments |
(Dollars in thousands) | (Dollars in thousands) | | Fair Value Hierarchy Level | March 31, 2023 | | December 31, 2022 | (Dollars in thousands) | | Fair Value Hierarchy Level | June 30, 2023 | | December 31, 2022 |
| Carrying Amount | Fair Value | | Carrying Amount | Fair Value | | Carrying Amount | Fair Value | | Carrying Amount | Fair Value |
| Assets: | Assets: | | | Assets: | | |
Cash and cash equivalents | Cash and cash equivalents | | 1 | $ | 157,154 | | $ | 157,154 | | | $ | 154,022 | | $ | 154,022 | | Cash and cash equivalents | | 1 | $ | 148,482 | | $ | 148,482 | | | $ | 154,022 | | $ | 154,022 | |
| Held-to-maturity investment securities: | Held-to-maturity investment securities: | | | Held-to-maturity investment securities: | | |
Obligations of: | Obligations of: | | | Obligations of: | | |
U.S. government sponsored agencies | U.S. government sponsored agencies | | 2 | 194,184 | | 186,446 | | | 132,366 | | 123,020 | | U.S. government sponsored agencies | | 2 | 176,027 | | 166,234 | | | 132,366 | | 123,020 | |
States and political subdivisions (a) | States and political subdivisions (a) | | 2 | 145,085 | | 114,192 | | | 145,263 | | 108,776 | | States and political subdivisions (a) | | 2 | 144,909 | | 113,042 | | | 145,263 | | 108,776 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | | 2 | 245,294 | | 230,377 | | | 176,215 | | 157,998 | | Residential mortgage-backed securities | | 2 | 243,807 | | 223,955 | | | 176,215 | | 157,998 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | | 2 | 105,002 | | 89,919 | | | 101,861 | | 85,354 | | Commercial mortgage-backed securities | | 2 | 104,675 | | 87,870 | | | 101,861 | | 85,354 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | | 3 | 4,748 | | 3,502 | | | 4,748 | | 3,361 | | Commercial mortgage-backed securities | | 3 | 4,748 | | 3,408 | | | 4,748 | | 3,361 | |
Total held-to-maturity securities | Total held-to-maturity securities | | | 694,313 | | 624,436 | | | 560,453 | | 478,509 | | Total held-to-maturity securities | | | 674,166 | | 594,509 | | | 560,453 | | 478,509 | |
| Other investment securities: | Other investment securities: | | | Other investment securities: | | |
Other investment securities at cost: | Other investment securities at cost: | | | Other investment securities at cost: | | |
Federal Home Loan Bank ("FHLB") stock | Federal Home Loan Bank ("FHLB") stock | | N/A | 27,381 | | 27,381 | | | 26,605 | | 26,605 | | Federal Home Loan Bank ("FHLB") stock | | N/A | 31,564 | | 31,564 | | | 26,605 | | 26,605 | |
Federal Reserve Bank ("FRB") stock | Federal Reserve Bank ("FRB") stock | | N/A | 21,231 | | 21,231 | | | 21,231 | | 21,231 | | Federal Reserve Bank ("FRB") stock | | N/A | 26,511 | | 26,511 | | | 21,231 | | 21,231 | |
Banker's Bank of Kentucky ("BBKY") stock | Banker's Bank of Kentucky ("BBKY") stock | | N/A | 355 | | 355 | | | 355 | | 355 | | Banker's Bank of Kentucky ("BBKY") stock | | N/A | 355 | | 355 | | | 355 | | 355 | |
Total other investment securities at cost | Total other investment securities at cost | | | 48,967 | | 48,967 | | | 48,191 | | 48,191 | | Total other investment securities at cost | | | 58,430 | | 58,430 | | | 48,191 | | 48,191 | |
Other investment securities at fair value: | Other investment securities at fair value: | | | Other investment securities at fair value: | | |
Nonqualified deferred compensation (b) | Nonqualified deferred compensation (b) | | 1 | 2,405 | | 2,405 | | | 2,048 | | 2,048 | | Nonqualified deferred compensation (b) | | 1 | 2,660 | | 2,660 | | | 2,048 | | 2,048 | |
Other investment securities (c) | Other investment securities (c) | | 2 | 1,024 | | 1,024 | | | 1,024 | | 1,024 | | Other investment securities (c) | | 2 | 2,114 | | 2,114 | | | 1,024 | | 1,024 | |
Total other investment securities | Total other investment securities | | | 52,396 | | 52,396 | | | 51,263 | | 51,263 | | Total other investment securities | | | 63,204 | | 63,204 | | | 51,263 | | 51,263 | |
| Loans and leases, net of deferred fees and costs (d) | Loans and leases, net of deferred fees and costs (d) | | 3 | 4,759,718 | | 4,522,720 | | | 4,707,150 | | 4,516,695 | | Loans and leases, net of deferred fees and costs (d) | | 3 | 5,974,596 | | 5,715,455 | | | 4,707,150 | | 4,516,695 | |
Bank owned life insurance | Bank owned life insurance | | 2 | 105,999 | | 105,999 | | | 105,292 | | 105,292 | | Bank owned life insurance | | 2 | 138,181 | | 138,181 | | | 105,292 | | 105,292 | |
Liabilities: | Liabilities: | | | Liabilities: | | |
Deposits | Deposits | | 2 | $ | 5,788,527 | | $ | 4,924,296 | | | $ | 5,716,941 | | $ | 4,682,491 | | Deposits | | 2 | $ | 6,959,869 | | $ | 5,972,977 | | | $ | 5,716,941 | | $ | 4,682,491 | |
Short-term borrowings | Short-term borrowings | | 2 | 490,670 | | 496,786 | | | 500,138 | | 504,584 | | Short-term borrowings | | 2 | 569,935 | | 582,893 | | | 500,138 | | 504,584 | |
Long-term borrowings | Long-term borrowings | | 2 | 95,629 | | 96,822 | | | 101,093 | | 101,992 | | Long-term borrowings | | 2 | 123,579 | | 126,390 | | | 101,093 | | 101,992 | |
(a) Held-to-maturity investment securities are presented gross of an allowance for credit losses of $241 at both March 31,June 30, 2023 and December 31, 2022.
(b) Nonqualified deferred compensation includes mutual funds as part of the investment.
(c) "Other investment securities", as reported on the Unaudited Consolidated Balance Sheets, also included equity investment securities at March 31,June 30, 2023
and at December 31, 2022, which are reported in the Assets and Liabilities Required to be Measured and Reported at Fair Value on a Recurring Basis
table above and not included in this table.
(d) Loans and leases, net of deferred fees and costs, are presented gross of an allowance for credit losses of $53.3$61.2 million and $53.2 million at March 31,June 30, 2023 and at December 31, 2022, respectively.
For certain financial assets and liabilities, carrying value approximates fair value due to the nature of the financial instrument. These financial instruments include cash and cash equivalents, and overnight borrowings. Peoples used the following methods and assumptions in estimating the fair value of the following financial instruments:
Cash and Cash Equivalents: Cash and cash equivalents include cash on hand, balances due from other banks, interest-bearing deposits in other banks, federal funds sold and other short-term investments with original maturities of ninety days or less. The carrying amount for cash and cash equivalents balances are a reasonable estimate of fair value (Level 1).
Held-to-Maturity Investment Securities: The fair values used by Peoples are obtained from an independent pricing service and represent fair values determined by pricing models using a market approach that considers observable market data, such as interest rate volatility, relevant yield curves, credit spreads and prices from market makers and live trading systems (Level 2). When observable market data is absent, the independent pricing service estimates prices based on underlying cash flow characteristics and discount rates and compares them to similar securities (Level 3). Management reviews the valuation
methodology and quality controls utilized by the pricing services in management's overall assessment of the reasonableness of the fair values provided, and challenges prices when management believes a material discrepancy in pricing exists.
Other Investment Securities: Other investment securities at cost are not recorded at fair value as they are not marketable securities. Other investment securities at fair value are valued using quoted prices in an active market (Level 1) or quoted prices in less active markets (Level 2).
Loans and Leases, Net of Deferred Fees and Costs: The fair value of portfolio loans and leases assumes sale of the underlying notes to a third-party financial investor. Accordingly, this value is not necessarily the value to Peoples if the notes were held to maturity. Peoples considers interest rate, credit and market factors in estimating the fair value of loans and leases (Level 3). Fair values for loans and leases are estimated using a discounted cash flow methodology. The discount rates take into account interest rates currently being offered to customers for loans and leases with similar terms, the credit risk associated with the loans and leases and other market factors, including liquidity.
Bank Owned Life Insurance: Peoples' bank owned life insurance policies are recorded at their cash surrender value (Level 2). Peoples recognizes tax-exempt income from the periodic increases in the cash surrender value of these policies and from death benefits.
Deposits: The fair value of fixed-maturity certificates of deposit ("CDs") is estimated using a discounted cash flow calculation based on current rates offered for deposits of similar remaining maturities. Demand and other non-fixed-maturity deposits are estimated using a discounted cash flow calculation based on maturity, attrition and re-pricing assumptions (Level 2).
Short-term Borrowings: The fair value of short-term borrowings is estimated using a discounted cash flow analysis based on rates currently available to Peoples for borrowings with similar terms (Level 2).
Long-term Borrowings: The fair value of long-term borrowings is estimated using a discounted cash flow analysis based on rates currently available to Peoples for borrowings with similar terms (Level 2).
Certain financial assets and financial liabilities that are not required to be measured or reported at fair value can be subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). These financial assets and financial liabilities include the following: customer relationships, the deposit base, and other information required to compute Peoples’ aggregate fair value, which are not included in the above information. Accordingly, the fair values described above are not intended to represent the aggregate fair value of Peoples.
Note 3 Investment Securities Available-for-sale
The following table summarizes Peoples' available-for-sale investment securities:
| (Dollars in thousands) | (Dollars in thousands) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | (Dollars in thousands) | Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value |
March 31, 2023 | | |
June 30, 2023 | | June 30, 2023 | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | $ | 61,584 | | $ | — | | $ | (3,146) | | $ | 58,438 | | U.S. Treasury and government agencies | $ | 78,769 | | $ | 232 | | $ | (3,746) | | $ | 75,255 | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 109,927 | | 22 | | (11,638) | | 98,311 | | U.S. government sponsored agencies | 111,070 | | — | | (12,746) | | 98,324 | |
States and political subdivisions | States and political subdivisions | 254,523 | | 32 | | (29,559) | | 224,996 | | States and political subdivisions | 280,498 | | 77 | | (32,304) | | 248,271 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 697,452 | | 1,070 | | (93,252) | | 605,270 | | Residential mortgage-backed securities | 737,345 | | 852 | | (102,710) | | 635,487 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 62,256 | | — | | (10,103) | | 52,153 | | Commercial mortgage-backed securities | 62,961 | | 1 | | (10,132) | | 52,830 | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | 10,779 | | 40 | | (490) | | 10,329 | | Bank-issued trust preferred securities | 21,688 | | 2,182 | | (598) | | 23,272 | |
| Total available-for-sale securities | Total available-for-sale securities | $ | 1,196,521 | | $ | 1,164 | | $ | (148,188) | | $ | 1,049,497 | | Total available-for-sale securities | $ | 1,292,331 | | $ | 3,344 | | $ | (162,236) | | $ | 1,133,439 | |
December 31, 2022 | December 31, 2022 | | December 31, 2022 | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | $ | 158,473 | | $ | — | | $ | (6,051) | | $ | 152,422 | | U.S. Treasury and government agencies | $ | 158,473 | | $ | — | | $ | (6,051) | | $ | 152,422 | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 101,753 | | 18 | | (13,656) | | 88,115 | | U.S. government sponsored agencies | 101,753 | | 18 | | (13,656) | | 88,115 | |
States and political subdivisions | States and political subdivisions | 261,612 | | 12 | | (35,742) | | 225,882 | | States and political subdivisions | 261,612 | | 12 | | (35,742) | | 225,882 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 707,025 | | 1,017 | | (103,389) | | 604,653 | | Residential mortgage-backed securities | 707,025 | | 1,017 | | (103,389) | | 604,653 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 61,091 | | — | | (11,042) | | 50,049 | | Commercial mortgage-backed securities | 61,091 | | — | | (11,042) | | 50,049 | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | 10,765 | | 57 | | (544) | | 10,278 | | Bank-issued trust preferred securities | 10,765 | | 57 | | (544) | | 10,278 | |
| Total available-for-sale securities | Total available-for-sale securities | $ | 1,300,719 | | $ | 1,104 | | $ | (170,424) | | $ | 1,131,399 | | Total available-for-sale securities | $ | 1,300,719 | | $ | 1,104 | | $ | (170,424) | | $ | 1,131,399 | |
The gross gains and losses realized by Peoples from sales of available-for-sale securities for the periods ended March 31June 30 were as follows:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, | | | June 30, | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | | (Dollars in thousands) | 2023 | 2022 | | 2023 | 2022 |
Gross gains realized | Gross gains realized | $ | 78 | | $ | 146 | | | Gross gains realized | $ | 12 | | $ | 14 | | | $ | 90 | | $ | 160 | |
Gross losses realized | Gross losses realized | (2,013) | | (16) | | | Gross losses realized | (178) | | (58) | | | (2,191) | | (74) | |
Net (loss) gain realized | Net (loss) gain realized | $ | (1,935) | | $ | 130 | | | Net (loss) gain realized | $ | (166) | | $ | (44) | | | $ | (2,101) | | $ | 86 | |
The cost of investment securities sold, and any resulting gain or loss, were based on the specific identification method and recognized as of the trade date.
The following table presents a summary of available-for-sale investment securities that hadhave been in a continuous unrealized loss position for the periods identified:
| | | Less than 12 Months | | 12 Months or More | | Total | | Less than 12 Months | | 12 Months or More | | Total |
(Dollars in thousands) | (Dollars in thousands) | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss | (Dollars in thousands) | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss |
March 31, 2023 | | | | | | |
June 30, 2023 | | June 30, 2023 | | | | | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | $ | — | | $ | — | | — | | | $ | 58,438 | | $ | 3,146 | | 18 | | | $ | 58,438 | | $ | 3,146 | | U.S. Treasury and government agencies | $ | 7,020 | | $ | 164 | | 16 | | | $ | 57,976 | | $ | 3,582 | | 18 | | | $ | 64,996 | | $ | 3,746 | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 24,093 | | 222 | | 18 | | | 71,220 | | 11,416 | | 14 | | | 95,313 | | 11,638 | | U.S. government sponsored agencies | 27,135 | | 275 | | 15 | | | 71,195 | | 12,471 | | 16 | | | 98,330 | | 12,746 | |
States and political subdivisions | States and political subdivisions | 52,634 | | 355 | | 96 | | | 161,939 | | 29,204 | | 117 | | | 214,573 | | 29,559 | | States and political subdivisions | 69,362 | | 1,031 | | 141 | | | 162,552 | | 31,273 | | 123 | | | 231,914 | | 32,304 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 22,648 | | 486 | | 32 | | | 572,090 | | 92,766 | | 212 | | | 594,738 | | 93,252 | | Residential mortgage-backed securities | 77,730 | | 1,787 | | 102 | | | 544,749 | | 100,923 | | 214 | | | 622,479 | | 102,710 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 1,627 | | 8 | | 1 | | | 50,526 | | 10,095 | | 23 | | | 52,153 | | 10,103 | | Commercial mortgage-backed securities | 8,090 | | 155 | | 9 | | | 44,518 | | 9,977 | | 21 | | | 52,608 | | 10,132 | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | 478 | | 22 | | 1 | | | 7,533 | | 468 | | 4 | | | 8,011 | | 490 | | Bank-issued trust preferred securities | — | | — | | — | | | 3,902 | | 598 | | 3 | | | 3,902 | | 598 | |
| Total | Total | $ | 101,480 | | $ | 1,093 | | 148 | | | $ | 921,746 | | $ | 147,095 | | 388 | | | $ | 1,023,226 | | $ | 148,188 | | Total | $ | 189,337 | | $ | 3,412 | | 283 | | | $ | 884,892 | | $ | 158,824 | | 395 | | | $ | 1,074,229 | | $ | 162,236 | |
December 31, 2022 | December 31, 2022 | | | | | | December 31, 2022 | | | | | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | $ | 112,730 | | $ | 2,772 | | 13 | | | $ | 39,692 | | $ | 3,279 | | 11 | | | $ | 152,422 | | $ | 6,051 | | U.S. Treasury and government agencies | $ | 112,730 | | $ | 2,772 | | 13 | | | $ | 39,692 | | $ | 3,279 | | 11 | | | $ | 152,422 | | $ | 6,051 | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 15,166 | | 249 | | 17 | | | 66,706 | | 13,407 | | 18 | | | 81,872 | | 13,656 | | U.S. government sponsored agencies | 15,166 | | 249 | | 17 | | | 66,706 | | 13,407 | | 18 | | | 81,872 | | 13,656 | |
States and political subdivisions | States and political subdivisions | 60,324 | | 714 | | 114 | | | 156,900 | | 35,028 | | 117 | | | 217,224 | | 35,742 | | States and political subdivisions | 60,324 | | 714 | | 114 | | | 156,900 | | 35,028 | | 117 | | | 217,224 | | 35,742 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 104,959 | | 8,087 | | 105 | | | 488,452 | | 95,302 | | 139 | | | 593,411 | | 103,389 | | Residential mortgage-backed securities | 104,959 | | 8,087 | | 105 | | | 488,452 | | 95,302 | | 139 | | | 593,411 | | 103,389 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 1,874 | | 129 | | 2 | | | 48,175 | | 10,913 | | 21 | | | 50,049 | | 11,042 | | Commercial mortgage-backed securities | 1,874 | | 129 | | 2 | | | 48,175 | | 10,913 | | 21 | | | 50,049 | | 11,042 | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | 4,400 | | 100 | | 3 | | | 3,556 | | 444 | | 2 | | | 7,956 | | 544 | | Bank-issued trust preferred securities | 4,400 | | 100 | | 3 | | | 3,556 | | 444 | | 2 | | | 7,956 | | 544 | |
| Total | Total | $ | 299,453 | | $ | 12,051 | | 254 | | | $ | 803,481 | | $ | 158,373 | | 308 | | | $ | 1,102,934 | | $ | 170,424 | | Total | $ | 299,453 | | $ | 12,051 | | 254 | | | $ | 803,481 | | $ | 158,373 | | 308 | | | $ | 1,102,934 | | $ | 170,424 | |
Management evaluates available-for-sale investment securities for an allowance for credit losses on a quarterly basis. At March 31,June 30, 2023, management concluded that no individual securities at an unrealized loss position required an allowance for credit losses. At March 31,June 30, 2023, Peoples did not have the intent to sell, nor was it more likely than not that Peoples would be required to sell, any of the securities with an unrealized loss prior to recovery. Further, the unrealized losses at both March 31,June 30, 2023 and December 31, 2022 were largely attributable to changes in market interest rates and spreads since the securities were purchased, and were not credit-related losses. Accrued interest receivable is not included in investment securities balances, and is presented in the “Other assets” line of the Unaudited Consolidated Balance Sheets, with no recorded allowance for credit losses. Interest receivable on investment securities was $6.7$9.8 million at March 31,June 30, 2023 and $7.8 million at December 31, 2022.
At March 31,June 30, 2023, approximately 99% of the mortgage-backed securities with a market value that had been at an unrealized loss position for twelve months or more were issued by U.S. government sponsored agencies. The remaining 1%, or fourfive positions, consisted of privately issued mortgage-backed securities with all of the underlying mortgages originated prior to 2004. Of the fourfive positions, three positions had a fair value of less than 90% of their book values. Management analyzed the underlying credit quality of these mortgage-backed securities and concluded the unrealized losses were primarily attributable to the floating rate nature of these investments and the low remaining number of loans underlying these securities. Obligations of the U.S. treasury and government agencies, obligations of U.S. government sponsored agencies, and obligations of states and political subdivisions were issued by the U.S. Treasury Department, Federal, state or Federallocal government-sponsored entities. The decline in fair values was attributable to changes in interest rates and not credit quality. Therefore, management does not consider these to be impaired securities.
The unrealized loss with respect to the fourthree bank-issued trust preferred securities that had been in an unrealized loss position for twelve months or more at March 31,June 30, 2023 was attributable to the subordinated nature of the debt.trust preferred securities.
The table below presents the amortized cost, fair value and total weighted-average yield of available-for-sale securities by contractual maturity at March 31,June 30, 2023. The weighted-average yields are based on the amortized cost. In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.
| (Dollars in thousands) | (Dollars in thousands) | Within 1 Year | 1 to 5 Years | 5 to 10 Years | Over 10 Years | Total | (Dollars in thousands) | Within 1 Year | 1 to 5 Years | 5 to 10 Years | Over 10 Years | Total |
Amortized cost | Amortized cost | | Amortized cost | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | $ | 12,495 | | $ | 49,089 | | $ | — | | $ | — | | $ | 61,584 | | U.S. Treasury and government agencies | $ | 12,496 | | $ | 51,227 | | $ | 8,855 | | $ | 6,191 | | $ | 78,769 | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 9,309 | | 47,321 | | 45,042 | | 8,255 | | 109,927 | | U.S. government sponsored agencies | 10,082 | | 60,436 | | 32,311 | | 8,241 | | 111,070 | |
States and political subdivisions | States and political subdivisions | 25,699 | | 47,241 | | 67,302 | | 114,281 | | 254,523 | | States and political subdivisions | 24,456 | | 58,633 | | 69,644 | | 127,765 | | 280,498 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 1 | | 1,415 | | 56,175 | | 639,861 | | 697,452 | | Residential mortgage-backed securities | 1 | | 3,157 | | 58,005 | | 676,182 | | 737,345 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 1,635 | | 7,463 | | 29,862 | | 23,296 | | 62,256 | | Commercial mortgage-backed securities | 1,634 | | 8,428 | | 31,690 | | 21,209 | | 62,961 | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | — | | 6,279 | | 4,500 | | — | | 10,779 | | Bank-issued trust preferred securities | — | | 7,175 | | 12,671 | | 1,842 | | 21,688 | |
| Total available-for-sale securities | Total available-for-sale securities | $ | 49,139 | | $ | 158,808 | | $ | 202,881 | | $ | 785,693 | | $ | 1,196,521 | | Total available-for-sale securities | $ | 48,669 | | $ | 189,056 | | $ | 213,176 | | $ | 841,430 | | $ | 1,292,331 | |
Fair value | Fair value | | Fair value | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | $ | 12,195 | | $ | 46,243 | | $ | — | | $ | — | | $ | 58,438 | | U.S. Treasury and government agencies | $ | 12,200 | | $ | 47,897 | | $ | 8,855 | | $ | 6,303 | | $ | 75,255 | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 9,154 | | 44,088 | | 38,785 | | 6,284 | | 98,311 | | U.S. government sponsored agencies | 9,950 | | 54,971 | | 27,167 | | 6,236 | | 98,324 | |
States and political subdivisions | States and political subdivisions | 25,637 | | 45,497 | | 57,761 | | 96,101 | | 224,996 | | States and political subdivisions | 24,362 | | 55,420 | | 59,159 | | 109,330 | | 248,271 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 1 | | 1,358 | | 51,295 | | 552,616 | | 605,270 | | Residential mortgage-backed securities | 1 | | 2,971 | | 52,558 | | 579,957 | | 635,487 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 1,627 | | 6,771 | | 24,990 | | 18,765 | | 52,153 | | Commercial mortgage-backed securities | 1,622 | | 7,695 | | 26,547 | | 16,966 | | 52,830 | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | — | | 6,284 | | 4,045 | | — | | 10,329 | | Bank-issued trust preferred securities | — | | 7,517 | | 13,913 | | 1,842 | | 23,272 | |
| Total available-for-sale securities | Total available-for-sale securities | $ | 48,614 | | $ | 150,241 | | $ | 176,876 | | $ | 673,766 | | $ | 1,049,497 | | Total available-for-sale securities | $ | 48,135 | | $ | 176,471 | | $ | 188,199 | | $ | 720,634 | | $ | 1,133,439 | |
Total weighted-average yield | Total weighted-average yield | 2.58 | % | 2.27 | % | 1.69 | % | 1.89 | % | 1.93 | % | Total weighted-average yield | 2.71 | % | 2.42 | % | 2.16 | % | 2.16 | % | 2.22 | % |
Held-to-maturity
The following table summarizes Peoples’ held-to-maturity investment securities:
| (Dollars in thousands) | (Dollars in thousands) | Amortized Cost | Allowance for Credit Losses | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | (Dollars in thousands) | Amortized Cost | Allowance for Credit Losses | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value |
March 31, 2023 | | | | |
June 30, 2023 | | June 30, 2023 | | | |
Obligations of: | Obligations of: | | | | Obligations of: | | | |
U.S. government sponsored agencies | U.S. government sponsored agencies | $ | 194,184 | | $ | — | | $ | 385 | | $ | (8,123) | | $ | 186,446 | | U.S. government sponsored agencies | $ | 176,027 | | $ | — | | $ | 74 | | $ | (9,867) | | $ | 166,234 | |
States and political subdivisions | States and political subdivisions | 145,085 | | (241) | | 199 | | (30,851) | | 114,192 | | States and political subdivisions | 144,909 | | (241) | | 124 | | (31,991) | | 112,801 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 245,294 | | — | | 1,321 | | (16,345) | | 230,377 | | Residential mortgage-backed securities | 243,807 | | — | | 474 | | (20,326) | | 223,955 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 109,750 | | — | | 49 | | (16,378) | | 93,421 | | Commercial mortgage-backed securities | 109,423 | | — | | — | | (18,145) | | 91,278 | |
Total held-to-maturity securities | Total held-to-maturity securities | $ | 694,313 | | $ | (241) | | $ | 1,954 | | $ | (71,697) | | $ | 624,436 | | Total held-to-maturity securities | $ | 674,166 | | $ | (241) | | $ | 672 | | $ | (80,329) | | $ | 594,268 | |
December 31, 2022 | December 31, 2022 | | | | December 31, 2022 | | | |
Obligations of: | Obligations of: | | | | Obligations of: | | | |
U.S. government sponsored agencies | U.S. government sponsored agencies | $ | 132,366 | | $ | — | | $ | 130 | | $ | (9,476) | | $ | 123,020 | | U.S. government sponsored agencies | $ | 132,366 | | $ | — | | $ | 130 | | $ | (9,476) | | $ | 123,020 | |
States and political subdivisions | States and political subdivisions | 145,263 | | (241) | | 162 | | (36,408) | | 108,776 | | States and political subdivisions | 145,263 | | (241) | | 162 | | (36,408) | | 108,776 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 176,215 | | — | | 244 | | (18,461) | | 157,998 | | Residential mortgage-backed securities | 176,215 | | — | | 244 | | (18,461) | | 157,998 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 106,609 | | — | | — | | (17,894) | | 88,715 | | Commercial mortgage-backed securities | 106,609 | | — | | — | | (17,894) | | 88,715 | |
Total held-to-maturity securities | Total held-to-maturity securities | $ | 560,453 | | $ | (241) | | $ | 536 | | $ | (82,239) | | $ | 478,509 | | Total held-to-maturity securities | $ | 560,453 | | $ | (241) | | $ | 536 | | $ | (82,239) | | $ | 478,509 | |
There were no sales of held-to-maturity securities forduring either of the threesix months ended March 31,June 30, 2023 or 2022.
Management evaluates held-to-maturity investment securities for an allowance for credit losses on a quarterly basis. Peoples has determined that the loss given default for U.S. government sponsored enterpriseagencies investment securities is zero, due to the fact that it is unlikely the ultimate guarantor (the U.S. government) would not perform on its implicit guarantee in the event of default. The remaining securities are included in the calculation of the allowance for credit losses for held-to-maturity investment securities. Peoples recorded $241,000reported $0.2 million of allowance for credit losses for held-to-maturity securities at both March 31,June 30, 2023, and December 31, 2022.
The following table presents a summary of held-to-maturity investment securities that had been in a continuous unrealized loss position for the periods identified:
| | | Less than 12 Months | | 12 Months or More | | Total | | Less than 12 Months | | 12 Months or More | | Total |
(Dollars in thousands) | (Dollars in thousands) | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss | (Dollars in thousands) | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss | No. of Securities | | Fair Value | Unrealized Loss |
March 31, 2023 | | | | | | |
June 30, 2023 | | June 30, 2023 | | | | | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. government sponsored agencies | U.S. government sponsored agencies | $ | 81,988 | | $ | 413 | | 14 | | | 30,303 | | 7,710 | | 9 | | | $ | 112,291 | | $ | 8,123 | | U.S. government sponsored agencies | $ | 124,952 | | $ | 1,612 | | 26 | | | 31,766 | | 8,255 | | 10 | | | $ | 156,718 | | $ | 9,867 | |
States and political subdivisions | States and political subdivisions | — | | — | | — | | | 110,831 | | 30,851 | | 67 | | | 110,831 | | 30,851 | | States and political subdivisions | — | | — | | — | | | 109,514 | | 31,991 | | 67 | | | 109,514 | | 31,991 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 67,554 | | 884 | | 20 | | | 87,045 | | 15,461 | | 23 | | | 154,599 | | 16,345 | | Residential mortgage-backed securities | 117,092 | | 3,598 | | 29 | | | 83,902 | | 16,728 | | 26 | | | 200,994 | | 20,326 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 22,008 | | 462 | | 5 | | | 65,621 | | 15,916 | | 31 | | | 87,629 | | 16,378 | | Commercial mortgage-backed securities | 19,355 | | 860 | | 5 | | | 71,922 | | 17,285 | | 33 | | | 91,277 | | 18,145 | |
Total | Total | $ | 171,550 | | $ | 1,759 | | 39 | | | $ | 293,800 | | $ | 69,938 | | 130 | | | $ | 465,350 | | $ | 71,697 | | Total | $ | 261,399 | | $ | 6,070 | | 60 | | | $ | 297,104 | | $ | 74,259 | | 136 | | | $ | 558,503 | | $ | 80,329 | |
December 31, 2022 | December 31, 2022 | | | | | | December 31, 2022 | | | | | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. government sponsored agencies | U.S. government sponsored agencies | $ | 59,905 | | $ | 651 | | 17 | | | 29,306 | | 8,825 | | 9 | | | $ | 89,211 | | $ | 9,476 | | U.S. government sponsored agencies | $ | 59,905 | | $ | 651 | | 17 | | | 29,306 | | 8,825 | | 9 | | | $ | 89,211 | | $ | 9,476 | |
States and political subdivisions | States and political subdivisions | 3,590 | | 1,072 | | 3 | | | 101,863 | | 35,336 | | 64 | | | 105,453 | | 36,408 | | States and political subdivisions | 3,590 | | 1,072 | | 3 | | | 101,863 | | 35,336 | | 64 | | | 105,453 | | 36,408 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 71,582 | | 2,904 | | 21 | | | 72,862 | | 15,557 | | 18 | | | 144,444 | | 18,461 | | Residential mortgage-backed securities | 71,582 | | 2,904 | | 21 | | | 72,862 | | 15,557 | | 18 | | | 144,444 | | 18,461 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 26,869 | | 650 | | 8 | | | 61,846 | | 17,244 | | 29 | | | 88,715 | | 17,894 | | Commercial mortgage-backed securities | 26,869 | | 650 | | 8 | | | 61,846 | | 17,244 | | 29 | | | 88,715 | | 17,894 | |
Total | Total | $ | 161,946 | | $ | 5,277 | | 49 | | | $ | 265,877 | | $ | 76,962 | | 120 | | | $ | 427,823 | | $ | 82,239 | | Total | $ | 161,946 | | $ | 5,277 | | 49 | | | $ | 265,877 | | $ | 76,962 | | 120 | | | $ | 427,823 | | $ | 82,239 | |
The table below presents the amortized cost, fair value and total weighted-average yield of held-to-maturity securities by contractual maturity at March 31,June 30, 2023. The weighted-average yields are based on the amortized cost and are computed on a fully taxable-equivalent basis using a blended federal and state corporate income tax rate of 23.3%23.6% and 23.3% for the three months ended March 31,at June 30, 2023 and at December 31, 2022, respectively. In some cases, the issuers may have the right to call or prepay obligations without call or prepayment penalties prior to the contractual maturity date.
| (Dollars in thousands) | (Dollars in thousands) | Within 1 Year | 1 to 5 Years | 5 to 10 Years | Over 10 Years | Total | (Dollars in thousands) | Within 1 Year | 1 to 5 Years | 5 to 10 Years | Over 10 Years | Total |
Amortized cost | Amortized cost | | Amortized cost | |
Obligations of: | Obligations of: | | | Obligations of: | | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 2,126 | | $ | 24,178 | | $ | 71,008 | | $ | 96,872 | | $ | 194,184 | | U.S. government sponsored agencies | 4,627 | | $ | 21,669 | | $ | 67,019 | | $ | 82,712 | | $ | 176,027 | |
States and political subdivisions | States and political subdivisions | — | | 5,214 | | 9,402 | | 130,469 | | 145,085 | | States and political subdivisions | — | | 5,216 | | 9,397 | | 130,296 | | 144,909 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | — | | 890 | | — | | 244,404 | | 245,294 | | Residential mortgage-backed securities | — | | 772 | | 4,558 | | 238,477 | | 243,807 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 5,004 | | 6,129 | | 34,744 | | 63,873 | | 109,750 | | Commercial mortgage-backed securities | 5,002 | | 9,494 | | 31,176 | | 63,751 | | 109,423 | |
Total held-to-maturity securities | Total held-to-maturity securities | $ | 7,130 | | $ | 36,411 | | $ | 115,154 | | $ | 535,618 | | $ | 694,313 | | Total held-to-maturity securities | $ | 9,629 | | $ | 37,151 | | $ | 112,150 | | $ | 515,236 | | $ | 674,166 | |
Fair value | Fair value | | | | Fair value | | | |
Obligations of: | Obligations of: | | | | Obligations of: | | | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 2,102 | | $ | 23,398 | | $ | 70,844 | | $ | 90,102 | | $ | 186,446 | | U.S. government sponsored agencies | 4,559 | | $ | 20,797 | | $ | 66,047 | | $ | 74,831 | | $ | 166,234 | |
States and political subdivisions | States and political subdivisions | — | | 4,944 | | 8,165 | | 101,083 | | 114,192 | | States and political subdivisions | — | | 5,217 | | 8,033 | | 99,551 | | 112,801 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | — | | 866 | | — | | 229,511 | | 230,377 | | Residential mortgage-backed securities | — | | 747 | | 3,896 | | 219,312 | | 223,955 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 4,899 | | 5,471 | | 30,996 | | 52,055 | | 93,421 | | Commercial mortgage-backed securities | 4,908 | | 8,492 | | 27,202 | | 50,676 | | 91,278 | |
Total held-to-maturity securities | Total held-to-maturity securities | $ | 7,001 | | $ | 34,679 | | $ | 110,005 | | $ | 472,751 | | $ | 624,436 | | Total held-to-maturity securities | $ | 9,467 | | $ | 35,253 | | $ | 105,178 | | $ | 444,370 | | $ | 594,268 | |
Total weighted-average yield | Total weighted-average yield | 2.01 | % | 2.01 | % | 4.29 | % | 3.45 | % | 3.50 | % | Total weighted-average yield | 2.06 | % | 1.83 | % | 4.16 | % | 3.36 | % | 3.39 | % |
Other Investment Securities
Peoples' other investment securities on the Unaudited Consolidated Balance Sheets consist largely of shares of FHLB stock and of FRB stock.
The following table summarizes the carrying value of Peoples' other investment securities:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
FHLB stock | FHLB stock | $ | 27,381 | | $ | 26,605 | | FHLB stock | $ | 31,564 | | $ | 26,605 | |
FRB stock | FRB stock | 21,231 | | 21,231 | | FRB stock | 26,511 | | 21,231 | |
Nonqualified deferred compensation | Nonqualified deferred compensation | 2,405 | | 2,048 | | Nonqualified deferred compensation | 2,660 | | 2,048 | |
Equity investment securities | Equity investment securities | 367 | | 346 | | Equity investment securities | 375 | | 346 | |
Other investment securities | Other investment securities | 1,379 | | 1,379 | | Other investment securities | 2,469 | | 1,379 | |
Total other investment securities | Total other investment securities | $ | 52,763 | | $ | 51,609 | | Total other investment securities | $ | 63,579 | | $ | 51,609 | |
During the threesix months ended March 31,June 30, 2023, Peoples redeemed $3.7$9.6 million of FHLB stock in order to be in compliance with the requirements of the FHLB. Peoples purchased $4.5$7.6 million of additional FHLB stock during the threesix months ended March 31,June 30, 2023, as a result of the FHLB's capital requirements on FHLB advances during the first quarter.six months.
During the three months ended March 31,June 30, 2023 and 2022, Peoples recorded the change in the fair value of equity investment securities held during the period, in "Other non-interest income", resulting in an unrealized loss of $138,000 and an unrealized loss of $11,000, respectively. For the six months ended June 30, 2023 and 2022, Peoples recognized a gain of $21,000 and aunrealized loss of $7,000,$117,000 and an unrealized loss of $18,000, respectively, for the change in fair value of equity investment securities in "Other non-interest income".
At March 31,June 30, 2023, Peoples' investment in equity investment securities was comprised largely of common stocks issued by various unrelated bank holding companies. There were no equity investment securities of a single issuer that exceeded 10% of Peoples' stockholders' equity.
Pledged Securities
Peoples has pledged available-for-sale investment securities and held-to-maturity investment securities to secure public and trust department deposits, and repurchase agreements in accordance with federal and state requirements. Peoples has also pledged available-for-sale investment securities to secure additional borrowing capacity at the FHLB and the FRB as well as to derivative counterparties as collateral on unrealized interest rate swaps.FRB.
The following table summarizes the carrying amount of Peoples' pledged securities:
| | | | Carrying Amount | | | Carrying Amount |
(Dollars in thousands) | (Dollars in thousands) | | March 31, 2023 | | December 31, 2022 | (Dollars in thousands) | | June 30, 2023 | | December 31, 2022 |
| Securing public and trust department deposits, and repurchase agreements: | Securing public and trust department deposits, and repurchase agreements: | | | Securing public and trust department deposits, and repurchase agreements: | | |
Available-for-sale | Available-for-sale | | $ | 704,074 | | | $ | 779,244 | | Available-for-sale | | $ | 795,106 | | | $ | 779,244 | |
Held-to-maturity | Held-to-maturity | | 372,372 | | | 312,921 | | Held-to-maturity | | 386,494 | | | 312,921 | |
| Securing additional borrowing capacity at the FHLB and the FRB: | Securing additional borrowing capacity at the FHLB and the FRB: | | | Securing additional borrowing capacity at the FHLB and the FRB: | | |
Available-for-sale | Available-for-sale | | 3,949 | | | 3,972 | | Available-for-sale | | 3,735 | | | 3,972 | |
Held-to-maturity | Held-to-maturity | | 145,867 | | | 128,870 | | Held-to-maturity | | 143,137 | | | 128,870 | |
|
Peoples' loan portfolio consists of various types of loans and leases originated primarily as a result of lending opportunities within Peoples' footprint. Peoples also originates insurance premium finance loans nationwide through its Peoples Premium Finance division, and originates leases nationwide through its North Star Leasing ("NSL") division and its Vantage Financial, LLC ("Vantage") subsidiary. Throughout this Form 10-Q, loans and leases are referred to as "total loans" and "loans held for investment".
The major classifications of loan balances (in each case, net of deferred fees and costs) excluding loans held for sale, were as follows:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
Construction | Construction | $ | 232,296 | | $ | 246,941 | | Construction | $ | 418,741 | | $ | 246,941 | |
Commercial real estate, other | Commercial real estate, other | 1,481,062 | | 1,423,518 | | Commercial real estate, other | 2,071,514 | | 1,423,518 | |
Commercial and industrial | Commercial and industrial | 891,139 | | 892,634 | | Commercial and industrial | 1,160,310 | | 892,634 | |
Premium finance | Premium finance | 158,263 | | 159,197 | | Premium finance | 162,357 | | 159,197 | |
Leases | Leases | 354,641 | | 345,131 | | Leases | 377,791 | | 345,131 | |
Residential real estate | Residential real estate | 712,602 | | 723,360 | | Residential real estate | 791,442 | | 723,360 | |
Home equity lines of credit | Home equity lines of credit | 174,383 | | 177,858 | | Home equity lines of credit | 199,221 | | 177,858 | |
Consumer, indirect | Consumer, indirect | 647,177 | | 629,426 | | Consumer, indirect | 654,371 | | 629,426 | |
Consumer, direct | Consumer, direct | 107,406 | | 108,363 | | Consumer, direct | 138,019 | | 108,363 | |
Deposit account overdrafts | Deposit account overdrafts | 749 | | 722 | | Deposit account overdrafts | 830 | | 722 | |
Total loans, at amortized cost | Total loans, at amortized cost | $ | 4,759,718 | | $ | 4,707,150 | | Total loans, at amortized cost | $ | 5,974,596 | | $ | 4,707,150 | |
Accrued interest receivable is not included within the loan balances, but is presented in the “Other assets” line of the Unaudited Consolidated Balance Sheets, with no recorded allowance for credit losses. Total interest receivable on loans was $20.0 million at June 30, 2023 and $15.4 million at March 31, 2023 and December 31, 2022.
Nonaccrual and Past Due Loans
A loan is considered past due if any required principal and interest payments have not been received as of the date such payments were required to be made under the terms of the loan agreement. A loan may be placed on nonaccrual status regardless of whether or not such loan is considered past due.
The amortized cost of loans on nonaccrual status and of loans delinquent for 90 days or more and accruing was as follows:
| | | March 31, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
(Dollars in thousands) | (Dollars in thousands) | Nonaccrual (a) | Accruing Loans 90+ Days Past Due | | Nonaccrual (a) | Accruing Loans 90+ Days Past Due | (Dollars in thousands) | Nonaccrual (a) | Accruing Loans 90+ Days Past Due | | Nonaccrual (a) | Accruing Loans 90+ Days Past Due |
Construction | Construction | $ | 1 | | $ | — | | | $ | 12 | | $ | — | | Construction | $ | — | | $ | — | | | $ | 12 | | $ | — | |
Commercial real estate, other | Commercial real estate, other | 11,345 | | 150 | | | 12,121 | | 167 | | Commercial real estate, other | 8,987 | | 15 | | | 12,121 | | 167 | |
Commercial and industrial | Commercial and industrial | 3,064 | | 228 | | | 3,462 | | 130 | | Commercial and industrial | 3,438 | | — | | | 3,462 | | 130 | |
Premium finance | Premium finance | — | | 764 | | | — | | 504 | | Premium finance | — | | 987 | | | — | | 504 | |
Leases | Leases | 3,884 | | 2,491 | | | 3,178 | | 3,041 | | Leases | 4,800 | | 3,847 | | | 3,178 | | 3,041 | |
Residential real estate | Residential real estate | 8,641 | | 238 | | | 9,496 | | 917 | | Residential real estate | 8,393 | | 856 | | | 9,496 | | 917 | |
Home equity lines of credit | Home equity lines of credit | 793 | | 127 | | | 820 | | 58 | | Home equity lines of credit | 841 | | 148 | | | 820 | | 58 | |
Consumer, indirect | Consumer, indirect | 2,147 | | 13 | | | 2,176 | | — | | Consumer, indirect | 1,982 | | 40 | | | 2,176 | | — | |
Consumer, direct | Consumer, direct | 105 | | 3 | | | 208 | | 25 | | Consumer, direct | 355 | | 31 | | | 208 | | 25 | |
Total loans, at amortized cost | Total loans, at amortized cost | $ | 29,980 | | $ | 4,014 | | | $ | 31,473 | | $ | 4,842 | | Total loans, at amortized cost | $ | 28,796 | | $ | 5,924 | | | $ | 31,473 | | $ | 4,842 | |
(a) There were $3.4$1.3 million of nonaccrual loans for which there was no allowance for credit losses at March 31,June 30, 2023 and $1.4 million of nonaccrual loans for which there was no allowance for credit losses at December 31, 2022.
During the first threesix months of 2023, nonaccrual loans declined compared to at December 31, 2022, which was primarily due to $0.9$3.1 million of residentialcommercial real estate loans being loans on nonaccrual status as of December 31, 2022 that were accruing as of March 31, 2023. The decreaseincrease in accruing loans 90+ days past due at March 31,June 30, 2023 when compared to at December 31, 2022, was primarily due to reductionsincreases of $0.7$0.5 million and $0.6$0.8 million in residential real estatepremium finance loans and leases, respectively.
The amount of interest income recognized on loans past due 90 days or more and accruing during the threesix months ended March 31,June 30, 2023 was $0.5$0.9 million.
The following table presents the aging of the amortized cost of past due loans:
| | | | | | | | | | | | | | | | | | | | |
| Loans Past Due | Current
Loans
| Total
Loans
|
(Dollars in thousands) | 30 - 59 days | 60 - 89 days | 90 + Days | Total |
March 31, 2023 | | | | | | |
| | | Loans Past Due | Current Loans | Total Loans | | Loans Past Due | Current Loans | Total Loans |
(Dollars in thousands) | (Dollars in thousands) | 30 - 59 days | 60 - 89 days | 90 + Days | Total | (Dollars in thousands) | 30 - 59 days | 60 - 89 days | 90 + Days | Total |
June 30, 2023 | | June 30, 2023 | |
Construction | Construction | $ | — | | $ | — | | $ | 1 | | $ | 1 | | $ | 232,295 | | $ | 232,296 | | Construction | $ | — | | $ | — | | $ | — | | $ | — | | $ | 418,741 | | $ | 418,741 | |
Commercial real estate, other | Commercial real estate, other | 2,382 | | 36 | | 10,475 | | 12,893 | | 1,468,169 | | 1,481,062 | | Commercial real estate, other | 4,849 | | 53 | | 7,850 | | 12,752 | | 2,058,762 | | 2,071,514 | |
Commercial and industrial | Commercial and industrial | 641 | | 863 | | 2,928 | | 4,432 | | 886,707 | | 891,139 | | Commercial and industrial | 1,710 | | 686 | | 3,370 | | 5,766 | | 1,154,544 | | 1,160,310 | |
Premium finance | Premium finance | 886 | | 307 | | 764 | | 1,957 | | 156,306 | | 158,263 | | Premium finance | 4,257 | | 1,438 | | 987 | | 6,682 | | 155,675 | | 162,357 | |
Leases | Leases | 7,054 | | 2,908 | | 6,310 | | 16,272 | | 338,369 | | 354,641 | | Leases | 4,387 | | 3,697 | | 8,647 | | 16,731 | | 361,060 | | 377,791 | |
Residential real estate | Residential real estate | 7,921 | | 1,240 | | 4,521 | | 13,682 | | 698,920 | | 712,602 | | Residential real estate | 3,327 | | 3,134 | | 4,762 | | 11,223 | | 780,219 | | 791,442 | |
Home equity lines of credit | Home equity lines of credit | 520 | | 351 | | 594 | | 1,465 | | 172,918 | | 174,383 | | Home equity lines of credit | 854 | | 327 | | 618 | | 1,799 | | 197,422 | | 199,221 | |
Consumer, indirect | Consumer, indirect | 3,541 | | 769 | | 811 | | 5,121 | | 642,056 | | 647,177 | | Consumer, indirect | 4,137 | | 695 | | 764 | | 5,596 | | 648,775 | | 654,371 | |
Consumer, direct | Consumer, direct | 402 | | 8 | | 44 | | 454 | | 106,952 | | 107,406 | | Consumer, direct | 446 | | 69 | | 259 | | 774 | | 137,245 | | 138,019 | |
Deposit account overdrafts | Deposit account overdrafts | — | | — | | — | | — | | 749 | | 749 | | Deposit account overdrafts | — | | — | | — | | — | | 830 | | 830 | |
Total loans, at amortized cost | Total loans, at amortized cost | $ | 23,347 | | $ | 6,482 | | $ | 26,448 | | $ | 56,277 | | $ | 4,703,441 | | $ | 4,759,718 | | Total loans, at amortized cost | $ | 23,967 | | $ | 10,099 | | $ | 27,257 | | $ | 61,323 | | $ | 5,913,273 | | $ | 5,974,596 | |
December 31, 2022 | December 31, 2022 | | December 31, 2022 | |
Construction | Construction | $ | 196 | | $ | 161 | | $ | 9 | | $ | 366 | | $ | 246,575 | | $ | 246,941 | | Construction | $ | 196 | | $ | 161 | | $ | 9 | | $ | 366 | | $ | 246,575 | | $ | 246,941 | |
Commercial real estate, other | Commercial real estate, other | 2,279 | | 1,051 | | 10,370 | | 13,700 | | 1,409,818 | | 1,423,518 | | Commercial real estate, other | 2,279 | | 1,051 | | 10,370 | | 13,700 | | 1,409,818 | | 1,423,518 | |
Commercial and industrial | Commercial and industrial | 2,522 | | 289 | | 3,449 | | 6,260 | | 886,374 | | 892,634 | | Commercial and industrial | 2,522 | | 289 | | 3,449 | | 6,260 | | 886,374 | | 892,634 | |
Premium finance | Premium finance | 646 | | 816 | | 504 | | 1,966 | | 157,231 | | 159,197 | | Premium finance | 646 | | 816 | | 504 | | 1,966 | | 157,231 | | 159,197 | |
Leases | Leases | 6,074 | | 1,921 | | 6,218 | | 14,213 | | 330,918 | | 345,131 | | Leases | 6,074 | | 1,921 | | 6,218 | | 14,213 | | 330,918 | | 345,131 | |
Residential real estate | Residential real estate | 10,113 | | 2,128 | | 5,519 | | 17,760 | | 705,600 | | 723,360 | | Residential real estate | 10,113 | | 2,128 | | 5,519 | | 17,760 | | 705,600 | | 723,360 | |
Home equity lines of credit | Home equity lines of credit | 987 | | 149 | | 552 | | 1,688 | | 176,170 | | 177,858 | | Home equity lines of credit | 987 | | 149 | | 552 | | 1,688 | | 176,170 | | 177,858 | |
Consumer, indirect | Consumer, indirect | 5,866 | | 1,048 | | 921 | | 7,835 | | 621,591 | | 629,426 | | Consumer, indirect | 5,866 | | 1,048 | | 921 | | 7,835 | | 621,591 | | 629,426 | |
Consumer, direct | Consumer, direct | 703 | | 70 | | 108 | | 881 | | 107,482 | | 108,363 | | Consumer, direct | 703 | | 70 | | 108 | | 881 | | 107,482 | | 108,363 | |
Deposit account overdrafts | Deposit account overdrafts | — | | — | | — | | — | | 722 | | 722 | | Deposit account overdrafts | — | | — | | — | | — | | 722 | | 722 | |
Total loans, at amortized cost | Total loans, at amortized cost | $ | 29,386 | | $ | 7,633 | | $ | 27,650 | | $ | 64,669 | | $ | 4,642,481 | | $ | 4,707,150 | | Total loans, at amortized cost | $ | 29,386 | | $ | 7,633 | | $ | 27,650 | | $ | 64,669 | | $ | 4,642,481 | | $ | 4,707,150 | |
Delinquency trends remained stable, as 98.8%99.0% of Peoples' loan portfolio was considered “current” at March 31,June 30, 2023, compared to 98.6% at December 31, 2022.
Pledged Loans
Peoples has pledged certain loans secured by one-to-four family and multifamily residential mortgages, home equity lines of credit and commercial real estate loans under a blanket collateral agreement to secure borrowings from the FHLB. Peoples also has pledged eligible commercial and industrial loans to secure borrowings with the FRB. Loans pledged are summarized as follows:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
Loans pledged to FHLB | Loans pledged to FHLB | $ | 918,075 | | $ | 783,843 | | Loans pledged to FHLB | $ | 1,268,215 | | $ | 783,843 | |
Loans pledged to FRB | Loans pledged to FRB | 332,521 | | 339,005 | | Loans pledged to FRB | 331,168 | | 339,005 | |
Credit Quality Indicators
As discussed in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2022 Form 10-K, Peoples categorizes the majority of its loans into risk categories based upon an established risk grading matrix using a scale of 1 to 8. Loan grades are assigned at the time a new loan or lending commitment is extended by Peoples and may be changed at any time when circumstances warrant. Commercial loans to borrowers with an aggregate unpaid principal balance in excess of $1.0 million are reviewed at least on an annual basis for possible credit deterioration. Commercial leases, as well as loan relationships whose aggregate credit exposure to Peoples is equal to or less than $1.0 million, are reviewed at least on an event driven basis. Triggers for review include knowledge of adverse events affecting the borrower's business, receipt of financial statements indicating deteriorating credit quality or other similar events. Adversely classified loans are reviewed on a quarterly basis. A description of the general characteristics of the risk grades used by Peoples, follows:
“Pass” (grades 1 through 4): Loans in this risk category involve borrowers of acceptable-to-strong credit quality and risk who have the apparent ability to satisfy their loan obligations. Loans in this risk grade would possess sufficient mitigating factors, such as adequate collateral or strong guarantors possessing the capacity to repay the loan if required, for any weakness that may exist.
“Special Mention” (grade 5): Loans in this risk grade are the equivalent of the regulatory definition of “Other Assets Especially Mentioned.” Loans in this risk category possess some credit deficiency or potential weakness, which requires a high level of management attention. Potential weaknesses include declining trends in operating earnings and cash flows and/or reliance on a secondary source of repayment. If left uncorrected, these potential weaknesses may result in noticeable deterioration of the repayment prospects for the loan or in Peoples' credit position.
“Substandard” (grade 6): Loans in this risk grade are inadequately protected by the borrower's current financial condition and payment capability or the collateral pledged, if any. Loans so classified have one or more well-defined weaknesses that jeopardize the orderly repayment of the loans. They are characterized by the distinct possibility that Peoples will sustain some loss if the weaknesses are not corrected.
“Doubtful” (grade 7): Loans in this risk grade have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or orderly repayment in full, on the basis of current existing facts, conditions and values, highly questionable and improbable. Possibility of loss is extremely high, but because of certain important and reasonably specific factors that may work to the advantage and strengthening of the exposure, classification of each of these loans as an estimated loss is deferred until its more exact status may be determined.
“Loss” (grade 8): Loans in this risk grade are considered to be non-collectible and of such little value that their continuance as bankable assets is not warranted. This does not mean a loan has absolutely no recovery value, but rather it is neither practical nor desirable to defer writing off the loan, even though partial recovery may be obtained in the future. Charge-offs against the allowance for credit losses are taken during the period in which the loan becomes uncollectible. Consequently, Peoples typically does not maintain a recorded investment in loans within this category.
Consumer loans and other smaller-balance loans are evaluated and categorized as "substandard," "doubtful" or "loss" based upon the regulatory definition of these classes and consistent with regulatory requirements. Leases are categorized as "special mention", "substandard", or "loss" based upon delinquency status and the prospect of collecting the remaining net investment balance owed under the lease. All other loans not evaluated individually, nor meeting the regulatory conditions to be categorized as described above, would be considered as being "not rated."
The following table summarizes the risk category of loans within Peoples' loan portfolio, including acquired loans, based upon the most recent analysis performed at March 31,June 30, 2023:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
| Term Loans at Amortized Cost by Origination Year | | Revolving Loans Converted to Term | |
(Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Revolving Loans | Total Loans |
Construction | | | | | | |
| | |
Pass | $ | 4,420 | | $ | 101,719 | | $ | 87,280 | | $ | 23,208 | | $ | 3,241 | | $ | 9,692 | | $ | — | | $ | — | | $ | 229,560 | |
Special mention | 968 | | 1,600 | | — | | — | | — | | 128 | | — | | — | | 2,696 | |
Substandard | — | | — | | — | | — | | — | | 40 | | — | | — | | 40 | |
| | | | | | | | | |
| | | | | | | | | |
Total | 5,388 | | 103,319 | | 87,280 | | 23,208 | | 3,241 | | 9,860 | | — | | — | | 232,296 | |
Current period gross charge-offs | — | | — | | 9 | | — | | — | | — | | | | 9 | |
Commercial real estate, other | | | | |
| | |
Pass | 76,569 | | 173,133 | | 219,202 | | 223,034 | | 214,534 | | 458,817 | | 25,537 | | — | | 1,390,826 | |
Special mention | — | | — | | 184 | | 1,200 | | 5,128 | | 17,998 | | 50 | | — | | 24,560 | |
Substandard | — | | — | | 10,027 | | 2,523 | | 1,580 | | 51,290 | | 216 | | — | | 65,636 | |
Doubtful | — | | — | | — | | — | | — | | 40 | | — | | — | | 40 | |
| | | | | | | | | |
Total | 76,569 | | 173,133 | | 229,413 | | 226,757 | | 221,242 | | 528,145 | | 25,803 | | — | | 1,481,062 | |
Current period gross charge-offs | — | | — | | — | | — | | — | | 33 | | | | 33 | |
Commercial and industrial | | | | | | | | |
Pass | 31,958 | | 157,317 | | 135,973 | | 60,760 | | 70,506 | | 124,255 | | 208,303 | | — | | 789,072 | |
Special mention | — | | 8,794 | | 14,375 | | 20,441 | | 2,021 | | 7,579 | | 25,116 | | — | | 78,326 | |
Substandard | 4 | | 317 | | 10,065 | | 3,217 | | 2,154 | | 3,038 | | 4,744 | | — | | 23,539 | |
Doubtful | — | | — | | — | | — | | — | | 202 | | — | | — | | 202 | |
| | | | | | | | | |
Total | 31,962 | | 166,428 | | 160,413 | | 84,418 | | 74,681 | | 135,074 | | 238,163 | | — | | 891,139 | |
| | | | Term Loans at Amortized Cost by Origination Year | | Revolving Loans Converted to Term | | | Term Loans at Amortized Cost by Origination Year | | Revolving Loans Converted to Term | |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Revolving Loans | Total Loans | (Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Revolving Loans | Total Loans |
Current period gross charge-offs | — | | — | | — | | — | | — | | 1 | | | 1 | | |
Premium finance | | |
Construction | | Construction | |
| |
Pass | Pass | 79,103 | | 79,160 | | — | | — | | — | | — | | — | | — | | 158,263 | | Pass | $ | 31,510 | | $ | 195,130 | | $ | 138,966 | | $ | 27,622 | | $ | 9,839 | | $ | 12,695 | | $ | — | | $ | — | | $ | 415,762 | |
| Special mention | | Special mention | 1,200 | | 1,600 | | — | | — | | — | | 127 | | — | | — | | 2,927 | |
Substandard | | Substandard | — | | — | | — | | — | | — | | 52 | | — | | — | | 52 | |
| Total | Total | 79,103 | | 79,160 | | — | | — | | — | | — | | — | | — | | 158,263 | | Total | 32,710 | | 196,730 | | 138,966 | | 27,622 | | 9,839 | | 12,874 | | — | | — | | 418,741 | |
Current period gross charge-offs | Current period gross charge-offs | 23 | | — | | — | | — | | — | | — | | | 23 | | Current period gross charge-offs | — | | — | | 9 | | — | | — | | — | | | 9 | |
Leases | | |
Commercial real estate, other | | Commercial real estate, other | |
| |
Pass | Pass | 68,756 | | 151,048 | | 79,901 | | 29,306 | | 13,233 | | 3,398 | | — | | — | | 345,642 | | Pass | 131,351 | | 245,661 | | 351,358 | | 245,225 | | 269,331 | | 689,007 | | 32,447 | | — | | 1,964,380 | |
Special mention | Special mention | 16 | | 1,212 | | 2,087 | | 371 | | 7 | | 21 | | — | | — | | 3,714 | | Special mention | — | | 3,996 | | 1,977 | | 5,550 | | 5,274 | | 30,879 | | 690 | | 48 | | 48,366 | |
Substandard | Substandard | 127 | | 1,691 | | 2,091 | | 512 | | 410 | | 454 | | — | | — | | 5,285 | | Substandard | 343 | | 579 | | 8,402 | | 6,565 | | 2,602 | | 39,800 | | 447 | | — | | 58,738 | |
Doubtful | | Doubtful | — | | — | | — | | — | | — | | 30 | | — | | — | | 30 | |
| Total | Total | 68,899 | | 153,951 | | 84,079 | | 30,189 | | 13,650 | | 3,873 | | — | | — | | 354,641 | | Total | 131,694 | | 250,236 | | 361,737 | | 257,340 | | 277,207 | | 759,716 | | 33,584 | | 48 | | 2,071,514 | |
Current period gross charge-offs | Current period gross charge-offs | — | | 108 | | 189 | | 100 | | 58 | | 14 | | | 469 | | Current period gross charge-offs | — | | — | | — | | — | | — | | 40 | | | 40 | |
Residential real estate | | |
Commercial and industrial | | Commercial and industrial | |
Pass | Pass | 10,786 | | 77,494 | | 136,027 | | 57,950 | | 42,022 | | 377,777 | | — | | — | | 702,056 | | Pass | 95,464 | | 202,509 | | 231,053 | | 99,823 | | 83,817 | | 152,991 | | 209,181 | | 999 | | 1,074,838 | |
Special mention | | Special mention | 1,803 | | 1,216 | | 166 | | 21,177 | | 1,737 | | 8,795 | | 19,467 | | — | | 54,361 | |
Substandard | | Substandard | 19 | | 2,097 | | 5,060 | | 8,717 | | 2,963 | | 7,281 | | 4,785 | | 143 | | 30,922 | |
Doubtful | | Doubtful | — | | — | | — | | — | | — | | 189 | | — | | — | | 189 | |
| Substandard | — | | — | | 280 | | 146 | | 560 | | 9,488 | | — | | — | | 10,474 | | |
| Loss | — | | — | | — | | — | | — | | 72 | | — | | — | | 72 | | |
Total | Total | 10,786 | | 77,494 | | 136,307 | | 58,096 | | 42,582 | | 387,337 | | — | | — | | 712,602 | | Total | 97,286 | | 205,822 | | 236,279 | | 129,717 | | 88,517 | | 169,256 | | 233,433 | | 1,142 | | 1,160,310 | |
Current period gross charge-offs | — | | — | | — | | — | | — | | 41 | | | 41 | | |
Home equity lines of credit | | |
Pass | 4,830 | | 43,159 | | 34,111 | | 18,852 | | 13,774 | | 58,278 | | 114 | | 635 | | 173,118 | | |
| Substandard | — | | — | | 72 | | 21 | | 63 | | 1,105 | | — | | — | | 1,261 | | |
| Loss | — | | — | | — | | — | | — | | 4 | | — | | — | | 4 | | |
Total | 4,830 | | 43,159 | | 34,183 | | 18,873 | | 13,837 | | 59,387 | | 114 | | 635 | | 174,383 | | |
Current period gross charge-offs | — | | — | | — | | — | | — | | 19 | | | 19 | | |
Consumer, indirect | | |
Pass | 67,265 | | 293,761 | | 135,301 | | 88,220 | | 31,003 | | 28,840 | | — | | — | | 644,390 | | |
| Substandard | — | | 566 | | 849 | | 590 | | 315 | | 423 | | — | | — | | 2,743 | | |
| Loss | — | | 33 | | 10 | | 1 | | — | | — | | — | | — | | 44 | | |
Total | 67,265 | | 294,360 | | 136,160 | | 88,811 | | 31,318 | | 29,263 | | — | | — | | 647,177 | | |
Current period gross charge-offs | 18 | | 471 | | 279 | | 90 | | 21 | | 50 | | | 929 | | |
Consumer, direct | | |
Pass | 11,420 | | 46,431 | | 24,731 | | 12,561 | | 5,345 | | 6,566 | | — | | — | | 107,054 | | |
|
| | | | Term Loans at Amortized Cost by Origination Year | | Revolving Loans Converted to Term | | | Term Loans at Amortized Cost by Origination Year | | Revolving Loans Converted to Term | |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Revolving Loans | Total Loans | (Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Revolving Loans | Total Loans |
Current period gross charge-offs | | Current period gross charge-offs | — | | — | | — | | 3 | | — | | 9 | | | 12 | |
Premium finance | | Premium finance | |
Pass | | Pass | 131,117 | | 31,240 | | — | | — | | — | | — | | — | | — | | 162,357 | |
| Total | | Total | 131,117 | | 31,240 | | — | | — | | — | | — | | — | | — | | 162,357 | |
Current period gross charge-offs | | Current period gross charge-offs | 1 | | 45 | | — | | — | | — | | — | | | 46 | |
Leases | | Leases | |
Pass | | Pass | 122,391 | | 139,451 | | 68,529 | | 25,313 | | 9,978 | | 2,713 | | | — | | 368,375 | |
Special mention | | Special mention | 221 | | 1,252 | | 1,595 | | 145 | | 16 | | 30 | | | 3,259 | |
Substandard | | Substandard | 136 | | 1,822 | | 3,080 | | 377 | | 327 | | 415 | | | 6,157 | |
Total | | Total | 122,748 | | 142,525 | | 73,204 | | 25,835 | | 10,321 | | 3,158 | | — | | — | | 377,791 | |
Current period gross charge-offs | | Current period gross charge-offs | — | | 318 | | 403 | | 158 | | 164 | | 30 | | | 1,073 | |
Residential real estate | | Residential real estate | |
Pass | | Pass | 36,481 | | 95,877 | | 146,290 | | 60,238 | | 49,622 | | 394,204 | | — | | — | | 782,712 | |
| Substandard | Substandard | — | | 12 | | 35 | | 91 | | 32 | | 167 | | — | | — | | 337 | | Substandard | — | | 83 | | 308 | | 268 | | 564 | | 7,475 | | — | | — | | 8,698 | |
| Loss | Loss | — | | — | | — | | — | | — | | 15 | | — | | — | | 15 | | Loss | — | | — | | — | | — | | — | | 32 | | — | | — | | 32 | |
Total | Total | 11,420 | | 46,443 | | 24,766 | | 12,652 | | 5,377 | | 6,748 | | — | | — | | 107,406 | | Total | 36,481 | | 95,960 | | 146,598 | | 60,506 | | 50,186 | | 401,711 | | — | | — | | 791,442 | |
Current period gross charge-offs | Current period gross charge-offs | — | | 40 | | 12 | | 34 | | 10 | | 8 | | | 104 | | Current period gross charge-offs | — | | — | | — | | — | | — | | 100 | | | 100 | |
Deposit account overdrafts | 749 | | — | | — | | — | | — | | — | | — | | — | | 749 | | |
Home equity lines of credit | | Home equity lines of credit | |
Pass | | Pass | 15,142 | | 44,878 | | 34,176 | | 21,177 | | 16,057 | | 66,414 | | 107 | | 1,063 | | 197,951 | |
| Substandard | | Substandard | — | | — | | 115 | | 22 | | 123 | | 985 | | — | | — | | 1,245 | |
| Loss | | Loss | — | | 13 | | — | | — | | — | | 12 | | — | | — | | 25 | |
Total | | Total | 15,142 | | 44,891 | | 34,291 | | 21,199 | | 16,180 | | 67,411 | | 107 | | 1,063 | | 199,221 | |
Current period gross charge-offs | Current period gross charge-offs | 227 | | — | | — | | — | | — | | — | | | 227 | | Current period gross charge-offs | — | | — | | — | | — | | — | | 74 | | | 74 | |
Total loans, at amortized cost | 356,971 | | 1,137,447 | | 892,601 | | 543,004 | | 405,928 | | 1,159,687 | | 264,080 | | 635 | | 4,759,718 | | |
Total current period gross charge-offs | $ | 268 | | $ | 619 | | $ | 489 | | $ | 224 | | $ | 89 | | $ | 166 | | | $ | 1,855 | | |
Consumer, indirect | | Consumer, indirect | |
Pass | | Pass | 134,476 | | 268,260 | | 120,680 | | 77,043 | | 26,384 | | 23,362 | | — | | — | | 650,205 | |
| Substandard | | Substandard | 385 | | 1,189 | | 1,033 | | 696 | | 267 | | 526 | | — | | — | | 4,096 | |
| Loss | | Loss | 8 | | 50 | | 3 | | 9 | | — | | — | | — | | — | | 70 | |
Total | | Total | 134,869 | | 269,499 | | 121,716 | | 77,748 | | 26,651 | | 23,888 | | — | | — | | 654,371 | |
Current period gross charge-offs | | Current period gross charge-offs | 105 | | 1,002 | | 503 | | 170 | | 18 | | 72 | | | 1,870 | |
Consumer, direct | | Consumer, direct | |
Pass | | Pass | 32,644 | | 45,594 | | 37,407 | | 11,369 | | 4,580 | | 5,707 | | — | | — | | 137,301 | |
|
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
| Term Loans at Amortized Cost by Origination Year | | Revolving Loans Converted to Term | |
(Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Revolving Loans | Total Loans |
Substandard | 20 | | 169 | | 123 | | 97 | | 97 | | 194 | | — | | — | | 700 | |
| | | | | | | | | |
Loss | — | | — | | — | | — | | — | | 18 | | — | | — | | 18 | |
Total | 32,664 | | 45,763 | | 37,530 | | 11,466 | | 4,677 | | 5,919 | | — | | — | | 138,019 | |
Current period gross charge-offs | 5 | | 73 | | 17 | | 69 | | 10 | | 8 | | | | 182 | |
Deposit account overdrafts | 830 | | — | | — | | — | | — | | — | | — | | — | | 830 | |
Current period gross charge-offs | 490 | | — | | — | | — | | — | | — | | | | 490 | |
Total loans, at amortized cost | 735,541 | | 1,282,666 | | 1,150,321 | | 611,433 | | 483,578 | | 1,443,933 | | 267,124 | | 2,253 | | 5,974,596 | |
Total current period gross charge-offs | $ | 601 | | $ | 1,438 | | $ | 932 | | $ | 400 | | $ | 192 | | $ | 333 | | | | $ | 3,896 | |
The following table summarizes the risk category of loans within Peoples' loan portfolio, including acquired loans, based upon the then most recent analysis performed at December 31, 2022:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
| Term Loans at Amortized Cost by Origination Year | | | |
(Dollars in thousands) | 2022 | 2021 | 2020 | 2019 | 2018 | Prior | Revolving Loans | Revolving Loans Converted to Term | Total Loans |
Construction | | | | | | |
| | |
Pass | $ | 82,143 | | $ | 110,719 | | $ | 27,893 | | $ | 20,223 | | $ | 656 | | $ | 4,061 | | $ | 44 | | $ | 81 | | $ | 245,739 | |
Special mention | — | | — | | — | | — | | — | | 818 | | — | | — | | 818 | |
Substandard | — | | 2 | | — | | — | | — | | 382 | | — | | — | | 384 | |
| | | | | | | | | |
| | | | | | | | | |
Total | 82,143 | | 110,721 | | 27,893 | | 20,223 | | 656 | | 5,261 | | 44 | | 81 | | 246,941 | |
Commercial real estate, other | | | | | |
| | |
Pass | 165,282 | | 224,727 | | 227,799 | | 202,877 | | 110,564 | | 369,578 | | 27,300 | | 5,217 | | 1,328,127 | |
Special mention | — | | 189 | | 1,099 | | 5,519 | | 3,111 | | 29,334 | | 105 | | — | | 39,357 | |
Substandard | — | | 8,327 | | 2,591 | | 1,366 | | 1,296 | | 42,172 | | 216 | | 190 | | 55,968 | |
Doubtful | — | | — | | — | | — | | — | | 66 | | — | | — | | 66 | |
| | | | | | | | | |
Total | 165,282 | | 233,243 | | 231,489 | | 209,762 | | 114,971 | | 441,150 | | 27,621 | | 5,407 | | 1,423,518 | |
Commercial and industrial | | | | | | | | |
Pass | 167,937 | | 142,615 | | 72,573 | | 71,497 | | 40,229 | | 91,853 | | 215,116 | | 3,722 | | 801,820 | |
Special mention | 10,248 | | 14,981 | | 11,923 | | 2,711 | | 236 | | 4,877 | | 16,235 | | — | | 61,211 | |
Substandard | 84 | | 9,801 | | 3,417 | | 2,410 | | 1,459 | | 3,620 | | 8,603 | | 611 | | 29,394 | |
Doubtful | — | | — | | — | | — | | — | | 209 | | — | | — | | 209 | |
| | | | | | | | | |
Total | 178,269 | | 167,397 | | 87,913 | | 76,618 | | 41,924 | | 100,559 | | 239,954 | | 4,333 | | 892,634 | |
Premium finance | | | | | | | | | |
Pass | 158,778 | | 419 | | — | | — | | — | | — | | — | | — | | 159,197 | |
Total | 158,778 | | 419 | | — | | — | | — | | — | | — | | — | | 159,197 | |
Leases | | | | | | | | | |
Pass | 191,148 | | 90,738 | | 34,627 | | 15,951 | | 3,269 | | 1,119 | | — | | — | | 336,852 | |
Special mention | 1,741 | | 2,477 | | 140 | | 22 | | 24 | | — | | — | | — | | 4,404 | |
Substandard | 546 | | 1,840 | | 571 | | 464 | | 454 | | — | | — | | — | | 3,875 | |
Total | 193,435 | | 95,055 | | 35,338 | | 16,437 | | 3,747 | | 1,119 | | — | | — | | 345,131 | |
Residential real estate | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | |
| Term Loans at Amortized Cost by Origination Year | | | |
(Dollars in thousands) | 2022 | 2021 | 2020 | 2019 | 2018 | Prior | Revolving Loans | Revolving Loans Converted to Term | Total Loans |
Pass | 78,313 | | 138,860 | | 58,869 | | 42,840 | | 28,174 | | 364,635 | | — | | — | | 711,691 | |
| | | | | | | | | |
Substandard | — | | — | | 137 | | 569 | | 563 | | 10,302 | | — | | — | | 11,571 | |
| | | | | | | | | |
Loss | — | | — | | — | | — | | — | | 98 | | — | | — | | 98 | |
Total | 78,313 | | 138,860 | | 59,006 | | 43,409 | | 28,737 | | 375,035 | | — | | — | | 723,360 | |
Home equity lines of credit | | | | | | | | |
Pass | 41,781 | | 35,768 | | 19,863 | | 14,820 | | 13,800 | | 50,291 | | 334 | | 2,096 | | 176,657 | |
| | | | | | | | | |
Substandard | — | | 60 | | — | | 53 | | 126 | | 958 | | — | | — | | 1,197 | |
| | | | | | | | | |
Loss | — | | — | | — | | — | | — | | 4 | | — | | — | | 4 | |
Total | 41,781 | | 35,828 | | 19,863 | | 14,873 | | 13,926 | | 51,253 | | 334 | | 2,096 | | 177,858 | |
Consumer, indirect | | | | | | | | | |
Pass | 305,814 | | 149,445 | | 100,027 | | 35,988 | | 22,789 | | 12,741 | | — | | — | | 626,804 | |
| | | | | | | | | |
Substandard | 384 | | 811 | | 659 | | 266 | | 304 | | 193 | | — | | — | | 2,617 | |
| | | | | | | | | |
Loss | — | | 5 | | — | | — | | — | | — | | — | | — | | 5 | |
Total | 306,198 | | 150,261 | | 100,686 | | 36,254 | | 23,093 | | 12,934 | | — | | — | | 629,426 | |
Consumer, direct | | | | | | | | | |
Pass | 50,889 | | 28,351 | | 14,558 | | 6,333 | | 3,725 | | 3,975 | | — | | — | | 107,831 | |
Special mention | — | | — | | — | | — | | — | | — | | — | | — | | — | |
Substandard | 97 | | 63 | | 138 | | 46 | | 21 | | 150 | | — | | — | | 515 | |
| | | | | | | | | |
Loss | — | | — | | — | | — | | — | | 17 | | — | | — | | 17 | |
Total | 50,986 | | 28,414 | | 14,696 | | 6,379 | | 3,746 | | 4,142 | | — | | — | | 108,363 | |
Deposit account overdrafts | 722 | | — | | — | | — | | — | | — | | — | | — | | 722 | |
Total loans, at amortized cost | $ | 1,255,907 | | $ | 960,198 | | $ | 576,884 | | $ | 423,955 | | $ | 230,800 | | $ | 991,453 | | $ | 267,953 | | $ | 11,917 | | $ | 4,707,150 | |
Collateral Dependent Loans
Peoples has certain loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty. The underlying collateral can vary based upon the type of loan. The following provides more detail about the types of collateral that secure collateral dependent loans:
•Construction loans are typically secured by owner occupied commercial real estate or non-owner occupied investment real estate. Typically, owner occupied construction loans are secured by office buildings, warehouses, manufacturing facilities, and other commercial and industrial properties that are in process of construction. Non-owner occupied commercial construction loans are generally secured by office buildings and complexes, multi-family complexes, land under development, and other commercial and industrial real estate in process of construction.
•Commercial real estate loans can be secured by either owner occupied commercial real estate or non-owner occupied investment commercial real estate. Typically, owner occupied commercial real estate loans are secured by office buildings, warehouses, manufacturing facilities and other commercial and industrial properties occupied by operating companies. Non-owner occupied commercial real estate loans are generally secured by office buildings and complexes, retail facilities, multifamily complexes, land under development, industrial properties, as well as other commercial or industrial real estate.
•Commercial and industrial loans are generally secured by equipment, inventory, accounts receivable, and other commercial property.
•Residential real estate loans are typically secured by first mortgages, and in some cases could be secured by a second mortgage.mortgage, on residential real property.
•Home equity lines of credit are generally secured by second mortgages on residential real estate property.
•Consumer loans are generally secured by automobiles, motorcycles, recreational vehicles and other personal property. Some consumer loans are unsecured and have no underlying collateral.
•Leases are secured by commercial equipment and other essential business assets.
•Premium finance loans are secured by the unearned portion of the insurance premium being financed.
The following table details Peoples' amortized cost of collateral dependent loans:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | | December 31, 2022 |
| Commercial real estate, other | Commercial real estate, other | 7,862 | | | | 8,362 | | | Commercial real estate, other | 5,581 | | | | 8,362 | | |
Commercial and industrial | Commercial and industrial | 470 | | | | 1,456 | | | Commercial and industrial | 460 | | | | 1,456 | | |
Residential real estate | Residential real estate | 528 | | | | 536 | | | Residential real estate | 520 | | | | 536 | | |
| Total collateral dependent loans | Total collateral dependent loans | $ | 8,860 | | | | $ | 10,354 | | | Total collateral dependent loans | $ | 6,561 | | | | $ | 10,354 | | |
The decrease inin collateral dependent loans at March 31,June 30, 2023, compared to December 31, 2022, was primarily due to twothree large relationships that were paid in full during the threesix months ended March 31,June 30, 2023.
Modifications for Borrowers Experiencing Financial Difficulty Subsequent to the Adoption of ASU 2022-02
As part of Peoples' loss mitigation activities, Peoples may agree to modify the contractual terms of a loan to a borrower experiencing financial difficulty. The most common modifications to the contractual terms of a loan to a borrower experiencing financial difficulty include an extension of the maturity date, a reduction in the interest rate for the remaining life of the loan, a temporary period of interest-only payments, and a reduction in the contractual payment amount for either a short period or the remaining term of the loan.
In addition to loan modifications, Peoples also provides other loss mitigation options, such as forbearance and repayment plans, to assist borrowers who experience financial difficulties. In assessing whether or not a borrower is experiencing financial difficulty, Peoples considers information currently available regarding the financial condition of the borrower. This information includes, but is not limited to, whether (1) the borrower is currently in payment default on any of the borrower's debt; (2) a payment default is probable in the foreseeable future without the modification; (3) the borrower has declared or is in the process of declaring bankruptcy; and (4) the borrower's projected cash flow is insufficient to satisfy contractual payments due under the original terms of the loan without a modification.
The following table displays the amortized cost of loans that were restructured during the three months and the six months ended March 31,June 30, 2023, presented by loan classification.
| For the Three Months Ended March 31, 2023 | |
During the Three Months Ended June 30, 2023 | | During the Three Months Ended June 30, 2023 |
| | Payment Delay (Only) | | | | | | | | |
(Dollars in thousands) | (Dollars in thousands) | Forbearance Plan | Payment Deferral | | Term Extension | Forbearance Plan and Term Extension | | Total | Percentage of Total by Loan Category(a)(b) | (Dollars in thousands) | | Term Extension | | Total | Percentage of Total by Loan Category(a)(b) |
Construction | $ | — | | $ | 1,600 | | | $ | — | | $ | — | | | $ | 1,600 | | 0.69 | % | |
| Commercial real estate | Commercial real estate | 200 | | — | | | — | | — | | | 200 | | 0.01 | % | Commercial real estate | | $ | 48 | | | $ | 48 | | — | % |
Commercial and industrial | Commercial and industrial | — | | — | | | 9 | | 335 | | | 344 | | 0.04 | % | Commercial and industrial | | 3,319 | | | 3,319 | | 0.29 | % |
| Residential real estate | — | | — | | | 221 | | — | | | 221 | | 0.03 | % | |
| Consumer, indirect | — | | — | | | 28 | | — | | | 28 | | — | % | |
| | Total | Total | $ | 200 | | $ | 1,600 | | | $ | 258 | | $ | 335 | | | $ | 2,393 | | 0.05 | % | Total | | $ | 3,367 | | | $ | 3,367 | | 0.06 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
During the Six Months Ended June 30, 2023 |
| Payment Delay (Only) | | | | | | |
(Dollars in thousands) | Forbearance Plan | Payment Deferral | | Term Extension | Forbearance Plan and Term Extension | | | Total | Percentage of Total by Loan Category(a)(b) |
Construction | $ | — | | $ | 1,600 | | | $ | — | | $ | — | | | | $ | 1,600 | | 0.38 | % |
Commercial real estate | 194 | | — | | | 48 | | — | | | | 242 | | 0.01 | % |
Commercial and industrial | — | | — | | | 3,325 | | 306 | | | | 3,631 | | 0.31 | % |
| | | | | | | | | |
Residential real estate | — | | — | | | 220 | | — | | | | 220 | | 0.03 | % |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
Total | $ | 194 | | $ | 1,600 | | | $ | 3,593 | | $ | 306 | | | | $ | 5,693 | | 0.10 | % |
(a) Based on the amortized cost basis as of period end, divided by the period end amortized cost basis of the corresponding class of financing receivable.
(b) Each with "--%" not meaningful.
The following table summarizes the financial impacts of loan modifications and payment deferrals made to loans during the three months and the six months ended March 31,June 30, 2023, presented by loan classification.
| | | | | | | | | |
For the Three Months Ended March 31, 2023 |
| | Weighted-Average Term Extension (in months) | Average Amount Capitalized as a Result of a Payment Delay(a) |
| | | |
| | | |
Commercial and industrial | | 12 | $ | — | |
| | | |
Residential real estate | | 210 | 8,969 | |
| | | |
Consumer, indirect | | 2 | — | |
| | | |
| | | |
(a) Represents the average amount of delinquency-related amounts that were capitalized as part of the loan balance. Amounts are in whole dollars. |
| | | | | | | | | |
During the Three Months Ended June 30, 2023 |
| | Weighted-Average Term Extension (in months) | Average Amount Capitalized as a Result of a Payment Delay(a) |
| | | |
Commercial real estate | | 12 | $ | — | |
Commercial and industrial | | 5 | — | |
| | | |
| | | |
| | | |
| | | |
| | | |
As | | | | | | | | | |
During the Six Months Ended June 30, 2023 |
| | Weighted-Average Term Extension (in months) | Average Amount Capitalized as a Result of a Payment Delay(a) |
| | | |
Commercial real estate | | 12 | $ | — | |
Commercial and industrial | | 5 | — | |
| | | |
Residential real estate | | 210 | 8,969 | |
| | | |
Consumer, indirect | | 2 | — | |
| | | |
| | | |
(a) Represents the average amount of delinquency-related amounts that were capitalized as part of the loan balance. Amounts are in whole dollars. |
The following table displays the amortized cost of March 31, 2023, there were no loans that were modified for borrowers experiencing financial difficulty since the adoption of ASU 2022-02received a completed modification or payment deferral on or after January 1, 2023, the date Peoples adopted ASU 2022-02, through June 30, 2023 and subsequentlythat defaulted duringin the period.period presented. For purposes of this disclosure, Peoples defines loans that had a payment default as loans that are 90 days or more past due following a modification through the three months ended March 31,June 30, 2023.
| | | | | | | | | | |
For the Six Months Ended June 30, 2023 |
| Payment Delay as a Result of a Payment Deferral (Only) | | | Total |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Consumer, indirect | $ | 11 | | | | $ | 11 | |
| | | | |
| | | | |
| | | | |
| | | | |
(1) Represents the sum of amortized cost and gross charge-off as of period end. Excludes loans that liquidated either through foreclosure, deed-in-lieu of foreclosure, or a short sale. |
The following table displays an aging analysis of loans that were modified on or after January 1, 2023, the date Peoples adopted ASU 2022-02, through March 31,June 30, 2023, presented by classification and class of financing receivable.
| As of March 31, 2023 | |
As of June 30, 2023 | | As of June 30, 2023 |
(Dollars in thousands) | (Dollars in thousands) | 30-59 Days Delinquent | 60-89 Days Delinquent | 90+ Days Delinquent | Total Delinquent | Current | Total | (Dollars in thousands) | 30-59 Days Delinquent | 60-89 Days Delinquent | 90+ Days Delinquent | Total Delinquent | Current | Total |
Construction | Construction | $ | — | | $ | — | | $ | — | | $ | — | | $ | 1,600 | | $ | 1,600 | | Construction | $ | — | | $ | — | | $ | — | | $ | — | | $ | 1,600 | | $ | 1,600 | |
Commercial real estate | Commercial real estate | — | | — | | — | | — | | 200 | | 200 | | Commercial real estate | — | | — | | — | | — | | 242 | | 242 | |
Commercial and industrial | Commercial and industrial | — | | — | | — | | — | | 344 | | 344 | | Commercial and industrial | — | | — | | — | | — | | 3,631 | | 3,631 | |
| Residential real estate | Residential real estate | — | | — | | — | | — | | 221 | | 221 | | Residential real estate | — | | — | | — | | — | | 220 | | 220 | |
| Consumer, indirect | 28 | | — | | — | | 28 | | — | | 28 | | |
| | Total loans modified(a) | Total loans modified(a) | $ | 28 | | $ | — | | $ | — | | $ | 28 | | $ | 2,365 | | $ | 2,393 | | Total loans modified(a) | $ | — | | $ | — | | $ | — | | $ | — | | $ | 5,693 | | $ | 5,693 | |
| (a) Represents the amortized cost basis as of period end. | (a) Represents the amortized cost basis as of period end. | (a) Represents the amortized cost basis as of period end. |
Troubled Debt Restructurings Disclosures Prior to the Adoption of ASU 2022-02
Prior to the adoption of ASU 2022-02, Peoples accounted for a modification to the contractual terms of a loan that resulted in granting a concession to a borrower experiencing financial difficulties as a TDR. See “Note 1 Summary of Significant Accounting
Policies” in Peoples' 2022 Form 10-K for more information on our TDR policy and the COVID-19 relief from TDR accounting and disclosure requirements, and “Note 1, Summary of Significant Accounting Policies” in this reportForm 10-Q for more information on the adoption of ASU 2022-02.
The following table summarizes the loans that were modified as TDRs during the three months and the six months ended March 31,June 30, 2022:
| | | Three Months Ended | | Three Months Ended |
| | Recorded Investment (a) | | Recorded Investment (a) |
(Dollars in thousands) | (Dollars in thousands) | Number of Contracts | Pre-Modification | Post-Modification | Remaining Recorded Investment | (Dollars in thousands) | Number of Contracts | Pre-Modification | Post-Modification | Remaining Recorded Investment |
| March 31, 2022 | | |
Construction | 1 | | $ | 344 | | $ | 344 | | $ | 343 | | |
June 30, 2022 | | June 30, 2022 | |
| Commercial real estate, other | Commercial real estate, other | 1 | | 102 | | 102 | | 102 | | Commercial real estate, other | 2 | | 184 | | 184 | | 184 | |
Commercial and industrial | Commercial and industrial | 1 | | 4 | | 4 | | 4 | | Commercial and industrial | 5 | | 1,422 | | 1,426 | | 1,031 | |
| Residential real estate | Residential real estate | 10 | | 493 | | 502 | | 501 | | Residential real estate | 11 | | 438 | | 463 | | 457 | |
Home equity lines of credit | Home equity lines of credit | 1 | | 22 | | 22 | | 21 | | Home equity lines of credit | 2 | | 110 | | 110 | | 110 | |
Consumer, indirect | Consumer, indirect | 10 | | 106 | | 106 | | 105 | | Consumer, indirect | 7 | | 108 | | 108 | | 108 | |
Consumer, direct | Consumer, direct | 2 | | 14 | | 14 | | 14 | | Consumer, direct | 1 | | 31 | | 31 | | 31 | |
Consumer | Consumer | 12 | | 120 | | 120 | | 119 | | Consumer | 8 | | 139 | | 139 | | 139 | |
Total | Total | 26 | | $ | 1,085 | | $ | 1,094 | | $ | 1,090 | | Total | 28 | | $ | 2,293 | | $ | 2,322 | | $ | 1,921 | |
(a) The amounts shown are inclusive of all partial paydowns and charge-offs. Loans modified in a TDR that were fully paid down, charged-off or foreclosed upon by period end are not reported.
| (a) The amounts shown are inclusive of all partial paydowns and charge-offs. Loans modified in a TDR that were fully paid down, charged-off or foreclosed upon by period end are not reported.
| (a) The amounts shown are inclusive of all partial paydowns and charge-offs. Loans modified in a TDR that were fully paid down, charged-off or foreclosed upon by period end are not reported.
|
On March 22, 2020, federal and state government banking regulators issued a joint statement, with which the FASB concurred as to the approach, regarding accounting for loan modifications for borrowers affected by COVID-19. In this guidance, short-term modifications, made on a good faith basis in response to COVID-19, to borrowers who were current prior to any relief, are not considered TDRs. This includes short-term modifications such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment which are insignificant. Under the guidance, the borrowers that are considered to be current are those that are less than 30 days past due on their contractual payments at the time a modification program is implemented. In addition, modification or deferral programs mandated by the U.S. federal government or any state government related to COVID-19 are not in the scope of accounting for TDRs, as defined in ASC 310-40. | | | | | | | | | | | | | | |
| | Six Months Ended |
| | Recorded Investment (a) |
(Dollars in thousands) | Number of Contracts | Pre-Modification | Post-Modification | Remaining Recorded Investment |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
June 30, 2022 | | | | |
| | | | |
Commercial real estate, other | 3 | | 287 | | 287 | | 284 | |
Commercial and industrial | 5 | | 1,422 | | 1,427 | | 1,031 | |
| | | | |
Residential real estate | 26 | | 1,333 | | 1,378 | | 1,367 | |
Home equity lines of credit | 4 | | 178 | | 178 | | 177 | |
Consumer, indirect | 16 | | 210 | | 210 | | 210 | |
Consumer, direct | 3 | | 44 | | 44 | | 44 | |
Consumer | 19 | | 254 | | 254 | | 254 | |
Total | 57 | | $ | 3,474 | | $ | 3,524 | | $ | 3,113 | |
(a) The amounts shown are inclusive of all partial paydowns and charge-offs. Loans modified in a TDR that were fully paid down, charged-off or foreclosed upon by period end are not reported.
|
Allowance for Credit Losses
As discussed in "Note 1 Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Peoples' 2022 Form 10-K, Peoples'Peoples estimates the allowance for credit losses using relevant available information, from both internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. In management's estimation of expected credit losses, Peoples uses a one yearone-year reasonable and supportable period across all segments. Following the reasonable and supportable period, Peoples reverts the macroeconomic variables to their long run average over a four quarterfour-quarter reversion period.
Changes in the allowance for credit losses for the three months and the six months ended March 31,June 30, 2023 and March 31,June 30, 2022 are summarized below:
| (Dollars in thousands) | Beginning Balance, December 31, 2022 | Initial Allowance for Acquired PCD Assets | | Provision for (Recovery of) Credit Losses (a) | Charge-offs | Recoveries | Ending Balance, March 31, 2023 | |
| | | Beginning Balance, March 31, 2023 | Initial Allowance for Acquired PCD Assets | | Provision for (Recovery of) Credit Losses (a) | Charge-offs | Recoveries | Ending Balance, June 30, 2023 |
Construction | Construction | $ | 1,250 | | $ | — | | | $ | 32 | | $ | (9) | | $ | — | | $ | 1,273 | | Construction | $ | 1,273 | | $ | — | | | $ | 223 | | $ | — | | $ | — | | $ | 1,496 | |
Commercial real estate, other | Commercial real estate, other | 17,710 | | — | | | (1,230) | | (33) | | 27 | | 16,474 | | Commercial real estate, other | 16,474 | | 280 | | | 2,968 | | (7) | | 16 | | 19,731 | |
Commercial and industrial | Commercial and industrial | 8,229 | | — | | | 79 | | (1) | | — | | 8,307 | | Commercial and industrial | 8,307 | | 376 | | | 1,905 | | (11) | | 451 | | 11,028 | |
Premium finance | Premium finance | 344 | | — | | | 103 | | (23) | | 9 | | 433 | | Premium finance | 433 | | — | | | 18 | | (23) | | 3 | | 431 | |
Leases | Leases | 8,495 | | — | | | 1,003 | | (469) | | 80 | | 9,109 | | Leases | 9,109 | | — | | | 1,783 | | (604) | | 89 | | 10,377 | |
Residential real estate | Residential real estate | 6,357 | | — | | | 159 | | (41) | | 29 | | 6,504 | | Residential real estate | 6,504 | | 254 | | | (656) | | (59) | | 69 | | 6,112 | |
Home equity lines of credit | Home equity lines of credit | 1,693 | | — | | | 43 | | (19) | | — | | 1,717 | | Home equity lines of credit | 1,717 | | 13 | | | 1 | | (55) | | — | | 1,676 | |
Consumer, indirect | Consumer, indirect | 7,448 | | — | | | 1,183 | | (929) | | 79 | | 7,781 | | Consumer, indirect | 7,781 | | — | | | 641 | | (941) | | 129 | | 7,610 | |
Consumer, direct | Consumer, direct | 1,575 | | — | | | 133 | | (104) | | 15 | | 1,619 | | Consumer, direct | 1,619 | | 85 | | | 981 | | (78) | | 35 | | 2,642 | |
Deposit account overdrafts | Deposit account overdrafts | 61 | | — | | | 180 | | (227) | | 72 | | 86 | | Deposit account overdrafts | 86 | | — | | | 232 | | (263) | | 53 | | 108 | |
Total | Total | $ | 53,162 | | $ | — | | | $ | 1,685 | | $ | (1,855) | | $ | 311 | | $ | 53,303 | | Total | $ | 53,303 | | $ | 1,008 | | | $ | 8,096 | | $ | (2,041) | | $ | 845 | | $ | 61,211 | |
(a)Amount does not include the provision for the allowance for credit losses on unfunded commitments.
| | | | | | | | | | | | | | | | | | | | | |
| Beginning Balance, March 31, 2022 | Initial Allowance for Acquired PCD Assets (a) | | (Recovery of) Provision for Credit Losses (b) | Charge-offs | Recoveries | Ending Balance, June 30, 2022 |
Construction | $ | 2,731 | | $ | — | | | $ | (1,200) | | $ | — | | $ | — | | $ | 1,531 | |
Commercial real estate, other | 21,055 | | (234) | | | (2,267) | | (22) | | 176 | | 18,708 | |
Commercial and industrial | 10,114 | | (253) | | | (871) | | (420) | | 2 | | 8,572 | |
Premium finance | 345 | | — | | | (12) | | (30) | | 8 | | 311 | |
Leases | 5,875 | | 292 | | | 1,847 | | (493) | | 64 | | 7,585 | |
Residential real estate | 6,495 | | 12 | | | (142) | | (47) | | 14 | | 6,332 | |
Home equity lines of credit | 1,894 | | — | | | (170) | | (25) | | — | | 1,699 | |
Consumer, indirect | 5,172 | | — | | | 1,428 | | (449) | | 83 | | 6,234 | |
Consumer, direct | 1,036 | | — | | | 334 | | (60) | | 11 | | 1,321 | |
Deposit account overdrafts | 51 | | — | | | 355 | | (405) | | 52 | | 53 | |
Total | $ | 54,768 | | $ | (183) | | | $ | (698) | | $ | (1,951) | | $ | 410 | | $ | 52,346 | |
(a)Includes purchase price adjustments related to acquisitions previously completed but were within the 12-month measurement period.
(b)Amount does not include the provision for the allowance for credit losses on unfunded commitments.
| | | | | | | | | | | | | | | | | | | | | |
(Dollars in thousands) | Beginning Balance, December 31, 2022 | Initial Allowance for Acquired PCD Assets | | Provision for (Recovery of) Credit Losses (a) | Charge-offs | Recoveries | Ending Balance, June 30, 2023 |
Construction | $ | 1,250 | | $ | — | | | $ | 255 | | $ | (9) | | $ | — | | $ | 1,496 | |
Commercial real estate, other | 17,710 | | 280 | | | 1,738 | | (40) | | 43 | | 19,731 | |
Commercial and industrial | 8,229 | | 376 | | | 1,984 | | (12) | | 451 | | 11,028 | |
Premium finance | 344 | | — | | | 121 | | (46) | | 12 | | 431 | |
Leases | 8,495 | | — | | | 2,786 | | (1,073) | | 169 | | 10,377 | |
Residential real estate | 6,357 | | 254 | | | (497) | | (100) | | 98 | | 6,112 | |
Home equity lines of credit | 1,693 | | 13 | | | 44 | | (74) | | — | | 1,676 | |
Consumer, indirect | 7,448 | | — | | | 1,824 | | (1,870) | | 208 | | 7,610 | |
Consumer, direct | 1,575 | | 85 | | | 1,114 | | (182) | | 50 | | 2,642 | |
Deposit account overdrafts | 61 | | — | | | 412 | | (490) | | 125 | | 108 | |
Total | $ | 53,162 | | $ | 1,008 | | | $ | 9,781 | | $ | (3,896) | | $ | 1,156 | | $ | 61,211 | |
(a) Amount does not include the provision for the allowance for credit losses on unfunded commitments.
| | (Dollars in thousands) | (Dollars in thousands) | Beginning Balance, December 31, 2021 | Initial Allowance for Acquired PCD Assets (a) | | (Recovery of) Provision for Credit Losses (b) | Charge-offs | Recoveries | Ending Balance, March 31, 2022 | (Dollars in thousands) | Beginning Balance, December 31, 2021 | Initial Allowance for Acquired PCD Assets (a) | | (Recovery of) Provision for Credit Losses (b) | Charge-offs | Recoveries | Ending Balance, June 30, 2022 |
Construction | Construction | $ | 2,999 | | $ | — | | | $ | (268) | | $ | — | | $ | — | | $ | 2,731 | | Construction | $ | 2,999 | | $ | — | | | $ | (1,468) | | $ | — | | $ | — | | $ | 1,531 | |
Commercial real estate, other | Commercial real estate, other | 29,147 | | (217) | | | (7,646) | | (278) | | 49 | | 21,055 | | Commercial real estate, other | 29,147 | | (451) | | | (9,913) | | (300) | | 225 | | 18,708 | |
Commercial and industrial | Commercial and industrial | 11,063 | | (165) | | | (325) | | (463) | | 4 | | 10,114 | | Commercial and industrial | 11,063 | | (418) | | | (1,196) | | (883) | | 6 | | 8,572 | |
Premium finance | Premium finance | 379 | | — | | | (20) | | (14) | | — | | 345 | | Premium finance | 379 | | — | | | (32) | | (44) | | 8 | | 311 | |
Leases | Leases | 4,797 | | 132 | | | 1,243 | | (473) | | 176 | | 5,875 | | Leases | 4,797 | | 424 | | | 3,090 | | (966) | | 240 | | 7,585 | |
Residential real estate | Residential real estate | 7,233 | | (521) | | | 78 | | (309) | | 14 | | 6,495 | | Residential real estate | 7,233 | | (509) | | | (64) | | (356) | | 28 | | 6,332 | |
Home equity lines of credit | Home equity lines of credit | 2,005 | | (11) | | | (113) | | (16) | | 29 | | 1,894 | | Home equity lines of credit | 2,005 | | (11) | | | (283) | | (41) | | 29 | | 1,699 | |
Consumer, indirect | Consumer, indirect | 5,326 | | (41) | | | 186 | | (385) | | 86 | | 5,172 | | Consumer, indirect | 5,326 | | (41) | | | 1,614 | | (834) | | 169 | | 6,234 | |
Consumer, direct | Consumer, direct | 961 | | — | | | 200 | | (136) | | 11 | | 1,036 | | Consumer, direct | 961 | | — | | | 534 | | (196) | | 22 | | 1,321 | |
Deposit account overdrafts | Deposit account overdrafts | 57 | | — | | | 199 | | (259) | | 54 | | 51 | | Deposit account overdrafts | 57 | | — | | | 554 | | (664) | | 106 | | 53 | |
Total | Total | $ | 63,967 | | $ | (823) | | | $ | (6,466) | | $ | (2,333) | | $ | 423 | | $ | 54,768 | | Total | $ | 63,967 | | $ | (1,006) | | | $ | (7,164) | | $ | (4,284) | | $ | 833 | | $ | 52,346 | |
(a)Includes purchase price adjustments related to acquisitions previously completed but were within the 12-month measurement period.
(b)Amount does not include the provision for the allowance for credit losses on unfunded commitments.s adopted ASU 2016-13 - Financial Instruments
(c)
(a)Amount does not include the provision for the allowance for credit losses on unfunded commitments
During the firstsecond quarter of 2023, Peoples recorded a total provision for credit losses for loans of $1.7$8.0 million, largely attributable to a deteriorationprovision of macro-economic conditions and an increase$9.4 million for the non-purchased credit deteriorated loans acquired in charge-off activity,the Limestone Merger, partially offset by a reduction inthe release of reserves for
$1.7 million on individually analyzed loans.loans and a recovery of $1.0 million due to improvements in macro-economic conditions. Net charge-offs for the firstsecond quarter of 2023 were $1.5$1.2 million, primarily due to net charge-offs of indirect consumer loans of $0.9$0.8 million.
During the firstsecond quarter of 2022, Peoples recorded a recovery of credit losses of $6.8$0.7 million driven by a continued improvementreduction in economic factors andallowance for individually analyzed loans, as well as changes in loss drivers used in the CECL model. Leases designated as purchased-credit
deteriorated ("PCD") acquired from Vantage increased the allowance for credit losses by $132,000.$292,000. Net charge-offs for the firstsecond quarter of 2022 were $1.9$1.5 million, and included charge-offs of two commercial and industrial loansthree leases aggregating $0.7$0.5 million.
Peoples had recorded an allowance for unfunded commitments of $2.1$2.0 million as of March 31,both June 30, 2023 an increase compared to $2.0 million atand December 31, 2022. The allowance for unfunded commitments (also referred to as "unfunded commitment liability") is presented in the “Accrued expenses and other liabilities” line of the Unaudited Consolidated Balance Sheets. The change in the allowance for unfunded commitments is also reflected in the "Provision for (recovery of) credit losses" line of the Unaudited Consolidated Statements of Operations.
Note 5 Goodwill and Other Intangible Assets Goodwill
The following table details changes in the recorded amount of goodwill:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
Goodwill, beginning of year | Goodwill, beginning of year | $ | 292,397 | | $ | 264,193 | | Goodwill, beginning of year | $ | 292,397 | | $ | 264,193 | |
Goodwill recorded from acquisitions | Goodwill recorded from acquisitions | 200 | | 28,204 | | Goodwill recorded from acquisitions | 64,000 | | 28,204 | |
Goodwill, end of period | Goodwill, end of period | $ | 292,597 | | $ | 292,397 | | Goodwill, end of period | $ | 356,397 | | $ | 292,397 | |
|
As of the close of business on April 30, 2023, Peoples completed its merger with Limestone Bancorp, Inc. ("Limestone") pursuant to an Agreement and Plan of Merger dated October 24, 2022, at which point Limestone merged with and into Peoples (the "Limestone Merger"), and Limestone Bank, Inc., the subsidiary bank of Limestone, merged immediately thereafter with and into Peoples' wholly-owned subsidiary, Peoples Bank. Peoples preliminarily recorded goodwill from the Limestone Merger as of June 30, 2023 totaling $63.4 million.
On January 3, 2023, Peoples acquired a trust and investment business, for which itPeoples initially recognized $200,000 in goodwill. A further adjustment of $381,000 was recognized on May 31, 2023. The goodwill recorded from this acquisition totaled $581,000 as of June 30, 2023.
On March 7, 2022, Peoples Bank purchased 100% of the equity of Vantage pursuant to an Equity Purchase Agreement, dated February 16, 2022, at which point Vantage became a legal subsidiary of Peoples Bank. InDuring 2022, Peoples recorded $27.2 million of goodwill related to this acquisition, which was offset partially by an adjustment of $1.3 million to the goodwill balance related to the merger (the "Premier Merger") of Peoples with Premier Financial Bancorp, Inc. (“Premier” and the "Premier Merger"). on September 17, 2021.
Other Intangible Assets
Other intangible assets were comprised of the following at March 31,June 30, 2023, and at December 31, 2022:
| (Dollars in thousands) | (Dollars in thousands) | Core Deposits | | Customer Relationships | | Indefinite-Lived Trade Names | | Total | (Dollars in thousands) | Core Deposits | | Customer Relationships | | Indefinite-Lived Trade Names | | Total |
March 31, 2023 | | |
June 30, 2023 | | June 30, 2023 | |
Gross intangibles | Gross intangibles | $ | 26,464 | | | $ | 39,241 | | | $ | 2,491 | | | $ | 68,196 | | Gross intangibles | $ | 26,464 | | | $ | 39,241 | | | $ | 2,491 | | | $ | 68,196 | |
| Intangibles recorded from acquisitions | | Intangibles recorded from acquisitions | 27,722 | | | — | | | — | | | 27,722 | |
Accumulated amortization | Accumulated amortization | (20,983) | | | (16,968) | | | — | | | (37,951) | | Accumulated amortization | (22,226) | | | (18,522) | | | — | | | (40,748) | |
Total acquisition-related intangibles | Total acquisition-related intangibles | $ | 5,481 | | | $ | 22,273 | | | $ | 2,491 | | | $ | 30,245 | | Total acquisition-related intangibles | $ | 31,960 | | | $ | 20,719 | | | $ | 2,491 | | | $ | 55,170 | |
Servicing rights | Servicing rights | | 1,720 | | Servicing rights | | 1,605 | |
Total other intangibles | Total other intangibles | | $ | 31,965 | | Total other intangibles | | $ | 56,775 | |
| December 31, 2022 | December 31, 2022 | | December 31, 2022 | |
Gross intangibles | Gross intangibles | $ | 26,464 | | | $ | 25,173 | | | $ | 1,274 | | | $ | 52,911 | | Gross intangibles | $ | 26,464 | | | $ | 25,173 | | | $ | 1,274 | | | $ | 52,911 | |
Intangibles recorded from acquisitions | Intangibles recorded from acquisitions | — | | | 14,067 | | | 1,217 | | | 15,284 | | Intangibles recorded from acquisitions | — | | | 14,067 | | | 1,217 | | | 15,284 | |
Accumulated amortization | Accumulated amortization | (20,667) | | | (15,412) | | | — | | | (36,079) | | Accumulated amortization | (20,667) | | | (15,412) | | | — | | | (36,079) | |
Total acquisition-related intangibles | Total acquisition-related intangibles | $ | 5,797 | | | $ | 23,828 | | | $ | 2,491 | | | $ | 32,116 | | Total acquisition-related intangibles | $ | 5,797 | | | $ | 23,828 | | | $ | 2,491 | | | $ | 32,116 | |
Servicing rights | Servicing rights | | 1,816 | | Servicing rights | | 1,816 | |
Total other intangibles | Total other intangibles | | $ | 33,932 | | Total other intangibles | | $ | 33,932 | |
|
As of the close of business on April 30, 2023, Peoples preliminarily recorded no other intangible assets$27.7 million of core deposit intangibles related to the merger with Limestone. Refer to "Note 13 Acquisitions" for the three months ended March 31, 2023.additional information.
Other intangible assets recorded from the above-mentioned acquisitions in 2022 were $10.8 million of customer relationship intangible assets, $1.2 million of non-compete intangible assets, and $1.2 million of indefinite-lived trade name intangible assets related to the Vantage acquisition. Peoples also recorded $2.0 million of customer relationship intangible assets and $0.1 million of non-compete intangible assets related to the acquisition of Elite.Elite Agency, Inc. ("Elite"). Refer to "Note 13 Acquisitions" for additional information.
The following table details estimated aggregate future amortization of other intangible assets at March 31,June 30, 2023:
| (Dollars in thousands) | (Dollars in thousands) | | Core Deposits | | Customer Relationships | | Total | (Dollars in thousands) | | Core Deposits | | Customer Relationships | | Total |
Remaining nine months of 2023 | | $ | 942 | | | $ | 4,705 | | | $ | 5,647 | | |
Remaining six months of 2023 | | Remaining six months of 2023 | | $ | 3,418 | | | $ | 3,151 | | | $ | 6,569 | |
2024 | 2024 | | 1,058 | | | 5,325 | | | 6,383 | | 2024 | | 5,881 | | | 5,325 | | | 11,206 | |
2025 | 2025 | | 891 | | | 4,255 | | | 5,146 | | 2025 | | 4,614 | | | 4,255 | | | 8,869 | |
2026 | 2026 | | 731 | | | 3,114 | | | 3,845 | | 2026 | | 3,738 | | | 3,114 | | | 6,852 | |
2027 | 2027 | | 572 | | | 2,289 | | | 2,861 | | 2027 | | 3,046 | | | 2,289 | | | 5,335 | |
Thereafter | Thereafter | | 1,287 | | | 2,585 | | | 3,872 | | Thereafter | | 11,263 | | | 2,585 | | | 13,848 | |
Total | Total | | $ | 5,481 | | | $ | 22,273 | | | $ | 27,754 | | Total | | $ | 31,960 | | | $ | 20,719 | | | $ | 52,679 | |
The weighted average amortization period of other intangible assets is 7.29.2 years.
Peoples’ deposit balances were comprised of the following:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
Retail CDs: | | |
Retail certificates of deposits ("CDs"): | | Retail certificates of deposits ("CDs"): | |
$100 or more | $100 or more | $ | 331,912 | | $ | 263,341 | | $100 or more | $ | 527,846 | | $ | 263,341 | |
Less than $100 | Less than $100 | 290,179 | | 266,895 | | Less than $100 | 422,937 | | 266,895 | |
Retail CDs | Retail CDs | 622,091 | | 530,236 | | Retail CDs | 950,783 | | 530,236 | |
Interest-bearing deposit accounts | Interest-bearing deposit accounts | 1,085,169 | | 1,160,182 | | Interest-bearing deposit accounts | 1,225,646 | | 1,160,182 | |
Savings accounts | Savings accounts | 1,024,638 | | 1,068,547 | | Savings accounts | 1,116,622 | | 1,068,547 | |
Money market deposit accounts | Money market deposit accounts | 579,106 | | 617,029 | | Money market deposit accounts | 718,633 | | 617,029 | |
Governmental deposit accounts | Governmental deposit accounts | 649,303 | | 625,965 | | Governmental deposit accounts | 705,596 | | 625,965 | |
| Brokered CDs | Brokered CDs | 273,156 | | 125,580 | | Brokered CDs | 559,955 | | 125,580 | |
Total interest-bearing deposits | Total interest-bearing deposits | 4,233,463 | | 4,127,539 | | Total interest-bearing deposits | 5,277,235 | | 4,127,539 | |
Non-interest-bearing deposits | Non-interest-bearing deposits | $ | 1,555,064 | | 1,589,402 | | Non-interest-bearing deposits | $ | 1,682,634 | | 1,589,402 | |
Total deposits | Total deposits | $ | 5,788,527 | | $ | 5,716,941 | | Total deposits | $ | 6,959,869 | | $ | 5,716,941 | |
Uninsured deposits were $2.0 billion $1.7 billion and $1.6 billion at March 31,June 30, 2023 and at December 31, 2022, respectively. Uninsured amounts are estimated based on the portion of the respective customer account balances that met or exceeded the FDIC limit of $250,000. Peoples pledges investment securities against certain governmental deposit accounts, which covered over $698.9over $749.9 million ofof the uninsured deposit balances at March 31,June 30, 2023.
Uninsured time deposits are broken out below by time remaining until maturity.
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | | (Dollars in thousands) | June 30, 2023 | December 31, 2022 | |
3 months or less | 3 months or less | $ | 16,476 | | $ | 19,282 | | | 3 months or less | $ | 20,277 | | $ | 19,282 | | |
Over 3 to 6 months | Over 3 to 6 months | 18,190 | | 14,871 | | | Over 3 to 6 months | 65,178 | | 14,871 | | |
Over 6 to 12 months | Over 6 to 12 months | 32,554 | | 14,383 | | | Over 6 to 12 months | 50,677 | | 14,383 | | |
Over 12 months | Over 12 months | 64,405 | | 52,216 | | | Over 12 months | 35,942 | | 52,216 | | |
Total | Total | $ | 131,625 | | $ | 100,752 | | | Total | $ | 172,074 | | $ | 100,752 | | |
The contractual maturities of CDs for each of the next five years, including the remainder of 2023, and thereafter are as follows:
| (Dollars in thousands) | (Dollars in thousands) | Retail | Brokered | Total | (Dollars in thousands) | Retail | Brokered | Total |
Remaining nine months ending December 31, 2023 | $ | 270,212 | | $ | 273,156 | | $ | 543,368 | | |
Remaining six months ending December 31, 2023 | | Remaining six months ending December 31, 2023 | $ | 371,553 | | $ | 559,955 | | $ | 931,508 | |
Year ending December 31, 2024 | Year ending December 31, 2024 | 271,410 | | — | | 271,410 | | Year ending December 31, 2024 | 477,235 | | — | | 477,235 | |
Year ending December 31, 2025 | Year ending December 31, 2025 | 31,984 | | — | | 31,984 | | Year ending December 31, 2025 | 46,023 | | — | | 46,023 | |
Year ending December 31, 2026 | Year ending December 31, 2026 | 19,269 | | — | | 19,269 | | Year ending December 31, 2026 | 20,815 | | — | | 20,815 | |
Year ending December 31, 2027 | Year ending December 31, 2027 | 26,482 | | — | | 26,482 | | Year ending December 31, 2027 | 27,816 | | — | | 27,816 | |
Thereafter | Thereafter | 2,734 | | — | | 2,734 | | Thereafter | 7,341 | | — | | 7,341 | |
Total CDs | Total CDs | $ | 622,091 | | $ | 273,156 | | $ | 895,247 | | Total CDs | $ | 950,783 | | $ | 559,955 | | $ | 1,510,738 | |
At March 31,June 30, 2023, Peoples had thirteentwelve effective interest rate swaps, with an aggregate notional value of $125.0$115.0 million, of which $125.0$115.0 million were funded by brokered CDs. Brokered CDs used to fund interest rate swaps are expected to be extended every 90 days through the maturity dates of the swaps. Additional information regarding Peoples' interest rate swaps can be found in "Note 10 Derivative Financial Instruments."
Note 7 Stockholders’ Equity The following table details the progression in Peoples’ common shares and treasury stock during the threesix months ended March 31,June 30, 2023:
| | | | Common Shares | Treasury Stock | | | Common Shares | Treasury Stock |
Shares at December 31, 2022 | Shares at December 31, 2022 | | 29,857,920 | | 1,643,461 | | Shares at December 31, 2022 | | 29,857,920 | | 1,643,461 | |
Changes related to stock-based compensation awards: | Changes related to stock-based compensation awards: | | | Changes related to stock-based compensation awards: | | |
| Release of restricted common shares | Release of restricted common shares | | — | | 25,977 | | Release of restricted common shares | | — | | 28,863 | |
Cancellation of restricted common shares | Cancellation of restricted common shares | | — | | 4,557 | | Cancellation of restricted common shares | | — | | 10,525 | |
| Grant of restricted common shares | Grant of restricted common shares | | — | | (196,713) | | Grant of restricted common shares | | — | | (236,097) | |
Grant of unrestricted common shares | Grant of unrestricted common shares | | — | | (1,300) | | Grant of unrestricted common shares | | — | | (1,300) | |
Changes related to deferred compensation plan for Boards of Directors: | Changes related to deferred compensation plan for Boards of Directors: | | | Changes related to deferred compensation plan for Boards of Directors: | | |
Purchase of treasury stock | Purchase of treasury stock | | — | | 4,665 | | Purchase of treasury stock | | — | | 10,470 | |
Disbursed out of treasury stock | Disbursed out of treasury stock | | — | | (730) | | Disbursed out of treasury stock | | — | | (4,368) | |
| Common shares issued under dividend reinvestment plan | Common shares issued under dividend reinvestment plan | | 10,536 | | — | | Common shares issued under dividend reinvestment plan | | 25,487 | | — | |
Common shares issued under compensation plan for Boards of Directors | Common shares issued under compensation plan for Boards of Directors | | — | | (5,272) | | Common shares issued under compensation plan for Boards of Directors | | — | | (10,367) | |
| Common shares issued under employee stock purchase plan | Common shares issued under employee stock purchase plan | | — | | (17,034) | | Common shares issued under employee stock purchase plan | | — | | (25,548) | |
Issuance of common shares related to the Limestone Merger | | Issuance of common shares related to the Limestone Merger | | 6,827,668 | | — | |
| Shares at March 31, 2023 | | 29,868,456 | | 1,457,611 | | |
Shares at June 30, 2023 | | Shares at June 30, 2023 | | 36,711,075 | | 1,415,639 | |
On January 28, 2021, Peoples' Board of Directors approved a share repurchase program authorizing Peoples to purchase up to an aggregate of $30.0 million of Peoples' outstanding common shares. At March 31,June 30, 2023, Peoples had repurchased 263,183 common shares totaling $7.4 million under the share repurchase program. There were no common shares repurchased during the first threesix months of 2023.
Under Peoples' Amended Articles of Incorporation, Peoples is authorized to issue up to 50,000 preferred shares, in one or more series, having such voting powers, designations, preferences, rights, qualifications, limitations and restrictions as determined by Peoples' Board of Directors. At March 31,June 30, 2023, Peoples had no preferred shares issued or outstanding.
On January 23, 2023, Peoples' Board of Directors declared a quarterly cash dividend of $0.38 per common share, payable on February 21, 2023, to shareholders of record on February 6, 2023. On AprilJuly 24, 2023, Peoples' Board of Directors declared a quarterly cash dividend of $0.39 per common share, payable on May 22,August 21, 2023, to shareholders of record on May 8,August 7, 2023. The following table details the cash dividends declared per common share during the first twothree quarters of 2023 and the comparable periods of 2022:
| | | 2023 | 2022 | | 2023 | 2022 |
First quarter | First quarter | $ | 0.38 | | $ | 0.36 | | First quarter | $ | 0.38 | | $ | 0.36 | |
Second quarter | Second quarter | 0.39 | | 0.38 | | Second quarter | 0.39 | | 0.38 | |
| Third quarter | | Third quarter | 0.39 | | 0.38 | |
| Total dividends declared | Total dividends declared | $ | 0.77 | | $ | 0.74 | | Total dividends declared | $ | 1.16 | | $ | 1.12 | |
Accumulated Other Comprehensive (Loss) Income
The following table details the change in the components of Peoples’ accumulated other comprehensive (loss) income forduring the threesix months ended March 31,June 30, 2023:
| (Dollars in thousands) | (Dollars in thousands) | Unrealized (Loss) Gain on Securities | Unrecognized Net Pension and Postretirement Costs | Unrealized Gain (Loss) on Cash Flow Hedges | Accumulated Other Comprehensive (Loss) Income | (Dollars in thousands) | Unrealized (Loss) Gain on Securities | Unrecognized Net Pension and Postretirement Costs | Unrealized Gain (Loss) on Cash Flow Hedges | Accumulated Other Comprehensive (Loss) Income |
Balance, December 31, 2022 | Balance, December 31, 2022 | $ | (129,896) | | $ | (1,633) | | $ | 4,393 | | $ | (127,136) | | Balance, December 31, 2022 | $ | (129,896) | | $ | (1,633) | | $ | 4,393 | | $ | (127,136) | |
Reclassification adjustments to net income: | Reclassification adjustments to net income: | | Reclassification adjustments to net income: | |
Realized loss on sale of securities, net of tax | Realized loss on sale of securities, net of tax | 1,483 | | — | | — | | 1,483 | | Realized loss on sale of securities, net of tax | 1,606 | | — | | — | | 1,606 | |
| Other comprehensive income (loss), net of reclassifications and tax | Other comprehensive income (loss), net of reclassifications and tax | 15,715 | | 2 | | (1,043) | | 14,674 | | Other comprehensive income (loss), net of reclassifications and tax | 6,835 | | 7 | | (232) | | 6,610 | |
Balance, March 31, 2023 | $ | (112,698) | | $ | (1,631) | | $ | 3,350 | | $ | (110,979) | | |
Balance, June 30, 2023 | | Balance, June 30, 2023 | $ | (121,455) | | $ | (1,626) | | $ | 4,161 | | $ | (118,920) | |
Note 8 Employee Benefit Plans Peoples sponsors a noncontributory defined benefit pension plan that covers substantially all employees hired before January 1, 2010. The plan provides retirement benefits based on an employee’s years of service and compensation. For employees hired before January 1, 2003, the amount of postretirement benefit is based on the employee’s average monthly compensation over the highest five consecutive years out of the employee’s last ten years with Peoples while an eligible employee. For employees hired on or after January 1, 2003, the amount of postretirement benefit is based on 2% of the employee’s annual compensation during the years 2003 through 2009, plus accrued interest. Effective January 1, 2010, the pension plan was closed to new entrants. Effective March 1, 2011, the accrual of pension plan benefits for all participants was frozen. Peoples recognized this freeze as a curtailment as of December 31, 2010 and March 1, 2011, under the terms of the pension plan. Effective July 1, 2013, a participant in the pension plan who is employed by Peoples may elect to receive or to commence receiving such person's retirement benefits as of the later of such person's normal retirement date or the first day of the month first following the date such person makes an election to receive his or her retirement benefits.
Peoples also provides post-retirement health and life insurance benefits to certain former employees and directors. Only those individuals who retired before January 27, 2012 were eligible for life insurance benefits. As of January 1, 2011, all retirees who desire to participate in the Peoples Bank medical plan do so by electing COBRA, which provides up to 18 months of coverage; retirees over the age of 65 also have the option to pay to participate in a group Medicare supplemental plan. Peoples only pays 100% of the cost of health benefits for those individuals who retired before January 1, 1993. For all others, the retiree is responsible for most, if not all, of the cost of the health benefits. Peoples’ policy is to fund the cost of the benefits as they arise.
The expected long-term rate of return on plan assets, which was determined as of January 1, 2023, is 7.0%. The following table details the components of the net periodic cost for the noncontributory defined benefit pension plan described above, which is included in salaries and employee benefit costs on the Unaudited Consolidated Statements of Operations:
| | | Pension Benefits | | Pension Benefits |
| | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, | | | June 30, | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | | (Dollars in thousands) | 2023 | 2022 | | 2023 | 2022 |
Interest cost | Interest cost | $ | 88 | | $ | 66 | | | Interest cost | $ | 94 | | $ | 66 | | | $ | 182 | | $ | 132 | |
Expected return on plan assets | Expected return on plan assets | (166) | | (168) | | | Expected return on plan assets | (164) | | (168) | | | (330) | | (336) | |
Amortization of net loss | Amortization of net loss | 2 | | 20 | | | Amortization of net loss | 8 | | 20 | | | 10 | | 40 | |
Settlement of benefit obligation | — | | — | | | |
| Net periodic loss | Net periodic loss | $ | (76) | | $ | (82) | | | Net periodic loss | $ | (62) | | $ | (82) | | | $ | (138) | | $ | (164) | |
Under US GAAP, Peoples is required to recognize a settlement gain or loss when the aggregate amount of lump-sum distributions to participants equals or exceeds the sum of the service and interest cost components of the net periodic pension cost. The amount of settlement gain or loss recognized is the pro rata amount of the unrealized gain or loss existing immediately prior to the settlement. In general, both the projected benefit obligation and the fair value of plan assets are required to be remeasured in order to determine the settlement gain or loss.
Peoples did not record a settlement chargegain or loss during the threesix months ended March 31,June 30, 2023 or March 31,the six months ended June 30, 2022 under the noncontributory defined benefit pension plan.
Note 9 Earnings Per Common Share The calculations of basic and diluted earnings per common share were as follows:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, | | | June 30, | | June 30, |
(Dollars in thousands, except per common share data) | (Dollars in thousands, except per common share data) | 2023 | 2022 | | (Dollars in thousands, except per common share data) | 2023 | 2022 | | 2023 | 2022 |
Net income available to common shareholders | Net income available to common shareholders | $ | 26,560 | | $ | 23,577 | | | Net income available to common shareholders | $ | 21,096 | | $ | 24,888 | | | $ | 47,656 | | $ | 48,465 | |
Less: Dividends paid on unvested common shares | Less: Dividends paid on unvested common shares | (102) | | (48) | | | Less: Dividends paid on unvested common shares | 144 | | 102 | | | 246 | | 150 | |
Add: Undistributed loss allocated to unvested common shares | (34) | | (21) | | | |
Less: Undistributed income allocated to unvested common shares | | Less: Undistributed income allocated to unvested common shares | 13 | | 19 | | | 45 | | 40 | |
Net earnings allocated to common shareholders | Net earnings allocated to common shareholders | $ | 26,424 | | $ | 23,508 | | | Net earnings allocated to common shareholders | $ | 20,939 | | $ | 24,767 | | | $ | 47,365 | | $ | 48,275 | |
| Weighted-average common shares outstanding | Weighted-average common shares outstanding | 27,891,760 | | 28,006,165 | | | Weighted-average common shares outstanding | 32,526,962 | | 27,919,133 | | | 30,222,165 | | 27,962,405 | |
Effect of potentially dilutive common shares | Effect of potentially dilutive common shares | 130,119 | | 122,966 | | | Effect of potentially dilutive common shares | 123,014 | | 142,603 | | | 92,339 | | 78,740 | |
Total weighted-average diluted common shares outstanding | Total weighted-average diluted common shares outstanding | 28,021,879 | | 28,129,131 | | | Total weighted-average diluted common shares outstanding | 32,649,976 | | 28,061,736 | | | 30,314,504 | | 28,041,145 | |
| Earnings per common share: | Earnings per common share: | | | Earnings per common share: | |
Basic | Basic | $ | 0.95 | | $ | 0.84 | | | Basic | $ | 0.64 | | $ | 0.89 | | | $ | 1.57 | | $ | 1.73 | |
Diluted | Diluted | $ | 0.94 | | $ | 0.84 | | | Diluted | $ | 0.64 | | $ | 0.88 | | | $ | 1.56 | | $ | 1.72 | |
Anti-dilutive common shares excluded from calculation: | Anti-dilutive common shares excluded from calculation: | | | Anti-dilutive common shares excluded from calculation: | |
Restricted common shares | Restricted common shares | 155,018 | | — | | | Restricted common shares | 171,843 | | 188,468 | | | 152,741 | | 906 | |
Note 10 Derivative Financial Instruments Peoples utilizes interest rate swap agreements as part of its asset/liability management strategy to help manage its interest rate risk position. The notional amount of the interest rate swaps does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements. The fair value of derivative financial instruments is included in the "Other assets" and the "Accrued expenses and other liabilities" lines in the accompanying Unaudited Consolidated Balance Sheets, while cash activity related to these derivative financial instruments is included in the activity in "Net cash provided by operating activities" in the Unaudited Condensed Consolidated Statements of Cash Flows.
Derivative Financial Instruments and Hedging Activities - Risk Management Objective of Using Derivative Financial Instruments
Peoples is exposed to certain risks arising from both its business operations and economic conditions. Peoples principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. Peoples manages economic risks, including interest rate, liquidity and credit risk, primarily by managing the amount, sources and duration of its assets and liabilities. Peoples also manages interest rate risk through the use of derivative financial instruments. Specifically, Peoples enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known or expected cash amounts, the values of which are determined by interest rates. Peoples’ derivative financial instruments are used to manage differences in the amount, timing and duration of Peoples' known or expected cash receipts and its known or expected cash payments principally related to certain variable rate borrowings. Peoples also has interest rate derivative financial instruments that result from a service provided to certain qualifying customers and, therefore, are not used to manage interest rate risk in Peoples' assets or liabilities. Peoples manages a matched book with respect to customer-related derivative financial instruments in order to minimize its net risk exposure resulting from such transactions.
Cash Flow Hedges of Interest Rate Risk
Peoples' objectives in using interest rate derivative financial instruments are to add stability to interest income and expense, and to manage its exposure to interest rate movements. To accomplish these objectives, Peoples has entered into interest rate swaps as part of its interest rate risk management strategy. These interest rate swaps are designated as cash flow hedges and involve the receipt of variable rate amounts from a counterparty in exchange for Peoples making fixed payments. At March 31,June 30, 2023, Peoples had entered into thirteentwelve interest rate swap contracts with an aggregate notional value of $125.0$115.0 million. Peoples will pay a fixed rate of interest for up to ten years while receiving a floating rate component of interest equal to the three-month LIBOR rate.rate through June 30, 2023, after which point three-month LIBOR shall cease publication, and Peoples will pay a fixed rate equal to term SOFR. The interest received on the floating rate component is intended to offset the interest paid on rolling three-month brokered CDs, which will continue to be rolled through the life of the interest rate swaps. At March 31,June 30, 2023 and at December 31, 2022, the interest rate swaps were designated as cash flow hedges of $115.0 million and $125.0 million, respectively, in brokered CDs, which are expected to be extended every 90 days through the maturity dates of the interest rate swaps.
For derivative financial instruments designated as cash flow hedges, the effective and ineffective portions of changes in the fair value of each derivative financial instrument is reported in accumulated other comprehensive (loss) income ("AOCI") (outside of earnings), net of tax, and are reclassified to interest expense as interest payments are made or received on Peoples' variable-rate liabilities. Peoples assesses the effectiveness of each hedging relationship by comparing the changes in cash flows of the hedging derivative financial instrument with the changes in cash flows of the designated hedged transaction. The reset dates and the payment dates on the brokered CDs are matched to the reset dates and payment dates on the receipt of the three-month LIBOR floating portion (or the SOFR term rate beyond June 30, 2023) of the swaps to ensure effectiveness of the cash flow hedge. During the three months ended March 31,June 30, 2023, and 2022, Peoples had recorded reclassifications of gains to earnings of $0.1 million and reclassifications of losses to earnings of $0.6$0.4 million, respectively. For the six months ended June 30, 2023 and 2022, Peoples recorded reclassifications of losses to earnings of 130,000 and $1.0 million, respectively. During the next twelve months, Peoples estimates that $1.3 million of AOCI will be reclassified as a reduction to interest expense.
The following table summarizes information about the interest rate swaps designated as cash flow hedges:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
Notional amount | Notional amount | $ | 125,000 | | $ | 125,000 | | Notional amount | $ | 115,000 | | $ | 125,000 | |
Weighted average pay rates | Weighted average pay rates | 2.26 | % | 2.26 | % | Weighted average pay rates | 2.29 | % | 2.26 | % |
Weighted average receive rates | Weighted average receive rates | 4.31 | % | 4.44 | % | Weighted average receive rates | 4.92 | % | 4.44 | % |
Weighted average maturity | Weighted average maturity | 2.3 years | 2.6 years | Weighted average maturity | 2.3 years | 2.6 years |
Pre-tax changes in fair value included in AOCI | Pre-tax changes in fair value included in AOCI | $ | 4,370 | | $ | 5,727 | | Pre-tax changes in fair value included in AOCI | $ | 5,443 | | $ | 5,727 | |
The following table presents changes in fair value recorded in AOCI and in the Consolidated Statements of Operations related to the cash flow hedges for three months ended March 31, 2023, and 2022:hedges:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, | | | June 30, | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | | (Dollars in thousands) | 2023 | 2022 | | 2023 | 2022 |
Amount of (losses) gains recorded in AOCI, pre-tax | $ | (1,356) | | $ | 5,456 | | | |
Amount of losses (gains) recorded in AOCI, pre-tax | | Amount of losses (gains) recorded in AOCI, pre-tax | $ | (1,073) | | $ | (2,104) | | | $ | 283 | | $ | (7,560) | |
|
The following table reflects the cash flow hedges, which are included in the Unaudited Consolidated Balance Sheets at fair value:
| | | March 31, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
(Dollars in thousands) | (Dollars in thousands) | Notional Amount | Fair Value | | Notional Amount | Fair Value | (Dollars in thousands) | Notional Amount | Fair Value | | Notional Amount | Fair Value |
Included in "Other assets": | Included in "Other assets": | | Included in "Other assets": | |
Interest rate swaps related to debt | Interest rate swaps related to debt | $ | 125,000 | | $ | 4,239 | | | $ | 125,000 | | $ | 5,594 | | Interest rate swaps related to debt | $ | 115,000 | | $ | 5,314 | | | $ | 125,000 | | $ | 5,594 | |
|
Non-Designated Hedges
Peoples maintains an interest rate protection program for commercial loan customers, which was established in 2010. Under this program, Peoples originates variable rate loans with interest rate swaps, where the customer enters into an interest rate swap with Peoples on terms that match the terms of the loan. By entering into the interest rate swap with the customer, Peoples Bank effectively provides the customer with a fixed rate loan while creating a variable rate asset for Peoples Bank. Peoples Bank offsets its exposure in the interest rate swap by entering into an offsetting interest rate swap with an unaffiliated institution. These interest rate swaps do not qualify as designated hedges; therefore, each interest rate swap is accounted for as a standalone derivative financial instrument. These interest rate swaps did not have a material impact on Peoples' results of operations or financial condition at or for the three months and the six months ended March 31,June 30, 2023 and as of or for the year ended December 31, 2022.
The following table reflects the non-designated hedges, which are included in the Unaudited Consolidated Balance Sheets at fair value:
| | | March 31, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
(Dollars in thousands) | (Dollars in thousands) | Notional Amount | Fair Value | | Notional Amount | Fair Value | (Dollars in thousands) | Notional Amount | Fair Value | | Notional Amount | Fair Value |
Included in "Other assets": | Included in "Other assets": | | Included in "Other assets": | |
Interest rate swaps related to commercial loans | Interest rate swaps related to commercial loans | $ | 381,196 | | $ | 23,100 | | | $ | 390,126 | | $ | 28,529 | | Interest rate swaps related to commercial loans | $ | 361,597 | | $ | 25,588 | | | $ | 390,126 | | $ | 28,529 | |
| Included in "Accrued expenses and other liabilities": | Included in "Accrued expenses and other liabilities": | | Included in "Accrued expenses and other liabilities": | |
Interest rate swaps related to commercial loans | Interest rate swaps related to commercial loans | $ | 381,196 | | $ | 23,100 | | | $ | 390,126 | | $ | 28,529 | | Interest rate swaps related to commercial loans | $ | 361,597 | | $ | 25,588 | | | $ | 390,126 | | $ | 28,529 | |
|
Pledged Collateral
Peoples pledges or receives collateral for all interest rate swaps. When the fair value of Peoples' interest rate swaps is in a net liability position, Peoples must pledge collateral, and, when the fair value of Peoples' interest rate swaps is in a net asset position, the respective counterparties must pledge collateral. At March 31,June 30, 2023 and at December 31, 2022, Peoples had no cash pledged, while counterparties had $16.7$19.4 million of cash pledged at March 31,June 30, 2023 and $20.9 million of cash pledged at December 31, 2022. Peoples had no pledged investment securities at March 31,June 30, 2023 or at December 31, 2022, while the counterparties had pledged investment securities in the amounts of $2.4$2.3 million at March 31,June 30, 2023 and $2.5 million at December 31, 2022.
Note 11 Stock-Based Compensation Under the Peoples Bancorp Inc. ThirdFourth Amended and Restated 2006 Equity Plan (the "2006 Equity Plan"), Peoples may grant, among other awards, nonqualified stock options, incentive stock options, restricted common share awards, stock appreciation rights, performance units and unrestricted common share awards to employees and non-employee directors. The total number of common shares available under the 2006 Equity Plan is 891,340.1,493,297. The maximum number of common shares that can be issued for incentive stock options is 500,000750,000 common shares. Since February 2009, Peoples has granted restricted common shares to employees, and periodically to non-employee directors, subject to the terms and conditions prescribed by the 2006 Equity Plan. In general, common shares issued in connection with stock-based awards are issued from treasury shares to the extent available. If no treasury shares are available, common shares are issued from authorized but unissued common shares.
Restricted Common Shares
Under the 2006 Equity Plan, Peoples may award restricted common shares to officers, key employees and non-employee directors. In general, the restrictions on the restricted common shares awarded to employees expire after periods ranging from one to five years. Since 2018, common shares awarded to non-employee directors have vested immediately upon grant with no restrictions. In the first threesix months of 2023, Peoples granted an aggregate of 188,372 restricted common shares subject to performance-based vesting to officers and key employees with restrictions that will lapse three years after the grant date; provided that in order for the restricted common shares to vest in full, Peoples must have reported positive net income and maintained a well-capitalized status by regulatory standards for each of the three fiscal years preceding the vesting date.
The following table summarizes the changes to Peoples’ restricted common shares for the threesix months ended March 31,June 30, 2023:
| | | Time-Based Vesting | | Performance-Based Vesting | | Time-Based Vesting | | Performance-Based Vesting |
| | Number of Common Shares | Weighted-Average Grant Date Fair Value | | Number of Common Shares | Weighted-Average Grant Date Fair Value | | Number of Common Shares | Weighted-Average Grant Date Fair Value | | Number of Common Shares | Weighted-Average Grant Date Fair Value |
Oustanding at January 1, 2023 | Oustanding at January 1, 2023 | 138,522 | | $ | 27.25 | | | 295,875 | | $ | 32.20 | | Oustanding at January 1, 2023 | 138,522 | | $ | 27.25 | | | 295,875 | | $ | 32.20 | |
Awarded | Awarded | 8,341 | | 28.70 | | | 188,372 | | 30.30 | | Awarded | 47,725 | | 26.49 | | | 188,372 | | 30.30 | |
Released | Released | (5,316) | | 31.35 | | | (70,458) | | 32.91 | | Released | (14,356) | | 30.76 | | | (70,458) | | 32.91 | |
Forfeited | Forfeited | — | | — | | | (4,557) | | 31.46 | | Forfeited | (4,064) | | 31.98 | | | (6,461) | | 31.16 | |
Outstanding at March 31, 2023 | 141,547 | | $ | 27.18 | | | 409,232 | | $ | 31.21 | | |
Outstanding at June 30, 2023 | | Outstanding at June 30, 2023 | 167,827 | | $ | 26.62 | | | 407,328 | | $ | 31.21 | |
For the threesix months ended March 31,June 30, 2023, the total intrinsic value for restricted common shares released was $2.3$2.5 million compared to $3.3$3.5 million for the threesix months ended March 31,June 30, 2022.
Stock-Based Compensation
Peoples recognizes stock-based compensation, which is included as a component of Peoples’ salaries and employee benefit costs, for restricted and unrestricted common shares, as well as purchases made by participants in the employee stock purchase plan. For restricted common shares, Peoples recognizes stock-based compensation based on the estimated fair value of the awards expected to vest on the grant date. The estimated fair value is then expensed over the vesting period, which is normally three years. Peoples also has an employee stock purchase plan whereby employees can purchase Peoples' common shares at a discount of 15%. The following table summarizes the amount of stock-based compensation expense and related tax benefit recognized for each period:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, | | | June 30, | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | 2023 | 2022 | | (Dollars in thousands) | 2023 | 2022 | | 2023 | 2022 |
Employee stock-based compensation expense: | Employee stock-based compensation expense: | | | Employee stock-based compensation expense: | |
Stock grant expense | Stock grant expense | $ | 2,150 | | $ | 1,577 | | | Stock grant expense | $ | 1,009 | | $ | 576 | | | $ | 3,159 | | $ | 2,153 | |
Employee stock purchase plan expense | Employee stock purchase plan expense | 39 | | 28 | | | Employee stock purchase plan expense | 34 | | 24 | | | 73 | | 52 | |
| Total employee stock-based compensation expense | Total employee stock-based compensation expense | 2,189 | | 1,605 | | | Total employee stock-based compensation expense | 1,043 | | 600 | | | $ | 3,232 | | $ | 2,205 | |
Non-employee director stock-based compensation expense | Non-employee director stock-based compensation expense | 136 | | 124 | | | Non-employee director stock-based compensation expense | 135 | | 127 | | | $ | 271 | | $ | 251 | |
Total stock-based compensation expense | Total stock-based compensation expense | 2,325 | | 1,729 | | | Total stock-based compensation expense | 1,178 | | 727 | | | $ | 3,503 | | $ | 2,456 | |
Recognized tax benefit | Recognized tax benefit | (543) | | (396) | | | Recognized tax benefit | (278) | | (166) | | | (825) | | (560) | |
Net stock-based compensation expense | Net stock-based compensation expense | $ | 1,782 | | $ | 1,333 | | | Net stock-based compensation expense | $ | 900 | | $ | 561 | | | $ | 2,678 | | $ | 1,896 | |
The fair value of restricted common share awards on the grant date is the market price of Peoples' common shares on that date. Total unrecognized stock-based compensation expense related to unvested restricted common share awards was $7.0$6.8 million at March 31,June 30, 2023, which will be recognized over a weighted-average period of 2.22.7 years.
The following table details Peoples' revenue from contracts with customers:
| | | | Three Months Ended | | Three Months Ended | | Six Months Ended |
| | | March 31, | | June 30, | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | 2023 | 2022 | (Dollars in thousands) | 2023 | 2022 | | 2023 | 2022 |
Insurance income: | Insurance income: | | | Insurance income: | |
Commission and fees from sale of insurance policies (a) | Commission and fees from sale of insurance policies (a) | | $ | 3,816 | | $ | 3,313 | | Commission and fees from sale of insurance policies (a) | $ | 3,895 | | $ | 3,544 | | | $ | 7,711 | | $ | 6,587 | |
Fees related to third-party administration services (a) | Fees related to third-party administration services (a) | | 82 | | 72 | | Fees related to third-party administration services (a) | 74 | | 92 | | | 156 | | 163 | |
| | | | Three Months Ended | | Three Months Ended | | Six Months Ended |
| | | March 31, | | June 30, | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | 2023 | 2022 | (Dollars in thousands) | 2023 | 2022 | | 2023 | 2022 |
Performance-based commissions (b) | Performance-based commissions (b) | | 1,527 | | 1,346 | | Performance-based commissions (b) | 35 | | 10 | | | 1,562 | | 1,356 | |
Trust and investment income: | Trust and investment income: | | | Trust and investment income: | |
Fiduciary income (a) | Fiduciary income (a) | | 2,457 | | 1,965 | | Fiduciary income (a) | 2,747 | | 1,999 | | | 5,204 | | 3,964 | |
Brokerage income (a) | Brokerage income (a) | | 1,627 | | 2,311 | | Brokerage income (a) | 1,667 | | 2,247 | | | 3,294 | | 4,558 | |
Electronic banking income: | Electronic banking income: | | | Electronic banking income: | |
Interchange income (a) | Interchange income (a) | | 4,181 | | 4,113 | | Interchange income (a) | 5,036 | | 4,302 | | | 9,217 | | 8,415 | |
Promotional and usage income (a) | Promotional and usage income (a) | | 1,262 | | 1,140 | | Promotional and usage income (a) | 1,430 | | 1,117 | | | 2,692 | | 2,257 | |
Deposit account service charges: | Deposit account service charges: | | | Deposit account service charges: | |
Ongoing maintenance fees for deposit accounts (a) | Ongoing maintenance fees for deposit accounts (a) | | 1,461 | | 1,311 | | Ongoing maintenance fees for deposit accounts (a) | 1,623 | | 1,307 | | | 3,084 | | 2,618 | |
Transaction-based fees (b) | Transaction-based fees (b) | | 2,062 | | 2,115 | | Transaction-based fees (b) | 2,530 | | 2,251 | | | 4,592 | | 4,366 | |
Commercial loan swap fees (b) | Commercial loan swap fees (b) | | — | | 168 | | Commercial loan swap fees (b) | 118 | | 270 | | | 118 | | 438 | |
Other non-interest income transaction-based fees (b) | Other non-interest income transaction-based fees (b) | | 430 | | 257 | | Other non-interest income transaction-based fees (b) | 378 | | 315 | | | 808 | | 572 | |
Total revenue from contracts with customers | Total revenue from contracts with customers | | $ | 18,905 | | $ | 18,111 | | Total revenue from contracts with customers | $ | 19,533 | | $ | 17,454 | | | $ | 38,438 | | $ | 35,294 | |
Timing of revenue recognition: | Timing of revenue recognition: | | | Timing of revenue recognition: | |
Services transferred over time | Services transferred over time | | $ | 14,886 | | $ | 14,225 | | Services transferred over time | $ | 16,472 | | $ | 14,608 | | | $ | 31,358 | | $ | 28,562 | |
Services transferred at a point in time | Services transferred at a point in time | | 4,019 | | 3,886 | | Services transferred at a point in time | 3,061 | | 2,846 | | | 7,080 | | 6,732 | |
Total revenue from contracts with customers | Total revenue from contracts with customers | | $ | 18,905 | | $ | 18,111 | | Total revenue from contracts with customers | $ | 19,533 | | $ | 17,454 | | | $ | 38,438 | | $ | 35,294 | |
(a) Services transferred over time.
(b) Services transferred at a point in time.
Peoples records contract assets for income that has been recognized over a period of time for fulfillment of performance obligations, but has not yet been received related to electronic banking income and certain insurance income. This income typically relates to bonuses for which Peoples is eligible, but will not receive until a certain time in the future. Peoples records contract liabilities for payments received for commission income related to the sale of insurance policies, for which the performance obligations have not yet been fulfilled. The contract liabilities are recognized as income over time, during the period in which the performance obligations are fulfilled, which is over the insurance policy period. Peoples also records contract liabilities for bonuses received related to electronic banking income, for which the performance obligations have not yet been fulfilled. The contract liabilities are recognized as income over time, during the period in which the performance obligations are fulfilled related to electronic banking income.
The following table details the changes in Peoples' contract assets and contract liabilities for the three-monthsix-month period ended March 31,June 30, 2023:
| | | Contract Assets | Contract Liabilities | | Contract Assets | Contract Liabilities |
(Dollars in thousands) | (Dollars in thousands) | (Dollars in thousands) |
Balance, January 1, 2023 | Balance, January 1, 2023 | $ | 1,294 | | $ | 5,634 | | Balance, January 1, 2023 | $ | 1,294 | | $ | 5,634 | |
Additional income receivable | Additional income receivable | 50 | | — | | Additional income receivable | 82 | | — | |
| Additional deferred income | | Additional deferred income | — | | 490 | |
| Recognition of income previously deferred | Recognition of income previously deferred | — | | (70) | | Recognition of income previously deferred | — | | (72) | |
Balance, March 31, 2023 | $ | 1,344 | | $ | 5,564 | | |
Balance, June 30, 2023 | | Balance, June 30, 2023 | $ | 1,376 | | $ | 6,052 | |
Limestone Bancorp, Inc.
As of the close of business on April 30, 2023, Peoples completed the Limestone Merger and immediately after the Limestone Merger, Limestone Bank, Inc., which operated 20 branches in Kentucky, merged into Peoples Bank. As consideration, Limestone shareholders were paid 0.90 common shares of Peoples for each full share of Limestone that was owned at the merger date, resulting in the issuance of 6,827,668 common shares by Peoples, or aggregate consideration of $177.9 million. Peoples accounted for this transaction as a business combination under the acquisition method.
Peoples recorded acquisition-related expenses related to the Limestone Merger, which included $10.8 million and $11.2 million in non-interest expense for the second quarter and the six months ended June 30, 2023, respectively. For the second quarter of 2023, the $10.8 million of non-interest expense consisted of $5.2 million in salaries and employee benefit costs, $4.8 million in professional fees, $0.5 million in insurance expense, and $0.3 million in various other non-interest expense line items. For the six months ended June 30, 2023, the $11.2 million of non-interest expense consisted of $5.2 million in salaries and employee benefit costs, $5.1 million in professional fees, $0.5 million in insurance expense, $0.4 million in various other non-interest expense line items.
Peoples recorded the fair value based on initial valuations available at the close of business on April 30, 2023. Due to the timing of the transaction closing date and this Form 10-Q, these estimated fair values were considered preliminary as of June 30, 2023, and are subject to adjustment for up to one year after April 30, 2023. Valuations subject to change include, but are not limited to, loans, bank premises, core deposit intangibles (included in other intangible assets), certain deposits, other long-term borrowings, deferred tax assets and liabilities, and certain other assets and other liabilities.
The following table provides the preliminary purchase price calculation as of the date of the Limestone Merger, and the assets acquired and liabilities assumed at their estimated fair values.
| | | | | | | | |
(Dollars in thousands) | | | Fair Value | |
Total purchase price | | | $ | 177,931 | | |
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Assets | | | | |
Cash and balances due from banks | | | 5,260 | | |
Interest-bearing deposits in other banks | | | 87,115 | | |
Total cash and cash equivalents | | | 92,375 | | |
Available-for-sale investment securities, at fair value | | | 166,944 | | |
| | | | |
Other investment securities | | | 5,716 | | |
| | | | |
Total investment securities | | | 172,660 | | |
Loans | | | 1,079,253 | | |
| | | | |
Allowance for credit losses (on PCD loans) | | | (1,008) | | |
Net loans | | | 1,078,245 | | |
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Bank premises and equipment, net of accumulated depreciation | | | 17,690 | | |
Bank owned life insurance | | | 31,343 | | |
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| | | | |
Other intangible assets | | | 27,722 | | |
Other assets | | | 35,372 | | |
Total assets | | | 1,455,407 | | |
Liabilities | | | | |
Deposits: | | | | |
| | | | |
Non-interest-bearing | | | 262,727 | | |
Interest-bearing | | | 971,457 | | |
Total deposits | | | 1,234,184 | | |
Short-term borrowings | | | 60,000 | | |
Long-term borrowings | | | 33,744 | | |
Accrued expenses and other liabilities | | | 12,967 | | |
Total liabilities | | | 1,340,895 | | |
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| | | | |
Net assets | | | 114,512 | | |
Goodwill | | | $ | 63,419 | | |
The goodwill recorded in connection with the Limestone Merger is related to expected synergies to be gained from the combination of Limestone with Peoples' operations. The employees retained from the Limestone Merger and the geographic locations of Limestone should allow Peoples to continue to grow the loan and deposit portfolios while also increasing Peoples' ability to penetrate the new markets, which should benefit Peoples in future periods. During Peoples' evaluation of intangible assets, it was determined that an assembled workforce intangible asset was not separately recognizable and was included in goodwill. Peoples recorded a core deposit asset in other intangible assets related to the Limestone Merger.
Loans acquired by Peoples in a business combination that have evidence of more than insignificant credit deterioration, which includes loans as to which Peoples believes it is probable that Peoples will be unable to collect all contractually required payments, are considered "purchased credit deteriorated" loans. Acquired purchased credit deteriorated loans are reported net of the unamortized fair value adjustment. These loans are recorded at the purchase price, and an allowance for credit losses is determined based upon discrete credit marks, along with discounted cash flow models based upon similar pools of loans, using a similar methodology as for other loans. The following table details the fair value adjustment for acquired purchased credit deteriorated loans as of the acquisition date:
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| | |
(Dollars in thousands) | | Par Value | Allowance for Credit Losses | Non-Credit (Discount) Premium | Fair Value |
Purchased credit deteriorated loans | | | | | |
| | | | | |
Commercial real estate, other | | 14,151 | | (280) | | (748) | | 13,123 | |
Commercial and industrial | | 14,871 | | (376) | | (616) | | 13,879 | |
| | | | | |
Residential real estate | | 6,699 | | (254) | | (958) | | 5,487 | |
Home equity lines of credit | | 472 | | (13) | | 5 | | 464 | |
| | | | | |
Consumer | | 1,001 | | (85) | | 78 | | 994 | |
Fair value | | $ | 37,194 | | $ | (1,008) | | $ | (2,239) | | $ | 33,947 | |
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Peoples' operating results for the three months and the six months ended June 30, 2023 include the operating results of the acquired assets and assumed liabilities of Limestone subsequent to the Limestone Merger. Due to the timing of the acquisition close and the conversion of Limestone systems, as well as other streamlining and integration of the operating activities into those of Peoples, historical reporting for the former Limestone operations is impracticable and the disclosures of revenue from the assets acquired and income before income taxes is impracticable for the period subsequent to the acquisition. The following table presents unaudited pro forma information as if the Limestone Merger had occurred on January 1, 2022. The pro forma adjustments include any changes in interest income due to the accretion of discounts, or amortization of premiums, associated with the fair value adjustments to acquired loans, interest-bearing deposits, long-term borrowings and customer deposit intangibles that would have resulted had the assets and liabilities been acquired as of January 1, 2022. The pro forma information excludes Peoples' acquisition-related expenses as described above as well as a provision of credit losses of $9.4 million recorded to establish an allowance for credit losses for non-purchased credit deteriorated loans relating to the acquired loans. The pro forma reflects the adoption of CECL by Limestone as of January 1, 2023. The pro forma information does not necessarily reflect the results of operations that would have occurred had Peoples acquired Limestone on January 1, 2022. Additionally, cost savings and other business synergies related to the acquisition are not reflected in the pro forma amounts.
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| Unaudited Pro Forma For |
| Three Months Ended | | Six Months Ended |
(Dollars in thousands) | June 30, 2023 | June 30, 2022 | | June 30, 2023 | June 30, 2022 |
Net interest income | $ | 89,455 | | $ | 76,536 | | | $ | 177,851 | | $ | 145,500 | |
Non-interest income | 19,432 | | 21,642 | | | 40,552 | | 43,930 | |
Net income | 34,376 | | 30,498 | | | 67,069 | | 59,348 | |
Vantage Financial, LLC
On March 7, 2022, Peoples Bank purchased 100% of the equity of Vantage, a nationwide provider of equipment financing headquartered in Excelsior, Minnesota. Peoples Bank acquired assets comprising Vantage's lease business, including $154.9 million in leases and certain third-party debt in the amount of $106.9 million. Under the terms of the acquisition agreement, Peoples Bank paid cash consideration of $54.0 million, and also repaid $28.9 million in recourse debt on behalf of Vantage, for total consideration of $82.9 million. Vantage offers mid-ticket equipment leases, primarily for business essential information technology equipment across a wide-array of industries.
Peoples recorded acquisition-related expenses during the threesix months ended March 31,June 30, 2023 and 2022 of $45,000 and $0.8 million, respectively,$46,000 in professional fees related to the Vantage acquisition. Peoples recorded acquisition-related expenses during the first six months of 2022 of $1.5 million related to the Vantage acquisition, which included $1.1 million in professional fees.
The following table provides the final purchase price calculation as of the date of the acquisition of Vantage, and the assets acquired and liabilities assumed at their estimated fair values.
| | | | | | | | |
(Dollars in thousands) | | | Fair Value | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
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| | | | |
Total purchase price | | | $ | 82,893 | | |
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| | | | |
Net assets at fair value | | | | |
Assets | | | | |
Cash and due from banks | | | $ | 1,444 | | |
| | | | |
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| | | | |
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Leases | | | 155,726 | | |
| | | | |
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| | | | |
Allowance for credit losses (on purchased credit deterioratedPCD leases) | | | (801) | | |
Net leases | | | 154,925 | | |
| | | | |
| | | | |
| | | | |
Bank premises and equipment | | | 116 | | |
Other intangible assets | | | 13,207 | | |
Other assets | | | 1,506 | | |
| | | | |
Total assets | | | $ | 171,198 | | |
Liabilities | | | | |
Borrowings | | | $ | 106,919 | | |
| | | | |
| | | | |
| | | | |
| | | | |
| | | | |
Accrued expenses and other liabilities | | | 8,550 | | |
Total liabilities | | | $ | 115,469 | | |
Net assets | | | $ | 55,729 | | |
Goodwill | | | $ | 27,164 | | |
The goodwill recorded in connection with the Vantage acquisition is related to expected synergies to be gained from the combination of Vantage with Peoples' operations. The employees retained from the Vantage acquisition should allow Peoples to continue to grow the lease portfolio, along with Peoples' resources, and should benefit Peoples in future periods. During Peoples' evaluation of intangible assets, it was determined that an assembled workforce intangible asset was not separately recognizable and was included in goodwill. Peoples recorded other intangible assets, which included a customer relationship intangible, a trade-name intangible and non-compete agreements related to this transaction.
The following table details the fair value adjustment for acquired purchased credit deterioratedPCD leases as of the acquisition date:
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| | |
(Dollars in thousands) | | Par Value | Allowance for Credit Losses | Non-Credit Premium | Fair Value |
Purchased credit deteriorated leases | | | | | |
| | | | | |
| | | | | |
| | | | | |
Leases | | $ | 3,412 | | $ | (801) | | $ | 1,120 | | $ | 3,731 | |
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Fair value | | $ | 3,412 | | $ | (801) | | $ | 1,120 | | $ | 3,731 | |
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Peoples has elected certain practical expedients, in accordance with ASC 842 - Leases ("ASC 842"). As a lessor, Peoples has made an accounting policy election to exclude from the consideration in the contract, and from variable payments not included in the consideration in the contract, all sales and other similar taxes assessed. Peoples has also made an accounting policy election to account for each separate lease component of a contract and its associated non-lease components as a single lease component for all leases subject to ASC 842.
Lessor Arrangements
Leases originated by Peoples, that Peoples has the positive intent and ability to hold for the foreseeable future or to maturity or payoff, are reported at the net investment ofin the lease, net of initial direct costs, charge-offs and an allowance for credit losses. Peoples considers leases past due if any required principal or interest payments have not been received as of the date such payments were required to be made under the terms of the lease agreement. Upon detection of the reduced ability of a lessee to meet cash flow obligations, leases area lease is typically charged down to the net realizable value, with the residual balance placed on nonaccrual status. Leases
deemed to be uncollectable are charged against the allowance for credit losses, while recoveries of previously charged-off amounts are credited to the allowance for credit losses.
Peoples began originating leases with the acquisition of leases from NSL in the second quarter of 2021, and expanded its lease portfolio with the acquisition of Vantage in the first quarter of 2022. The leases acquired from NSL were determined to be sales-type
leases, as the premise for these leases is dollar buy-out, whereby the lessee pays one dollar at maturity of the lease to purchase the equipment. Originated leases continue to be classified as sales-type leases. These leases do not typically contain residual value guarantees; however, if a lease contains a residual value guarantee, Peoples reduces its residual asset risk by obtaining a security deposit from the lessee. The leases acquired fromthrough Vantage were determined to be either sales-type or direct financing leases based primarily on whether they included a dollar buy-out or a fair market value buy-out, respectively. As a lessor, Peoples originates commercial equipment leases either directly to the customer or indirectly through vendor programs. Equipment leases consist ofrelate to automotive, construction, health care, manufacturing, office, restaurant, information technology and other equipment. These leases include an estimated residual value, which is assessed for impairment as part of the allowance for credit losses. Other non-interestLease income noted in the table below includes gain on the early termination of leases, syndicated leases, and other fees. Additional information regarding Peoples' leases can be found in "Note 4 Loans and Leases."
The table below details Peoples' lease income:
| | | | Three Months Ended | | Three Months Ended | | Six Months Ended |
(Dollars in thousands) | (Dollars in thousands) | | March 31, 2023 | | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | | June 30, 2022 | | June 30, 2023 | | June 30, 2022 |
Interest and fees on leases (a) | Interest and fees on leases (a) | | $ | 9,643 | | | $ | 6,102 | | Interest and fees on leases (a) | $ | 10,275 | | | $ | 10,541 | | | $ | 19,918 | | | $ | 16,643 | |
Other non-interest income | | 1,077 | | | 775 | | |
Lease income | | Lease income | 1,719 | | | 431 | | | 2,796 | | | 1,206 | |
Total lease income | Total lease income | | $ | 10,720 | | | $ | 6,877 | | Total lease income | $ | 11,994 | | | $ | 10,972 | | | $ | 22,714 | | | $ | 17,849 | |
(a)Included in "Interest and fees on loans and leases" in the Unaudited Consolidated Statements
of Operations. For additional information, see "Note 4 Loans and Leases" of the Notes to
the Unaudited Condensed Consolidated Financial Statements.
The following table summarizes the net investment in leases, which is included in "Loans and leases, net of deferred fees and costs" on the Unaudited Consolidated Balance Sheets:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
Lease payments receivable, at amortized cost | Lease payments receivable, at amortized cost | $ | 381,549 | | $ | 367,681 | | Lease payments receivable, at amortized cost | $ | 411,627 | | $ | 367,681 | |
Estimated residual values | Estimated residual values | 36,078 | | 35,045 | | Estimated residual values | 36,465 | | 35,045 | |
Initial direct costs | Initial direct costs | 4,623 | | 4,233 | | Initial direct costs | 5,246 | | 4,233 | |
Deferred revenue | Deferred revenue | (67,609) | | (61,828) | | Deferred revenue | (75,547) | | (61,828) | |
Net investment in leases | Net investment in leases | 354,641 | | 345,131 | | Net investment in leases | 377,791 | | 345,131 | |
Allowance for credit losses - leases | Allowance for credit losses - leases | (9,109) | | (8,495) | | Allowance for credit losses - leases | (10,377) | | (8,495) | |
Net investment in leases, after allowance for credit losses | Net investment in leases, after allowance for credit losses | $ | 345,532 | | $ | 336,636 | | Net investment in leases, after allowance for credit losses | $ | 367,414 | | $ | 336,636 | |
The following table summarizes the contractual maturities of leases:
| | | | | |
(Dollars in thousands) | Balance |
Remaining ninesix months ending December 31, 2023 | $ | 68,77250,716 | |
Year ending December 31, 2024 | 87,81492,833 | |
Year ending December 31, 2025 | 98,604106,500 | |
Year ending December 31, 2026 | 64,76975,794 | |
Year ending December 31, 2027 | 42,48151,144 | |
Thereafter | 19,10934,640 | |
Lease payments receivable, at amortized cost | $ | 381,549411,627 | |
Lessee Arrangements
Peoples leases certain banking facilities and equipment under various agreements with original terms providing for fixed monthly payments over periods generally ranging from two to thirty years. Certain leases may include options to extend or terminate the lease. Only those renewal and termination options which Peoples is reasonably certain of exercising are included in the calculation of the lease liability. Certain leases contain rent escalation clauses calling for rent increases over the term of the lease, which are included in the calculation of the lease liability. At March 31,June 30, 2023, Peoples did not have any leases that met the criteria for finance leases. Right of Use ("ROU") assets represent the right to use an underlying asset for the lease term and lease liabilities represent an obligation to
make lease payments arising from the lease. Operating lease ROU assets and lease liabilities are recognized at the commencement or remeasurement date of a lease based on the present value of lease payments over the remaining lease term. Operating lease ROU assets include lease payments made at or before the commencement date and initial indirect costs. Operating lease ROU assets exclude lease incentives. Short-term leases of certain facilities and equipment, with lease terms of 12 months or less, are recognized on a straight-line basis over the lease term and do not have aan ROU asset or lease liability.
The table below details Peoples' lease expense, which is included in "Net occupancy and equipment expense" in the Unaudited Consolidated Statements of Operations:
| | | | Three Months Ended | | Three Months Ended | | Six Months Ended |
(Dollars in thousands) | (Dollars in thousands) | | March 31, 2023 | | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | | June 30, 2022 | | June 30, 2023 | | June 30, 2022 |
Operating lease expense | Operating lease expense | | 695 | | | 603 | | Operating lease expense | $ | 766 | | | $ | 660 | | | 1,461 | | | 1,263 | |
Short-term lease expense | Short-term lease expense | | 95 | | | 168 | | Short-term lease expense | 322 | | | 179 | | | 417 | | | 347 | |
Total lease expense | Total lease expense | | $ | 790 | | | $ | 771 | | Total lease expense | $ | 1,088 | | | $ | 839 | | | $ | 1,878 | | | $ | 1,610 | |
Peoples utilizes an incremental borrowing rate to determine the present value of lease payments for each lease, as the lease agreements do not provide an implicit rate. The estimated incremental borrowing rate reflects a secured rate and is based on the term of the lease and the interest rate environment at the lease commencement or remeasurement date.
The following table details the ROU assets, the lease liabilities and other information related to Peoples' operating leases at the dates shown:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | (Dollars in thousands) | June 30, 2023 | December 31, 2022 |
ROU assets: | ROU assets: | | ROU assets: | |
Other assets | Other assets | $ | 7,181 | | $ | 6,825 | | Other assets | $ | 14,689 | | $ | 6,825 | |
Lease liabilities: | Lease liabilities: | | Lease liabilities: | |
Accrued expenses and other liabilities | Accrued expenses and other liabilities | $ | 7,880 | | $ | 7,551 | | Accrued expenses and other liabilities | $ | 15,412 | | $ | 7,551 | |
Other information: | Other information: | | Other information: | |
Weighted-average remaining lease term | Weighted-average remaining lease term | 8.5 years | 8.8 years | Weighted-average remaining lease term | 9.5 years | 8.8 years |
Weighted-average discount rate | Weighted-average discount rate | 2.67 | % | 2.70 | % | Weighted-average discount rate | 3.19 | % | 2.70 | % |
|
During the three months ended March 31,June 30, 2023 and 2022, Peoples paid cash of $0.7 million and $0.6$0.7 million, respectively, for operating leases. During the six months ended June 30, 2023 and 2022, Peoples paid cash of $1.4 million and $1.2 million, respectively, for operating leases.
The following table summarizes the maturity of remaining lease liabilities:
| | | | | |
(Dollars in thousands) | Balance |
Remaining ninesix months ending December 31, 2023 | $ | 2,0081,714 | |
Year ending December 31, 2024 | 1,6502,480 | |
Year ending December 31, 2025 | 1,0881,873 | |
Year ending December 31, 2026 | 9051,626 | |
Year ending December 31, 2027 | 7471,472 | |
Thereafter | 3,0076,507 | |
Total undiscounted lease payments | $ | 9,40515,672 | |
Imputed interest | $ | (1,525)(260) | |
Total lease liabilities | $ | 7,88015,412 | |
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management’s Discussion and Analysis (“MD&A”) represents an overview of the results of operations and financial condition of Peoples for the three months and the six months ended March 31,June 30, 2023 and March 31,June 30, 2022. This MD&A should be read in conjunction with the Unaudited Condensed Consolidated Financial Statements and the Notes thereto.
Certain statements in this Form 10-Q, which are not historical fact, are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. These forward-looking statements are identified by the fact they are not historical facts and include words such as "anticipate," "estimate," "may," "feel," "expect," "believe," "plan," "will," "will likely," "would," "should," "could," "project," "goal," "target," "potential," "seek," "intend," "continue," "remain," and similar expressions.
These forward-looking statements reflect management's current expectations based on all information available to management and its knowledge of Peoples' business and operations. Additionally, Peoples' financial condition, results of operations, plans, objectives, future performance and business are subject to risks and uncertainties that may cause actual results to differ materially. These risks and uncertainties include, but are not limited to:
(1)the magnitude and continued duration of the recovery from the COVID-19 pandemic and its ongoing impact on the global economy and financial market conditions and Peoples’ businesses, results of operations and financial conditions;
(2)ongoing increasing interest rate policies, changes in the interest rate environment due to economic conditions and/or the fiscal and monetary policy measures undertaken by the U.S. government and the Federal Reserve Board, including changes in the Federal Funds Target Rate, in response to such economic conditions, which may adversely impact interest rates, the interest rate yield curve, interest margins, loan demand and interest rate sensitivity;
(3)(2)the effects of inflationary pressures and the impact of rising interest rates on borrowers’ liquidity and ability to repay;
(4)(3)the success, impact, and timing of the implementation of Peoples' business strategies and Peoples' ability to manage strategic initiatives, including the ongoing increasing interest rate policies of the Federal Reserve Board, the completion and successful integration of planned acquisitions, including the recently-completed acquisition of Vantage and the pending Limestone Merger, and the expansion of commercial and consumer lending activities;
(5)(4)competitive pressures among financial institutions, or from non-financial institutions, which may increase significantly, including product and pricing pressures, which can in turn impact Peoples' credit spreads, changes to third-party relationships and revenues, changes in the manner of providing services, customer acquisition and retention pressures, and Peoples' ability to attract, develop and retain qualified professionals;
(6)(5)uncertainty regarding the nature, timing, cost, and effect of legislative or regulatory changes or actions, or deposit insurance premium levels, promulgated and to be promulgated by governmental and regulatory agencies in the State of Ohio, the Federal Deposit Insurance Corporation, the Federal Reserve Board and the Consumer Financial Protection Bureau, which may subject Peoples, its subsidiaries, or one or more acquired companies to a variety of new and more stringent legal and regulatory requirements which adversely affect their respective businesses;
(6)potential adverse impacts as a result of the Inflation Reduction Act of 2022, which may negatively impact Peoples' operations and financial results;
(7)the effects of easing restrictions on participants in the financial services industry;
(8)current and future local, regional, national and international economic conditions (including the impact of persistent inflation, supply chain issues or labor shortages, supply-demand imbalances affecting local real estate prices, high unemployment rates in the local or regional economies in which Peoples operates and/or the U.S. economy generally, ineffective management of the U.S. federal budget or debt, potential or imposed tariffs, a U.S. withdrawal from or significant renegotiation of trade agreements, trade wars and other changes in trade regulations, and changes in the relationship of the U.S. and U.S. global trading partners) and the impact these conditions may have on Peoples, Peoples' customers and Peoples' counterparties, and Peoples' assessment of the impact, which may be different than anticipated;
(9)Peoples may issue equity securities in connection with future acquisitions, which could cause ownership and economic dilution to Peoples' current shareholders;
(10)changes in prepayment speeds, loan originations, levels of nonperforming assets, delinquent loans, charge-offs, and customer and other counterparties' performance and creditworthiness generally, which may be less favorable than expected in light of recent inflationary pressures and adversely impact the amount of interest income generated;
(11)Peoples may have more credit risk and higher credit losses to the extent there are loan concentrations by location or industry of borrowers or collateral;
(12)future credit quality and performance, including expectations regarding future credit losses and the allowance for credit losses;
(13)changes in accounting standards, policies, estimates or procedures may adversely affect Peoples' reported financial condition or results of operations;
(14)the impact of assumptions, estimates and inputs used within models, which may vary materially from actual outcomes, including under the CECL model;
(15)the replacement of the London Interbank Offered Rate ("LIBOR")LIBOR with other reference rates which may result in increased expenses and litigation, and adversely impact the effectiveness of hedging strategies;
(16)adverse changes in the conditions and trends in the financial markets, including recent inflationary pressures, which may adversely affect the fair value of securities within Peoples' investment portfolio, the interest rate sensitivity of Peoples' consolidated balance sheet, and the income generated by Peoples' trust and investment activities;
(17)the volatility from quarter to quarter of mortgage banking income, whether due to interest rates, demand, the fair value of mortgage loans, or other factors;
(18)Peoples' ability to receive dividends from Peoples' subsidiaries;
(19)Peoples' ability to maintain required capital levels and adequate sources of funding and liquidity;
(20)the impact of larger or similar-sized financial institutions encountering problems, such as the recent closures of Silicon Valley Bank in California, and Signature Bank in New York and First Republic Bank in California which may adversely affect the banking industry and/or Peoples' business generation and retention, funding and liquidity, including potential increased regulatory requirements, and costs, increased reputational risk and potential impacts to macroeconomic conditions;
(21)Peoples' ability to secure confidential information and deliver products and services through the use of computer systems and telecommunications networks, including those of Peoples' third-party vendors and other service providers, which may prove inadequate, and could adversely affect customer confidence in Peoples and/or result in Peoples incurring a financial loss;
(22)any misappropriation of the confidential information which Peoples possesses could have an adverse impact on Peoples' business and could result in regulatory actions, litigation and other adverse effects;
(23)Peoples' ability to anticipate and respond to technological changes, and Peoples' reliance on, and the potential failure of, a number of third-party vendors to perform as expected, including Peoples' primary core banking system provider, which can impact Peoples' ability to respond to customer needs and meet competitive demands;
(23)(24)operational issues stemming from and/or capital spending necessitated by the potential need to adapt to industry changes in information technology systems on which Peoples and Peoples' subsidiaries are highly dependent;
(24)(25)changes in consumer spending, borrowing and saving habits, whether due to changes in retail distribution strategies, consumer preferences and behavior, changes in business and economic conditions, legislative or regulatory initiatives, or other factors, which may be different than anticipated;
(25)(26)the adequacy of Peoples' internal controls and risk management program in the event of changes in strategic, reputational, market, economic, operational, cybersecurity, compliance, legal, asset/liability repricing, liquidity, credit and interest rate risks associated with Peoples' business;
(26)(27)the impact on Peoples' businesses, personnel, facilities, or systems, of losses related to acts of fraud, theft, misappropriation or violence;
(27)(28)the impact on Peoples' businesses, as well as on the risks described above, of various domestic or international widespread natural or other disasters, pandemics, cybersecurity attacks, system failures, civil unrest, military or terrorist activities or international conflicts;
(28)(29)the potential further deterioration of the U.S. economy due to financial, political or other shocks;
(29)(30)the potential influence on the U.S. financial markets and economy from the effects of climate change, including any enhanced regulatory, compliance, credit and reputational risks and costs;
(30)(31)the impact on Peoples' businesses and operating results of any costs associated with obtaining rights in intellectual property claimed by others and adequately protecting Peoples' intellectual property;
(31)(32)risks and uncertainties associated with Peoples' entry into new geographic markets and risks resulting from Peoples' inexperience in these new geographic markets;
(32)(33)Peoples' ability to integrate the pending Limestone Merger, which may be unsuccessful, or may be more difficult, time-consuming or costly than expected;
(34)the risk that expected revenue synergies and cost savings from the pending Limestone Merger, may not be fully realized or realized within the expected time frame;
(34)(35)changes in laws or regulations imposed by Peoples' regulators impacting Peoples' capital actions, including dividend payments and share repurchases;
(35)(36)the vulnerability of Peoples' network and online banking portals, and the systems of parties with whom Peoples contracts, to unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and other security breaches;
(37)Peoples' business may be adversely affected by increased political and regulatory scrutiny of corporate environmental, social and governance ("ESG") practices;
(38)the effect of a fall in stock market prices on the asset and wealth management business;
(36)(39)in light of the recent bank failures, Peoples' continued ability to grow deposits or maintain adequate deposit levels in lightmay be adversely impacted, and Peoples may experience an unexpected outflow of the recent bank failures;uninsured deposits, which may require Peoples to sell investment securities at a loss; and
(37)(40)other risk factors relating to the banking industry or Peoples as detailed from time to time in Peoples' reports filed with the Securities and Exchange Commission (the "SEC"), including those risk factors included in the disclosures under the heading "ITEM 1A. RISK FACTORS" of Peoples' 2022 Form 10-K, under the heading "Item 1A. RISK FACTORS" in Part II of Peoples' Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023 and under the heading "ITEM 1A. RISK FACTORS" in Part II of this Form 10-Q. Peoples encourages readers of this Form 10-Q to understand forward-looking statements to be strategic objectives rather than absolute targets of future performance. Peoples undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the filing of this Form 10-Q or to reflect the occurrence of unanticipated events, except as required by applicable legal requirements. Copies of documents filed with the SEC are available free of charge at the SEC's website at http://www.sec.gov and/or from Peoples' website – www.peoplesbancorp.com under the “Investor Relations” section.
All forward-looking statements speak only as of the filing date of this Form 10-Q and are expressly qualified in their entirety by the cautionary statements. Although management believes the expectations in these forward-looking statements are based on reasonable assumptions within the bounds of management’s knowledge of Peoples’ business and operations, it is possible that actual results may differ materially from these projections.
This discussion and analysis should be read in conjunction with the Audited Consolidated Financial Statements, and Notes thereto,to the Consolidated Financial Statements, contained in Peoples’ 2022 Form 10-K, as well as the Unaudited Condensed Consolidated Financial Statements, Notes to the Unaudited Condensed Consolidated Financial Statements, ratios, statistics and discussions contained elsewhere in this Form 10-Q.
Business Overview
The following discussion and analysis of Peoples’ Unaudited Condensed Consolidated Financial Statements is presented to provide insight into management’s assessment of the financial condition and results of operations.
Peoples is a diversified financial services holding company that makes available a complete line of banking, trust and investment, insurance, premium financing and equipment leasing solutions through its subsidiaries. Peoples provides services through traditional offices, ATMs, mobile banking and telephone and internet-based banking.banking, including through its Limestone division. Peoples offers a complete array of insurance products through Peoples Insurance, a subsidiary of Peoples Bank. Brokerage services are offered by Peoples exclusively through an unaffiliated registered broker-dealer located at Peoples Bank's offices. Peoples Bank offers insurance premium finance lending nationwide through its Peoples Premium Finance division. Peoples also offers lease financing through its North Star Leasing division and through Vantage, a subsidiary of Peoples Bank. As of March 31,June 30, 2023, Peoples had 130150 locations, including 113129 full-service bank branches in Ohio, Kentucky, West Virginia, Kentucky, Virginia, Washington D.C. and Maryland. Peoples Bank is subject to regulation and examination primarily by the Ohio Division of Financial Institutions (the "ODFI"), the FRB of Cleveland and the FDIC. Peoples Bank must also follow the regulations promulgated by the Consumer Financial Protection Bureau (the "CFPB") which regulates consumer financial products and services and certain financial services providers. Peoples Insurance is subject to regulation by the Ohio Department of Insurance and the state insurance regulatory agencies of those states in which Peoples Insurance may do business.
Critical Accounting Policies
The accounting and reporting policies of Peoples conform to US GAAP. The preparation of the financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could materially differ from those estimates. Note 1 of the Notes to the Unaudited Condensed Consolidated Financial Statements describes Peoples' significant accounting policies. Management has identified the accounting
policies that, due to the judgments, estimates and assumptions inherent in those policies, are critical to understanding Peoples’ Unaudited Condensed Consolidated Financial Statements, and MD&A at March 31,June 30, 2023, which have been disclosed in Peoples' 2022 Form 10-K and updated in "Note 1 Summary of Significant Accounting Policies" in this Form 10-Q. This MD&A should be read in conjunction with the policies disclosed in Peoples’ 2022 Form 10-K.
Summary of Recent Transactions and Events
The following is a summary of recent transactions and events that have impacted or are expected to impact Peoples’ results of operations or financial condition:
◦On October 25, 2022, Peoples announced the Limestone Merger, a transaction valued at approximately $208.2 million at the time of the announcement.$177.9 million. The Limestone Merger closed as of the close of business on April 30, 2023. AsPeoples acquired Limestone's loan portfolio totaling $1.1 billion, $1.2 billion of March 31, 2023,deposits, $172.7 million of total investment securities, an aggregate of $93.7 million of short-term and long term borrowings, and $92.4 million of total cash and cash equivalents. Peoples had recognized $1.0also recorded goodwill in the amount of $63.4 million in acquisition-related expenses associated with this pending transaction.and other intangible assets of $27.7 million, which consisted of core deposit intangibles.
◦On April 1, 2022, Peoples Insurance acquired substantially all of the assets and rights of Elite, an insurance agency with five locations in eastern Kentucky and certain rights to related customer accounts, which were previously developed and
maintained by Elite, pursuant to an Asset Purchase Agreement between Peoples Insurance and Elite. Total consideration for this transaction was $4.4 million. Peoples recognized intangiblesintangible assets of $2.1 million, primarily comprised of a customer relationship intangible.
◦On March 7, 2022, Peoples completed its acquisition of Vantage pursuant to an Equity Purchase Agreement, dated February 16, 2022, in which Peoples Bank purchased 100% of the equity of Vantage. Peoples Bank acquired assets comprising Vantage's lease business, including $154.9 million in leases and certain third-party debt in the amount of $106.9 million. Peoples paid total consideration of $82.9 million. Based in Excelsior, Minnesota, Vantage offers mid-ticket equipment leases primarily for business essential information technology equipment across a wide array of industries. Peoples recorded goodwill in the amount of $27.2 million and other intangible assets of $13.2 million, which included a customer relationship intangible, a trade-name intangible and non-compete agreements related to this transaction.
◦During the firstsecond quarter of 2023, Peoples recorded a provision for credit losses of $1.9$8.0 million, compared to a provision for credit losses of $2.3$1.9 million in the linked quarter and a recovery of credit losses of $6.8$0.8 million in the firstsecond quarter of 2022. The provision for credit losses in the firstsecond quarter of 2023 was due to a provision of $9.4 million for the non-purchased credit deteriorated loans acquired in the Limestone Merger, partially offset by the release of reserves of $1.7 million on individually analyzed loans and a recovery of $1.0 million due to improvements in macro-economic conditions. The provision for credit losses in the linked quarter was largely attributable to a deterioration of macro-economic conditions and an increase in charge-off activity,charge-offs, partially offset by a reduction in reserves for individually analyzed loans. The recovery of credit losses in the second quarter of 2022 was primarily due to an improvement in economic factors and loss drivers within the CECL model. For the first half of 2023, Peoples recorded a provision for credit losses of $9.8 million, compared to a recovery of credit losses of $7.6 million for 2022. The provision for credit losses during the first six months of 2023 was driven by (i) the addition of the provision for the non-purchased credit deteriorated loans acquired in the Limestone Merger, (ii) loan growth and (iii) economic forecast deterioration, partially offset by a reduction in the reserves for individually analyzed loans and the use of updated loss drivers. The recovery of credit losses during the first six months of 2022 was driven by improvements in economic forecasts, coupled with loan payoffs and sales during certain periods. For more information, please refer to the section titled "RESULTS OF OPERATIONS - Provision for (Recovery of) Credit Losses" found later in this discussion.
◦During the firstsecond quarter of 2023, Peoples incurred $0.6$10.7 million of acquisition-related expenses, compared to $0.7 million in the fourth quarter of 2022 and $1.4$0.6 million in the first quarter of 2023 and $0.6 million in the second quarter of 2022. TheFor the first six months of 2023, Peoples incurred $11.3 million of acquisition-related expenses compared to $2.0 million for 2022.The acquisition-related expenses in 2023 were primarily related to the Limestone Merger, while the acquisition-related expenses in 2022 were primarily related to the Vantage acquisition.
◦To combat the effects of ongoing inflationary pressures, the Federal Reserve Board increased the Federal Funds Target Rate range to 0.25% to 0.50% on March 16, 2022, to 0.75% to 1.00% on May 4, 2022, to 1.50% to 1.75% on June 15, 2022, to 2.25% to 2.50% on July 27, 2022, to 3.00% to 3.25% on September 21, 2022, to 3.75% to 4.00% on November 2, 2022, to 4.25% to 4.50% on December 14, 2022, to 4.50% to 4.75% on February 1, 2023, to 4.75% to 5.00% on March 23,22, 2023, 5.00% to 5.25% on May 3, 2023 and has stated it may continue to raise rates throughout 2023.
The impact of these transactions and events, where material, is discussed in the applicable sections of this MD&A.
EXECUTIVE SUMMARY
Peoples reported net income of $26.6$21.1 million for the firstsecond quarter of 2023, representing earnings per diluted common share of $0.94.$0.64. In comparison, Peoples reported net income of $26.6 million, representing earnings per diluted common share of $0.95 for the fourth quarter of 2022, and of $0.84$0.94, for the first quarter of 2023, and net income of $24.9 million, representing earnings per diluted common share of $0.88, for the second quarter of 2022. For the six months ended June 30, 2023, Peoples recorded net income of $47.7 million, or $1.56 per diluted common share, compared to $48.5 million, or $1.72 per diluted common share, for the six months ended June 30, 2022. Non-core items, and the related tax effect of each, in net income primarily included acquisition-related expenses. Non-core items negatively impacted earnings per diluted common share by $0.05$0.28 for the second quarter of 2023, $0.07 for the first quarter of 2023, $0.03and $0.02 for the fourthsecond quarter of 2022,2022. Non-core items negatively impacted earnings per diluted share by $0.37 and $0.04$0.06 for the first quartersix months ended June 30, 2023 and 2022, respectively.
Net interest income was $72.9$84.9 million for the firstsecond quarter of 2023, an increase of $2.3$12.0 million, or 3%16%, compared to the linked quarter. The increase in net interest income was primarily due to net interest income provided by Limestone following the Limestone Merger and increases in market interest rates. Net interest margin was 4.53%4.54% for the firstsecond quarter of 2023, compared to 4.44%4.53% for the linked quarter. The increase in net interest margin was primarily driven by the accretion on the acquired Limestone portfolio as well as increases in market interest rates. Also impacting the increases in net interest income and net interest margin were driven by 5043 basis points of improvement in loan yields due to recent increases in market interest rates and a shift in the composition of the loan portfolio into higher-yielding leases, and 4129 basis points of improvement in investment yields when compared to the linked quarter due to purchases of investment securities with higher interest rates and sales of lower-yielding investment securities.securities and securities acquired in the Limestone Merger. Partially offsetting this benefit was a shift in the composition of funding sources combined with an increase in market interest rates for deposits and other funding sources. Net interest income for the firstsecond quarter of 2023 increased $18.6$23.4 million, or 34%38%, compared to the firstsecond quarter of 2022. Net interest margin for the second quarter of 2023 increased 11270 basis points compared to 3.41%3.84% for the firstsecond quarter of 2022. The increase in net interest income compared to the firstsecond quarter of 2022 was driven by increases in market interest rates, the Limestone Merger, and a full quarterorganic growth. For the first six months of 2023, net interest income increased $42.0 million, or 36%, compared to the first six months of 2022, while net interest margin increased 90 basis points to 4.53%. The increase in net interest income was driven by increases in market interest rates and the additional net interest income from the Vantage acquisition.Limestone Merger. Partially offsetting this benefit was a shift in the composition of funding sources combined with an increase in market interest rates for deposits and other funding sources.
Accretion income, net of amortization expense, from acquisitions was $4.5 million for the second quarter of 2023, $2.0 million for the first quarter of 2023 $2.2and $3.9 million for the fourth quarter of 2022 and $2.7 million for the firstsecond quarter of 2022, which added 24 basis points, 13 basis points 14 basis points and 1725 basis points, respectively, to net interest margin. The decreasesincreases in accretion income for the firstsecond quarter of 2023 when compared to the linked quarter and the firstsecond quarter of 2022 were driven by less loan accretion due to lower pay-offs and less accretion from the merger with Premier Financial Bancorp, Inc. ("Premier")Limestone Merger. Accretion income, net of amortization expense, from acquisitions was $6.5 million for the six months ended June 30, 2023, compared to $6.7 million for the six months ended June 30, 2022, which added 18 and 21 basis points, respectively, to net interest margin. The decrease in accretion income for the first six months of 2023 compared to the same period in 2022 was due to more accretion in 2022 from the acquisitions of Vantage and NSL and the Vantage acquisition.
Premier Merger, as compared to accretion primarily from the Limestone Merger. The provision for credit losses was $1.9$8.0 million for the firstsecond quarter of 2023, compared to a provision for credit losses of $2.3$1.9 million for the linked quarter and a recovery of credit losses of $6.8$0.8 million for the firstsecond quarter of 2022. The provisionsprovision for credit losses in the firstsecond quarter of 2023 was due to a provision of $9.4 million for the non-purchased credit deteriorated loans acquired in the Limestone Merger, partially offset by the release of reserves of $1.7 million on individually analyzed loans and a recovery of $1.0 million due to improvements in macro-economic conditions. The provision for credit losses in the linked quarter werewas largely attributable to a deterioration of macro-economic conditions and an increase in charge-off activity,charge-offs, partially offset by a reduction in reserves for individually analyzed loans. The recovery of credit losses in the firstsecond quarter of 2022 was attributableprimarily due to an improvement in economic factors and loss drivers within the current expected credit loss ("CECL")CECL model. Net charge-offs for the firstsecond quarter of 2023 were $1.5$1.2 million, or 0.13%0.09% of average total loans annualized, compared to net charge-offs of $2.1$1.5 million, or 0.18%0.13% of average total loans annualized, for the linked quarter and net charge-offs of $1.9$1.5 million, or 0.17%0.14% of average total loans annualized, for the firstsecond quarter of 2022. For additional information on credit trends and the allowance for credit losses, see the "FINANCIAL CONDITION - Allowance for Credit Losses" section below.
The provision for credit losses during the first six months of 2023 was $9.8 million, compared to a recovery of credit losses of $7.6 million for the first six months of 2022. The provision for credit losses during the first six months of 2023 was driven by (i) the addition of the provision for the non-purchased credit deteriorated loans acquired in the Limestone Merger, (ii) loan growth and (iii) economic forecast deterioration, partially offset by a reduction in the reserves for individually analyzed loans and the use of updated loss drivers. The recovery of credit losses during the first six months of 2022 was driven by improvements in economic forecasts, coupled with loan payoffs and sales during certain periods. Net charge-offs for the first six months of 2023 were $2.7 million, or 0.11% of average total loans annualized, compared to net charge-offs of $3.5 million, or 0.15% annualized, for the first six months of 2022. For additional information on credit trends and the allowance for credit losses, see the "Asset Quality" section below.
Net gains and losses include gains and losses on investment securities, asset disposals and other transactions, which are included in total non-interest income on the Consolidated Statements of Operations. The net loss realized during the firstsecond quarter of 2023 was $2.2$1.8 million, compared to a net loss of $0.5$2.2 million for the linked quarter, and a net gainloss of $3,000$196,000 for the firstsecond quarter of 2022. DuringThe net loss in the firstsecond quarter of 2023 Peoples executed thewas primarily driven by a $1.6 million write-down of an OREO property due to a potential sale of $96.7 million of its lower yielding available-for-sale securities for a pre-tax net loss of $2.0 million. Proceeds from the sale were used to pay down overnight borrowings. The realized losses recognized due to these transactions are projected to be earned back within the 2023 fiscal year.property. The net loss for the linked quarter was primarily due to the $2.0 million pre-tax net lossesloss on repossessed assetsthe sale of the available-for-sale investment securities mentioned above. The net loss realized during the first six months of 2023 was $4.0 million, compared to $193,000 for the first six months of 2022. The net loss for the first six months of 2023 was primarily driven by the $2.0 million pre-tax net loss on the sale of the available-for-sale investment securities mentioned above and the $1.6 million write-down of the OREO property mentioned above. The net lossesloss recognized in the first six months of 2022 was primarily driven by an adjustment to the gain on salessale of investment securities.loans recognized in the fourth quarter of 2021 due to a measurement period adjustment to the acquisition-date fair value of Premier loans acquired that were subsequently sold.
Total non-interest income, excluding net gains and losses, for the firstsecond quarter of 2023 increased $1.7$1.6 million compared to the linked quarter. The increase in non-interest income, excluding net gains and losses, was due to a $1.7$1.0 million increase in insuranceelectronic banking income and a $0.6 million increase in deposit account service charge income, mostly due to seasonal performance-based commissions being earnedthe additional customers brought in from the first quarter of each year.Limestone Merger, and a $0.6 million increase lease income, primarily from residual sales and month-to-month lease income. Compared to the firstsecond quarter of 2022, non-interest income, excluding net gains and losses, increased $1.2$3.3 million, primarily due to a $0.7$1.0 million increase in electronic banking income and a $0.6 million increase in deposit account service charge income, mostly due to the additional customers brought in from Limestone Merger, and a $1.3 million increase in lease income, primarily from residual sales and month-to-month lease income.
For the first six months of 2023, total non-interest income, excluding gains and losses, increased $4.5 million, or 11%, compared to the first six months of 2022. The increase was driven by growth of (i) $1.6 million in lease income, primarily due to lease fee income from Vantage, (ii) a $1.2 million increase in electronic banking income, primarily due to the Limestone Merger and (iii) a $1.1 million increase in insurance income which was attributabledue to an increasegrowth in property and casualtythe commercial insurance commissions.line.
Total non-interest expense for the second quarter and the six months ended June 30, 2023 were primarily impacted by the Limestone Merger, which added $10.7 million and $11.3 million of acquisition-related non-interest expenses across various line-items within non-interest expense. Total non-interest expense increased $3.1$14.1 million, or 6%25%, for the three months ended March 31,June 30, 2023, compared to the linked quarter. The increase in total non-interest expense for the firstsecond quarter of 2023 was attributable to an increaseincreases of $5.1 million and $4.5 million in acquisition-related salaries and employee benefit costs and professional fees, respectively, due to the Limestone Merger. Excluding acquisition-related expenses, total non-interest expense increased $4.0 million, primarily due to increases of (i) $0.9 million in the amortization of other intangible assets, (ii) $0.9 million in salaries and employee benefit costs. Thecosts, both driven by the Limestone Merger, and (iii) $0.7 million in FDIC insurance expense. Compared to the second quarter of 2022, total non-interest expense for the second quarter of 2023 increased $20.7 million, or 42%, primarily due to an increase of $10.1 million in acquisition-related expenses. Excluding acquisition-related expenses, non-interest expenses increased $10.6 million, primarily due to a $5.1 million increase in salaries and employee benefit costs was due to anticipated additional expenses typically recognizedemployees added in the first quarter of each year. These expenses included annual merit increases, stock-based compensation expenses attributableLimestone Merger, and a $1.9 million increase in data processing and software expense due to retirement-eligible employees, and employer health savings account ("HSA") contributions. Compared torecent growth, including through acquisitions.
For the first quarter of 2022,six months ended June 30, 2023, total non-interest expense increased $4.9$25.6 million, or 9%25.2%, compared to the first six months of 2022, primarily due to an increase of $9.3 million in acquisition-related expenses. Excluding acquisition-related expenses, non-interest expenses increased $16.3 million. This variance was driven by increases of $9.6 million and $3.6 million in (i) salaries and employee benefit costs (ii)and data processing and software expense, and (iii) other non-interest expense. The increases wererespectively, due to recent growth, including through acquisitions. Partially offsetting these increases were decreasespartially offset by a $2.4 million decrease in electronic banking expense and professional fees.driven by reduced costs for Peoples' online banking platform, as well as a reclassification of those costs relative to the prior period.
The efficiency ratio for the firstsecond quarter of 2023 was 57.8%62.7%, compared to 56.7%57.8% for the linked quarter, and 66.8%58.8% for the firstsecond quarter of 2022. The increaseincreases in the efficiency ratio compared to the linked quarter wasand prior year quarter were primarily due to the increases in non-interest expenses, primarily from the Limestone Merger, which were partially offset by higher net interest income due to increases in the market interest rates. The decrease in the efficiency ratio compared to the prior year quarter was primarily due to a decrease in acquisition-related expenses.rates and additional customers from Limestone. The efficiency ratio, adjusted for non-core items, was 57.2%53.3% for the firstsecond quarter of 2023, compared to 55.9%57.2% for the linked quarter and 64.8%58.0% for the firstsecond quarter of 2022. The efficiency ratio is typically higher in the first quarter of the year driven by the aforementioned salaries and employee benefit costs, and specifically by higher payroll taxes, employer HSA contributions and stock-based compensation expenses for certain employees. Peoples continues to focus on controlling expenses, while recognizing some necessary costs in order to continue growing the business.
Peoples recorded income tax expense of $7.0$6.2 million with an effective tax rate of 21.0%22.6% for the firstsecond quarter of 2023, compared to income tax expense of $7.1$7.0 million with an effective tax rate of 21.0% for the linked quarter, and income tax expense of $6.0$6.8 million with an effective tax rate of 20.2%21.6% for the second quarter of 2022. Income tax expense for the second quarter of 2023 compared to the linked quarter and the second quarter of 2022, decreased due to less net income before income taxes. The effective rate increase for the second quarter of 2022 was primarily due to the Limestone Merger. Peoples recorded income tax expense of $13.2 million with an effective tax rate of 21.7% in the first quartersix months of 2023 and $12.8 million with an effective tax rate of 20.9% in the first six months of 2022. The increase in income tax expense for the three months ended March 31, 2023, compared to the three months ended March 31, 2022, was driven by higher income before income taxes.pre-tax income.
At March 31,June 30, 2023, total assets were $7.31$8.79 billion, compared to $7.31 billion at March 31, 2023, $7.21 billion at December 31, 2022 and $7.24$7.28 billion at June 30, 2022. Total assets at June 30, 2023 increased compared to all prior periods due to $1.51 billion of assets, primarily loans, acquired in the Limestone Merger. Excluding the loans acquired in the Limestone Merger, the period-end loan and lease balance at June 30, 2023 increased $146.4 million, compared to at March 31, 2022. The $104.22023 or 12% annualized, primarily due to increases of (i) $71.3 million increase in total assetsconstruction loans, (ii) $25.3 million in commercial and industrial loans, (iii) $23.1 million in leases and (iv) $22.9 million in other commercial real estate loans. Excluding the loans acquired in the Limestone Merger, the period-end loan and lease balance at June 30, 2023 increased $199.0 million, or 9% annualized, compared to at December 31, 2022 was primarily due todriven by increases of $80.4 million, $56.6 million, $32.7 million, $24.9 million and $23.8 million in held-to-maturity investment securities andother commercial real estate loans, construction loans, leases, indirect consumer loans and leases, net of deferred feescommercial and costs,industrial loans, respectively. These increases were partially offset by a decrease of $16.3 million in available-for-saleconsumer residential real estate loans.The increase from December 31, 2022 was also impacted by an increase in held-to-maturity investment securities. Managementsecurities as management underwent an initiative during the first quarter of 2023 to sell lower yielding available-for-sale investment securities whose proceeds were used to pay down higher cost funding. Separately,Excluding the increaseloans acquired in the Limestone Merger, period-end loan and lease balances wasbalance at June 30, 2023 increased $330.2 million, or 7% annualized, compared to at June 30, 2022 primarily driven bydue to increases of (i) $57.5$101.0 million, $91.3 million, $63.3 million, $58.0
million and $43.9 million in construction loans, indirect consumer loans, leases, commercial and industrial loans and other commercial real estate loans, (ii) $17.8 million in indirect consumer loans and (iii) $9.5 million in leases, partially offset by a reductions of $14.6 million in construction loans and $10.8 million in residential real estate loans. The $72.3 million increase in total assets compared to at March 31, 2022 was largely attributable torespectively. These increases in loans and leases as well as the aforementioned net increase in investment securities, partially offset by decreases in interest-bearing deposits at other banks. The increase in the period-end loan and lease balances when compared to at March 31, 2022 was primarily driven by increases of $122.4 million in indirect consumer loans and $87.6 million in leases,were partially offset by a reduction of $43.8$36.0 million in consumer residential real estate loans.
Total liabilities were $7.79 billion at June 30, 2023, up from $6.49 billion at March 31, 2023, up from $6.42 billion at December 31, 2022 and $6.43$6.49 billion at June 30, 2022. The increases in total liabilities were primarily due to $1.14 billion of liabilities, primarily deposits, acquired from Limestone. Excluding the deposits acquired in the Limestone Merger, deposits at June 30, 2023 increased $88.6 million compared to at March 31, 2022. The increase in total liabilities compared2023, primarily due to at December 31, 2022 was attributable to an increase in total deposits and long-term
borrowings. The increase in total deposits when compared to at December 31, 2022 was primarily driven by an increaseincreases of $147.6$241.4 million in brokered certificates of deposits,CDs, which are primarily used as a source of funding.funding, and $139.2 million in retail CDs, partially offset by decreases of $133.9 million, $59.9 million, $50.0 million and $41.1 million in non-interest bearing deposits, savings accounts, governmental deposit accounts, and interest-bearing demand deposit accounts, respectively. Excluding the increasedeposits acquired in brokered certificates of deposits, totalthe Limestone Merger, deposits at March 31,June 30, 2023 decreased $76.0increased $160.1 million when compared to at December 31, 2022, primarily due to reductionsincreases of (i) $75.0$389.0 million in interest-bearing deposit accounts (ii) $43.9brokered CDs and of $231.1 million in savings accounts, (iii) $37.9retail CDs, partially offset by decreases of $168.3 million, in money market deposit accounts,$103.8 million, $116.1 million and (iv) $34.3$26.6 million in non-interest bearing deposits, savings accounts, interest-bearing demand deposit accounts partially offsetand governmental deposit accounts, respectively. Excluding deposits acquired in the Limestone Merger, deposits decreased $52.1 million compared to June 30, 2022. The decrease was primarily driven by an increasedecreases of $91.9$240.7 million, $128.7 million, $115.3 million, $98.9 million and $73.4 million in non-interest bearing deposits, governmental deposit accounts, savings accounts, interest-bearing demand deposit accounts and money-market deposit accounts, respectively. Partially offsetting these decreases in deposit balances, excluding the deposits acquired in the Limestone Merger, were increases of $427.9 million in brokered CDs and of $177.1 million in retail certificates of deposit. The increase in total liabilitiesCDs.
Total stockholders' equity at June 30, 2023 increased by $179.4 million, $213.6 million and $212.1 million compared to at March 31, 2023, at December 31, 2022 wasand at June 30, 2022, primarily due to an6.8 million common shares issued in the Limestone Merger. The increase in short-term borrowings, partially offset decreases in total deposits and long-term borrowings. Deposits decreased primarily duewhen compared to reductions in non-interest-bearing deposits, interest-bearing demand deposit accounts, governmental deposit accounts, and money market deposit accountsMarch 31, 2023 was also impacted by net income for the second quarter of $111.62023 of $21.1 million, $94.0 million, $85.5 million and $77.2 million, respectively, partially offset by an increase of $185.8 million in brokered certificates of deposits.
Total stockholders' equity at March 31, 2023 increased by $34.2 million compared to at December 31, 2022, which reflected net income for the quarter of $26.6 million and a decrease in accumulated other comprehensive loss of $16.2$7.9 million partially offset byand dividends paid of $10.7$13.4 million. The change in accumulated other comprehensive loss was the result of the changes in the market value of available-for-sale investment securities during the period. Accumulated unrealized losses related to the available-for-sale investment securities portfolio were $121.5 million and $112.7 million at June 30, 2023 and $129.9 million at March 31, 2023, andrespectively. The increase in total stockholders' equity at June 30, 2023 when compared to at December 31, 2022 respectively. Totalwas also impacted by net income for the first six months of 2023 of $47.7 million and a decrease in accumulated other comprehensive loss of $8.2 million, partially offset by dividends paid of $24.1 million. Accumulated unrealized losses related to the available-for-sale investment securities portfolio were $129.9 million at December 31, 2022. The increase in total stockholders' equity at March 31,June 30, 2023 increased by $11.2 millionwhen compared to at March 31,June 30, 2022 which was primarily due toalso impacted by net income of $104.3$100.5 million in the last twelve months, partially offset by dividends paid of $45.6 million and an increase in accumulated other comprehensive loss of $48.3$25.6 million. The increase in accumulated other comprehensive loss was the result of an increase of $51.5$27.8 million in unrealized losses related to the available-for-sale investment securities portfolio from March 31,June 30, 2022 to March 31,June 30, 2023. Accumulated unrealized losses related to the available-for-sale investment securities portfolio were $93.6 million at June 30, 2023.
RESULTS OF OPERATIONS
Net Interest Income
Net interest income, the amount by which interest income exceeds interest expense, remains Peoples' largest source of revenue. The amount of net interest income earned by Peoples each quarter is affected by various factors, including changes in market interest rates due to the Federal Reserve’s monetary policy, the level and degree of pricing competition for loans and deposits in Peoples’ markets, and the amount and composition of Peoples' earning assets and interest-bearing liabilities.
Net interest margin, which is calculated by dividing FTEfully tax-equivalent ("FTE") net interest income by average interest-earning assets, serves as an important measurement of the net revenue stream generated by the volume, mix and pricing of interest-earning assets and interest-bearing liabilities. FTE net interest income is calculated by increasing interest income to convert tax-exempt income earned on obligations of states and political subdivisions and tax-exempt loans to the pre-tax equivalent of taxable income using a blended corporate income tax rate of 23.6% for the three months and the six months ended June 30, 2023 and 23.3% for each of the three months ended March 31, 2023 and December 31, 2022, and a 22.9% blended corporate income tax rate for the three months and the six months ended March 31,June 30, 2022.
The following table details the calculation of FTE net interest income:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Net interest income | Net interest income | $ | 72,878 | | $ | 70,613 | | $ | 54,310 | | | Net interest income | $ | 84,853 | | $ | 72,878 | | | $ | 157,731 | | $ | 115,778 | |
Taxable equivalent adjustment | Taxable equivalent adjustment | 399 | | 412 | | 391 | | | Taxable equivalent adjustment | 446 | | 399 | | 414 | | | 845 | | 806 | |
Fully tax-equivalent net interest income | $ | 73,277 | | $ | 71,025 | | $ | 54,701 | | | |
FTE net interest income | | FTE net interest income | $ | 85,299 | | $ | 73,277 | | $ | 61,882 | | | $ | 158,576 | | $ | 116,584 | |
The following tables detail Peoples’ average balance sheets for the periods presented:
| | | For the Three Months Ended | | | For the Three Months Ended | |
| | March 31, 2023 | | December 31, 2022 | | March 31, 2022 | | | June 30, 2023 | | March 31, 2023 | | June 30, 2022 | |
(Dollars in thousands) | (Dollars in thousands) | Average Balance | Income/ Expense | Yield/Cost | | Average Balance | Income/ Expense | Yield/Cost | | Average Balance | Income/ Expense | Yield/Cost | | (Dollars in thousands) | Average Balance | Income/ Expense | Yield/Cost | | Average Balance | Income/ Expense | Yield/Cost | | Average Balance | Income/ Expense | Yield/Cost | |
Short-term investments | Short-term investments | $ | 35,223 | | $ | 388 | | 4.47 | % | | $ | 44,421 | | $ | 404 | | 3.61 | % | | $ | 332,098 | | $ | 160 | | 0.20 | % | | Short-term investments | $ | 58,245 | | $ | 673 | | 4.63 | % | | $ | 35,223 | | $ | 388 | | 4.47 | % | | $ | 182,456 | | $ | 299 | | 0.66 | % | |
| Investment securities (a)(b): | Investment securities (a)(b): | | | | Investment securities (a)(b): | | | |
Taxable | Taxable | 1,597,688 | | 11,049 | | 2.77 | % | | 1,459,879 | | 8,376 | | 2.29 | % | | 1,465,998 | | 6,096 | | 1.66 | % | | Taxable | 1,673,441 | | 12,817 | | 3.06 | % | | 1,597,688 | | 11,049 | | 2.77 | % | | 1,515,647 | | 7,014 | | 1.85 | % | |
Nontaxable | Nontaxable | 190,566 | | 1,298 | | 2.72 | % | | 192,863 | | 1,365 | | 2.83 | % | | 204,381 | | 1,316 | | 2.58 | % | | Nontaxable | 200,503 | | 1,477 | | 2.95 | % | | 190,566 | | 1,298 | | 2.72 | % | | 193,112 | | 1,344 | | 2.78 | % | |
Total investment securities | Total investment securities | 1,788,254 | | 12,347 | | 2.76 | % | | 1,652,742 | | 9,741 | | 2.35 | % | | 1,670,379 | | 7,412 | | 1.78 | % | | Total investment securities | 1,873,944 | | 14,294 | | 3.05 | % | | 1,788,254 | | 12,347 | | 2.76 | % | | 1,708,759 | | 8,358 | | 1.96 | % | |
Loans (b)(c): | Loans (b)(c): | | | | Loans (b)(c): | | | |
Construction | Construction | 239,492 | | 3,963 | | 6.62 | % | | 234,233 | | 3,596 | | 6.01 | % | | 225,676 | | 2,155 | | 3.82 | % | | Construction | 358,732 | | 6,491 | | 7.16 | % | | 239,492 | | 3,963 | | 6.62 | % | | 209,822 | | 2,216 | | 4.18 | % | |
Commercial real estate, other | Commercial real estate, other | 1,333,062 | | 19,794 | | 5.94 | % | | 1,293,500 | | 18,431 | | 5.58 | % | | 1,362,434 | | 14,782 | | 4.34 | % | | Commercial real estate, other | 1,735,466 | | 28,240 | | 6.44 | % | | 1,333,062 | | 19,794 | | 5.94 | % | | 1,353,201 | | 15,599 | | 4.56 | % | |
Commercial and industrial | Commercial and industrial | 877,391 | | 14,610 | | 6.66 | % | | 885,111 | | 13,455 | | 5.95 | % | | 888,598 | | 8,023 | | 3.61 | % | | Commercial and industrial | 1,069,529 | | 19,569 | | 7.24 | % | | 877,391 | | 14,610 | | 6.66 | % | | 864,023 | | 8,715 | | 3.99 | % | |
Premium finance | Premium finance | 147,895 | | 2,150 | | 5.81 | % | | 161,382 | | 1,898 | | 4.60 | % | | 132,758 | | 1,164 | | 3.51 | % | | Premium finance | 154,557 | | 2,659 | | 6.81 | % | | 147,895 | | 2,150 | | 5.81 | % | | 143,898 | | 1,778 | | 4.89 | % | |
Leases | Leases | 342,583 | | 9,643 | | 11.26 | % | | 325,113 | | 8,448 | | 10.17 | % | | 162,277 | | 6,102 | | 15.04 | % | | Leases | 359,016 | | 10,275 | | 11.32 | % | | 342,583 | | 9,643 | | 11.26 | % | | 288,360 | | 10,541 | | 14.46 | % | |
Residential real estate (d) | Residential real estate (d) | 839,822 | | 9,717 | | 4.63 | % | | 853,354 | | 9,321 | | 4.37 | % | | 913,730 | | 9,766 | | 4.28 | % | | Residential real estate (d) | 921,012 | | 10,818 | | 4.70 | % | | 839,822 | | 9,717 | | 4.63 | % | | 888,809 | | 9,326 | | 4.20 | % | |
Home equity lines of credit | Home equity lines of credit | 176,327 | | 2,966 | | 6.82 | % | | 177,778 | | 2,723 | | 6.08 | % | | 163,339 | | 1,612 | | 4.00 | % | | Home equity lines of credit | 191,915 | | 3,656 | | 7.64 | % | | 176,327 | | 2,966 | | 6.82 | % | | 167,935 | | 1,748 | | 4.17 | % | |
Consumer, indirect | Consumer, indirect | 640,359 | | 7,231 | | 4.58 | % | | 612,696 | | 6,834 | | 4.43 | % | | 523,770 | | 5,045 | | 3.91 | % | | Consumer, indirect | 651,669 | | 7,942 | | 4.89 | % | | 640,359 | | 7,231 | | 4.58 | % | | 541,135 | | 5,243 | | 3.89 | % | |
Consumer, direct | Consumer, direct | 108,488 | | 1,739 | | 6.50 | % | | 113,045 | | 1,763 | | 6.19 | % | | 106,298 | | 1,595 | | 6.09 | % | | Consumer, direct | 123,899 | | 2,246 | | 7.27 | % | | 108,488 | | 1,739 | | 6.50 | % | | 111,541 | | 1,647 | | 5.92 | % | |
Total loans | Total loans | 4,705,419 | | 71,813 | | 6.12 | % | | 4,656,212 | | 66,469 | | 5.62 | % | | 4,478,880 | | 50,244 | | 4.50 | % | | Total loans | 5,565,795 | | 91,896 | | 6.55 | % | | 4,705,419 | | 71,813 | | 6.12 | % | | 4,568,724 | | 56,813 | | 4.94 | % | |
Allowance for credit losses | Allowance for credit losses | (52,669) | | | (52,253) | | | (61,947) | | | | Allowance for credit losses | (53,427) | | | (52,669) | | | (54,148) | | | |
Net loans | Net loans | 4,652,750 | | 71,813 | | 6.19 | % | | 4,603,959 | | 66,469 | | 5.68 | % | | 4,416,933 | | 50,244 | | 4.56 | % | | Net loans | 5,512,368 | | 91,896 | | 6.62 | % | | 4,652,750 | | 71,813 | | 6.19 | % | | 4,514,576 | | 56,813 | | 5.00 | % | |
Total earning assets | Total earning assets | 6,476,227 | | 84,548 | | 5.23 | % | | 6,301,122 | | 76,614 | | 4.79 | % | | 6,419,410 | | 57,816 | | 3.61 | % | | Total earning assets | 7,444,557 | | 106,863 | | 5.70 | % | | 6,476,227 | | 84,548 | | 5.23 | % | | 6,405,791 | | 65,470 | | 4.06 | % | |
Goodwill and other intangible assets | Goodwill and other intangible assets | 325,545 | | | | | 327,377 | | | 304,124 | | | | Goodwill and other intangible assets | 387,055 | | | | | 325,545 | | | 329,243 | | | |
Other assets | Other assets | 420,692 | | | | | 438,694 | | | 344,282 | | | | Other assets | 511,271 | | | | | 420,692 | | | 386,629 | | | |
Total assets | Total assets | $ | 7,222,464 | | | | | $ | 7,067,193 | | | $ | 7,067,816 | | | | Total assets | $ | 8,342,883 | | | | | $ | 7,222,464 | | | $ | 7,121,663 | | | |
Interest-bearing deposits: | Interest-bearing deposits: | | | | | Interest-bearing deposits: | | | | |
Savings accounts | Savings accounts | $ | 1,044,392 | | $ | 136 | | 0.05 | % | | $ | 1,069,646 | | $ | 138 | | 0.05 | % | | $ | 1,050,813 | | $ | 34 | | 0.01 | % | | Savings accounts | $ | 1,095,713 | | $ | 583 | | 0.21 | % | | $ | 1,044,392 | | $ | 136 | | 0.05 | % | | $ | 1,076,028 | | $ | 45 | | 0.02 | % | |
Governmental deposit accounts | Governmental deposit accounts | 637,959 | | 1,066 | | 0.68 | % | | 688,815 | | 710 | | 0.41 | % | | 670,419 | | 447 | | 0.27 | % | | Governmental deposit accounts | 693,725 | | 2,330 | | 1.35 | % | | 637,959 | | 1,066 | | 0.68 | % | | 704,632 | | 471 | | 0.27 | % | |
Interest-bearing demand accounts | Interest-bearing demand accounts | 1,103,966 | | 180 | | 0.07 | % | | 1,152,709 | | 186 | | 0.06 | % | | 1,171,266 | | 92 | | 0.03 | % | | Interest-bearing demand accounts | 1,178,614 | | 532 | | 0.18 | % | | 1,103,966 | | 180 | | 0.07 | % | | 1,177,751 | | 115 | | 0.04 | % | |
Money market accounts | Money market accounts | 583,574 | | 825 | | 0.57 | % | | 615,460 | | 522 | | 0.34 | % | | 650,272 | | 97 | | 0.06 | % | | Money market accounts | 679,123 | | 2,006 | | 1.18 | % | | 583,574 | | 825 | | 0.57 | % | | 641,066 | | 104 | | 0.07 | % | |
Retail certificates of deposit | 576,645 | | 1,750 | | 1.23 | % | | 534,145 | | 717 | | 0.53 | % | | 626,978 | | 871 | | 0.56 | % | | |
Brokered deposits (e) | 224,325 | | 1,704 | | 3.08 | % | | 87,934 | | 515 | | 2.32 | % | | 91,531 | | 512 | | 2.27 | % | | |
Retail CDs | | Retail CDs | 825,155 | | 4,209 | | 2.05 | % | | 576,645 | | 1,750 | | 1.23 | % | | 602,225 | | 747 | | 0.50 | % | |
Brokered CDs (e) | | Brokered CDs (e) | 480,640 | | 4,743 | | 3.96 | % | | 224,325 | | 1,704 | | 3.08 | % | | 87,006 | | 532 | | 2.45 | % | |
Total interest-bearing deposits | Total interest-bearing deposits | 4,170,861 | | 5,661 | | 0.55 | % | | 4,148,709 | | 2,788 | | 0.27 | % | | 4,261,279 | | 2,053 | | 0.20 | % | | Total interest-bearing deposits | 4,952,970 | | 14,403 | | 1.17 | % | | 4,170,861 | | 5,661 | | 0.55 | % | | 4,288,708 | | 2,014 | | 0.19 | % | |
Borrowed funds: | Borrowed funds: | | | | Borrowed funds: | | | |
Short-term FHLB advances (e) | Short-term FHLB advances (e) | 377,578 | | 4,314 | | 4.63 | % | | 181,946 | | 1,570 | | 3.42 | % | | 55,000 | | 313 | | 2.31 | % | | Short-term FHLB advances (e) | 387,543 | | 4,938 | | 5.11 | % | | 377,578 | | 4,314 | | 4.63 | % | | 53,846 | | 237 | | 1.77 | % | |
Repurchase agreements and other | Repurchase agreements and other | 93,848 | | 143 | | 0.61 | % | | 96,242 | | 99 | | 0.41 | % | | 99,346 | | 25 | | 0.10 | % | | Repurchase agreements and other | 106,018 | | 376 | | 1.42 | % | | 93,848 | | 143 | | 0.61 | % | | 96,589 | | 24 | | 0.10 | % | |
Total short-term borrowings | Total short-term borrowings | 471,426 | | 4,457 | | 3.83 | % | | 278,188 | | 1,669 | | 2.38 | % | | 154,346 | | 338 | | 0.89 | % | | Total short-term borrowings | 493,561 | | 5,314 | | 4.32 | % | | 471,426 | | 4,457 | | 3.83 | % | | 150,435 | | 261 | | 0.70 | % | |
Long-term FHLB advances | Long-term FHLB advances | 34,015 | | 204 | | 2.43 | % | | 34,297 | | 210 | | 2.43 | % | | 85,653 | | 306 | | 1.45 | % | | Long-term FHLB advances | 33,819 | | 205 | | 2.43 | % | | 34,015 | | 204 | | 2.43 | % | | 58,498 | | 257 | | 1.76 | % | |
| Long-term notes payable | Long-term notes payable | 50,656 | | 653 | | 5.16 | % | | 53,528 | | 661 | | 4.94 | % | | 29,780 | | 298 | | 4.02 | % | | Long-term notes payable | 44,493 | | 548 | | 4.94 | % | | 50,656 | | 653 | | 5.16 | % | | 80,397 | | 904 | | 4.49 | % | |
Trust Preferred | 13,806 | | 296 | | 8.58 | % | | 13,771 | | 261 | | 7.42 | % | | 13,665 | | 120 | | 3.51 | % | | |
Other long-term borrowings (f) | | Other long-term borrowings (f) | 53,779 | | 1,094 | | 8.05 | % | | 13,806 | | 296 | | 8.58 | % | | 13,700 | | 152 | | 4.39 | % | |
Total long-term borrowings | Total long-term borrowings | 98,477 | | 1,153 | | 4.69 | % | | 101,596 | | 1,132 | | 4.45 | % | | 129,098 | | 724 | | 2.26 | % | | Total long-term borrowings | 132,091 | | 1,847 | | 5.56 | % | | 98,477 | | 1,153 | | 4.69 | % | | 152,595 | | 1,313 | | 3.44 | % | |
Total borrowed funds | Total borrowed funds | 569,903 | | 5,610 | | 3.98 | % | | 379,784 | | 2,801 | | 2.93 | % | | 283,444 | | 1,062 | | 1.51 | % | | Total borrowed funds | 625,652 | | 7,161 | | 4.58 | % | | 569,903 | | 5,610 | | 3.98 | % | | 303,030 | | 1,574 | | 2.08 | % | |
Total interest-bearing liabilities | Total interest-bearing liabilities | 4,740,764 | | 11,271 | | 0.96 | % | | 4,528,493 | | 5,589 | | 0.49 | % | | 4,544,723 | | 3,115 | | 0.28 | % | | Total interest-bearing liabilities | 5,578,622 | | 21,564 | | 1.55 | % | | 4,740,764 | | 11,271 | | 0.96 | % | | 4,591,738 | | 3,588 | | 0.31 | % | |
Non-interest-bearing deposits | Non-interest-bearing deposits | 1,556,636 | | | | 1,639,580 | | | 1,606,665 | | | | Non-interest-bearing deposits | 1,637,671 | | | | 1,556,636 | | | 1,648,067 | | | |
Other liabilities | Other liabilities | 123,599 | | | | | 130,470 | | | 81,676 | | | | Other liabilities | 175,152 | | | | | 123,599 | | | 90,457 | | | |
Total liabilities | Total liabilities | 6,420,999 | | | | 6,298,543 | | | 6,233,064 | | | | Total liabilities | 7,391,445 | | | | 6,420,999 | | | 6,330,262 | | | |
| Total stockholders’ equity | Total stockholders’ equity | 801,465 | | | | | 768,650 | | | 834,752 | | | | Total stockholders’ equity | 951,438 | | | | | 801,465 | | | 791,401 | | | |
Total liabilities and stockholders’ equity | Total liabilities and stockholders’ equity | $ | 7,222,464 | | | | | $ | 7,067,193 | | | $ | 7,067,816 | | | | Total liabilities and stockholders’ equity | $ | 8,342,883 | | | | | $ | 7,222,464 | | | $ | 7,121,663 | | | |
Interest rate spread (b) | Interest rate spread (b) | | $ | 73,277 | | 4.27 | % | | $ | 71,025 | | 4.30 | % | | $ | 54,701 | | 3.33 | % | | Interest rate spread (b) | | $ | 85,299 | | 4.15 | % | | $ | 73,277 | | 4.27 | % | | $ | 61,882 | | 3.75 | % | |
Net interest margin (b) | Net interest margin (b) | 4.53 | % | | | 4.44 | % | | | 3.41 | % | | Net interest margin (b) | 4.54 | % | | | 4.53 | % | | | 3.84 | % | |
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| For the Six Months Ended |
| June 30, 2023 | | June 30, 2022 |
(Dollars in thousands) | Average Balance | Income/ Expense | Yield/Cost | | Average Balance | Income/ Expense | Yield/Cost |
Short-term investments | $ | 47,008 | | $ | 1,061 | | 4.55 | % | | $ | 256,864 | | $ | 459 | | 0.36 | % |
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Investment securities (a)(b): | | | | | | | |
Taxable | 1,635,773 | | 23,866 | | 2.92 | % | | 1,490,960 | | 13,110 | | 1.76 | % |
Nontaxable | 195,562 | | 2,775 | | 2.84 | % | | 198,716 | | 2,661 | | 2.68 | % |
Total investment securities | 1,831,335 | | 26,641 | | 2.91 | % | | 1,689,676 | | 15,771 | | 1.87 | % |
Loans (b)(c): | | | | | | | |
Construction | 300,270 | | 10,454 | | 6.92 | % | | 217,705 | | 4,371 | | 3.99 | % |
Commercial real estate, other | 1,538,771 | | 48,034 | | 6.21 | % | | 1,357,792 | | 30,381 | | 4.45 | % |
Commercial and industrial | 975,633 | | 34,179 | | 6.97 | % | | 876,242 | | 16,738 | | 3.80 | % |
Premium finance | 151,244 | | 4,809 | | 6.32 | % | | 138,359 | | 2,942 | | 4.23 | % |
Leases | 350,845 | | 19,918 | | 11.29 | % | | 225,667 | | 16,643 | | 14.67 | % |
Residential real estate (d) | 881,514 | | 20,535 | | 4.66 | % | | 901,201 | | 19,092 | | 4.24 | % |
Home equity lines of credit | 184,337 | | 6,622 | | 7.24 | % | | 165,649 | | 3,360 | | 4.09 | % |
Consumer, indirect | 646,045 | | 15,173 | | 4.74 | % | | 532,501 | | 10,288 | | 3.90 | % |
Consumer, direct | 116,377 | | 3,985 | | 6.91 | % | | 108,934 | | 3,242 | | 6.00 | % |
Total loans | 5,145,036 | | 163,709 | | 6.35 | % | | 4,524,050 | | 107,057 | | 4.72 | % |
Allowance for credit losses | (53,052) | | | | | (58,026) | | | |
Net loans | 5,091,984 | | 163,709 | | 6.41 | % | | 4,466,024 | | 107,057 | | 4.78 | % |
Total earning assets | 6,970,327 | | 191,411 | | 5.48 | % | | 6,412,564 | | 123,287 | | 3.84 | % |
Goodwill and other intangible assets | 356,470 | | | | | 316,753 | | | |
Other assets | 465,782 | | | | | 364,911 | | | |
Total assets | $ | 7,792,579 | | | | | $ | 7,094,228 | | | |
Interest-bearing deposits: | | | | | | | |
Savings accounts | $ | 1,071,174 | | $ | 719 | | 0.14 | % | | $ | 1,063,490 | | $ | 79 | | 0.01 | % |
Governmental deposit accounts | 666,683 | | 3,396 | | 1.03 | % | | 687,620 | | 919 | | 0.27 | % |
Interest-bearing demand accounts | 1,142,648 | | 712 | | 0.13 | % | | 1,174,526 | | 207 | | 0.04 | % |
Money market accounts | 632,561 | | 2,831 | | 0.90 | % | | 645,644 | | 201 | | 0.06 | % |
Retail CDs | 702,809 | | 5,959 | | 1.71 | % | | 614,533 | | 1,617 | | 0.53 | % |
Brokered CDs (e) | 353,760 | | 6,447 | | 3.68 | % | | 89,256 | | 1,044 | | 2.36 | % |
Total interest-bearing deposits | 4,569,635 | | 20,064 | | 0.89 | % | | 4,275,069 | | 4,067 | | 0.19 | % |
Borrowed funds: | | | | | | | |
Short-term FHLB advances (e) | 382,677 | | 9,251 | | 4.87 | % | | 54,420 | | 550 | | 2.04 | % |
Repurchase agreements and other | 99,966 | | 520 | | 1.04 | % | | 97,960 | | 49 | | 0.10 | % |
Total short-term borrowings | 482,643 | | 9,771 | | 4.08 | % | | 152,380 | | 599 | | 0.79 | % |
Long-term FHLB advances | 33,916 | | 409 | | 2.43 | % | | 72,001 | | 563 | | 1.58 | % |
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Long-term notes payable | 47,557 | | 1,201 | | 5.05 | % | | 55,228 | | 1,202 | | 4.35 | % |
Other long-term borrowings (f) | 33,902 | | 1,390 | | 8.15 | % | | 13,683 | | 272 | | 3.94 | % |
Total long-term borrowings | 115,375 | | 3,000 | | 5.24 | % | | 140,912 | | 2,037 | | 2.90 | % |
Total borrowed funds | 598,018 | | 12,771 | | 4.30 | % | | 293,292 | | 2,636 | | 1.80 | % |
Total interest-bearing liabilities | 5,167,653 | | 32,835 | | 1.28 | % | | 4,568,361 | | 6,703 | | 0.29 | % |
Non-interest-bearing deposits | 1,598,985 | | | | | 1,627,480 | | | |
Other liabilities | 149,075 | | | | | 85,431 | | | |
Total liabilities | 6,915,713 | | | | | 6,281,272 | | | |
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Total stockholders’ equity | 876,866 | | | | | 812,956 | | | |
Total liabilities and stockholders’ equity | $ | 7,792,579 | | | | | $ | 7,094,228 | | | |
Interest rate spread (b) | | $ | 158,576 | | 4.20 | % | | | $ | 116,584 | | 3.55 | % |
Net interest margin (b) | | | 4.53 | % | | | | 3.63 | % |
(a)Average balances are based on carrying value.
(b)Interest income and yields are presented on a fully tax-equivalentFTE basis, using a 23.3% blended corporate income tax rate for each of the three months ended March 31, 2023 and December 31, 2022, and a 22.9%23.6% blended corporate income tax rate for the three months and the six months ended June 30, 2023 and 23.3% for the three months ended March 31, 2023 and for the three months and the six months ended June 30, 2022.
(c)Average balances include nonaccrual and impaired loans. Interest income includes interest earned and received on nonaccrual loans prior to the loans being placed on nonaccrual status. Loan fees included in interest income were immaterial for all periods presented.
(d)Loans held for sale are included in the average loan balance listed. Related interest income on loans originated for sale prior to the loan being sold is included in loan interest income.
(e)Interest related to interest rate swap transactions is included, as appropriate to the transaction, in interest expense on short-term FHLB advances and interest expense on brokered depositsCDs for the periods presented in which FHLB advances and brokered depositsCDs were being utilized.
(f)Included in other long-term borrowings are trust preferred securities held for investments and floating rate junior subordinated deferrable interest debentures.
Peoples' average balances compared to prior periods have been impacted by recent acquisitions, including Vantagethe Limestone Merger as of the close of business on March 7, 2022,April 30, 2023, which added to average leaseloan, deposit and borrowed funds balances. Peoples has begun to reducePeoples' cash balances after previously maintaining high cash balances in recent prior periodshave increased primarily due to an influx of deposits.the increases in market interest rates which have increased asset yields and deposit outflows (which have increased borrowings), as well as the Limestone Merger.
The following table provides an analysis of the changes in FTE net interest income:
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| Three Months Ended March 31, 2023 Compared to | | |
(Dollars in thousands) | December 31, 2022 | | March 31, 2022 | | |
Increase (decrease) in: | Rate | Volume | Total (a) | | Rate | Volume | Total (a) | | | | |
INTEREST INCOME: | | | | | | | | | | | |
Short-term investments | $ | 350 | | $ | (366) | | $ | (16) | | | $ | 1,337 | | $ | (1,109) | | $ | 228 | | | | | |
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Investment Securities (b): | | | | | | | | | | | |
Taxable | 1,837 | | 836 | | 2,673 | | | 4,363 | | 590 | | 4,953 | | | | | |
Nontaxable | (42) | | (25) | | (67) | | | 320 | | (338) | | (18) | | | | | |
Total investment income | 1,795 | | 811 | | 2,606 | | | 4,683 | | 252 | | 4,935 | | | | | |
Loans (b): | | | | | | | | | | | |
Construction | 300 | | 67 | | 367 | | | 1,669 | | 139 | | 1,808 | | | | | |
Commercial real estate, other | 927 | | 436 | | 1,363 | | | 7,144 | | (2,132) | | 5,012 | | | | | |
Commercial and industrial | 1,925 | | (770) | | 1,155 | | | 7,288 | | (701) | | 6,587 | | | | | |
Premium finance | 1,134 | | (882) | | 252 | | | 840 | | 146 | | 986 | | | | | |
Leases | 795 | | 400 | | 1,195 | | | (9,374) | | 12,915 | | 3,541 | | | | | |
Residential real estate | 1,245 | | (849) | | 396 | | | 3,167 | | (3,216) | | (49) | | | | | |
Home equity lines of credit | 393 | | (150) | | 243 | | | 1,217 | | 137 | | 1,354 | | | | | |
Consumer, indirect | 173 | | 224 | | 397 | | | 954 | | 1,232 | | 2,186 | | | | | |
Consumer, direct | 301 | | (325) | | (24) | | | 111 | | 33 | | 144 | | | | | |
Total loan income | 7,193 | | (1,849) | | 5,344 | | | 13,016 | | 8,553 | | 21,569 | | | | | |
Total interest income | $ | 9,338 | | $ | (1,404) | | $ | 7,934 | | | $ | 19,036 | | $ | 7,696 | | $ | 26,732 | | | | | |
INTEREST EXPENSE: | | | | | | | | | | | |
Deposits: | | | | | | | | | | | |
Savings accounts | $ | 14 | | $ | (16) | | $ | (2) | | | $ | 104 | | $ | (2) | | $ | 102 | | | | | |
Governmental deposit accounts | 694 | | (338) | | 356 | | | 770 | | (151) | | 619 | | | | | |
Interest-bearing demand accounts | 24 | | (30) | | (6) | | | 124 | | (36) | | 88 | | | | | |
Money market accounts | 482 | | (179) | | 303 | | | 798 | | (70) | | 728 | | | | | |
Retail certificates of deposit | 974 | | 59 | | 1,033 | | | 1,355 | | (476) | | 879 | | | | | |
Brokered deposits | 206 | | 983 | | 1,189 | | | 236 | | 956 | | 1,192 | | | | | |
Total deposit cost | 2,394 | | 479 | | 2,873 | | | 3,387 | | 221 | | 3,608 | | | | | |
Borrowed funds: | | | | | | | | | | | |
Short-term borrowings | 738 | | 2,050 | | 2,788 | | | 715 | | 3,404 | | 4,119 | | | | | |
Long-term borrowings | 217 | | (196) | | 21 | | | 1,047 | | (618) | | 429 | | | | | |
Total borrowed funds cost | 955 | | 1,854 | | 2,809 | | | 1,762 | | 2,786 | | 4,548 | | | | | |
Total interest expense | 3,349 | | 2,333 | | 5,682 | | | 5,149 | | 3,007 | | 8,156 | | | | | |
Fully tax-equivalent net interest income | $ | 5,989 | | $ | (3,737) | | $ | 2,252 | | | $ | 13,887 | | $ | 4,689 | | $ | 18,576 | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | |
| | | | | | | | | |
| Three Months Ended June 30, 2023 Compared to | | Six Months Ended June 30, 2023 Compared to |
(Dollars in thousands) | March 31, 2023 | | June 30, 2022 | | June 30, 2022 |
Increase (decrease) in: | Rate | Volume | Total (a) | | Rate | Volume | Total (a) | | Rate | Volume | Total (a) |
INTEREST INCOME: | | | | | | | | | | | |
Short-term investments | $ | (470) | | $ | 755 | | $ | 285 | | | $ | 1,602 | | $ | (1,228) | | $ | 374 | | | $ | 1,916 | | $ | (1,314) | | $ | 602 | |
| | | | | | | | | | | |
Investment Securities (b): | | | | | | | | | | | |
Taxable | 1,229 | | 540 | | 1,769 | | | 5,009 | | 795 | | 5,804 | | | 359 | | 10,397 | | 10,756 | |
Nontaxable | 105 | | 70 | | 175 | | | 83 | | 45 | | 128 | | | 107 | | 7 | | 114 | |
Total investment income | 1,334 | | 610 | | 1,944 | | | 5,092 | | 840 | | 5,932 | | | 466 | | 10,404 | | 10,870 | |
Loans (b): | | | | | | | | | | | |
Construction | 338 | | 2,190 | | 2,528 | | | 2,124 | | 2,152 | | 4,276 | | | 4,016 | | 2,067 | | 6,083 | |
Commercial real estate, other | 2,249 | | 6,197 | | 8,446 | | | 7,895 | | 4,746 | | 12,641 | | | 13,658 | | 3,995 | | 17,653 | |
Commercial and industrial | 1,639 | | 3,320 | | 4,959 | | | 8,578 | | 2,276 | | 10,854 | | | 15,541 | | 1,900 | | 17,441 | |
Premium finance | 403 | | 106 | | 509 | | | 741 | | 140 | | 881 | | | 1,572 | | 295 | | 1,867 | |
Leases | 66 | | 566 | | 632 | | | (9,721) | | 9,455 | | (266) | | | (9,850) | | 13,125 | | 3,275 | |
Residential real estate | 194 | | 907 | | 1,101 | | | 1,189 | | 303 | | 1,492 | | | 2,702 | | (1,259) | | 1,443 | |
Home equity lines of credit | 394 | | 296 | | 690 | | | 1,626 | | 282 | | 1,908 | | | 2,848 | | 414 | | 3,262 | |
Consumer, indirect | 563 | | 148 | | 711 | | | 1,506 | | 1,193 | | 2,699 | | | 2,456 | | 2,429 | | 4,885 | |
Consumer, direct | 142 | | 365 | | 507 | | | 319 | | 280 | | 599 | | | 433 | | 310 | | 743 | |
Total loan income | 5,988 | | 14,095 | | 20,083 | | | 14,257 | | 20,827 | | 35,084 | | | 33,376 | | 23,276 | | 56,652 | |
Total interest income | $ | 6,852 | | $ | 15,460 | | $ | 22,312 | | | $ | 20,951 | | $ | 20,439 | | $ | 41,390 | | | $ | 35,758 | | $ | 32,366 | | $ | 68,124 | |
INTEREST EXPENSE: | | | | | | | | | | | |
Deposits: | | | | | | | | | | | |
Savings accounts | $ | 440 | | $ | 7 | | $ | 447 | | | $ | 537 | | $ | 1 | | $ | 538 | | | $ | 640 | | $ | — | | $ | 640 | |
Governmental deposit accounts | 1,166 | | 98 | | 1,264 | | | 1,922 | | (63) | | 1,859 | | | 2,569 | | (92) | | 2,477 | |
Interest-bearing demand accounts | 339 | | 13 | | 352 | | | 416 | | 1 | | 417 | | | 523 | | (18) | | 505 | |
Money market accounts | 1,020 | | 161 | | 1,181 | | | 1,895 | | 7 | | 1,902 | | | 2,642 | | (12) | | 2,630 | |
Retail CDs | 1,481 | | 978 | | 2,459 | | | 3,090 | | 372 | | 3,462 | | | 4,078 | | 264 | | 4,342 | |
Brokered CDs | 502 | | 2,537 | | 3,039 | | | 446 | | 3,765 | | 4,211 | | | 792 | | 4,611 | | 5,403 | |
Total deposit cost | 4,948 | | 3,794 | | 8,742 | | | 8,306 | | 4,083 | | 12,389 | | | 11,244 | | 4,753 | | 15,997 | |
Borrowed funds: | | | | | | | | | | | |
Short-term borrowings | 576 | | 281 | | 857 | | | 1,393 | | 3,660 | | 5,053 | | | 2,052 | | 7,120 | | 9,172 | |
Long-term borrowings | 131 | | 563 | | 694 | | | 986 | | (452) | | 534 | | | 46 | | 917 | | 963 | |
Total borrowed funds cost | 707 | | 844 | | 1,551 | | | 2,379 | | 3,208 | | 5,587 | | | 2,098 | | 8,037 | | 10,135 | |
Total interest expense | 5,655 | | 4,638 | | 10,293 | | | 10,685 | | 7,291 | | 17,976 | | | 13,342 | | 12,790 | | 26,132 | |
FTE net interest income | $ | 1,197 | | $ | 10,822 | | $ | 12,019 | | | $ | 10,266 | | $ | 13,148 | | $ | 23,414 | | | $ | 22,416 | | $ | 19,576 | | $ | 41,992 | |
(a)The change in interest due to both rate and volume has been allocated to rate and volume changes in proportion to the relationship of the dollar amounts of the change in each.
(b)Interest income and yields are presented on a fully tax-equivalentFTE basis, using a 23.3% blended corporate income tax rate for each of the three months ended March 31, 2023 and December 31, 2022, and a 22.9%23.6% blended corporate income tax rate for the three months and the six months ended June 30, 2023 and 23.3% for the three months ended March 31, 2023 and for the three months and the six months ended June 30, 2022.
Compared to the linked quarter, net interest income increased 3%16% and net interest margin expanded by 91 basis points. Bothpoint. The increase in net interest income was primarily due to net interest income provided by Limestone following the Limestone Merger and increases werein market interest rates. Net interest margin was 4.54% for the second quarter of 2023, compared to 4.53% for the linked quarter. The increase in net interest margin was primarily driven by 50the accretion on the acquired Limestone portfolio as well as increases in market interest rates. Also impacting the increases in net interest income and net interest margin were 43 basis points of improvement in loan yields due to recent increases in market interest rates and a shift in the composition of the loan portfolio into higher-yielding leases, which resulted in 41and 29 basis points of improvement in investment yields when compared to the linked quarter due to purchases of investment securities with higher interest rates and sales of lower-yielding investment securities. Borrowing costs increased 105 basis points assecurities and securities acquired in the Limestone Merger. Partially offsetting this benefit was a resultshift in the composition of funding sources combined with an increase in short-term borrowings due to utilizing overnight FHLB advancesmarket interest rates for deposits and brokered certificates of deposits in recent quarters.other funding sources.
Net interest income for the second quarter of 2023 grew 34%38% over the prior year quarter and net interest margin increased by 11270 basis points. The increase in net interest income compared to the firstsecond quarter of 2022 was driven by increases in market interest rates, the Limestone Merger, and a full quarter of income from the Vantage acquisition.organic growth. Compared to the prior year quarter, loan yields grew 162161 basis points due to the rising market interest rate environment and both acquisitive and organic growth, while borrowing costs increased 247250 basis points as a result of the increase in short-termlong-term borrowings due primarily to a change in the utilizationcomposition of FHLB overnight advances mentioned above.borrowings, and were also impacted by increases in market interest rates.
For the first half of 2023, net interest income and net interest margin grew 36% and 90 basis points, respectively, compared to 2022. During that same time, loan yields increased 163 basis points, which was partially offset by higher borrowing costs. The increase in net interest income was driven by increases in market interest rates and the additional net interest income provided by Limestone following the Limestone Merger.
Peoples recognized interest income on deferred loan fees/costs associated with PPP loans of $1.2$0.6 million during the firstsecond quarter of 2022 along with $154,000$79,000 of interest earned on PPP loans. The interest income recognized on PPP loans added 52 basis points to net interest margin for the firstsecond quarter of 2022. For the first half of 2022, interest income recognized on deferred loan fees/costs related to PPP loans was $1.8 million, and interest earned was $232,000. The deferred loan fees/costs associated with PPP loans and interest earned on PPP loans were minimal for the firstsecond quarter of 2023, the linked quarter and the linked quarter.first six months of 2023.
Accretion income, net of amortization expense, from acquisitions was $2.0$4.5 million for the firstsecond quarter of 2023, $2.2$2.0 million for the linked quarter and $2.7$3.9 million for the firstsecond quarter of 2022, which added 24 basis points, 13 basis points 14 basis points and 1725 basis points, respectively, to net interest margin. The decreasesincreases in accretion income for the firstsecond quarter of 2023 when compared to the linked quarter and the firstsecond quarter of 2022 were driven by less loan accretion due to lower pay-offs and less accretion from the merger with PremierLimestone Merger. For the first half of 2023, accretion income totaled $6.5 million and added 18 basis points to net interest margin compared to $6.7 million and 21 basis points for the first half of 2022. The decrease in accretion income for the first six months of 2023 compared to the first six months of 2022 was due to more accretion in 2022 from the acquisitions of Vantage and NSL and the Vantage acquisition.Premier Merger in 2021, as compared to accretion primarily from the Limestone Merger in 2023.
Additional information regarding changes in the Unaudited Consolidated Balance Sheets can be found under appropriate captions of the “FINANCIAL CONDITION” section of this MD&A. Additional information regarding Peoples' interest rate risk and the potential impact of interest rate changes on Peoples' results of operations and financial condition can be found later in this MD&A under the caption "FINANCIAL CONDITION - Interest Rate Sensitivity and Liquidity."
Provision for (Recovery of) Credit Losses
The following table details Peoples’ provision for (recovery of) credit losses:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Provision for (recovery of) other credit losses | Provision for (recovery of) other credit losses | $ | 1,673 | | $ | 2,023 | | $ | (7,006) | | | Provision for (recovery of) other credit losses | $ | 7,751 | | $ | 1,673 | | | $ | 9,424 | | $ | (8,141) | |
Provision for checking account overdraft credit losses | Provision for checking account overdraft credit losses | 180 | | 278 | | 199 | | | Provision for checking account overdraft credit losses | 232 | | 180 | | 355 | | | 412 | | 554 | |
Provision for (recovery of) credit losses | Provision for (recovery of) credit losses | $ | 1,853 | | $ | 2,301 | | $ | (6,807) | | | Provision for (recovery of) credit losses | $ | 7,983 | | $ | 1,853 | | $ | (780) | | | $ | 9,836 | | $ | (7,587) | |
As a percentage of average total loans (a) | As a percentage of average total loans (a) | 0.16 | % | 0.20 | % | (0.62) | % | | As a percentage of average total loans (a) | 0.58 | % | 0.16 | % | (0.07) | % | | 0.39 | % | (0.34) | % |
(a) Presented on an annualized basis. | (a) Presented on an annualized basis. | | | (a) Presented on an annualized basis. | |
The provision for (recovery of) credit losses recorded represents the amount needed to maintain the appropriate level of the allowance for credit losses based on management’s quarterly estimates. The provisionsprovision for credit losses in the second quarter of 2023 was due to a provision of $9.4 million for the non-purchased credit deteriorated loans acquired in the Limestone Merger, partially offset by the release of reserves of $1.7 million on individually analyzed loans and a recovery of $1.0 million due to improvements in macro-economic conditions. The provision for credit losses in the linked quarter was largely attributable to a deterioration of macro-economic conditions and charge-offs, partially offset by a reduction in reserves for individually analyzed loans.
During the first quarter of 2023, and the linked quarter werePeoples recorded a provision for credit losses of $1.9 million, which was largely attributable to a deterioration of macro-economic conditions and an increase in charge-off activity, partially offset by a reduction in reserves for individually analyzed loans.
During the first quarter of 2022, Peoples recorded aThe recovery of credit losses recorded during the second quarter of $6.8 million due to2022 was driven by an improvement in economic factors and loss drivers within the economic forecast, along with payoffsCECL model.
For the first half of several loans during2023, the quarter, which were partially offset by $0.4 million for the establishment of an allowanceprovision for credit losses was driven by (i) the addition of the provision for the non-purchased credit deteriorated leases fromloans acquired in the Vantage acquisition.Limestone Merger, (ii) loan growth and (iii) economic forecast deterioration, partially offset by a reduction in the reserves for individually analyzed loans and the use of updated loss drivers. For the first six months of 2022, the recovery of credit losses was driven by improvements in economic forecasts, coupled with loan payoffs and sales during certain periods.
Additional information regarding changes in the allowance for credit losses and loan credit quality can be found later in this MD&A under the caption “FINANCIAL CONDITION - Allowance for Credit Losses.”
Net (Loss) Gain Included in Total Non-Interest Income
Net (loss) gain includes net losses and net gains on investment securities, asset disposals and other transactions, which are recognized in total non-interest income. The following table details Peoples’ net losses and net gains for the periods presented:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Net (loss) gain on investment securities | Net (loss) gain on investment securities | $ | (1,935) | | $ | (168) | | $ | 130 | | | Net (loss) gain on investment securities | $ | (166) | | $ | (1,935) | | | $ | (2,101) | | $ | 86 | |
| Net loss on asset disposals and other transactions: | Net loss on asset disposals and other transactions: | | | Net loss on asset disposals and other transactions: | |
Net loss on other assets | Net loss on other assets | $ | (229) | | $ | (278) | | $ | (22) | | | Net loss on other assets | (44) | | (229) | | (119) | | | (273) | | (141) | |
Net loss on OREO | Net loss on OREO | (10) | | — | | (1) | | | Net loss on OREO | (1,613) | | (10) | | (33) | | | (1,623) | | (34) | |
| Net loss on other transactions | Net loss on other transactions | (7) | | (23) | | (104) | | | Net loss on other transactions | (8) | | (7) | | — | | | (15) | | (104) | |
Net loss on asset disposals and other transactions | Net loss on asset disposals and other transactions | $ | (246) | | $ | (301) | | $ | (127) | | | Net loss on asset disposals and other transactions | $ | (1,665) | | $ | (246) | | $ | (152) | | | $ | (1,911) | | $ | (279) | |
The net loss on investment securities in the first quarter of 2023 was due to a $2.0 million pre-tax net loss on the sale of the available-for-sale investment securities. During the first quarter of 2023, Peoples executed the sale of $96.7 million of its lower yielding available-for-sale securities which were used to pay down overnight borrowings. The loss on the sale of the available-for-sale investment securities had a nominal impact on tangible book value as such loss was previously reflected in capital through accumulated other comprehensive loss. The realized losses recognized due to these transactions are projected to be earned back within the 2023 fiscal year.
The net loss on asset disposals and other transactions decreased slightlyincreased in the firstsecond quarter of 2023 when compared to the linked quarter and the prior year second quarter, and increased for the first six months of 2023, when compared to the prior year quarter. The net loss forfirst six months of 2022. During the firstsecond quarter of 2023 was primarilyPeoples recognized a $1.6 million write-down of an OREO property due to net losses on furniture and fixture disposals.the potential sale of the property. The net loss for the linked quarter was primarily due to net losses on other assets, which was mainly due to net losses on repossessed assets.
During the first threesix months of 2022 Peoples sold several investment securities, resulting in a net gain on investment securities, which was offsetwere impacted by a net loss on other transactions primarily driven by an adjustment to the gain on sale of loans recognized in the fourth quarter of 2022, and was driven by changes2021, due to a measurement period adjustment to the acquisition-date fair value of Premier loans acquired in the merger with Premier that were subsequently sold.
Total Non-Interest Income, Excluding Net Gains and Losses
Total non-interest income, excluding net gains and losses, comprised 23%21% of Peoples' total revenues (defined as net interest income plus total non-interest income excluding net gains and losses) for the firstsecond quarter of 2023, compared to 22%23% and 24% for the linked quarter and 27%the second quarter of 2022, respectively. For the first six months of 2023, total non-interest income, excluding net gains and losses, totaled 22% of total revenues compared to 26% for the prior year quarter.first six months of 2022. The increasedecreases in this ratiothese ratios for the second quarter and the first six months of 2023 when compared to the linked quarter was due to an increase in insurance income due to seasonal performance-based commissions being earned in the first quarter of each year. The decline in this ratio compared to the prior year quarter wasperiods were primarily due to higher net interest income associated with a full quarter of income from Limestone following the acquisition of VantageLimestone Merger, coupled with the increases in the market interest rates.
For the firstsecond quarter of 2023, electronic banking income comprised the largest portion of Peoples' total non-interest income, excluding net gains and losses. Peoples' electronic banking ("e-banking") services include ATM and debit cards, direct deposit services, internet and mobile banking, and remote deposit capture, and serve as alternative delivery channels to traditional sales offices for providing services to customers. The following table details Peoples' e-banking income:
| | | | | | | | | | | | | | |
| Three Months Ended | | |
| March 31, 2023 | December 31, 2022 | March 31, 2022 | | |
(Dollars in thousands) | | | |
| | | | | | |
| | | | | | |
E-banking income | $ | 5,443 | | $ | 5,161 | | $ | 5,253 | | | | |
| | | | | | | | | | | | | | | | | | | | |
| Three Months Ended | | Six Months Ended |
| June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | | 2023 | 2022 |
| | | | | | |
| | | | | | |
E-banking income | $ | 6,466 | | $ | 5,443 | | $ | 5,419 | | | $ | 11,909 | | $ | 10,672 | |
Peoples' e-banking income is derived largely from ATM and debit cards, as other services are mainly provided at no charge to customers. The amount of e-banking income is largely dependent on the timing and volume of customer activity. E-banking income increased for the second quarter of 2023 compared to each of the linked quarter and the prior year second quarter primarily due to moreadditional income provided by Limestone. E-banking income for the first half of 2023 was also impacted by increased customer activity.
activity when compared to the same period in 2022. The following table details Peoples' insurance income:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
| | Property and casualty insurance commissions | Property and casualty insurance commissions | $ | 3,252 | | $ | 3,127 | | $ | 2,862 | | | Property and casualty insurance commissions | $ | 3,360 | | $ | 3,252 | | $ | 3,039 | | | $ | 6,612 | | $ | 5,901 | |
| Performance-based commissions | Performance-based commissions | 1,527 | | 4 | | 1,346 | | | Performance-based commissions | 35 | | 1,527 | | 10 | | | 1,562 | | 1,356 | |
Life and health insurance commissions | Life and health insurance commissions | 564 | | 511 | | 452 | | | Life and health insurance commissions | 535 | | 564 | | 506 | | | 1,099 | | 956 | |
Other fees and charges | Other fees and charges | 82 | | 90 | | 71 | | | Other fees and charges | 74 | | 82 | | 92 | | | 156 | | 164 | |
Insurance income | Insurance income | $ | 5,425 | | $ | 3,732 | | $ | 4,731 | | | Insurance income | $ | 4,004 | | $ | 5,425 | | $ | 3,647 | | | $ | 9,429 | | $ | 8,377 | |
|
DuringPeoples' insurance income for the firstsecond quarter of 2023 Peoples' insurance income grew 45%declined 26% when compared to that for the linked quarter. This increasedecrease in insurance income was due to seasonalthe seasonality of performance-based commissions being earned, which are annual in nature and typically occurare recorded in the first quarter of each year. Compared to the firstsecond quarter of 2022, insurance income increased 15%10% and was driven by higher performance-based property and casualty insurance commissions. Insurance income in the first half of 2023 increased 13% when compared to the first half of 2022 due to higher commissions and additional customers.
Peoples' fiduciary income and brokerage income continued to be based primarily upon the value of assets under administration and management, with additional income generated from transaction commissions, cross-selling of products and additional retirement plan services business. The following table details Peoples’ trust and investment income:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Fiduciary income | Fiduciary income | $ | 1,805 | | $ | 1,792 | | $ | 1,965 | | | Fiduciary income | $ | 2,046 | | $ | 1,805 | | | $ | 3,851 | | $ | 3,964 | |
Brokerage income | Brokerage income | 1,627 | | 1,485 | | 1,649 | | | Brokerage income | 1,667 | | 1,627 | | 1,631 | | | 3,294 | | 3,280 | |
Employee benefit fees | Employee benefit fees | 652 | | 638 | | 662 | | | Employee benefit fees | 701 | | 652 | | 616 | | | 1,353 | | 1,278 | |
Trust and investment income | Trust and investment income | $ | 4,084 | | $ | 3,915 | | $ | 4,276 | | | Trust and investment income | $ | 4,414 | | $ | 4,084 | | $ | 4,246 | | | $ | 8,498 | | $ | 8,522 | |
Fiduciary income and brokerage income increased slightly in the currentsecond quarter of 2023 relative to the linked quarter and the second quarter of 2022, due to an increase in assets under administration and management. When compared toFor the first quarterhalf of 2022,2023, trust and investment income declined when compared to the same period in 2022 due to less fiduciary income, primarily due toreflecting market volatility.
The following table details Peoples' assets under administration and management:
| | | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
(Dollars in thousands) | (Dollars in thousands) | (Dollars in thousands) |
| Trust | Trust | $ | 1,803,887 | | $ | 1,764,639 | | $ | 1,682,334 | | $ | 1,731,454 | | $ | 1,927,828 | | Trust | $ | 1,931,789 | | $ | 1,803,887 | | $ | 1,764,639 | | $ | 1,682,334 | | $ | 1,731,454 | |
Brokerage | Brokerage | 1,318,300 | | 1,211,868 | | 1,127,831 | | 1,068,261 | | 1,152,530 | | Brokerage | 1,379,309 | | 1,318,300 | | 1,211,868 | | 1,127,831 | | 1,068,261 | |
Total | Total | $ | 3,122,187 | | $ | 2,976,507 | | $ | 2,810,165 | | $ | 2,799,715 | | $ | 3,080,358 | | Total | $ | 3,311,098 | | $ | 3,122,187 | | $ | 2,976,507 | | $ | 2,810,165 | | $ | 2,799,715 | |
Quarterly average | Quarterly average | $ | 3,076,285 | | $ | 2,965,985 | | $ | 2,844,181 | | $ | 2,927,405 | | $ | 3,106,021 | | Quarterly average | $ | 3,205,186 | | $ | 3,076,285 | | $ | 2,965,985 | | $ | 2,844,181 | | $ | 2,927,405 | |
The increases in assets under administration and management at March 31,June 30, 2023, compared to at DecemberMarch 31, 20222023 and March 31,at June 30, 2022 were driven by an increase in trust assets and market value fluctuations and afluctuations. During the first quarter of 2023, brokerage assets increased $30 million increase in brokerage assets due to anthe acquisition of an independent financial advisor in January of 2023.
Deposit account service charges are based on the recovery of costs associated with services provided. The following table details Peoples' deposit account service charges:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Overdraft and non-sufficient funds fees | Overdraft and non-sufficient funds fees | $ | 1,842 | | $ | 2,170 | | $ | 1,902 | | | Overdraft and non-sufficient funds fees | $ | 2,276 | | $ | 1,842 | | | $ | 4,118 | | $ | 3,921 | |
Account maintenance fees | Account maintenance fees | 1,461 | | 1,352 | | 1,311 | | | Account maintenance fees | 1,623 | | 1,461 | | 1,306 | | | 3,084 | | 2,617 | |
Other fees and charges | Other fees and charges | 220 | | 244 | | 213 | | | Other fees and charges | 254 | | 220 | | 233 | | | 474 | | 446 | |
Deposit account service charges | Deposit account service charges | $ | 3,523 | | $ | 3,766 | | $ | 3,426 | | | Deposit account service charges | $ | 4,153 | | $ | 3,523 | | $ | 3,558 | | | $ | 7,676 | | $ | 6,984 | |
The amount of deposit account service charges, particularly fees for overdrafts and non-sufficient funds, is largely dependent on the timing and volume of customer activity. Management periodically evaluates its cost recovery fees to ensure they are reasonable based on operational costs and similar to fees charged in Peoples' markets by competitors. Deposit account service charges decreased
increased for the currentsecond quarter of 2023 compared to the linked quarter and prior year second quarter due to a decline in overdraft and non-sufficient funds fees. Depositadditional fee income from Limestone customers. Year to date deposit account service charges also increased slightly for the current quarterfirst six months of 2023 compared to the prior year quartersame period of 2022 due to increased maintenance fee rates.
The following table details the other items included within Peoples' total non-interest income:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
| Lease income | Lease income | 1,077 | | 1,336 | | 775 | | | Lease income | 1,719 | | 1,077 | | 431 | | | 2,796 | | 1,206 | |
Bank owned life insurance income | Bank owned life insurance income | 707 | | 702 | | 431 | | | Bank owned life insurance income | 842 | | 707 | | 797 | | | 1,549 | | 1,228 | |
Mortgage banking income | Mortgage banking income | 314 | | 281 | | 436 | | | Mortgage banking income | 189 | | 314 | | 352 | | | 503 | | 788 | |
Other non-interest income | Other non-interest income | 668 | | 611 | | 719 | | | Other non-interest income | 1,059 | | 668 | | 1,133 | | | 1,727 | | 1,852 | |
Lease income is primarily comprised of (i) gains on the early termination of leases, (ii) fees received for referrals, (iii) gains and losses recognized on the sales of residual assets and (iv) syndication income. The firstsecond quarter of 2023 decreaseincrease in lease income when compared to the linked quarter was due to seasonal fluctuations in syndication income, as the fourth quarter of each year typically has a higher volume of originations.residual sales and month-to-month lease income. The first quarter of 2023 increasewas also impacted by seasonal fluctuations in syndication income. The second quarter and first six months of 2023 increases in lease income when compared to the first quartersame periods of 2022 waswere due to a full quarter ofincreases in lease income from the Vantage acquisition in 2023 versus only a month of income in 2022.Vantage.
Bank owned life insurance income for the currentsecond quarter was relatively flatof 2023 increased compared to the linked quarter and increased when comparedthe second quarter of 2022 due to the same 2022 period.additional income from Limestone. The first quarterhalf of 2023 increase in bank owned life insurance income when compared to the first quarterhalf of 2022 was also due to an additional $30.0 million of investments in bank owned life insurance policies during the second quarter of 2022.insurance.
Mortgage banking income is comprised mostly of net gains from the origination and sale of real estate loans in the secondary market, and, to a lesser extent, servicing income for loans sold with servicing retained. As a result, the amount of income recognized by Peoples is largely dependent on customer demand and long-term interest rates for residential real estate loans offered in the secondary market. Mortgage banking income for the currentsecond quarter was relatively flatof 2023 and first six months of 2023 declined when compared to the linked quarter. Mortgage banking income declined for the current year quarter compared to thepresented prior year quarterperiods primarily due to the increasedrising market interest rate environment in recent quarters and a lower volume of new loan originations.environment.
In the firstsecond quarter of 2023, Peoples sold $0.8$1.1 million in loans tointo the secondary market with servicing retained and $7.4$6.1 million in loans with servicing released, compared to $2.5$0.8 million and $9.5 million, respectively, in the fourth quarter of 2022, and $7.2 million and $7.9$7.4 million, respectively, in the first quarter of 2023, and $4.6 million and $6.1 million, respectively, in the second quarter of 2022. For the first six months of 2023, Peoples sold $1.9 million in loans into the secondary market with servicing retained, and $13.5 million with servicing released, compared to $33.0 million and $17.4 million, respectively, for the first six months of 2022.
Non-Interest Expense
Salaries and employee benefit costs remain Peoples' largest non-interest expense, accounting for over one-half of total non-interest expense. The following table details Peoples' salaries and employee benefit costs:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Base salaries and wages | Base salaries and wages | $ | 20,332 | | $ | 19,747 | | $ | 17,676 | | | Base salaries and wages | $ | 27,407 | | $ | 20,332 | | | $ | 47,739 | | $ | 36,084 | |
Employee benefits | Employee benefits | 4,115 | | 3,372 | | 3,621 | | | Employee benefits | 3,622 | | 4,115 | | 3,321 | | | 7,737 | | 6,942 | |
Sales-based and incentive compensation | Sales-based and incentive compensation | 3,945 | | 5,284 | | 3,636 | | | Sales-based and incentive compensation | 5,502 | | 3,945 | | 4,913 | | | 9,447 | | 8,549 | |
Payroll taxes and other employment costs | Payroll taxes and other employment costs | 2,370 | | 1,591 | | 2,091 | | | Payroll taxes and other employment costs | 1,535 | | 2,370 | | 1,389 | | | 3,905 | | 3,480 | |
Stock-based compensation | Stock-based compensation | 2,189 | | 832 | | 1,605 | | | Stock-based compensation | 1,043 | | 2,189 | | 600 | | | 3,232 | | 2,205 | |
Deferred personnel costs | Deferred personnel costs | (923) | | (2,068) | | (900) | | | Deferred personnel costs | (1,084) | | (923) | | (1,046) | | | (2,007) | | (1,946) | |
Salaries and employee benefit costs | Salaries and employee benefit costs | $ | 32,028 | | $ | 28,758 | | $ | 27,729 | | | Salaries and employee benefit costs | $ | 38,025 | | $ | 32,028 | | $ | 27,585 | | | $ | 70,053 | | $ | 55,314 | |
Full-time equivalent employees: | Full-time equivalent employees: | | | | | Full-time equivalent employees: | | | | |
Actual at end of period | Actual at end of period | 1,286 | | 1,267 | | 1,245 | | | Actual at end of period | 1,500 | | 1,286 | | 1,261 | | | 1,500 | | 1,261 | |
Average during the period | Average during the period | 1,283 | | 1,261 | | 1,215 | | | Average during the period | 1,393 | | 1,283 | | 1,255 | | | 1,305 | | 1,241 | |
Base salaries and wages for the currentsecond quarter of 2023 and the first half of 2023 increased compared to linked quarterthe comparative prior periods primarily due to annual merit increases. The current$5.0 million of acquisition-related expenses related to the Limestone Merger and $2.1 million of additional expenses from Limestone employees in the second quarter increaseof 2023. Base salaries and wages for the first half of 2023 also increased when compared to the prior year quarter was primarily driven bysame period of 2022 due to a rise in annual merit increases as well as a full quartersix months of expenses related to the additional salaries associated with the acquisition of Vantage.Vantage compared to four months of expenses in the first half of 2022.
The increasesdecrease in employee benefits for the currentsecond quarter of 2023 compared to the linked quarter, was primarily due to annual contributions to employee health savings accounts that occur primarilyfor the most part in the first quarter of each year. The increaseincreases in employee
benefits for the currentsecond quarter of 2023 and the first half of 2023 compared to the second quarter of 2023 and the first half of 2022 were primarily due to the addition of Limestone employee benefits expenses. The increase in employee benefits for the first half of 2023 compared to the first quarterhalf of 2022 was also due to higher medical costs reflecting a full quartersix months of expenses in 2023 for the Vantage employees versus a monthfour months of expenses in the first quarterhalf of 2022.
The decreaseincreases in sales-based and incentive compensation for the currentsecond quarter of 2023 and the first half of 2023 compared to the linked quarter wascomparative prior periods presented were primarily due to the overall company performance measures used in calculating retail incentive awards.
Payroll taxes and other employment costs increased compared tofor the prior quarter and the firstsecond quarter of 2022 and were primarily related to higher base salaries and wages. Also impacting the increase in payroll taxes and other employment costs when2023 decreased compared to the linked quarter weredue to seasonal expenses recognized in the first quarter of each year. The increases for the three months and the six months ended June 30, 2023 when compared to the three months and the six months ended June 30, 2022 were primarily due to $0.2 million of additional Limestone-related expenses and $0.1 million of acquisition-related expenses in the second quarter of 2023.
Stock-based compensation is generally recognized over the vesting period, which generally ranges from immediate vesting to vesting at the end of three years. An adjustment is made at the vesting date to reverse expense relating to forfeitures for performance awards, and at the date of forfeiture to reverse expense for non-vested restricted common share awards. Stock grants to retirement eligible grantees are expensed either immediately or over a shorter period than three years. The majority of Peoples' stock-based compensation is attributable to annual equity-based incentive awards to employees, which are awarded in the first quarter of each year and are based upon Peoples achieving certain performance goals during the prior year, and are generally contingent on employment through the vesting period. Stock-based compensation for the second quarter of 2023 and the first threesix months of 2023 increased when compared to the second quarter of 2022 and the first threesix months of 2022 due to additional employees, including the ones added in the Limestone Merger and the acquisition of Vantage.
Deferred personnel costs represent the portion of current period salaries and employee benefit costs considered to be direct loan origination costs. These costs are capitalized and recognized over the life of the loan as a yield adjustment in interest income. As a result, the amount of deferred personnel costs for each period corresponds directly with the volume of loan originations, coupled with the average deferred costs per loan that are updated annually at the beginning of each year. The decreaseincrease in deferred personnel costs for the currentsecond quarter of 2023 compared to the linked quarter was primarily due to a prior period adjustment of costs to originate leases.leases in the first quarter of 2023.
Peoples' net occupancy and equipment expense was comprised of the following:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Depreciation | Depreciation | $ | 1,790 | | $ | 1,700 | | $ | 1,823 | | | Depreciation | $ | 1,876 | | $ | 1,790 | | | $ | 3,666 | | $ | 3,593 | |
Repairs and maintenance costs | Repairs and maintenance costs | 1,261 | | 1,364 | | 1,378 | | | Repairs and maintenance costs | 1,334 | | 1,261 | | 1,245 | | | 2,595 | | 2,625 | |
Property taxes, utilities and other costs | Property taxes, utilities and other costs | 1,157 | | 1,014 | | 1,202 | | | Property taxes, utilities and other costs | 1,182 | | 1,157 | | 997 | | | 2,339 | | 2,197 | |
Net rent expense | Net rent expense | 747 | | 769 | | 685 | | | Net rent expense | 988 | | 747 | | 756 | | | 1,735 | | 1,441 | |
Net occupancy and equipment expense | Net occupancy and equipment expense | $ | 4,955 | | $ | 4,847 | | $ | 5,088 | | | Net occupancy and equipment expense | $ | 5,380 | | $ | 4,955 | | $ | 4,768 | | | $ | 10,335 | | $ | 9,856 | |
The second quarter and the first quartersix months of 2023 net occupancy and equipment expense increased slightly when compared to the linked quartercomparative periods in 2022 due to increases in depreciation and property taxes, utilities and other costs, partially offset by reductions in repairs and maintenance costs and net rent expense. When compared to the first quarter$0.4 million of 2022,Limestone-related net occupancy and equipment expense decreased due to less depreciation, repairs and maintenance costs and property taxes, utilities and other costs due to having less geographic locations as ofrecorded during the firstsecond quarter of 2023.
The following table details the other items included in total non-interest expense:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Professional fees | | Professional fees | $ | 7,438 | | $ | 2,881 | | | $ | 10,319 | | $ | 5,952 | |
Data processing and software expense | Data processing and software expense | $ | 4,562 | | $ | 5,013 | | $ | 2,916 | | | Data processing and software expense | 4,728 | | 4,562 | | 3,033 | | | 9,290 | | 5,949 | |
Professional fees | 2,881 | | 3,310 | | 3,672 | | | |
Amortization of other intangible assets | Amortization of other intangible assets | 1,871 | | 1,998 | | 1,708 | | | Amortization of other intangible assets | 2,800 | | 1,871 | | 2,034 | | | 4,671 | | 3,742 | |
E-banking expense | E-banking expense | 1,491 | | 1,097 | | 2,759 | | | E-banking expense | 1,832 | | 1,491 | | 2,727 | | | 3,323 | | 5,486 | |
FDIC insurance premiums | | FDIC insurance premiums | 1,464 | | 801 | | 1,018 | | | 2,265 | | 2,212 | |
Marketing expense | | Marketing expense | 1,357 | | 930 | | 860 | | | 2,287 | | 1,855 | |
Franchise tax expense | Franchise tax expense | 1,034 | | 546 | | 764 | | | Franchise tax expense | 872 | | 1,034 | | 1,102 | | | 1,906 | | 1,866 | |
Marketing expense | 930 | | 737 | | 995 | | | |
FDIC insurance premiums | 801 | | 781 | | 1,194 | | | |
Communication expense | | Communication expense | 724 | | 613 | | 649 | | | 1,337 | | 1,274 | |
Other loan expenses | Other loan expenses | 739 | | 947 | | 832 | | | Other loan expenses | 538 | | 739 | | 445 | | | 1,277 | | 1,277 | |
Communication expense | 613 | | 611 | | 625 | | | |
Other non-interest expense | Other non-interest expense | 4,574 | | 4,721 | | 3,347 | | | Other non-interest expense | 5,465 | | 4,574 | | 3,398 | | | 10,039 | | 6,745 | |
Professional fees for the second quarter and the first six months of 2023 increased when compared to the comparative prior periods in 2022 due to $4.8 million and $5.1 million of acquisition-related expenses during the second quarter and first six months of 2023, respectively.
Data processing and software expense for the second quarter of 2023 increased when compared to the linked quarter due to $0.7 million of data processing and software expenses attributable to Limestone. Data processing and software expense for the second quarter and the first half of 2023 increased when compared to the second quarter and first half of 2022, driven by software upgrades and implementation of new systems, coupled with the increased size of Peoples' organization.
Professional fees decreased for the current quarter compared to the comparative periods due to less acquisition-related expenses being reported when compared to those periods.
Amortization of other intangible assets for the currentsecond quarter decreased when compared toand the linked quarter due to decreased amortizationfirst six months of intangible assets recognized as a result of recent acquisitions. Amortization of other intangible assets for the current quarter2023 increased when compared to the first quarter ofcomparative prior periods in 2022 due to amortization$0.9 million of intangible assets recognized inLimestone-related expenses during the Vantage acquisition.second quarter of 2023.
Peoples' e-banking expense is comprised of costs associated with debit and ATM cards, as well as Internet and mobile banking costs.cards. E-banking expense increased during the currentsecond quarter of 2023 compared to the linked quarter, and is correlated to e-banking income, which also increased during the second quarter of 2023 from the linked quarter primarily due to more customer activity.additional customers added from the Limestone Merger. E-banking expense decreased for the second quarter and first quartersix months of 2023 when compared to the first quartersame periods of 2022 due to a decline in customer activity in 2023 compared to last year.2022, as well as reduced costs for Peoples' online banking platform, and a reclassification of those costs relative to the prior period.
Peoples' FDIC insurance premiums for the second quarter and the first six months of 2023 increased when compared to the comparative prior periods in 2022 due to organic and acquisitive growth and an increase in rates assessed by the FDIC. The first six months of 2022 was also impacted by an adjustment in the first quarter of 2022 relating to prior acquisitions.
Marketing expense and communication expense for the second quarter and the first half of 2023 increased when compared to the comparative prior periods in 2022 due to the Limestone Merger. There were additional marketing expenses in 2023 due to additional marketing campaigns to promote the Limestone Merger and $0.1 million of Limestone-related marketing expenses during the second quarter of 2023. Limestone added $0.1 million of communication expense in the second quarter of 2023.
Peoples is subject to state franchise taxes, which are based largely on Peoples' equity, in the states where Peoples has a physical presence. Franchise tax expense also includes the Ohio Financial Institution Tax ("FIT"), which is a business privilege tax that is
imposed on financial institutions organized for profit and doing business in Ohio. The Ohio FIT is based on the total equity capital in proportion to the taxpayer's gross receipts in Ohio as of the most recent year-end. The increasedecreases for the second quarter of 2023 versus the linked quarter wasand the second quarter of 2022 were driven by a refund received in the linked quarter. The increase from the firstsecond quarter of 2022 was driven by recent growth through acquisitions and organic means.
Marketing expense increased for the first quarter of 2023 when compared to the linked quarter primarily due to higher media advertising expenses and donations compared to the prior period.
Peoples' FDIC insurance premiums decreased for the current quarter compared to the first quarter of 2022 due to an adjustment in the first quarter of 2022 relating to prior acquisitions.2023.
Other loan expenses during the first three monthssecond quarter of 2023 decreased when compared to the linked quarter primarily due to lower indirect lending volume and decreased collection expense. The second quarter of 2023 increase when compared to the second quarter of 2022 was due to Limestone-related expenses.
Other non-interest expense increased duringfor the currentsecond quarter of 2023 and the first six months of 2023 increased when compared to the first quarter ofcomparative prior periods in 2022 due to an increase in$0.6 million and $0.8 million of acquisition-related expenses, related torespectively, as well as $0.3 million of additional expenses from Limestone in the Limestone Merger.second quarter of 2023.
Income Tax Expense
Peoples recorded income tax expense of $7.0$6.2 million with an effective tax rate of 21.0%22.6% for the firstsecond quarter of 2023, compared to income tax expense of $7.1$7.0 million with an effective tax rate of 21.0% for the linked quarter and income tax expense of $6.0$6.8 million with an effective tax rate of 20.2%21.6% for the firstsecond quarter of 2022. Income tax expense for the firstsecond quarter of 2023 compared to the linked quarter was relatively flatand second quarter of 2022, decreased due to similarless income before income taxes. The increase inPeoples recorded income tax expense forof $13.2 million with an effective tax rate of 21.7% in the threefirst six months ended March 31,of 2023 compared toand $12.8 million with an effective tax rate of 20.9% in the threefirst six months ended March 31, 2022,of 2022. The increase was driven by a higher income before income taxes.pre-tax income.
Additional information regarding income taxes can be found in "Note 13. Income Taxes" of the Notes to the Consolidated Financial Statements included in Peoples' 2022 Form 10-K.
Pre-Provision Net Revenue (Non-US GAAP)
Pre-provision net revenue ("PPNR") has become a key financial measure used by state and federal bank regulatory agencies when assessing the capital adequacy of financial institutions. PPNR is defined as net interest income plus total non-interest income, excluding all gains and losses, minus total non-interest expense. As a result, PPNR represents the earnings capacity that can be either retained in order to build capital or used to absorb unexpected losses and preserve existing capital. This ratio represents a Non-US GAAP financial measure since it excludes the provision for (recovery of) credit losses and all gains and losses included in earnings.
The following table provides a reconciliation of this Non-US GAAP financial measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Pre-provision net revenue: | Pre-provision net revenue: | | | Pre-provision net revenue: | |
Income before income taxes | Income before income taxes | $ | 33,606 | | $ | 33,980 | | $ | 29,538 | | | Income before income taxes | $ | 27,262 | | $ | 33,606 | | $ | 31,735 | | | $ | 60,868 | | $ | 61,273 | |
Add: provision for credit losses | Add: provision for credit losses | 1,853 | | 2,301 | | — | | | Add: provision for credit losses | 7,983 | | 1,853 | | — | | | 9,836 | | — | |
| Add: loss on OREO | Add: loss on OREO | 10 | | — | | 1 | | | Add: loss on OREO | 1,612 | | 10 | | 32 | | | 1,622 | | 33 | |
Add: loss on investment securities | Add: loss on investment securities | 1,935 | | 168 | | — | | | Add: loss on investment securities | 166 | | 1,935 | | 44 | | | 2,101 | | 44 | |
Add: loss on other assets | Add: loss on other assets | 229 | | 278 | | 22 | | | Add: loss on other assets | 45 | | 229 | | 119 | | | 274 | | 141 | |
Add: loss on other transactions | Add: loss on other transactions | 7 | | 23 | | 104 | | | Add: loss on other transactions | 8 | | 7 | | — | | | 15 | | 104 | |
| Less: recovery of credit losses | Less: recovery of credit losses | — | | — | | 6,807 | | | Less: recovery of credit losses | — | | — | | 780 | | | — | | 7,587 | |
Less: gain on investment securities | Less: gain on investment securities | — | | — | | 130 | | | Less: gain on investment securities | — | | — | | — | | | — | | 130 | |
| Pre-provision net revenue | Pre-provision net revenue | $ | 37,640 | | $ | 36,750 | | $ | 22,728 | | | Pre-provision net revenue | $ | 37,076 | | $ | 37,640 | | $ | 31,150 | | | $ | 74,716 | | $ | 53,878 | |
| Total average assets | Total average assets | $7,222,464 | $7,067,193 | $7,067,816 | | Total average assets | $8,342,883 | $7,222,464 | $7,121,663 | | $7,792,579 | $7,094,228 |
Pre-provision net revenue to total average assets (annualized) | Pre-provision net revenue to total average assets (annualized) | 2.11 | % | 2.06 | % | 1.30 | % | | Pre-provision net revenue to total average assets (annualized) | 1.78 | % | 2.11 | % | 1.75 | % | | 1.93 | % | 1.53 | % |
Weighted-average common shares outstanding - diluted | Weighted-average common shares outstanding - diluted | 28,021,879 | 27,981,656 | 28,129,131 | | Weighted-average common shares outstanding - diluted | 32,649,976 | 28,021,879 | 28,061,736 | | 30,314,504 | 28,041,145 |
Pre-provision net revenue per common share - diluted | Pre-provision net revenue per common share - diluted | $ | 1.34 | | $ | 1.31 | | $ | 0.81 | | | Pre-provision net revenue per common share - diluted | $ | 1.13 | | $ | 1.34 | | $ | 1.11 | | | $ | 2.45 | | $ | 1.91 | |
The increasedecrease in the PPNR for the firstsecond quarter of 2023 compared to the first quarter of 20222023 was driven by increased non-interest expense, primarily due to the Limestone Merger, mostly offset by increased net interest income due to the positive impact of recent increases in market interest rates. The increases in PPNR for the second quarter and the first half of 2023 when compared to the same periods in 2022 were due to increased net interest income reflecting the positive impact of recent increases in market interest rates as well as a provision for credit losses in the first quarteradditional net interest income from Limestone customers after the Limestone Merger.
Core Non-Interest Expense (Non-US GAAP)
Core non-interest expense is a financial measure used to evaluate Peoples' recurring expense stream. This measure is Non-US GAAP since it excludes the impact of all acquisition-related expenses, pension settlement charges, COVID-19-related expenses and COVID-19-related expenses.the COVID-19 Employee Retention Credit.
The following table provides a reconciliation of this Non-US GAAP measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
| Core non-interest expense: | Core non-interest expense: | | | Core non-interest expense: | |
Total non-interest expense | Total non-interest expense | $ | 56,479 | | $ | 53,366 | | $ | 51,629 | | | Total non-interest expense | $ | 70,623 | | $ | 56,479 | | $ | 49,899 | | | $ | 127,102 | | $ | 101,528 | |
| Less: acquisition-related expenses | Less: acquisition-related expenses | 551 | | 702 | | 1,373 | | | Less: acquisition-related expenses | 10,709 | | 551 | | 602 | | | 11,260 | | 1,975 | |
Less: pension settlement charges | — | | 46 | | — | | | |
| | Less: COVID-19-related expenses | Less: COVID-19-related expenses | — | | 2 | | 94 | | | Less: COVID-19-related expenses | — | | — | | 29 | | | — | | 123 | |
Add: COVID-19 Employee Retention Credit | | Add: COVID-19 Employee Retention Credit | 548 | | — | | — | | | 548 | | — | |
| Core non-interest expense | Core non-interest expense | $ | 55,928 | | $ | 52,616 | | $ | 50,162 | | | Core non-interest expense | $ | 60,462 | | $ | 55,928 | | $ | 49,268 | | | $ | 116,390 | | $ | 99,430 | |
Efficiency Ratio (Non-US GAAP)
The efficiency ratio is a key financial measure used to monitor performance. The efficiency ratio is calculated as total non-interest expense (less amortization of other intangible assets) as a percentage of fully tax-equivalentFTE net interest income plus total non-interest income excluding net gains and losses. This measure is Non-US GAAP since it excludes amortization of other intangible assets and all gains and losses included in earnings, and uses fully tax-equivalentFTE net interest income.
The following table provides a reconciliation of this Non-US GAAP financial measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
| Efficiency ratio: | Efficiency ratio: | | | Efficiency ratio: | |
Total non-interest expense | Total non-interest expense | $ | 56,479 | | $ | 53,366 | | $ | 51,629 | | | Total non-interest expense | $ | 70,623 | | $ | 56,479 | | $ | 49,899 | | | $ | 127,102 | | $ | 101,528 | |
Less: amortization of other intangible assets | Less: amortization of other intangible assets | 1,871 | | 1,998 | | 1,708 | | | Less: amortization of other intangible assets | 2,800 | | 1,871 | | 2,034 | | | 4,671 | | 3,742 | |
Adjusted total non-interest expense | Adjusted total non-interest expense | 54,608 | | 51,368 | | 49,921 | | | Adjusted total non-interest expense | 67,823 | | 54,608 | | 47,865 | | | 122,431 | | 97,786 | |
| Total non-interest income | Total non-interest income | 19,060 | | 19,034 | | 20,050 | | | Total non-interest income | 21,015 | | 19,060 | | 19,386 | | | 40,075 | | 39,436 | |
| Less: net (loss) gain on investment securities | Less: net (loss) gain on investment securities | (1,935) | | (168) | | 130 | | | Less: net (loss) gain on investment securities | (166) | | (1,935) | | (44) | | | (2,101) | | 86 | |
Less: net loss on asset disposals and other transactions | Less: net loss on asset disposals and other transactions | (246) | | (302) | | (127) | | | Less: net loss on asset disposals and other transactions | (1,665) | | (246) | | (152) | | | (1,911) | | (279) | |
Total non-interest income excluding net gains and losses | Total non-interest income excluding net gains and losses | 21,241 | | 19,504 | | 20,047 | | | Total non-interest income excluding net gains and losses | 22,846 | | 21,241 | | 19,582 | | | 44,087 | | 39,629 | |
| Net interest income | Net interest income | 72,878 | | 70,613 | | 54,310 | | | Net interest income | 84,853 | | 72,878 | | 61,468 | | | 157,731 | | 115,778 | |
Add: fully tax-equivalent adjustment (a) | 399 | | 412 | | 391 | | | |
Net interest income on a fully tax-equivalent basis | 73,277 | | 71,025 | | 54,701 | | | |
Add: FTE adjustment (a) | | Add: FTE adjustment (a) | 446 | | 399 | | 414 | | | 845 | | 806 | |
Net interest income on a FTE basis | | Net interest income on a FTE basis | 85,299 | | 73,277 | | 61,882 | | | 158,576 | | 116,584 | |
Adjusted revenue | Adjusted revenue | $ | 94,518 | | $ | 90,529 | | $ | 74,748 | | | Adjusted revenue | $ | 108,145 | | $ | 94,518 | | $ | 81,464 | | | $ | 202,663 | | $ | 156,213 | |
Efficiency ratio | Efficiency ratio | 57.78 | % | 56.74 | % | 66.79 | % | | Efficiency ratio | 62.71 | % | 57.78 | % | 58.76 | % | | 60.41 | % | 62.60 | % |
| Efficiency ratio adjusted for non-core items: | Efficiency ratio adjusted for non-core items: | | | Efficiency ratio adjusted for non-core items: | |
Core non-interest expense | Core non-interest expense | $ | 55,928 | | $ | 52,616 | | $ | 50,162 | | | Core non-interest expense | $ | 60,462 | | $ | 55,928 | | $ | 49,268 | | | $ | 116,390 | | $ | 99,430 | |
Less: amortization of other intangible assets | Less: amortization of other intangible assets | 1,871 | | 1,998 | | 1,708 | | | Less: amortization of other intangible assets | 2,800 | | 1,871 | | 2,034 | | | 4,671 | | 3,742 | |
Adjusted core non-interest expense | Adjusted core non-interest expense | 54,057 | | 50,618 | | 48,454 | | | Adjusted core non-interest expense | 57,662 | | 54,057 | | 47,234 | | | 111,719 | | 95,688 | |
Non-interest income excluding net gains and losses | Non-interest income excluding net gains and losses | 21,241 | | 19,504 | | 20,047 | | | Non-interest income excluding net gains and losses | 22,846 | | 21,241 | | 19,582 | | | 44,087 | | 39,629 | |
Net interest income on a fully tax-equivalent basis | 73,277 | | 71,025 | | 54,701 | | | |
Net interest income on a FTE basis | | Net interest income on a FTE basis | 85,299 | | 73,277 | | 61,882 | | | 158,576 | | 116,584 | |
Adjusted revenue | Adjusted revenue | $ | 94,518 | | $ | 90,529 | | $ | 74,748 | | | Adjusted revenue | $ | 108,145 | | $ | 94,518 | | $ | 81,464 | | | $ | 202,663 | | $ | 156,213 | |
Efficiency ratio adjusted for non-core items | Efficiency ratio adjusted for non-core items | 57.19 | % | 55.91 | % | 64.82 | % | | Efficiency ratio adjusted for non-core items | 53.32 | % | 57.19 | % | 57.98 | % | | 55.13 | % | 61.25 | % |
(a) Tax effect is calculated using a 23.3%23.6% blended corporate income tax rate for each of the three months and the six months ended March 31,June 30, 2023 and December 31, 2022, and a 22.9%23.3% blended corporate income tax rate for the three months ended March 31, 2023 and the three months and the six months ended June 30, 2022.
The efficiency ratio andincreased for the efficiency ratio adjusted for non-core items forsecond quarter of 2023 when compared to the first quarter of 2023 increased when compared toand the linkedsecond quarter of 2022 primarily due to the increases in acquisition-related expenses and additional non-interest expenses due to seasonal first quarter expensesfrom Limestone, partially offset by higherincreased net interest income driven by additional income from Limestone customers as well as increases in market interest rates. The efficiency ratio for the first half of 2023 improved when compared the first half of 2022 due to increased net interest income driven by increases in the market interest rates. rates and additional net interest income provided by Limestone after the Limestone Merger, partially offset by an increase in non-interest expenses due to the Limestone Merger.
The improvements in the efficiency ratio and the efficiency ratioratios adjusted for non-core items for the second quarter of 2023 and the first half of 2023 improved when compared to the comparative prior year quarter were driven by higherperiods of 2022 due to increased net interest income due todriven by increases in the market interest rates overand additional net interest income provided by Limestone after the last twelve months.Limestone Merger, partially offset by an increase in core non-interest expense due to the Limestone Merger.
Return on Average Assets Adjusted for Non-Core Items Ratio (Non-US GAAP)
In addition to return on average assets, management uses return on average assets adjusted for non-core items to monitor performance. The return on average assets adjusted for non-core items ratio represents a Non-US GAAP financial measure since it excludes the after-tax impact of all gains and losses, acquisition-related expenses, pension settlement charges, COVID-19-related expenses and COVID-19-related expenses.the COVID-19 Employee Retention Credit.
The following table provides a reconciliation of this Non-US GAAP financial measure to the amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements for the periods presented:
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
| Annualized net income adjusted for non-core items: | Annualized net income adjusted for non-core items: | | Annualized net income adjusted for non-core items: | |
Net income | Net income | $ | 26,560 | | $ | 26,849 | | $ | 23,577 | | | Net income | $ | 21,096 | | $ | 26,560 | | $ | 24,888 | | | $ | 47,656 | | $ | 48,465 | |
| Add: net loss on investment securities | Add: net loss on investment securities | 1,935 | | 168 | | — | | | Add: net loss on investment securities | 166 | | 1,935 | | 44 | | | 2,101 | | — | |
Less: tax effect of net loss on investment securities (a) | Less: tax effect of net loss on investment securities (a) | 406 | | 35 | | — | | | Less: tax effect of net loss on investment securities (a) | 35 | | 406 | | 9 | | | 441 | | — | |
Less: net gain on investment securities | Less: net gain on investment securities | — | | — | | 130 | | | Less: net gain on investment securities | — | | — | | — | | | — | | 86 | |
Add: tax effect of net gain on investment securities (a) | Add: tax effect of net gain on investment securities (a) | — | | — | | 27 | | | Add: tax effect of net gain on investment securities (a) | — | | — | | — | | | — | | 18 | |
Add: net loss on asset disposals and other transactions | Add: net loss on asset disposals and other transactions | 246 | | 302 | | 127 | | | Add: net loss on asset disposals and other transactions | 1,665 | | 246 | | 152 | | | 1,911 | | 279 | |
Less: tax effect of net loss on asset disposals and other transactions (a) | Less: tax effect of net loss on asset disposals and other transactions (a) | 52 | | 63 | | 27 | | | Less: tax effect of net loss on asset disposals and other transactions (a) | 349 | | 52 | | 32 | | | 401 | | 59 | |
| Add: acquisition-related expenses | Add: acquisition-related expenses | 551 | | 702 | | 1,373 | | | Add: acquisition-related expenses | 10,709 | | 551 | | 602 | | | 11,260 | | 1,975 | |
Less: tax effect of acquisition-related expenses (a) | Less: tax effect of acquisition-related expenses (a) | 116 | | 147 | | 288 | | | Less: tax effect of acquisition-related expenses (a) | 2,249 | | 116 | | 126 | | | 2,365 | | 415 | |
Add: pension settlement charges | — | | 46 | | — | | | |
Less: tax effect of pension settlement charges (a) | — | | 10 | | — | | | |
| | Add: COVID-19-related expenses | Add: COVID-19-related expenses | — | | 2 | | 94 | | | Add: COVID-19-related expenses | — | | — | | 29 | | | — | | 123 | |
Less: tax effect of COVID-19-related expenses (a) | Less: tax effect of COVID-19-related expenses (a) | — | | — | | 20 | | | Less: tax effect of COVID-19-related expenses (a) | — | | — | | 6 | | | — | | 26 | |
Less: COVID-19 Employee Retention Credit | | Less: COVID-19 Employee Retention Credit | 548 | | — | | — | | | 548 | | — | |
Add: tax effect of COVID-19 Employee Retention Credit (a) | | Add: tax effect of COVID-19 Employee Retention Credit (a) | 115 | | — | | — | | | 115 | | — | |
| Net income adjusted for non-core items (after tax) | Net income adjusted for non-core items (after tax) | $ | 28,718 | | 27,814 | | 24,733 | | | Net income adjusted for non-core items (after tax) | $ | 30,570 | | $ | 28,718 | | $ | 25,542 | | | $ | 59,288 | | $ | 50,274 | |
Days in the period | Days in the period | 90 | | 92 | | 90 | | | Days in the period | 91 | | 90 | | 91 | | | 181 | | 181 | |
Days in the year | Days in the year | 365 | | 365 | | 365 | | | Days in the year | 365 | | 365 | | 365 | | | 365 | | 365 | |
Annualized net income | Annualized net income | $ | 107,716 | | $ | 106,520 | | $ | 95,618 | | | Annualized net income | $ | 84,616 | | $ | 107,716 | | $ | 99,825 | | | $ | 96,102 | | $ | 97,733 | |
Annualized net income adjusted for non-core items (after tax) | Annualized net income adjusted for non-core items (after tax) | $ | 116,467 | | $ | 110,349 | | $ | 100,306 | | | Annualized net income adjusted for non-core items (after tax) | $ | 122,616 | | $ | 116,467 | | $ | 102,449 | | | $ | 119,559 | | $ | 101,381 | |
Return on average assets: | Return on average assets: | | | Return on average assets: | |
Annualized net income | Annualized net income | $ | 107,716 | | $ | 106,520 | | $ | 95,618 | | | Annualized net income | $ | 84,616 | | $ | 107,716 | | $ | 99,825 | | | $ | 96,102 | | $ | 97,733 | |
Total average assets | Total average assets | 7,222,464 | | 7,067,193 | | 7,067,816 | | | Total average assets | 8,342,883 | | 7,222,464 | | 7,121,663 | | | 7,792,579 | | 7,094,228 | |
Return on average assets | Return on average assets | 1.49 | % | 1.51 | % | 1.35 | % | | Return on average assets | 1.01 | % | 1.49 | % | 1.40 | % | | 1.23 | % | 1.38 | % |
Return on average assets adjusted for non-core items: | Return on average assets adjusted for non-core items: | | Return on average assets adjusted for non-core items: | |
Annualized net income adjusted for non-core items (after tax) | Annualized net income adjusted for non-core items (after tax) | $ | 116,467 | | $ | 110,349 | | $ | 100,306 | | | Annualized net income adjusted for non-core items (after tax) | $ | 122,616 | | $ | 116,467 | | $ | 102,449 | | | $ | 119,559 | | $ | 101,381 | |
Total average assets | Total average assets | 7,222,464 | | 7,067,193 | | 7,067,816 | | | Total average assets | 8,342,883 | | 7,222,464 | | 7,121,663 | | | 7,792,579 | | 7,094,228 | |
Return on average assets adjusted for non-core items (after tax) | Return on average assets adjusted for non-core items (after tax) | 1.61 | % | 1.56 | % | 1.42 | % | | Return on average assets adjusted for non-core items (after tax) | 1.47 | % | 1.61 | % | 1.44 | % | | 1.53 | % | 1.43 | % |
(a) Based on a 21% statutory federal corporate income tax rate.
The return on average assets for the currentsecond quarter of 2023 decreased slightly when compared to the linked quarter, due to an increase in average assets.assets resulting from the Limestone Merger as well as a decrease in annualized net income due to increases in non-interest expenses. The increaseslight decrease in the return on average assets for the firstsecond quarter of 2023, compared to the firstsecond quarter of 2022, was attributable to the assets acquired in the Limestone Merger, mostly offset by a decrease in annualized net income due to higher net interest incomenon-interest expenses and a provision for credit losses compared to a recovery of credit losses in the second quarter of 2022. The return on average assets for the first half of 2023 decreased when compared to the first half of 2022, due to an increase in average assets and higher non-interest income, which were driven byexpenses and a provision for credit losses compared to a recovery of credit losses in the increases in market interest rates.first half of 2022.
Return on Average Tangible Equity Ratio (Non-US GAAP)
The return on average tangible equity ratio is a key financial measure used to monitor performance. This ratio is calculated as annualized net income (less the after-tax impact of amortization of other intangible assets) divided by average tangible equity. This
measure is Non-US GAAP since it excludes amortization of other intangible assets from earnings and the impact of goodwill and other intangible assets acquired through acquisitions on total stockholders' equity.
| | | Three Months Ended | | | Three Months Ended | | Six Months Ended |
| | March 31, 2023 | December 31, 2022 | March 31, 2022 | | | June 30, 2023 | March 31, 2023 | June 30, 2022 | | June 30, |
(Dollars in thousands) | (Dollars in thousands) | | June 30, 2022 | | 2023 | 2022 |
Annualized net income excluding amortization of other intangible assets: | Annualized net income excluding amortization of other intangible assets: | | Annualized net income excluding amortization of other intangible assets: | |
Net income | Net income | $ | 26,560 | | $ | 26,849 | | $ | 23,577 | | | Net income | $ | 21,096 | | $ | 26,560 | | $ | 24,888 | | | $ | 47,656 | | $ | 48,465 | |
Add: amortization of other intangible assets | Add: amortization of other intangible assets | 1,871 | | 1,998 | | 1,708 | | | Add: amortization of other intangible assets | 2,800 | | 1,871 | | 2,034 | | | 4,671 | | 3,742 | |
Less: tax effect of amortization of other intangible assets (a) | Less: tax effect of amortization of other intangible assets (a) | 393 | | 420 | | 359 | | | Less: tax effect of amortization of other intangible assets (a) | 588 | | 393 | | 427 | | | 981 | | 786 | |
Net income excluding amortization of other intangible assets | Net income excluding amortization of other intangible assets | $ | 28,038 | | $ | 28,427 | | $ | 24,926 | | | Net income excluding amortization of other intangible assets | $ | 23,308 | | $ | 28,038 | | $ | 26,495 | | | $ | 51,346 | | $ | 51,421 | |
Days in the period | Days in the period | 90 | | 92 | | 90 | | | Days in the period | 91 | | 90 | | 91 | | | 181 | | 181 | |
Days in the year | Days in the year | 365 | | 365 | | 365 | | | Days in the year | 365 | | 365 | | 365 | | | 365 | | 365 | |
Annualized net income | Annualized net income | $ | 107,716 | | $ | 106,520 | | $ | 95,618 | | | Annualized net income | $ | 84,616 | | $ | 107,716 | | $ | 99,825 | | | $ | 96,102 | | $ | 97,733 | |
Annualized net income excluding amortization of other intangible assets | Annualized net income excluding amortization of other intangible assets | $ | 113,710 | | $ | 112,781 | | $ | 101,089 | | | Annualized net income excluding amortization of other intangible assets | $ | 93,488 | | $ | 113,710 | | $ | 106,271 | | | $ | 103,543 | | $ | 103,694 | |
Average tangible equity: | Average tangible equity: | | | Average tangible equity: | |
Total average stockholders' equity | Total average stockholders' equity | $ | 801,465 | | $ | 768,650 | | $ | 834,752 | | | Total average stockholders' equity | $ | 951,438 | | $ | 801,465 | | $ | 791,401 | | | $ | 876,866 | | $ | 812,956 | |
Less: average goodwill and other intangible assets | Less: average goodwill and other intangible assets | 325,545 | | 327,377 | | 304,124 | | | Less: average goodwill and other intangible assets | 387,055 | | 325,545 | | 329,243 | | | 356,470 | | 316,753 | |
Average tangible equity | Average tangible equity | $ | 475,920 | | $ | 441,273 | | $ | 530,628 | | | Average tangible equity | $ | 564,383 | | $ | 475,920 | | $ | 462,158 | | | $ | 520,396 | | $ | 496,203 | |
Return on total average stockholders' equity ratio: | Return on total average stockholders' equity ratio: | | | Return on total average stockholders' equity ratio: | |
Annualized net income | Annualized net income | $ | 107,716 | | $ | 106,520 | | $ | 95,618 | | | Annualized net income | $ | 84,616 | | $ | 107,716 | | $ | 99,825 | | | $ | 96,102 | | $ | 97,733 | |
Total average stockholders' equity | Total average stockholders' equity | $ | 801,465 | | $ | 768,650 | | $ | 834,752 | | | Total average stockholders' equity | $ | 951,438 | | $ | 801,465 | | $ | 791,401 | | | $ | 876,866 | | $ | 812,956 | |
Return on total average stockholders' equity | Return on total average stockholders' equity | 13.44 | % | 13.86 | % | 11.45 | % | | Return on total average stockholders' equity | 8.89 | % | 13.44 | % | 12.61 | % | | 10.96 | % | 12.02 | % |
Return on average tangible equity ratio: | Return on average tangible equity ratio: | | Return on average tangible equity ratio: | |
Annualized net income excluding amortization of other intangible assets | Annualized net income excluding amortization of other intangible assets | $ | 113,710 | | $ | 112,781 | | $ | 101,089 | | | Annualized net income excluding amortization of other intangible assets | $ | 93,488 | | $ | 113,710 | | $ | 106,271 | | | $ | 103,543 | | $ | 103,694 | |
Average tangible equity | Average tangible equity | $ | 475,920 | | $ | 441,273 | | $ | 530,628 | | | Average tangible equity | $ | 564,383 | | $ | 475,920 | | $ | 462,158 | | | $ | 520,396 | | $ | 496,203 | |
Return on average tangible equity | Return on average tangible equity | 23.89 | % | 25.56 | % | 19.05 | % | | Return on average tangible equity | 16.56 | % | 23.89 | % | 22.99 | % | | 19.90 | % | 20.90 | % |
(a) Based on a 21% statutory federal corporate income tax rate.
The return on total average stockholders' equity and average tangible equity ratios were lower in the currentsecond quarter of 2023 and the first half of 2023 relative to the linked quarter,comparative prior periods in 2022 due to issuance of treasury stock for employee stock awards6.8 million common shares as consideration in the first quarter as well asLimestone Merger, an increase in acquisition-related expenses, and an increase in the provision for credit losses due to the initial provision for the non-purchased credit deteriorated loans acquired from Limestone. Factors that partially offset the decreases in accumulated other comprehensive losses on available-for-sale investment securities, partially offset bythe ratios were an increase in total net interest income driven by the recent increases in market interest rates. The return on total average stockholders' equityrates and average tangible equity ratios were higher inadditional net interest income from Limestone following the current quarter when compared to the same 2022 period due to greater accumulated other comprehensive losses on available-for-sale investment securities in 2023, which reduced average tangible equity.Limestone Merger.
FINANCIAL CONDITION
Cash and Cash Equivalents
At March 31,June 30, 2023, Peoples' interest-bearing deposits in other banks had increased $0.7decreased $3.0 million from December 31, 2022. The total cash and cash equivalents balance included $53.7$50.7 million of excess cash reserves being maintained at the FRB of Cleveland at March 31,June 30, 2023, compared to $33.1 million at December 31, 2022. The amount of excess cash reserves maintained is dependent upon Peoples' daily liquidity position, which is driven primarily by changes in deposit and loan balances.
Through the first threesix months of 2023, Peoples' total cash and cash equivalents increased $3.1decreased $5.5 million as Peoples had $48.0used $51.2 million of cash in investing activities and $17.6 million of cash in financing activities, mostly offset by $63.2 million of cash provided by operating activities and $45.1 millionactivities. Peoples' use of cash provided by financing activities, substantially offset by $90.0 million of cash used in investing activities. Peoples' cash used in investing activities reflected cash outflows from a $184.2 million net increase in loans held for investment and net cash outflows from held-to-maturity investment securities of $133.8$113.7 million, and cash outflows from a $52.4 million net increase in loans held for investment, partially offset by net cash inflows from available-for-sale investment securities of $100.4 million.$169.8 million and $91.8 million of cash received in the Limestone Merger. The cash provided byused in financing activities was largely driven by (i) a $106.0net decrease in non-interest bearing deposits of $169.5 million, (ii) $24.3 million in cash dividends paid and (iii) $16.6 million in payments on long-term borrowings, which uses of cash were largely offset by a $178.4 million net increase in interest-bearing deposits, partially offset by net cash outflows of $34.3 million, $11.0 million and $9.5 million from a net decrease in non-interest-bearing deposits, cash dividends paid, and payments on long-term borrowings, respectively. Peoples paid $82.9 million in cash for the Vantage acquisition during the first quarter of 2022.deposits.
Further information regarding the management of Peoples' liquidity position can be found later in this discussion under “Interest Rate Sensitivity and Liquidity.”
Investment Securities
The following table provides information regarding Peoples’ investment portfolio:
| (Dollars in thousands) | (Dollars in thousands) | Weighted Average Yield | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | Weighted Average Yield | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Available-for-sale securities, at fair value: | Available-for-sale securities, at fair value: | | Available-for-sale securities, at fair value: | |
Obligations of: | Obligations of: | | | Obligations of: | | |
U.S. Treasury and government agencies | U.S. Treasury and government agencies | 1.54 | % | $ | 58,438 | | $ | 152,422 | | $ | 172,055 | | $ | 175,255 | | $ | 167,406 | | U.S. Treasury and government agencies | 2.72 | % | $ | 75,255 | | $ | 58,438 | | $ | 152,422 | | $ | 172,055 | | $ | 175,255 | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 2.10 | % | 98,311 | | 88,115 | | 80,915 | | 82,465 | | 80,654 | | U.S. government sponsored agencies | 2.10 | % | 98,324 | | 98,311 | | 88,115 | | 80,915 | | 82,465 | |
States and political subdivisions | States and political subdivisions | 2.19 | % | 224,996 | | 225,882 | | 230,022 | | 249,402 | | 231,644 | | States and political subdivisions | 2.57 | % | 248,271 | | 224,996 | | 225,882 | | 230,022 | | 249,402 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 1.83 | % | 605,270 | | 604,653 | | 624,061 | | 691,735 | | 753,353 | | Residential mortgage-backed securities | 2.08 | % | 635,487 | | 605,270 | | 604,653 | | 624,061 | | 691,735 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 1.58 | % | 52,153 | | 50,049 | | 52,504 | | 58,301 | | 58,112 | | Commercial mortgage-backed securities | 1.92 | % | 52,830 | | 52,153 | | 50,049 | | 52,504 | | 58,301 | |
Bank-issued trust preferred securities | Bank-issued trust preferred securities | 5.38 | % | 10,329 | | 10,278 | | 10,287 | | 10,440 | | 10,670 | | Bank-issued trust preferred securities | 8.11 | % | 23,272 | | 10,329 | | 10,278 | | 10,287 | | 10,440 | |
| Total fair value | Total fair value | | $ | 1,049,497 | | $ | 1,131,399 | | $ | 1,169,844 | | $ | 1,267,598 | | $ | 1,301,839 | | Total fair value | | $ | 1,133,439 | | $ | 1,049,497 | | $ | 1,131,399 | | $ | 1,169,844 | | $ | 1,267,598 | |
Total amortized cost | Total amortized cost | | $ | 1,196,521 | | $ | 1,300,719 | | $ | 1,349,800 | | $ | 1,389,621 | | $ | 1,381,259 | | Total amortized cost | | $ | 1,292,331 | | $ | 1,196,521 | | $ | 1,300,719 | | $ | 1,349,800 | | $ | 1,389,621 | |
Net unrealized loss | Net unrealized loss | | $ | (147,024) | | $ | (169,320) | | $ | (179,956) | | $ | (122,023) | | $ | (79,420) | | Net unrealized loss | | $ | (158,892) | | $ | (147,024) | | $ | (169,320) | | $ | (179,956) | | $ | (122,023) | |
Held-to-maturity securities, at amortized cost: | Held-to-maturity securities, at amortized cost: | | Held-to-maturity securities, at amortized cost: | |
Obligations of: | Obligations of: | | Obligations of: | |
U.S. government sponsored agencies | U.S. government sponsored agencies | 4.61 | % | $ | 194,184 | | $ | 132,366 | | $ | 59,871 | | $ | 50,990 | | $ | 38,486 | | U.S. government sponsored agencies | 4.31 | % | $ | 176,027 | | $ | 194,184 | | $ | 132,366 | | $ | 59,871 | | $ | 50,990 | |
States and political subdivisions (a) | States and political subdivisions (a) | 2.23 | % | 144,844 | | $ | 145,022 | | 145,252 | | 151,034 | | 151,217 | | States and political subdivisions (a) | 2.23 | % | 144,668 | | 144,844 | | 145,022 | | 145,252 | | 151,034 | |
Residential mortgage-backed securities | Residential mortgage-backed securities | 3.83 | % | 245,294 | | 176,215 | | 111,707 | | 112,095 | | 115,613 | | Residential mortgage-backed securities | 3.83 | % | 243,807 | | 245,294 | | 176,215 | | 111,707 | | 112,095 | |
Commercial mortgage-backed securities | Commercial mortgage-backed securities | 2.49 | % | 109,750 | | 106,609 | | 90,971 | | 86,601 | | 79,340 | | Commercial mortgage-backed securities | 2.48 | % | 109,423 | | 109,750 | | 106,609 | | 90,971 | | 86,601 | |
Total amortized cost | Total amortized cost | | $ | 694,072 | | $ | 560,212 | | $ | 407,801 | | $ | 400,720 | | $ | 384,656 | | Total amortized cost | | $ | 673,925 | | $ | 694,072 | | $ | 560,212 | | $ | 407,801 | | $ | 400,720 | |
Other investment securities | Other investment securities | | $ | 52,763 | | $ | 51,609 | | $ | 39,039 | | $ | 41,655 | | $ | 41,840 | | Other investment securities | | $ | 63,579 | | $ | 52,763 | | $ | 51,609 | | $ | 39,039 | | $ | 41,655 | |
Total investment securities: | Total investment securities: | | Total investment securities: | |
Amortized cost | Amortized cost | | $ | 1,943,356 | | $ | 1,912,540 | | $ | 1,796,640 | | $ | 1,831,996 | | $ | 1,807,755 | | Amortized cost | | $ | 2,029,835 | | $ | 1,943,356 | | $ | 1,912,540 | | $ | 1,796,640 | | $ | 1,831,996 | |
Carrying value | Carrying value | | $ | 1,796,332 | | $ | 1,743,220 | | $ | 1,616,684 | | $ | 1,709,973 | | $ | 1,728,335 | | Carrying value | | $ | 1,870,943 | | $ | 1,796,332 | | $ | 1,743,220 | | $ | 1,616,684 | | $ | 1,709,973 | |
| |
(a)Amortized cost is presented net of the allowance for credit losses of $241 at March 31,June 30, 2023, $241 at December 31, 2022 and $286 at March 31,June 30, 2022.
For the firstsecond quarter of 2023, total investment securities increased compared to the priorlinked quarter, largely due to investments madeavailable-for-sale securities acquired from Limestone in held-to-maturity residential mortgage-backed securities and obligations of U.S. government sponsored agencies, in an effort to improve investment yields and reduce risk, partially offset by the reduction in available-for-sale securities.Limestone Merger. During the first quarter of 2023, Peoples executed the sale of $96.7 million of its lower yielding available-for-sale securities for an after-tax loss of $1.6 million. Proceeds from the sale were used to pay down overnight borrowings. The realized losses recognized due to these transactions are projected to be earned back within the 2023 fiscal year.
Additional information regarding Peoples' investment portfolio can be found in "Note 3 Investment Securities" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
Loans
The following table provides information regarding outstanding loan balances:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Originated loans: | Originated loans: | | Originated loans: | |
Construction | Construction | $ | 222,915 | | $ | 212,869 | | $ | 175,388 | | $ | 144,062 | | $ | 171,934 | | Construction | $ | 297,051 | | $ | 222,915 | | $ | 212,869 | | $ | 175,388 | | $ | 144,062 | |
Commercial real estate, other | Commercial real estate, other | 995,176 | | 919,531 | | 891,576 | | 899,774 | | 854,721 | | Commercial real estate, other | 1,035,473 | | 995,176 | | 919,531 | | 891,576 | | 899,774 | |
Commercial real estate | Commercial real estate | 1,218,091 | | 1,132,400 | | 1,066,964 | | 1,043,836 | | 1,026,655 | | Commercial real estate | 1,332,524 | | 1,218,091 | | 1,132,400 | | 1,066,964 | | 1,043,836 | |
Commercial and industrial | Commercial and industrial | 840,194 | | 835,178 | | 814,593 | | 777,050 | | 791,307 | | Commercial and industrial | 873,386 | | 840,194 | | 835,178 | | 814,593 | | 777,050 | |
Premium finance | Premium finance | 158,263 | | 159,197 | | 167,682 | | 152,237 | | 145,813 | | Premium finance | 162,357 | | 158,263 | | 159,197 | | 167,682 | | 152,237 | |
Leases | Leases | 251,711 | | 226,438 | | 178,083 | | 149,894 | | 97,168 | | Leases | 287,948 | | 251,711 | | 226,438 | | 178,083 | | 149,894 | |
Residential real estate | Residential real estate | 386,964 | | 384,262 | | 381,104 | | 373,010 | | 364,989 | | Residential real estate | 396,667 | | 386,964 | | 384,262 | | 381,104 | | 373,010 | |
Home equity lines of credit | Home equity lines of credit | 132,531 | | 132,093 | | 124,524 | | 115,935 | | 107,414 | | Home equity lines of credit | 132,222 | | 132,531 | | 132,093 | | 124,524 | | 115,935 | |
Consumer, indirect | Consumer, indirect | 647,177 | | 629,426 | | 592,309 | | 563,088 | | 524,778 | | Consumer, indirect | 654,371 | | 647,177 | | 629,426 | | 592,309 | | 563,088 | |
Consumer, direct | Consumer, direct | 99,299 | | 98,706 | | 99,282 | | 95,371 | | 87,994 | | Consumer, direct | 101,786 | | 99,299 | | 98,706 | | 99,282 | | 95,371 | |
Consumer | Consumer | 746,476 | | 728,132 | | 691,591 | | 658,459 | | 612,772 | | Consumer | 756,157 | | 746,476 | | 728,132 | | 691,591 | | 658,459 | |
Deposit account overdrafts | Deposit account overdrafts | 749 | | 722 | | 597 | | 851 | | 699 | | Deposit account overdrafts | 830 | | 749 | | 722 | | 597 | | 851 | |
Total originated loans | Total originated loans | $ | 3,734,979 | | $ | 3,598,422 | | $ | 3,425,138 | | $ | 3,271,272 | | $ | 3,146,817 | | Total originated loans | $ | 3,942,091 | | $ | 3,734,979 | | $ | 3,598,422 | | $ | 3,425,138 | | $ | 3,271,272 | |
Acquired loans (a): | Acquired loans (a): | | Acquired loans (a): | |
Construction | Construction | $ | 9,381 | | $ | 34,072 | | $ | 40,233 | | $ | 58,526 | | $ | 66,371 | | Construction | $ | 121,690 | | $ | 9,381 | | $ | 34,072 | | $ | 40,233 | | $ | 58,526 | |
Commercial real estate, other | Commercial real estate, other | 485,886 | | 503,987 | | 531,903 | | 560,249 | | 602,511 | | Commercial real estate, other | 1,036,041 | | 485,886 | | 503,987 | | 531,903 | | 560,249 | |
Commercial real estate | Commercial real estate | 495,267 | | 538,059 | | 572,136 | | 618,775 | | 668,882 | | Commercial real estate | 1,157,731 | | 495,267 | | 538,059 | | 572,136 | | 618,775 | |
Commercial and industrial | Commercial and industrial | 50,945 | | 57,456 | | 62,879 | | 81,402 | | 95,844 | | Commercial and industrial | 286,924 | | 50,945 | | 57,456 | | 62,879 | | 81,402 | |
Premium finance | Premium finance | — | | — | | — | | — | | — | | Premium finance | — | | — | | — | | — | | — | |
Leases | Leases | 102,930 | | 118,693 | | 134,764 | | 164,628 | | 169,900 | | Leases | 89,843 | | 102,930 | | 118,693 | | 134,764 | | 164,628 | |
Residential real estate | Residential real estate | 325,638 | | 339,098 | | 352,257 | | 369,995 | | 391,440 | | Residential real estate | 394,775 | | 325,638 | | 339,098 | | 352,257 | | 369,995 | |
Home equity lines of credit | Home equity lines of credit | 41,852 | | 45,765 | | 50,001 | | 53,400 | | 54,874 | | Home equity lines of credit | 66,999 | | 41,852 | | 45,765 | | 50,001 | | 53,400 | |
Consumer, indirect | Consumer, indirect | — | | — | | — | | — | | — | | Consumer, indirect | — | | — | | — | | — | | — | |
Consumer, direct | Consumer, direct | 8,107 | | 9,657 | | 14,032 | | 16,433 | | 19,396 | | Consumer, direct | 36,233 | | 8,107 | | 9,657 | | 14,032 | | 16,433 | |
Consumer | Consumer | 8,107 | | 9,657 | | 14,032 | | 16,433 | | 19,396 | | Consumer | 36,233 | | 8,107 | | 9,657 | | 14,032 | | 16,433 | |
Total acquired loans | Total acquired loans | $ | 1,024,739 | | $ | 1,108,728 | | $ | 1,186,069 | | $ | 1,304,633 | | $ | 1,400,336 | | Total acquired loans | $ | 2,032,505 | | $ | 1,024,739 | | $ | 1,108,728 | | $ | 1,186,069 | | $ | 1,304,633 | |
Total loans | Total loans | $ | 4,759,718 | | $ | 4,707,150 | | $ | 4,611,207 | | $ | 4,575,905 | | $ | 4,547,153 | | Total loans | $ | 5,974,596 | | $ | 4,759,718 | | $ | 4,707,150 | | $ | 4,611,207 | | $ | 4,575,905 | |
| Percent of loans to total loans: | Percent of loans to total loans: | | | Percent of loans to total loans: | | |
Construction | Construction | 4.9 | % | 5.2 | % | 4.7 | % | 4.4 | % | 5.2 | % | Construction | 7.0 | % | 4.9 | % | 5.2 | % | 4.7 | % | 4.4 | % |
Commercial real estate, other | Commercial real estate, other | 31.1 | % | 30.2 | % | 30.9 | % | 32.0 | % | 32.1 | % | Commercial real estate, other | 34.8 | % | 31.1 | % | 30.2 | % | 30.9 | % | 32.0 | % |
Commercial real estate | Commercial real estate | 36.0 | % | 35.4 | % | 35.6 | % | 36.4 | % | 37.3 | % | Commercial real estate | 41.8 | % | 36.0 | % | 35.4 | % | 35.6 | % | 36.4 | % |
Commercial and industrial | Commercial and industrial | 18.7 | % | 19.0 | % | 19.0 | % | 18.8 | % | 19.5 | % | Commercial and industrial | 19.4 | % | 18.7 | % | 19.0 | % | 19.0 | % | 18.8 | % |
Premium finance | Premium finance | 3.3 | % | 3.4 | % | 3.6 | % | 3.3 | % | 3.2 | % | Premium finance | 2.7 | % | 3.3 | % | 3.4 | % | 3.6 | % | 3.3 | % |
Leases | Leases | 7.4 | % | 7.3 | % | 6.8 | % | 6.9 | % | 5.9 | % | Leases | 6.3 | % | 7.4 | % | 7.3 | % | 6.8 | % | 6.9 | % |
Residential real estate | Residential real estate | 15.0 | % | 15.4 | % | 15.9 | % | 16.2 | % | 16.6 | % | Residential real estate | 13.2 | % | 15.0 | % | 15.4 | % | 15.9 | % | 16.2 | % |
Home equity lines of credit | Home equity lines of credit | 3.7 | % | 3.8 | % | 3.8 | % | 3.7 | % | 3.6 | % | Home equity lines of credit | 3.3 | % | 3.7 | % | 3.8 | % | 3.8 | % | 3.7 | % |
Consumer, indirect | Consumer, indirect | 13.6 | % | 13.4 | % | 12.8 | % | 12.3 | % | 11.5 | % | Consumer, indirect | 11.0 | % | 13.6 | % | 13.4 | % | 12.8 | % | 12.3 | % |
Consumer, direct | Consumer, direct | 2.3 | % | 2.3 | % | 2.5 | % | 2.4 | % | 2.4 | % | Consumer, direct | 2.3 | % | 2.3 | % | 2.3 | % | 2.5 | % | 2.4 | % |
Consumer | Consumer | 15.9 | % | 15.7 | % | 15.3 | % | 14.7 | % | 13.9 | % | Consumer | 13.3 | % | 15.9 | % | 15.7 | % | 15.3 | % | 14.7 | % |
| Total percentage | Total percentage | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | Total percentage | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % | 100.0 | % |
Residential real estate loans being serviced for others | Residential real estate loans being serviced for others | $ | 384,005 | | $ | 392,364 | | $ | 400,736 | | $ | 410,007 | | $ | 420,024 | | Residential real estate loans being serviced for others | $ | 375,882 | | $ | 384,005 | | $ | 392,364 | | $ | 400,736 | | $ | 410,007 | |
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(a) Includes all loans acquired, and related loan discount recorded as part of acquisition accounting, in 2012 or thereafter. Loans that were acquired and subsequently re-underwritten are reported as originated upon execution of such credit actions (for example, renewals and increases in lines of credit).
Period-end total loan balances at March 31, 2023 increased $52.6 million, or 4% annualized, compared to at December 31, 2022. The increase in the period-end loan and lease balances waswere primarily driven by loans acquired in the Limestone Merger totaling $1.1 billion. Excluding the loans acquired in the Limestone Merger, period-end loan and lease balances increased $146.4 million, or 12% annualized, when compared to at March 31, 2023, primarily due to increases of (i) $71.3 million in construction loans, (ii) $25.3 million in commercial and industrial loans, (iii) $23.1 million in leases and (iv) $22.9 million in other commercial real estate loans.
Excluding the loans acquired in the Limestone Merger, period-end loan and lease balances increased $199.0 million, or 9% annualized, when compared to at December 31, 2023, driven by increases of (i) $57.5$80.4 million, $56.6 million, $32.7 million, $24.9 million and $23.8 million in other commercial real estate loans, (ii) $17.8 million inconstruction loans, leases, indirect consumer loans and (iii) $9.5 million in leases,commercial and industrial loans, respectively. These increases were partially offset by a reductionsdecrease of $14.6$16.3 million in consumer residential real estate loans. Excluding the loans acquired in the Limestone Merger, period-end loan and lease balances increased $330.2 million, or 7% annualized, when compared to at June 30, 2022 primarily due to increases of $101.0 million, $91.3 million, $63.3 million, $58.0 million and $43.9 million in construction loans, and $10.8 million in residential real estate loans. The increase of $212.6 million in the period-end loan
and lease balances when compared to March 31, 2022 was primarily driven by increases of $122.4 million in indirect consumer loans, leases, commercial and $87.6 million in leases,industrial loans and other commercial real estate loans, respectively. These increases were partially offset by a reduction of $43.8$36.0 million in consumer residential real estate loans. The increases in the period-end loan and lease balances when compared to the prior periods was due to growth. The reduction in the period-end residential real estate loans balance when compared to all comparative prior periods was due to a lower inventory of homes for sale.
Loan Concentration
Peoples categorizes its commercial loans according to standard industry classifications and monitors for concentrations in a single industry or multiple industries that could be impacted by changes in economic conditions in a similar manner. Peoples' commercial lending activities continue to be spread over a diverse range of businesses from all sectors of the economy, with no single industry comprising over 10%11% of Peoples' total loan portfolio.
Loans secured by commercial real estate, including commercial construction loans, continued to comprise the largest portion of Peoples' loan portfolio. The following tables provide information regarding the largest concentrations of commercial construction loans and commercial real estate loans within the loan portfolio at March 31,June 30, 2023:
| (Dollars in thousands) | (Dollars in thousands) | Outstanding Balance | Loan Commitments | Total Exposure | % of Total | (Dollars in thousands) | Outstanding Balance | Loan Commitments | Total Exposure | % of Total |
| Construction: | Construction: | | Construction: | |
Apartment complexes | Apartment complexes | $ | 120,995 | | $ | 179,179 | | $ | 300,174 | | 64.1 | % | Apartment complexes | $ | 193,407 | | $ | 217,650 | | $ | 411,057 | | 51.0 | % |
Mixed-use facilities | 19,478 | | 4,787 | | 24,265 | | 5.2 | % | |
Residential property | | Residential property | 19,864 | | 36,511 | | 56,375 | | 6.9 | % |
Assisted living facilities and nursing homes | Assisted living facilities and nursing homes | 16,385 | | 5,226 | | 21,611 | | 4.6 | % | Assisted living facilities and nursing homes | 18,957 | | 2,662 | | 21,619 | | 2.7 | % |
Land only | Land only | 21,690 | | 8,081 | | 29,771 | | 6.4 | % | Land only | 25,950 | | 9,155 | | 35,105 | | 4.4 | % |
Office buildings and complexes | 12,301 | | 4,158 | | 16,459 | | 3.5 | % | |
Retail facilities | | Retail facilities | 29,315 | | 2,783 | | 32,098 | | 4.0 | % |
| Industrial | Industrial | 6,734 | | 4,047 | | 10,781 | | 2.3 | % | Industrial | 25,712 | | 15,561 | | 41,273 | | 5.1 | % |
| Land development | | Land development | 34,361 | | 16,889 | | 51,250 | | 6.4 | % |
Other (a) | Other (a) | 34,713 | | 30,391 | | 65,104 | | 13.9 | % | Other (a) | 71,175 | | 85,869 | | 157,044 | | 19.5 | % |
Total construction | Total construction | $ | 232,296 | | $ | 235,869 | | $ | 468,165 | | 100.0 | % | Total construction | $ | 418,741 | | $ | 387,080 | | $ | 805,821 | | 100.0 | % |
(a) All other total exposures by industry are less than 2% of the Total Exposure.
| (Dollars in thousands) | (Dollars in thousands) | Outstanding Balance | Loan Commitments | Total Exposure | % of Total | (Dollars in thousands) | Outstanding Balance | Loan Commitments | Total Exposure | % of Total |
Commercial real estate, other: | Commercial real estate, other: | | Commercial real estate, other: | |
Office buildings and complexes: | Office buildings and complexes: | | | Office buildings and complexes: | | |
Owner occupied | Owner occupied | $ | 61,296 | | $ | 1,943 | | $ | 63,239 | | 4.0 | % | Owner occupied | $ | 87,016 | | $ | 2,695 | | $ | 89,711 | | 4.2 | % |
Non-owner occupied | Non-owner occupied | 90,954 | | 3,846 | | 94,800 | | 6.1 | % | Non-owner occupied | 118,562 | | 6,247 | | 124,809 | | 5.8 | % |
Total office buildings and complexes | Total office buildings and complexes | 152,250 | | 5,789 | | 158,039 | | 10.1 | % | Total office buildings and complexes | $ | 205,578 | | $ | 8,942 | | $ | 214,520 | | 10.0 | % |
Retail facilities: | Retail facilities: | | Retail facilities: | |
Owner occupied | Owner occupied | 39,551 | | 1,480 | | 41,031 | | 2.6 | % | Owner occupied | $ | 46,064 | | $ | 1,988 | | $ | 48,052 | | 2.2 | % |
Non-owner occupied | Non-owner occupied | 144,979 | | 4,008 | | 148,987 | | 9.5 | % | Non-owner occupied | 228,625 | | 1,429 | | 230,054 | | 10.7 | % |
Total retail facilities | Total retail facilities | 184,530 | | 5,488 | | 190,018 | | 12.1 | % | Total retail facilities | $ | 274,689 | | $ | 3,417 | | $ | 278,106 | | 12.9 | % |
Mixed-use facilities: | Mixed-use facilities: | | Mixed-use facilities: | |
Owner occupied | Owner occupied | 44,518 | | 550 | | 45,068 | | 2.9 | % | Owner occupied | $ | 19,094 | | $ | 539 | | $ | 19,633 | | 0.9 | % |
Non-owner occupied | Non-owner occupied | 60,932 | | 1,323 | | 62,255 | | 4.0 | % | Non-owner occupied | 22,806 | | 233 | | 23,039 | | 1.1 | % |
Total mixed-use facilities | Total mixed-use facilities | 105,450 | | 1,873 | | 107,323 | | 6.9 | % | Total mixed-use facilities | $ | 41,900 | | $ | 772 | | $ | 42,672 | | 2.0 | % |
Apartment complexes | Apartment complexes | 112,419 | | 37,757 | | 150,176 | | 9.6 | % | Apartment complexes | 125,614 | | 3,981 | | 129,595 | | 6.0 | % |
Light industrial facilities: | Light industrial facilities: | | | Light industrial facilities: | | |
Owner occupied | Owner occupied | 92,338 | | 2,726 | | 95,064 | | 6.1 | % | Owner occupied | 126,977 | | 4,006 | | 130,983 | | 6.1 | % |
Non-owner occupied | Non-owner occupied | 47,983 | | 3,055 | | 51,038 | | 3.2 | % | Non-owner occupied | $ | 92,804 | | $ | 3,423 | | $ | 96,227 | | 4.5 | % |
Total light industrial facilities | Total light industrial facilities | 140,321 | | 5,781 | | 146,102 | | 9.3 | % | Total light industrial facilities | 219,781 | | 7,429 | | 227,210 | | 10.6 | % |
Assisted living facilities and nursing homes | Assisted living facilities and nursing homes | 62,701 | | 5,151 | | 67,852 | | 4.3 | % | Assisted living facilities and nursing homes | $ | 76,496 | | $ | 5,151 | | $ | 81,647 | | 3.8 | % |
Warehouse facilities: | Warehouse facilities: | | Warehouse facilities: | |
Owner occupied | Owner occupied | 36,307 | | 1,285 | | 37,592 | | 2.3 | % | Owner occupied | $ | 47,415 | | $ | 1,378 | | $ | 48,793 | | 2.3 | % |
Non-owner occupied | Non-owner occupied | 27,590 | | 241 | | 27,831 | | 1.8 | % | Non-owner occupied | 45,247 | | 236 | | 45,483 | | 2.1 | % |
Total warehouse facilities | Total warehouse facilities | 63,897 | | 1,526 | | 65,423 | | 4.1 | % | Total warehouse facilities | $ | 92,662 | | $ | 1,614 | | $ | 94,276 | | 4.4 | % |
Lodging and lodging related: | Lodging and lodging related: | | Lodging and lodging related: | |
Owner occupied | Owner occupied | 28,859 | | 661 | | 29,520 | | 1.9 | % | Owner occupied | $ | 30,023 | | $ | 979 | | $ | 31,002 | | 1.4 | % |
Non-owner occupied | Non-owner occupied | 79,821 | | 1 | | 79,822 | | 5.1 | % | Non-owner occupied | 148,763 | | 1 | | 148,764 | | 6.9 | % |
Total lodging and lodging related | Total lodging and lodging related | 108,680 | | 662 | | 109,342 | | 7.0 | % | Total lodging and lodging related | $ | 178,786 | | $ | 980 | | $ | 179,766 | | 8.3 | % |
Education services: | Education services: | | Education services: | |
Owner occupied | Owner occupied | 18,148 | | — | | 18,148 | | 1.2 | % | Owner occupied | $ | 17,856 | | $ | — | | $ | 17,856 | | 0.8 | % |
Non-owner occupied | Non-owner occupied | 31,734 | | 5,523 | | 37,257 | | 2.4 | % | Non-owner occupied | 31,299 | | 4,000 | | 35,299 | | 1.6 | % |
Total education services | Total education services | 49,882 | | 5,523 | | 55,405 | | 3.6 | % | Total education services | $ | 49,155 | | $ | 4,000 | | $ | 53,155 | | 2.4 | % |
Healthcare facilities: | | |
Owner occupied | 21,855 | | 300 | | 22,155 | | 1.4 | % | |
Non-owner occupied | 9,518 | | — | | 9,518 | | 0.6 | % | |
Total healthcare facilities | 31,373 | | 300 | | 31,673 | | 2.0 | % | |
| Restaurant/bar facilities: | Restaurant/bar facilities: | | Restaurant/bar facilities: | |
Owner occupied | Owner occupied | 28,715 | | 9 | | 28,724 | | 1.8 | % | Owner occupied | $ | 36,270 | | $ | 9 | | $ | 36,279 | | 1.7 | % |
Non-owner occupied | Non-owner occupied | 10,464 | | 248 | | 10,712 | | 0.7 | % | Non-owner occupied | 33,704 | | 249 | | 33,953 | | 1.6 | % |
Total restaurant/bar facilities | Total restaurant/bar facilities | 39,179 | | 257 | | 39,436 | | 2.5 | % | Total restaurant/bar facilities | $ | 69,974 | | $ | 258 | | $ | 70,232 | | 3.3 | % |
Land only | | |
Owner occupied | 6,143 | | 339 | | 6,482 | | 0.4 | % | |
Non-owner occupied | 32,257 | | — | | 32,257 | | 2.1 | % | |
Total land only | 38,400 | | 339 | | 38,739 | | 2.5 | % | |
| | Other (a) | Other (a) | 430,380 | | 15,645 | | 446,025 | | 28.5 | % | Other (a) | 736,879 | | 50,209 | | 783,879 | | 36.3 | % |
Total commercial real estate, other | Total commercial real estate, other | $ | 1,481,062 | | $ | 85,752 | | $ | 1,566,814 | | 100.0 | % | Total commercial real estate, other | $ | 2,071,514 | | $ | 83,544 | | $ | 2,155,058 | | 100.0 | % |
|
(a) All other total exposures by industry are less than 2% of the Total Exposure.
Peoples' commercial lending activities continue to focus on lending opportunities within Ohio, Kentucky, West Virginia, Virginia, Washington, D.C. and Maryland. InFor all other states, the aggregate outstanding balances of commercial loans in each state were less than 4% of total loans at both March 31,June 30, 2023 and December 31, 2022. The repayment of premium finance loans is secured by the underlying insurance policy prepaid premium, and therefore, has no geographical impact from a repayment perspective. The repayment of leases is secured by the underlying equipment collateral and not real estate, which mitigates geographic risk.
Small Business Administration Paycheck Protection Program ("PPP")
In March 2020, the Coronavirus Aid, Relief, and Economic Security ("CARES") Act created the PPP targeted to provide small businesses with support to cover payroll and certain other specified expenses. Loans made under the PPP are fully guaranteed by the SBA.U.S. Small Business Administration (the "SBA"). The PPP loans also afford borrowers forgiveness up to the principal amount of the PPP covered loan, plus accrued interest, if the loan proceeds are used to retain workers and maintain payroll and/or to make certain mortgage interest, lease and utility payments, and certain other criteria are satisfied. The SBA will reimburse PPP lenders for any amount of a PPP covered loan that is forgiven, and PPP lenders will not be held liable for any representations made by PPP borrowers in connection with their requests for loan forgiveness.
Peoples is a PPP participating lender, and the PPP loans originated are included in commercial and industrial loans. Peoples also recorded deferred loan origination fees related to the PPP loans, net of deferred loan origination costs, which will be amortized over the life of the respective loans, or until forgiven by the SBA, and will be recognized in net interest income. The following table details Peoples' PPP loan balances and related income:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
PPP aggregate outstanding principal balances | PPP aggregate outstanding principal balances | $ | 2,184 | | $ | 2,458 | | $ | 3,789 | | $ | 15,582 | | $ | 42,871 | | PPP aggregate outstanding principal balances | $ | 1,418 | | $ | 2,184 | | $ | 2,458 | | $ | 3,789 | | $ | 15,582 | |
PPP net deferred loan origination fees | PPP net deferred loan origination fees | 25 | | 27 | | 61 | | 421 | | 995 | | PPP net deferred loan origination fees | 11 | | 25 | | 27 | | 61 | | 421 | |
Accretion of net deferred loan origination fees | Accretion of net deferred loan origination fees | 2 | | 34 | | 360 | | 574 | | 1,215 | | Accretion of net deferred loan origination fees | 14 | | 2 | | 34 | | 360 | | 574 | |
Allowance for Credit Losses
The amount of the allowance for credit losses at the end of each period represents management's estimate of expected losses from existing loans based upon its quarterly analysis of the loan portfolio. While this process involves allocations being made to specific loans and pools of loans, the entire allowance is available for all losses expected within the loan portfolio.
The following details management's allocation of the allowance for credit losses:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Construction | Construction | $ | 1,273 | | $ | 1,250 | | $ | 1,464 | | $ | 1,531 | | $ | 2,731 | | Construction | $ | 1,496 | | $ | 1,273 | | $ | 1,250 | | $ | 1,464 | | $ | 1,531 | |
Commercial real estate, other | Commercial real estate, other | 16,474 | | 17,710 | | 17,695 | | 18,708 | | 21,055 | | Commercial real estate, other | 19,731 | | 16,474 | | 17,710 | | 17,695 | | 18,708 | |
Commercial and industrial | Commercial and industrial | 8,307 | | 8,229 | | 8,611 | | 8,572 | | 10,114 | | Commercial and industrial | 11,028 | | 8,307 | | 8,229 | | 8,611 | | 8,572 | |
Premium finance | Premium finance | 433 | | 344 | | 553 | | 311 | | 345 | | Premium finance | 431 | | 433 | | 344 | | 553 | | 311 | |
Leases | Leases | 9,109 | | 8,495 | | 7,890 | | 7,585 | | 5,875 | | Leases | 10,377 | | 9,109 | | 8,495 | | 7,890 | | 7,585 | |
| Residential real estate | Residential real estate | 6,504 | | 6,357 | | 6,464 | | 6,332 | | 6,495 | | Residential real estate | 6,112 | | 6,504 | | 6,357 | | 6,464 | | 6,332 | |
Home equity lines of credit | Home equity lines of credit | 1,717 | | 1,693 | | 1,644 | | 1,699 | | 1,894 | | Home equity lines of credit | 1,676 | | 1,717 | | 1,693 | | 1,644 | | 1,699 | |
Consumer, indirect | Consumer, indirect | 7,781 | | 7,448 | | 6,912 | | 6,234 | | 5,172 | | Consumer, indirect | 7,610 | | 7,781 | | 7,448 | | 6,912 | | 6,234 | |
Consumer, direct | Consumer, direct | 1,619 | | 1,575 | | 1,592 | | 1,321 | | 1,036 | | Consumer, direct | 2,642 | | 1,619 | | 1,575 | | 1,592 | | 1,321 | |
| Deposit account overdrafts | Deposit account overdrafts | 86 | | 61 | | 41 | | 53 | | 51 | | Deposit account overdrafts | 108 | | 86 | | 61 | | 41 | | 53 | |
Allowance for credit losses | Allowance for credit losses | $ | 53,303 | | $ | 53,162 | | $ | 52,866 | | $ | 52,346 | | $ | 54,768 | | Allowance for credit losses | $ | 61,211 | | $ | 53,303 | | $ | 53,162 | | $ | 52,866 | | $ | 52,346 | |
As a percent of total loans | As a percent of total loans | 1.12 | % | 1.13 | % | 1.15 | % | 1.14 | % | 1.20 | % | As a percent of total loans | 1.02 | % | 1.12 | % | 1.13 | % | 1.15 | % | 1.14 | % |
The reductionincrease in the allowance for credit losses at March 31,June 30, 2023 when compared to March 31, 2022prior periods was driven by decreasesthe establishment of an allowance for credit losses for loans acquired in the allowances for individually analyzed loans, offset by loan growth and deterioration in the economic forecast.Limestone Merger that were not considered purchased credit deteriorated.
Additional information regarding Peoples' allowance for credit losses can be found in "Note 1 Summary of Significant Accounting Policies" in Peoples' 2022 Form 10-K and "Note 4 Loans and Leases" of the Notes to the Unaudited Condensed Consolidated Financial Statements.
The following table summarizes Peoples’ net charge-offs and recoveries: | | | Three Months Ended | | Three Months Ended |
(Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Gross charge-offs: | Gross charge-offs: | | | | | Gross charge-offs: | | | | |
Construction | Construction | $ | 9 | | $ | 16 | | $ | — | | $ | — | | $ | — | | Construction | $ | — | | $ | 9 | | $ | 16 | | $ | — | | $ | — | |
Commercial real estate, other | Commercial real estate, other | $ | 33 | | 132 | | 57 | | 22 | | 278 | | Commercial real estate, other | 7 | | 33 | | 132 | | 57 | | 22 | |
Commercial and industrial | Commercial and industrial | 1 | | 24 | | 36 | | 420 | | 463 | | Commercial and industrial | 11 | | 1 | | 24 | | 36 | | 420 | |
Premium finance | Premium finance | 23 | | 42 | | 38 | | 30 | | 14 | | Premium finance | 23 | | 23 | | 42 | | 38 | | 30 | |
Leases | | Leases | 604 | | 469 | | 888 | | 731 | | 493 | |
Residential real estate | | Residential real estate | 59 | | 41 | | 144 | | 168 | | 47 | |
Home equity lines of credit | | Home equity lines of credit | 55 | | 19 | | 42 | | 5 | | 25 | |
Consumer, indirect | | Consumer, indirect | 941 | | 929 | | 799 | | 600 | | 449 | |
Consumer, direct | | Consumer, direct | 78 | | 104 | | 86 | | 81 | | 60 | |
Consumer | | Consumer | 1,019 | | 1,033 | | 885 | | 681 | | 509 | |
Deposit account overdrafts | | Deposit account overdrafts | 263 | | 227 | | 308 | | 274 | | 405 | |
Total gross charge-offs | | Total gross charge-offs | $ | 2,041 | | $ | 1,855 | | $ | 2,481 | | $ | 1,990 | | $ | 1,951 | |
| | | Three Months Ended | | Three Months Ended |
(Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Leases | 469 | | 888 | | 731 | | 493 | | 473 | | |
Residential real estate | 41 | | 144 | | 168 | | 47 | | 309 | | |
Home equity lines of credit | 19 | | 42 | | 5 | | 25 | | 16 | | |
Consumer, indirect | 929 | | 799 | | 600 | | 449 | | 385 | | |
Consumer, direct | 104 | | 86 | | 81 | | 60 | | 136 | | |
Consumer | 1,033 | | 885 | | 681 | | 509 | | 521 | | |
Deposit account overdrafts | 227 | | 308 | | 274 | | 405 | | 259 | | |
Total gross charge-offs | $ | 1,855 | | $ | 2,481 | | $ | 1,990 | | $ | 1,951 | | $ | 2,333 | | |
Recoveries: | Recoveries: | | | Recoveries: | | |
| Commercial real estate, other | Commercial real estate, other | $ | 27 | | 33 | | $ | 39 | | $ | 176 | | $ | 49 | | Commercial real estate, other | $ | 16 | | $ | 27 | | $ | 33 | | $ | 39 | | $ | 176 | |
Commercial and industrial | Commercial and industrial | — | | 40 | | 3 | | 2 | | 4 | | Commercial and industrial | 451 | | — | | 40 | | 3 | | 2 | |
Premium finance | Premium finance | 9 | | 4 | | 1 | | 8 | | — | | Premium finance | 3 | | 9 | | 4 | | 1 | | 8 | |
Leases | Leases | 80 | | 81 | | 99 | | 64 | | 176 | | Leases | 89 | | 80 | | 81 | | 99 | | 64 | |
Residential real estate | Residential real estate | 29 | | 20 | | 36 | | 14 | | 14 | | Residential real estate | 69 | | 29 | | 20 | | 36 | | 14 | |
Home equity lines of credit | Home equity lines of credit | — | | 16 | | — | | — | | 29 | | Home equity lines of credit | — | | — | | 16 | | — | | — | |
Consumer, indirect | Consumer, indirect | 79 | | 88 | | 71 | | 83 | | 86 | | Consumer, indirect | 129 | | 79 | | 88 | | 71 | | 83 | |
Consumer, direct | Consumer, direct | 15 | | 16 | | 9 | | 11 | | 11 | | Consumer, direct | 35 | | 15 | | 16 | | 9 | | 11 | |
Consumer | Consumer | 94 | | 104 | | 80 | | 94 | | 97 | | Consumer | 164 | | 94 | | 104 | | 80 | | 94 | |
Deposit account overdrafts | Deposit account overdrafts | 72 | | 50 | | 44 | | 52 | | 54 | | Deposit account overdrafts | 53 | | 72 | | 50 | | 44 | | 52 | |
Total recoveries | Total recoveries | $ | 311 | | $ | 348 | | $ | 302 | | $ | 410 | | $ | 423 | | Total recoveries | $ | 845 | | $ | 311 | | $ | 348 | | $ | 302 | | $ | 410 | |
Net charge-offs (recoveries): | Net charge-offs (recoveries): | | | Net charge-offs (recoveries): | | |
Construction | Construction | $ | 9 | | $ | 16 | | $ | — | | $ | — | | $ | — | | Construction | $ | — | | $ | 9 | | $ | 16 | | $ | — | | $ | — | |
Commercial real estate, other | Commercial real estate, other | 6 | | 99 | | 18 | | (154) | | 229 | | Commercial real estate, other | (9) | | 6 | | 99 | | 18 | | (154) | |
Commercial and industrial | Commercial and industrial | 1 | | (16) | | 33 | | 418 | | 459 | | Commercial and industrial | (440) | | 1 | | (16) | | 33 | | 418 | |
Premium finance | Premium finance | 14 | | 38 | | 37 | | 22 | | 14 | | Premium finance | 20 | | 14 | | 38 | | 37 | | 22 | |
Leases | Leases | 389 | | 807 | | 632 | | 429 | | 297 | | Leases | 515 | | 389 | | 807 | | 632 | | 429 | |
Residential real estate | Residential real estate | 12 | | 124 | | 132 | | 33 | | 295 | | Residential real estate | (10) | | 12 | | 124 | | 132 | | 33 | |
Home equity lines of credit | Home equity lines of credit | 19 | | 26 | | 5 | | 25 | | (13) | | Home equity lines of credit | 55 | | 19 | | 26 | | 5 | | 25 | |
Consumer, indirect | Consumer, indirect | 850 | | 711 | | 529 | | 366 | | 299 | | Consumer, indirect | 812 | | 850 | | 711 | | 529 | | 366 | |
Consumer, direct | Consumer, direct | 89 | | 70 | | 72 | | 49 | | 125 | | Consumer, direct | 43 | | 89 | | 70 | | 72 | | 49 | |
Consumer | Consumer | 939 | | 781 | | 601 | | 415 | | 424 | | Consumer | 855 | | 939 | | 781 | | 601 | | 415 | |
Deposit account overdrafts | Deposit account overdrafts | 155 | | 258 | | 230 | | 353 | | 205 | | Deposit account overdrafts | 210 | | 155 | | 258 | | 230 | | 353 | |
Total net charge-offs | Total net charge-offs | $ | 1,544 | | $ | 2,133 | | $ | 1,688 | | $ | 1,541 | | $ | 1,910 | | Total net charge-offs | $ | 1,196 | | $ | 1,544 | | $ | 2,133 | | $ | 1,688 | | $ | 1,541 | |
Ratio of net charge-offs to average total loans (annualized): | |
Ratio of net charge-offs (recoveries) to average total loans (annualized): | | Ratio of net charge-offs (recoveries) to average total loans (annualized): |
Construction | Construction | — | % | — | % | — | % | — | % | — | % | Construction | — | % | — | % | — | % | — | % | — | % |
Commercial real estate, other | Commercial real estate, other | — | % | 0.01 | % | — | % | (0.01) | % | 0.02 | % | Commercial real estate, other | — | % | — | % | 0.01 | % | — | % | (0.01) | % |
Commercial and industrial | Commercial and industrial | — | % | — | % | — | % | 0.04 | % | 0.03 | % | Commercial and industrial | (0.03) | % | — | % | — | % | — | % | 0.04 | % |
Premium finance | Premium finance | — | % | — | % | — | % | — | % | — | % | Premium finance | — | % | — | % | — | % | — | % | — | % |
Leases | Leases | 0.04 | % | 0.07 | % | 0.06 | % | 0.04 | % | 0.03 | % | Leases | 0.04 | % | 0.04 | % | 0.07 | % | 0.06 | % | 0.04 | % |
Residential real estate | Residential real estate | — | % | 0.01 | % | 0.01 | % | — | % | 0.03 | % | Residential real estate | — | % | — | % | 0.01 | % | 0.01 | % | — | % |
Home equity lines of credit | Home equity lines of credit | — | % | — | % | — | % | — | % | — | % | Home equity lines of credit | — | % | — | % | — | % | — | % | — | % |
Consumer, indirect | Consumer, indirect | 0.07 | % | 0.06 | % | 0.05 | % | 0.03 | % | 0.03 | % | Consumer, indirect | 0.06 | % | 0.07 | % | 0.06 | % | 0.05 | % | 0.03 | % |
Consumer, direct | Consumer, direct | 0.01 | % | 0.01 | % | 0.01 | % | 0.01 | % | 0.01 | % | Consumer, direct | — | % | 0.01 | % | 0.01 | % | 0.01 | % | 0.01 | % |
Consumer | Consumer | 0.08 | % | 0.07 | % | 0.06 | % | 0.04 | % | 0.04 | % | Consumer | 0.06 | % | 0.08 | % | 0.07 | % | 0.06 | % | 0.04 | % |
Deposit account overdrafts | Deposit account overdrafts | 0.01 | % | 0.02 | % | 0.02 | % | 0.03 | % | 0.02 | % | Deposit account overdrafts | 0.02 | % | 0.01 | % | 0.02 | % | 0.02 | % | 0.03 | % |
Total | Total | 0.13 | % | 0.18 | % | 0.15 | % | 0.14 | % | 0.17 | % | Total | 0.09 | % | 0.13 | % | 0.18 | % | 0.15 | % | 0.14 | % |
Each with "--%" not meaningful.
Net charge-offs during the firstsecond quarter of 2023 were 0.13%0.09% of average total loans on an annualized basis. The decrease for the currentsecond quarter of 2023 when compared to the linked quarter was driven by a decreasean increase in charge-offsrecoveries on leases, residential real estatecommercial and industrial loans and deposit account overdrafts,during the second quarter of 2023, partially offset by an increase inhigher charge-offs on indirect consumer loans.leases. The decrease in net charge-offs during the currentsecond quarter of 2023 versus the prior year second quarter was primarily attributable to decreasesan increase in netrecoveries, partially offset by increases of charge-offs in (i) commercialon indirect consumer loans and leases.
industrial loans, (ii) residential real estate loans, and (iii) other commercial real estate loans, partially offset by an increase in net charge-offs in indirect consumer loans.
The following table details Peoples’ nonperforming assets:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Loans 90+ days past due and accruing: | Loans 90+ days past due and accruing: | | Loans 90+ days past due and accruing: | |
| Commercial real estate, other | Commercial real estate, other | 150 | | 167 | | 1,472 | | 330 | | 603 | | Commercial real estate, other | $ | 15 | | $ | 150 | | $ | 167 | | $ | 1,472 | | $ | 330 | |
Commercial and industrial | Commercial and industrial | 228 | | 130 | | 266 | | 89 | | 53 | | Commercial and industrial | — | | 228 | | 130 | | 266 | | 89 | |
Premium finance | Premium finance | 764 | | 504 | | 308 | | 304 | | 613 | | Premium finance | 987 | | 764 | | 504 | | 308 | | 304 | |
Leases | Leases | 2,491 | | 3,041 | | 4,654 | | 5,722 | | 3,921 | | Leases | 3,847 | | 2,491 | | 3,041 | | 4,654 | | 5,722 | |
Residential real estate | Residential real estate | 238 | | 917 | | 1,499 | | 1,687 | | 677 | | Residential real estate | 856 | | 238 | | 917 | | 1,499 | | 1,687 | |
Home equity lines of credit | Home equity lines of credit | 127 | | 58 | | 23 | | 89 | | 75 | | Home equity lines of credit | 148 | | 127 | | 58 | | 23 | | 89 | |
Consumer, indirect | Consumer, indirect | 13 | | — | | 195 | | 15 | | 17 | | Consumer, indirect | 40 | | 13 | | — | | 195 | | 15 | |
Consumer, direct | Consumer, direct | 3 | | 25 | | 7 | | — | | — | | Consumer, direct | 31 | | 3 | | 25 | | 7 | | — | |
Consumer | Consumer | 16 | | 25 | | 202 | | 15 | | 17 | | Consumer | 71 | | 16 | | 25 | | 202 | | 15 | |
Total loans 90+ days past due and accruing | Total loans 90+ days past due and accruing | $ | 4,014 | | $ | 4,842 | | $ | 8,424 | | $ | 8,236 | | $ | 5,959 | | Total loans 90+ days past due and accruing | $ | 5,924 | | $ | 4,014 | | $ | 4,842 | | $ | 8,424 | | $ | 8,236 | |
Nonaccrual loans: | Nonaccrual loans: | | | Nonaccrual loans: | | |
Construction | Construction | $ | 1 | | $ | 12 | | $ | 2 | | $ | 5 | | $ | 6 | | Construction | $ | — | | $ | 1 | | $ | 12 | | $ | 2 | | $ | 5 | |
Commercial real estate, other | Commercial real estate, other | 11,345 | | 12,121 | | 11,916 | | 14,253 | | 14,942 | | Commercial real estate, other | 8,987 | | 11,345 | | 12,121 | | 11,916 | | 14,253 | |
Commercial and industrial | Commercial and industrial | 3,064 | | 3,462 | | 2,385 | | 1,849 | | 3,393 | | Commercial and industrial | 3,438 | | 3,064 | | 3,462 | | 2,385 | | 1,849 | |
Leases | Leases | 3,884 | | 3,178 | | 2,094 | | 1,573 | | 1,731 | | Leases | 4,800 | | 3,884 | | 3,178 | | 2,094 | | 1,573 | |
Residential real estate | Residential real estate | 8,641 | | 9,496 | | 8,728 | | 9,194 | | 9,135 | | Residential real estate | 8,393 | | 8,641 | | 9,496 | | 8,728 | | 9,194 | |
Home equity lines of credit | Home equity lines of credit | 793 | | 820 | | 921 | | 890 | | 937 | | Home equity lines of credit | 841 | | 793 | | 820 | | 921 | | 890 | |
Consumer, indirect | Consumer, indirect | 2,147 | | 2,176 | | 1,627 | | 1,558 | | 1,628 | | Consumer, indirect | 1,982 | | 2,147 | | 2,176 | | 1,627 | | 1,558 | |
Consumer, direct | Consumer, direct | 105 | | 208 | | 158 | | 166 | | 231 | | Consumer, direct | 355 | | 105 | | 208 | | 158 | | 166 | |
Consumer | Consumer | 2,252 | | 2,384 | | 1,785 | | 1,724 | | 1,859 | | Consumer | 2,337 | | 2,252 | | 2,384 | | 1,785 | | 1,724 | |
Total nonaccrual loans | Total nonaccrual loans | $ | 29,980 | | $ | 31,473 | | $ | 27,831 | | $ | 29,488 | | $ | 32,003 | | Total nonaccrual loans | $ | 28,796 | | $ | 29,980 | | $ | 31,473 | | $ | 27,831 | | $ | 29,488 | |
| Total nonperforming loans ("NPLs") | Total nonperforming loans ("NPLs") | $ | 33,994 | | $ | 36,315 | | $ | 36,255 | | $ | 37,724 | | $ | 37,962 | | Total nonperforming loans ("NPLs") | $ | 34,720 | | $ | 33,994 | | $ | 36,315 | | $ | 36,255 | | $ | 37,724 | |
OREO: | OREO: | | | OREO: | | |
Commercial | Commercial | $ | 8,730 | | $ | 8,730 | | $ | 8,730 | | $ | 9,065 | | $ | 9,106 | | Commercial | $ | 7,118 | | $ | 8,730 | | $ | 8,730 | | $ | 8,730 | | $ | 9,065 | |
Residential | Residential | 48 | | 165 | | 110 | | 145 | | 301 | | Residential | 48 | | 48 | | 165 | | 110 | | 145 | |
Total OREO | Total OREO | $ | 8,778 | | $ | 8,895 | | $ | 8,840 | | $ | 9,210 | | $ | 9,407 | | Total OREO | $ | 7,166 | | $ | 8,778 | | $ | 8,895 | | $ | 8,840 | | $ | 9,210 | |
Total nonperforming assets ("NPAs") | Total nonperforming assets ("NPAs") | $ | 42,772 | | $ | 45,210 | | $ | 45,095 | | $ | 46,934 | | $ | 47,369 | | Total nonperforming assets ("NPAs") | $ | 41,886 | | $ | 42,772 | | $ | 45,210 | | $ | 45,095 | | $ | 46,934 | |
Criticized loans (a) | Criticized loans (a) | $ | 198,812 | | $ | 191,355 | | $ | 164,775 | | $ | 181,395 | | $ | 190,315 | | Criticized loans (a) | $ | 219,885 | | $ | 198,812 | | $ | 191,355 | | $ | 164,775 | | $ | 181,395 | |
Classified loans (b) | Classified loans (b) | 93,168 | | 89,604 | | 94,848 | | 115,483 | | 109,530 | | Classified loans (b) | $ | 110,972 | | $ | 93,168 | | $ | 89,604 | | $ | 94,848 | | $ | 115,483 | |
Asset Quality Ratios (c): | Asset Quality Ratios (c): | | Asset Quality Ratios (c): | |
Nonaccrual loans as a percent of total loans (d) | Nonaccrual loans as a percent of total loans (d) | 0.63 | % | 0.67 | % | 0.60 | % | 0.64 | % | 0.70 | % | Nonaccrual loans as a percent of total loans (d) | 0.48 | % | 0.63 | % | 0.67 | % | 0.60 | % | 0.64 | % |
NPLs as a percent of total loans (d) | NPLs as a percent of total loans (d) | 0.71 | % | 0.77 | % | 0.79 | % | 0.82 | % | 0.83 | % | NPLs as a percent of total loans (d) | 0.58 | % | 0.71 | % | 0.77 | % | 0.79 | % | 0.82 | % |
NPAs as a percent of total assets (d) | NPAs as a percent of total assets (d) | 0.58 | % | 0.63 | % | 0.64 | % | 0.64 | % | 0.65 | % | NPAs as a percent of total assets (d) | 0.48 | % | 0.58 | % | 0.63 | % | 0.64 | % | 0.64 | % |
NPAs as a percent of total loans and OREO (d) | NPAs as a percent of total loans and OREO (d) | 0.90 | % | 0.96 | % | 0.98 | % | 1.02 | % | 1.04 | % | NPAs as a percent of total loans and OREO (d) | 0.70 | % | 0.90 | % | 0.96 | % | 0.98 | % | 1.02 | % |
Allowance for credit losses as a percent of nonaccrual loans | Allowance for credit losses as a percent of nonaccrual loans | 177.80 | % | 168.91 | % | 189.95 | % | 177.52 | % | 171.13 | % | Allowance for credit losses as a percent of nonaccrual loans | 212.57 | % | 177.80 | % | 168.91 | % | 189.95 | % | 177.52 | % |
Allowance for credit losses as a percent of NPLs (d) | Allowance for credit losses as a percent of NPLs (d) | 156.80 | % | 146.39 | % | 145.82 | % | 138.76 | % | 144.27 | % | Allowance for credit losses as a percent of NPLs (d) | 176.30 | % | 156.80 | % | 146.39 | % | 145.82 | % | 138.76 | % |
Criticized loans as a percent of total loans (a) | Criticized loans as a percent of total loans (a) | 4.18 | % | 4.07 | % | 3.57 | % | 3.96 | % | 4.19 | % | Criticized loans as a percent of total loans (a) | 3.68 | % | 4.18 | % | 4.07 | % | 3.57 | % | 3.96 | % |
Classified loans as a percent of total loans (b) | Classified loans as a percent of total loans (b) | 1.96 | % | 1.90 | % | 2.06 | % | 2.52 | % | 2.41 | % | Classified loans as a percent of total loans (b) | 1.86 | % | 1.96 | % | 1.90 | % | 2.06 | % | 2.52 | % |
|
(a) Includes loans categorized as special mention, substandard or doubtful.
(b) Includes loans categorized as substandard or doubtful.
(c) Data presented as of the end of the period indicated.
(d) NPLs include loans 90+ days past due and accruing and nonaccrual loans. NPLs in periods prior to March 31, 2023 also includeincluded TDRs. NPAs include nonperforming loans and OREO.
Compared to Decemberat March 31, 2022,2023, Peoples' NPAs decreased from 0.63%0.58% to 0.58%0.48% of total assets. LoansTotal loans 90+ days past due and accruing decreasedincreased at June 30, 2023 compared to at DecemberMarch 31, 2022,2023, mostly due to declinesincreases in (i) leases, (ii) premium finance and (iii) residential real estate loans and leases that were 90+ days past due, partially offset by an increase in premium finance loans that that were 90+ days past due. During the firstsecond quarter of 2023, criticized loans increased $7.5$21.1 million, while classified loans increased $3.6$17.8 million when compared to at DecemberMarch 31, 2022.2023. The increaseincreases in the amountamounts of criticized loans and classified loans compared to at DecemberMarch 31, 2022 was2023 were primarily related to downgrades of three commercial and industrial relationships. The increaseloans acquired in classified loans compared to the linked quarter was driven by the downgrade of one commercial and industrial relationship.Limestone Merger.
Deposits
The following table details Peoples’ deposit balances:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Non-interest-bearing deposits (a) | Non-interest-bearing deposits (a) | $ | 1,555,064 | | $ | 1,589,402 | | $ | 1,635,953 | | $ | 1,661,865 | | $ | 1,666,668 | | Non-interest-bearing deposits (a) | $ | 1,682,634 | | $ | 1,555,064 | | $ | 1,589,402 | | $ | 1,635,953 | | $ | 1,661,865 | |
Interest-bearing deposits: | Interest-bearing deposits: | | | Interest-bearing deposits: | | |
Interest-bearing demand accounts (a) | Interest-bearing demand accounts (a) | 1,085,169 | | 1,160,182 | | 1,162,012 | | 1,143,010 | | 1,179,199 | | Interest-bearing demand accounts (a) | 1,225,646 | | 1,085,169 | | 1,160,182 | | 1,162,012 | | 1,143,010 | |
Savings accounts | Savings accounts | 1,024,638 | | 1,068,547 | | 1,077,383 | | 1,080,053 | | 1,065,678 | | Savings accounts | 1,116,622 | | 1,024,638 | | 1,068,547 | | 1,077,383 | | 1,080,053 | |
Retail certificates of deposit ("CDs") | 622,091 | | 530,236 | | 544,741 | | 584,259 | | 612,936 | | |
Retail CDs | | Retail CDs | 950,783 | | 622,091 | | 530,236 | | 544,741 | | 584,259 | |
Money market deposit accounts | Money market deposit accounts | 579,106 | | 617,029 | | 624,708 | | 645,242 | | 656,266 | | Money market deposit accounts | 718,633 | | 579,106 | | 617,029 | | 624,708 | | 645,242 | |
Governmental deposit accounts | Governmental deposit accounts | 649,303 | | 625,965 | | 734,734 | | 728,057 | | 734,784 | | Governmental deposit accounts | 705,596 | | 649,303 | | 625,965 | | 734,734 | | 728,057 | |
Brokered CDs | Brokered CDs | 273,156 | | 125,580 | | 86,089 | | 86,739 | | 87,395 | | Brokered CDs | 559,955 | | 273,156 | | 125,580 | | 86,089 | | 86,739 | |
Total interest-bearing deposits | Total interest-bearing deposits | 4,233,463 | | 4,127,539 | | 4,229,667 | | 4,267,360 | | 4,336,258 | | Total interest-bearing deposits | 5,277,235 | | 4,233,463 | | 4,127,539 | | 4,229,667 | | 4,267,360 | |
Total deposits | Total deposits | $ | 5,788,527 | | $ | 5,716,941 | | $ | 5,865,620 | | $ | 5,929,225 | | $ | 6,002,926 | | Total deposits | $ | 6,959,869 | | $ | 5,788,527 | | $ | 5,716,941 | | $ | 5,865,620 | | $ | 5,929,225 | |
Demand deposits as a percent of total deposits | Demand deposits as a percent of total deposits | 46 | % | 48 | % | 48 | % | 47 | % | 47 | % | Demand deposits as a percent of total deposits | 42 | % | 46 | % | 48 | % | 48 | % | 47 | % |
|
(a)The sum of amounts presented is considered total demand deposits.
At March 31,June 30, 2023, period-end depositsdeposit balances increased $71.6 million,$1.2 billion, or 1%20%, compared to at DecemberMarch 31, 2022. The increase when2023, primarily driven by deposits acquired in the Limestone Merger which included $821.3 million of interest-bearing deposits and $261.5 million of non-interest-bearing deposits. Excluding Limestone deposit balances, deposits at June 30, 2023 increased $88.6 million compared to at DecemberMarch 31, 2022 was2023, primarily driven by an increasedue to increases of $147.6$241.4 million in brokered certificates of deposits,CDs, which are primarily used as a source of funding. Excluding the increase in brokered certificatesfunding, and of deposits, total deposits at March 31, 2023 decreased $76.0 million, or 1%, when compared to at December 31, 2022 due to reductions of (i) $75.0$139.2 million in interest-bearing deposit accounts, (ii) $43.9retail CDs, partially offset by decreases of $133.9 million, in savings accounts, (iii) $37.9$59.9 million, in money market deposit accounts,$50.0 million and (iv) $34.3$41.1 million in non-interest bearing deposits, savings accounts, governmental deposit accounts, partially offset by an increaseand interest-bearing demand deposit accounts, respectively. The decrease in governmental deposit accounts was due to the seasonality of $91.9 millionthe balances, which are typically higher in retail certificatesthe first quarter and third quarter of deposit.each year.
Period-endExcluding Limestone deposit balances, period-end deposit balances at June 30, 2023 decreased $214.4$52.1 million or 4%, compared to at March 31,June 30, 2022. Deposits decreasedThe decrease was primarily due to reductionsdriven by decreases of $240.7 million, $128.7 million, $115.3 million, $98.9 million and $73.4 million in non-interest-bearingnon-interest bearing deposits, interest-bearinggovernmental deposit accounts, governmentalsavings accounts, interest-bearing demand deposit accounts and money market deposit accounts, respectively. Partially offsetting these decreases in deposit balances, excluding the deposits acquired in the Limestone Merger, were increases of $111.6 million, $94.0 million, $85.5 million and $77.2 million, respectively, partially offset by an increase of $185.8$427.9 million in brokered certificatesCDs and of deposits.$177.1 million in retail CDs.
As part of its funding strategy, Peoples hedges 90-day brokered CDs with interest rate swaps. The interest rate swaps pay a fixed rate of interest while receiving a floating rate component of interest equal to the three-month LIBOR rate through June 30, 2023, after which point three-month LIBOR shall cease publication, and Peoples will pay a fixed rate equal to term SOFR, which offsets the rate on the brokered CDs. As of March 31,June 30, 2023, Peoples had thirteentwelve effective interest rate swaps, with an aggregate notional value of $125.0$115.0 million, which were designated as cash flow hedges of overnight brokered CDs and are expected to be extended every 90 days through the maturity dates of the interest rate swaps. Peoples continually evaluates the overall balance sheet position given the interest rate environment.
Borrowed Funds
The following table details Peoples’ short-term borrowings and long-term borrowings:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Short-term borrowings: | Short-term borrowings: | | Short-term borrowings: | |
Overnight borrowings | Overnight borrowings | $ | 390,000 | | $ | 400,000 | | $ | (5,000) | | $ | — | | $ | — | | Overnight borrowings | $ | 444,000 | | $ | 390,000 | | $ | 400,000 | | $ | (5,000) | | $ | — | |
FHLB 90-day advances | FHLB 90-day advances | — | | — | | 40,000 | | 40,000 | | 40,000 | | FHLB 90-day advances | — | | — | | — | | 40,000 | | 40,000 | |
Current portion of long-term FHLB advances | — | | — | | — | | — | | 15,000 | | |
| Retail repurchase agreements | Retail repurchase agreements | 100,670 | | 100,138 | | 98,611 | | 286,442 | | 89,275 | | Retail repurchase agreements | 125,935 | | 100,670 | | 100,138 | | 98,611 | | 286,442 | |
| Total short-term borrowings | Total short-term borrowings | $ | 490,670 | | $ | 500,138 | | $ | 133,611 | | $ | 326,442 | | $ | 144,275 | | Total short-term borrowings | $ | 569,935 | | $ | 490,670 | | $ | 500,138 | | $ | 133,611 | | $ | 326,442 | |
Long-term borrowings: | Long-term borrowings: | | | Long-term borrowings: | | |
FHLB advances | FHLB advances | $ | 33,941 | | $ | 34,158 | | $ | 34,662 | | $ | 35,348 | | $ | 85,564 | | FHLB advances | $ | 33,755 | | $ | 33,941 | | $ | 34,158 | | $ | 34,662 | | $ | 35,348 | |
| Vantage non-recourse debt | Vantage non-recourse debt | 47,864 | | 53,147 | | 55,781 | | 74,622 | | 102,364 | | Vantage non-recourse debt | 41,963 | | 47,864 | | 53,147 | | 55,781 | | 74,622 | |
Junior subordinated debt securities | 13,824 | | 13,788 | | 13,753 | | 13,717 | | 13,682 | | |
Other long-term borrowings | | Other long-term borrowings | 47,861 | | 13,824 | | 13,788 | | 13,753 | | 13,717 | |
Total long-term borrowings | Total long-term borrowings | $ | 95,629 | | $ | 101,093 | | $ | 104,196 | | $ | 123,687 | | $ | 201,610 | | Total long-term borrowings | $ | 123,579 | | $ | 95,629 | | $ | 101,093 | | $ | 104,196 | | $ | 123,687 | |
Total borrowed funds | Total borrowed funds | $ | 586,299 | | $ | 601,231 | | $ | 237,807 | | $ | 450,129 | | $ | 345,885 | | Total borrowed funds | $ | 693,514 | | $ | 586,299 | | $ | 601,231 | | $ | 237,807 | | $ | 450,129 | |
BorrowedTotal borrowed funds in total, which include overnight borrowings, are mainly a function of loan growth and changes in total deposit balances. Other long-term borrowings include trust preferred securities held for investments and floating rate junior subordinated deferrable interest debentures. Total borrowed funds decreasedat June 30, 2023 increased compared to at DecemberMarch 31, 2022,2023, due to lowerhigher overnight borrowings.borrowings and an increase in other long-term borrowings assumed in the Limestone Merger. Total short-term borrowings at March 31,June 30, 2023 increased when compared to at March 31,June 30, 2022 due to there being outstanding FHLB overnight borrowings of $390.0$444.0 million at March 31,June 30, 2023, while there were no FHLB overnight borrowings at March 31,June 30, 2022.
Capital/Stockholders’ Equity
At March 31,June 30, 2023, capital levels for both Peoples and Peoples Bank remained substantially higher than the minimum amounts needed to be considered "well capitalized" institutions under applicable banking regulations. These higher capital levels reflect Peoples' desire to maintain a strong capital position. In order to avoid limitations on dividends, equity repurchases and compensation, Peoples must exceed the three minimum required ratios by at least the capital conservation buffer of 2.50%, which applies to the common equity tier 1 ("CET1") ratio, the tier 1 capital ratio and the total risk-based capital ratio. At March 31,June 30, 2023, Peoples had a capital conservation buffer of 5.35%4.92%.
The following table details Peoples' risk-based capital levels and corresponding ratios:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Capital Amounts: | Capital Amounts: | | | Capital Amounts: | | |
Common Equity Tier 1 | Common Equity Tier 1 | $ | 624,292 | | $ | 604,566 | | $ | 584,880 | | $ | 564,708 | | $ | 547,215 | | Common Equity Tier 1 | $ | 728,892 | | $ | 624,292 | | $ | 604,566 | | $ | 584,880 | | $ | 564,708 | |
Tier 1 | Tier 1 | 638,116 | | 618,354 | | 598,633 | | 578,425 | | 560,897 | | Tier 1 | 776,753 | | 638,116 | | 618,354 | | 598,633 | | 578,425 | |
Total (Tier 1 and Tier 2) | Total (Tier 1 and Tier 2) | 682,477 | | 662,421 | | 643,189 | | 622,516 | | 607,493 | | Total (Tier 1 and Tier 2) | 828,910 | | 682,477 | | 662,421 | | 643,189 | | 622,516 | |
Net risk-weighted assets | Net risk-weighted assets | $ | 5,110.318 | | $ | 5,071,240 | | $ | 4,955,627 | | $ | 4,857,818 | | $ | 4,752,428 | | Net risk-weighted assets | $ | 6,417,511 | | $ | 5,110,318 | | $ | 5,071,240 | | $ | 4,955,627 | | $ | 4,857,818 | |
Capital Ratios: | Capital Ratios: | | Capital Ratios: | |
Common Equity Tier 1 | Common Equity Tier 1 | 12.22 | % | 11.92 | % | 11.80 | % | 11.62 | % | 11.51 | % | Common Equity Tier 1 | 11.36 | % | 12.22 | % | 11.92 | % | 11.80 | % | 11.62 | % |
Tier 1 | Tier 1 | 12.49 | % | 12.19 | % | 12.08 | % | 11.91 | % | 11.80 | % | Tier 1 | 12.10 | % | 12.49 | % | 12.19 | % | 12.08 | % | 11.91 | % |
Total (Tier 1 and Tier 2) | Total (Tier 1 and Tier 2) | 13.35 | % | 13.06 | % | 12.98 | % | 12.81 | % | 12.78 | % | Total (Tier 1 and Tier 2) | 12.92 | % | 13.35 | % | 13.06 | % | 12.98 | % | 12.81 | % |
Tier 1 leverage ratio | Tier 1 leverage ratio | 9.02 | % | 8.92 | % | 8.64 | % | 8.38 | % | 8.29 | % | Tier 1 leverage ratio | 9.64 | % | 9.02 | % | 8.92 | % | 8.64 | % | 8.38 | % |
Peoples' regulatoryrisk-risk based capital and related ratio levels improvedratios deteriorated during the firstsecond quarter of 2023 when compared to at DecemberMarch 31, 20222023 and at MarchDecember 31, 2022 due to net income during the first quarter of 2023, partially offset by dividends paid. The ratios were negatively impacted at March 31, 2022 by the cash acquisition of Vantage, in connection with which Peoples recorded goodwill and intangible assets. The impact of the Vantage acquisition on Peoples' regularity capitalintangible assets and related ratios levels at March 31, 2022, wasthe goodwill recognized for the Limestone Merger as well as dividends paid, partially offset by net income exceeding dividends declared during the period ended March 31, 2022.second quarter of 2023. The common equity tier 1 risk-based capital ratio at June 30, 2023 decreased compared to at September 30, 2022 and at June 30, 2022 due to the common shares issued in the Limestone Merger. Peoples' other risk-based capital ratios improved compared to at September 30, 2022 and at June 30, 2022 due to higher net income, the effect of which was partially offset by the impact as consideration in the Limestone Merger and dividends paid.
In addition to traditional capital measurements, management uses tangible capital measures to evaluate the adequacy of Peoples' stockholders' equity. Such ratios represent Non-US GAAP financial measures since their calculation removes the impact of goodwill and other intangible assets acquired through acquisitions on amounts reported in the Unaudited Consolidated Balance Sheets.
Management believes this information is useful to investors since it facilitates the comparison of Peoples' operating performance, financial condition and trends to peers, especially those without a similar level of intangible assets to that of Peoples. Further,
intangible assets generally are difficult to convert into cash, especially during a financial crisis, and could decrease substantially in value should there be deterioration in the overall franchise value. As a result, tangible equity represents a conservative measure of the capacity for Peoples to incur losses but remain solvent.
The following table reconciles the calculation of these Non-US GAAP financial measures to amounts reported in Peoples' Unaudited Condensed Consolidated Financial Statements:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Tangible equity: | Tangible equity: | | Tangible equity: | |
Total stockholders' equity | Total stockholders' equity | $ | 819,543 | | $ | 785,328 | | $ | 760,511 | | $ | 786,824 | | $ | 808,340 | | Total stockholders' equity | $ | 998,907 | | $ | 819,543 | | $ | 785,328 | | $ | 760,511 | | $ | 786,824 | |
Less: goodwill and other intangible assets | Less: goodwill and other intangible assets | 324,562 | | 326,329 | | 328,428 | | 328,132 | | 341,865 | | Less: goodwill and other intangible assets | 413,172 | | 324,562 | | 326,329 | | 328,428 | | 328,132 | |
Tangible equity | Tangible equity | $ | 494,981 | | $ | 458,999 | | $ | 432,083 | | $ | 458,692 | | $ | 466,475 | | Tangible equity | $ | 585,735 | | $ | 494,981 | | $ | 458,999 | | $ | 432,083 | | $ | 458,692 | |
| Tangible assets: | Tangible assets: | | | Tangible assets: | | |
Total assets | Total assets | $ | 7,311,520 | | $ | 7,207,304 | | $ | 7,005,854 | | $ | 7,278,292 | | $ | 7,239,261 | | Total assets | $ | 8,786,635 | | $ | 7,311,520 | | $ | 7,207,304 | | $ | 7,005,854 | | $ | 7,278,292 | |
Less: goodwill and other intangible assets | Less: goodwill and other intangible assets | 324,562 | | 326,329 | | 328,428 | | 328,132 | | 341,865 | | Less: goodwill and other intangible assets | 413,172 | | 324,562 | | 326,329 | | 328,428 | | 328,132 | |
Tangible assets | Tangible assets | $ | 6,986,958 | | $ | 6,880,975 | | $ | 6,677,426 | | $ | 6,950,160 | | $ | 6,897,396 | | Tangible assets | $ | 8,373,463 | | $ | 6,986,958 | | $ | 6,880,975 | | $ | 6,677,426 | | $ | 6,950,160 | |
| Tangible book value per common share: | Tangible book value per common share: | | Tangible book value per common share: | | |
Tangible equity | Tangible equity | $ | 494,981 | | $ | 458,999 | | $ | 432,083 | | $ | 458,692 | | $ | 466,475 | | Tangible equity | $ | 585,735 | | $ | 494,981 | | $ | 458,999 | | $ | 432,083 | | $ | 458,692 | |
Common shares outstanding | Common shares outstanding | 28,488,158 | | 28,287,837 | | 28,278,078 | | 28,290,115 | | 28,453,175 | | Common shares outstanding | 35,374,916 | | 28,488,158 | | 28,287,837 | | 28,278,078 | | 28,290,115 | |
| Tangible book value per common share | Tangible book value per common share | $ | 17.37 | | $ | 16.23 | | $ | 15.28 | | $ | 16.21 | | $ | 16.39 | | Tangible book value per common share | $ | 16.56 | | $ | 17.37 | | $ | 16.23 | | $ | 15.28 | | $ | 16.21 | |
| Tangible equity to tangible assets ratio: | Tangible equity to tangible assets ratio: | | Tangible equity to tangible assets ratio: | |
Tangible equity | Tangible equity | $ | 494,981 | | $ | 458,999 | | $ | 432,083 | | $ | 458,692 | | $ | 466,475 | | Tangible equity | $ | 585,735 | | $ | 494,981 | | $ | 458,999 | | $ | 432,083 | | $ | 458,692 | |
Tangible assets | Tangible assets | $ | 6,986,958 | | $ | 6,880,975 | | $ | 6,677,426 | | $ | 6,950,160 | | $ | 6,897,396 | | Tangible assets | $ | 8,373,463 | | $ | 6,986,958 | | $ | 6,880,975 | | $ | 6,677,426 | | $ | 6,950,160 | |
| Tangible equity to tangible assets | Tangible equity to tangible assets | 7.08 | % | 6.67 | % | 6.47 | % | 6.60 | % | 6.76 | % | Tangible equity to tangible assets | 7.00 | % | 7.08 | % | 6.67 | % | 6.47 | % | 6.60 | % |
| | |
Tangible book value per common share increaseddecreased to $16.56 at June 30, 2023, compared to $17.37 at March 31, 2023, compared to $16.23 at December 31, 2022.2023. The change in tangible book value per common share was due to tangible equity increasing during the first quarter of 20236.8 million common shares issued as a result of a decreaseconsideration in other comprehensive losses recognized on available-for-sale investment securities, which the decrease was driven by sales during the quarter.Limestone Merger. Tangible book value per common share at June 30, 2023 increased compared to at March 31,June 30, 2022 primarily due to net income over the last twelve months, which was partially offset by an increase in accumulated other comprehensive loss.loss as well as the impact of the common shares issued in the Limestone Merger mentioned above.
Interest Rate Sensitivity and Liquidity
While Peoples is exposed to various business risks, the risks relating to interest rate sensitivity and liquidity are major risks that can materially impact future results of operations and financial condition due to their complexity and dynamic nature. The objective of Peoples' asset-liability management function is to measure and manage these risks in order to optimize net interest income within the constraints of prudent capital adequacy, liquidity and safety. This objective requires Peoples to focus on interest rate risk exposure and adequate liquidity through its management of the mix of assets and liabilities, their related cash flows and the rates earned and paid on those assets and liabilities. Ultimately, the asset-liability management function is intended to guide management in the acquisition and disposition of earning assets and selection of appropriate funding sources.
Interest Rate Risk
Interest rate risk ("IRR") is one of the most significant risks arising in the normal course of business of financial services companies like Peoples. IRR is the potential for economic loss due to future interest rate changes that can impact the earnings stream, as well as market values, of financial assets and financial liabilities. Peoples' exposure to IRR is due primarily to differences in the maturity or repricing of earning assets and interest-bearing liabilities. In addition, other factors, such as prepayments of loans and investment securities, or early withdrawal of deposits, can affect Peoples' exposure to IRR and increase interest costs or reduce revenue streams.
Peoples has assigned overall management of IRR to its Asset-Liability Committee (the “ALCO”), which has established an IRR management policy that sets minimum requirements and guidelines for monitoring and managing the level of IRR. TheIn light of recent bank failures, Peoples revisited the model assumptions, and determined the methods used by the ALCO to assess IRR remain appropriate and are largely unchanged from those disclosed in Peoples' 2022 Form 10-K.
The following table shows the estimated changes in net interest income and the economic value of equity based upon a standard, parallel shock analysis with balances held constant (dollars in thousands):
| Increase (Decrease) in Interest Rate | Increase (Decrease) in Interest Rate | Estimated Increase (Decrease) in Net Interest Income | | Estimated Decrease in Economic Value of Equity | Increase (Decrease) in Interest Rate | Estimated (Decrease) Increase in Net Interest Income | | Estimated (Decrease) Increase in Economic Value of Equity |
(in Basis Points) | (in Basis Points) | March 31, 2023 | | December 31, 2022 | | March 31, 2023 | | December 31, 2022 | (in Basis Points) | June 30, 2023 | | December 31, 2022 | | June 30, 2023 | | December 31, 2022 |
300 | 300 | $ | 10,891 | | | 3.7 | % | | $ | 13,000 | | 4.4 | % | | $ | (110,529) | | | (7.5) | % | | $ | (82,959) | | (5.4) | % | 300 | $ | (128) | | | — | % | | $ | 13,000 | | 4.4 | % | | $ | (176,587) | | | (10.4) | % | | $ | (82,959) | | (5.4) | % |
200 | 200 | 7,534 | | | 2.6 | % | | 8,716 | | 3.0 | % | | (72,312) | | | (4.9) | % | | (55,809) | | (3.6) | % | 200 | (42) | | | — | % | | 8,716 | | 3.0 | % | | (120,035) | | | (7.1) | % | | (55,809) | | (3.6) | % |
100 | 100 | 4,161 | | | 1.4 | % | | 4,380 | | 1.5 | % | | (35,824) | | | (2.4) | % | | (28,157) | | (1.8) | % | 100 | (5) | | | — | % | | 4,380 | | 1.5 | % | | (60,439) | | | (3.6) | % | | (28,157) | | (1.8) | % |
(100) | (100) | (8,608) | | | (2.9) | % | | (11,404) | | (3.9) | % | | 6,268 | | | 0.4 | % | | (21,124) | | (1.4) | % | (100) | (1,446) | | | (0.4) | % | | (11,404) | | (3.9) | % | | 54,365 | | | 3.2 | % | | (21,124) | | (1.4) | % |
(200) | (200) | (23,095) | | | (7.8) | % | | (27,659) | | (9.4) | % | | (35,500) | | | (2.4) | % | | (80,484) | | (5.2) | % | (200) | (8,172) | | | (2.4) | % | | (27,659) | | (9.4) | % | | 77,088 | | | 4.5 | % | | (80,484) | | (5.2) | % |
(300) | (300) | (38,575) | | | (13.1) | % | | (43,728) | | (14.8) | % | | (105,742) | | | (7.1) | % | | (152,152) | | (9.8) | % | (300) | (18,723) | | | (5.6) | % | | (43,728) | | (14.8) | % | | 44,759 | | | 2.6 | % | | (152,152) | | (9.8) | % |
This table uses a standard, parallel shock analysis for assessing the IRR to net interest income and the economic value of equity. A parallel shock assumes all points on the yield curve (one year, two year, three year, etc.) are directionally changed by the same degree. Management regularly assesses the impact of both increasing and decreasing interest rates. The table above shows the impact of upward and downward parallel shocks of 100, 200 and 300 basis points.
Estimated changes in net interest income and the economic value of equity are partially driven by assumptions regarding the rate at which non-maturity deposits will reprice given a move in short-term interest rates, as well as assumptions regarding prepayment speeds on mortgage-backed securities. These and other modeling assumptions are monitored closely by Peoples on an ongoing basis.
While parallel interest rate shock scenarios are useful in assessing the level of IRR inherent in the balance sheet, interest rates typically move in a nonparallel manner with differences in the timing, direction and magnitude of changes in short-term and long-term interest rates. Thus, any impact that might occur as a result of the Federal Reserve Board increasing short-term interest rates in the future could be offset by an inverse movement in long-term interest rates, and vice versa. For this reason, Peoples considers other interest rate scenarios in addition to analyzing the impact of parallel yield curve shifts. These include various flattening and steepening scenarios in which short-term and long-term interest rates move in different directions with varying magnitude. Peoples believes these scenarios to be more reflective of how interest rates change versus the severe parallel rate shocks described above. Given the shape of market yield curves at March 31,June 30, 2023, consideration of the bear steepener and bear flattener scenarios provide insights which were not captured by parallel shifts.
The bear steepener scenario highlights the risk to net interest income and economic value of equity when short-term interest rates remain constant while long-term interest rates rise. In such a scenario, Peoples' deposit and borrowing costs, which are generally correlated with short-term interest rates, remain constant, while asset yields, which are correlated with long-term interest rates, rise. At March 31,June 30, 2023, the bear steepener scenario produced an increase in net interest income of 0.1%0.10% and a decline in the economic value of equity of 1.4%1.70%.
The bear flattener scenario highlights the risk to net interest income and the economic value of equity when short-term rates rise while long-term rates remain constant. In such a scenario, Peoples' variable rate asset yields along with deposit and short-term borrowing costs, which are correlated with short-term rates, increase, while long-term asset yields and long-term borrowing costs, which are more correlated with long-term rates, remain constant. Increased deposit and funding costs would be more than offset by increased variable rate asset yields; resulting in an increased amount of net interest income and a higher net interest margin. At March 31,June 30, 2023, the bear flattener scenario produced no changea decline of 1.10% to net interest income and a decline in the economic value of equity of 0.8%1.60%.
As of March 31,June 30, 2023, the yield curve was inverted. A notable non-parallel shift scenario would be a continued increase in short-term interest rates relative to long-term interest rates in which the yield curve would further invert. As of March 31,June 30, 2023, this inversion scenario would have resulted in no changea decline of 1.1008% to net interest income and a decrease in the economic value of equity of (0.8)%1.60%. Peoples was within its policy limitations for this alternative scenario as of March 31,June 30, 2023, which set the maximum allowable downside exposure as 5.0% of net interest income and 10.0% of the economic value of equity.
Peoples has entered into interest rate swaps as part of its interest rate risk management strategy. These interest rate swaps are designated as cash flow hedges and involve the receipt of variable rate amounts from a counterparty in exchange for Peoples making fixed payments. As of March 31,June 30, 2023, Peoples had entered into thirteentwelve interest rate swap contracts with an aggregate notional value of $125.0$115.0 million. Additional information regarding Peoples’ interest rate swaps can be found in “Note 10 Derivative Financial Instruments” of the Notes to the Unaudited Condensed Consolidated Financial Statements.
At March 31,June 30, 2023, Peoples' Unaudited Consolidated Balance Sheet was positioned to benefit from rising interest rates in terms of the potential impact on net interest income. The table above illustrates this point as changes to net interest income increase in
increase in the rising interest rate scenarios. While the heavy concentration of floating rate loans remains the largest contributor to the level of asset sensitivity, the decrease in economic value of equity asset sensitivity, as measured, from December 31, 2022 was largely attributable to increased effective duration within the investment securities portfolio.
Liquidity
In addition to IRR management, another major objective of the ALCO is to maintain a sufficient level of liquidity. TheIn light of recent bank failures, Peoples revisited the model assumptions, and determined the methods used by the ALCO to monitor and evaluate the adequacy of Peoples Bank's liquidity position remain appropriate and are largely unchanged from those disclosed in Peoples' 2022 Form 10-K.
At March 31,June 30, 2023, Peoples Bank had liquid assets of $318.0$264 million, which represented 3.9%2.7% of total assets and unfunded loan commitments. Peoples also had an additional $231.4$237 million of unpledged investment securities not included in the measurement of liquid assets.
Management believes the current mix of short-term liquidity sources, loan and security portfolio cash flows, and availability of other funding sources will allow Peoples to meet anticipated cash obligations, as well as special needs and off-balance sheet commitments.
Off-Balance Sheet Activities and Contractual Obligations
In the normal course of business, Peoples is a party to financial instruments with off-balance sheet risk necessary to meet the financing needs of Peoples' customers. These financial instruments include commitments to extend credit and standby letters of credit. The instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the Unaudited Consolidated Balance Sheets. The contract amounts of these instruments express the extent of involvement Peoples has in these financial instruments.
Loan Commitments and Standby Letters of Credit
Loan commitments are made to accommodate the financial needs of Peoples' customers. Standby letters of credit are instruments issued by Peoples Bank guaranteeing the beneficiary payment by Peoples Bank in the event of default by Peoples Bank's customer in the performance of an obligation or service. Historically, most loan commitments and standby letters of credit expire unused. Peoples Bank's exposure to credit loss in the event of nonperformance by the counter-party to the financial instrument for loan commitments and standby letters of credit is represented by the contractual amount of those instruments. Peoples Bank uses the same underwriting standards in making commitments and conditional obligations as it does for on-balance sheet instruments. The amount of collateral obtained is based on management's credit evaluation of the customer. Collateral held varies, but may include accounts receivable, inventory, property, plant, and equipment, and income-producing commercial properties.
Peoples Bank routinely engages in activities that involve, to varying degrees, elements of risk that are not reflected in whole or in part in the Unaudited Condensed Consolidated Financial Statements. These activities are part of Peoples Bank's normal course of business and include traditional off-balance sheet credit-related financial instruments, interest rate contracts and commitments to make additional capital contributions in low-income housing tax credit investments. Traditional off-balance sheet credit-related financial instruments continue to represent the most significant off-balance sheet exposure.
The following table details the total contractual amount of loan commitments and standby letters of credit:
| (Dollars in thousands) | (Dollars in thousands) | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | March 31, 2022 | (Dollars in thousands) | June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 |
Home equity lines of credit | Home equity lines of credit | $ | 201,692 | | $ | 197,995 | | $ | 194,685 | | $ | 188,803 | | $ | 184,616 | | Home equity lines of credit | $ | 208,805 | | $ | 201,692 | | $ | 197,995 | | $ | 194,685 | | $ | 188,803 | |
Unadvanced construction loans | Unadvanced construction loans | 241,225 | | 270,229 | | 320,825 | | 237,129 | | 203,719 | | Unadvanced construction loans | 293,662 | | 241,225 | | 270,229 | | 320,825 | | 237,129 | |
Other loan commitments | Other loan commitments | 717,149 | | 730,015 | | 653,384 | | 566,624 | | 616,696 | | Other loan commitments | 597,285 | | 717,149 | | 730,015 | | 653,384 | | 566,624 | |
Loan commitments | Loan commitments | $ | 1,160,066 | | $ | 1,198,239 | | $ | 1,168,894 | | $ | 992,556 | | $ | 1,005,031 | | Loan commitments | $ | 1,099,752 | | $ | 1,160,066 | | $ | 1,198,239 | | $ | 1,168,894 | | $ | 992,556 | |
Standby letters of credit | Standby letters of credit | $ | 15,046 | | $ | 15,451 | | $ | 15,096 | | $ | 15,977 | | $ | 12,729 | | Standby letters of credit | $ | 14,760 | | $ | 15,046 | | $ | 15,451 | | $ | 15,096 | | $ | 15,977 | |
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information called for by this Item 3 is provided under the caption “Interest Rate Sensitivity and Liquidity” under “ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS” in this Form 10-Q, and is incorporated herein by reference.
ITEM 4. CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Peoples' management, with the participation of Peoples' President and Chief Executive Officer and Peoples’ Executive Vice President, Chief Financial Officer and Treasurer, has evaluated the effectiveness of Peoples’ disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of March 31,June 30, 2023. Based upon that evaluation, Peoples’ President and Chief Executive Officer and Peoples’ Executive Vice President, Chief Financial Officer and Treasurer have concluded that:
(a)information required to be disclosed by Peoples in this Quarterly Report on Form 10-Q and other reports Peoples files or submits under the Exchange Act would be accumulated and communicated to Peoples’ management, including its President and Chief Executive Officer and its Executive Vice President, Chief Financial Officer and Treasurer, as appropriate to allow timely decisions regarding required disclosure;
(b)information required to be disclosed by Peoples in this Quarterly Report on Form 10-Q and other reports Peoples files or submits under the Exchange Act would be recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and
(c)Peoples’ disclosure controls and procedures were effective as of the end of the fiscal quarter covered by this Quarterly Report on Form 10-Q.
Changes in Internal Control Over Financial Reporting
There were no changes in Peoples' internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during Peoples' fiscal quarter ended March 31,June 30, 2023, that have materially affected, or are reasonably likely to materially affect, Peoples’ internal control over financial reporting.
PART II - OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
Peoples or one of its subsidiaries from time to time is engaged in various litigation matters including the defense of claims of improper loan or deposit practices or lending violations. In addition, in the ordinary course of their respective businesses or operations, Peoples or one of its subsidiaries may be named as a plaintiff, a defendant, or a party to a legal proceeding or any of their respective properties may be subject to various pending and threatened legal proceedings and various actual and potential claims. In view of the inherent difficulty of predicting the outcome of such matters, Peoples cannot state what the eventual outcome of any such matters will be; however, based on management's current knowledge and after consultation with legal counsel, Peoples' management believes that damages, if any, and other amounts related to pending legal proceedings will not have a material adverse effect on the consolidated financial position, results of operations or liquidity of Peoples.
ITEM 1A. RISK FACTORS
The disclosure below supplements the risk factors previously disclosed under “ITEM 1A. RISK FACTORS” of Part I of Peoples’ 2022 Form 10-K. These risk factors are not the only risks Peoples faces. Additional risks and uncertainties not currently known to management or that management currently deems to be immaterial also may materially adversely affect Peoples’ business, financial condition and/or operating results. In the first quartersix months of 2023, wemanagement identified the following additional risk factor:factors:
Business Operations Risks
•Peoples could experience an unexpected inability to obtain needed liquidity which could adversely affect our business, profitability, and viability as a going concern.
Liquidity measures the ability to meet current and future cash flow needs as they become due. The liquidity of a financial institution reflects its ability to meet loan requests, to accommodate possible outflows in deposits, and to take advantage of interest rate market opportunities and is essential to a financial institution’s business. The ability of a financial institution to meet its current financial obligations is a function of its balance sheet structure, its ability to liquidate assets, and its access to alternative sources of funds. The bank failures in 2023 exemplify the potential serious results of the unexpected inability of insured depository institutions to obtain needed liquidity to satisfy deposit withdrawal requests, including how quickly such requests can accelerate once uninsured depositors lose confidence in an institution's ability to satisfy its obligations to depositors. Peoples seeks to ensure its funding needs
are met by maintaining a level of liquidity through asset and liability management. If Peoples becomes unable to obtain funds when needed, it could have a material adverse effect on Peoples' business, financial condition, and results of operations.
General Risks
•The impact of larger or similar-sized financial institutions encountering problems may adversely affect Peoples' business, earnings and financial condition.
Peoples is exposed to the risk that when a peer financial institution experiences financial difficulties, there could be an adverse impact on the regional banking industry and the business environment in which Peoples operates. The recent bank failures of Silicon Valley Bank in California, Signature Bank in New York, and First Republic Bank in California during the first and second quarters of 2023 have caused a degree of panic and uncertainty in the investor community and among bank customers generally. While Peoples does not believe that the circumstances of these three banks' failures are indicators of broader issues with the banking system, the failures may reduce customer confidence, affect sources of funding and liquidity, increase regulatory requirements and costs, adversely affect financial markets and/or have a negative reputational ramification for the banking industry, including Peoples. Peoples will continue to monitor the ongoing events concerning these three banks as well as any future potential bank failures and volatility within the banking industry generally, together with any responsive measures taken by the banking regulators to mitigate or manage potential turmoil in the banking industry.
•Peoples may experience one or more security breaches through one or more technological systems.
Information security risks have increased due to the sophistication and activities of organized crime, hackers, terrorists and other external parties and the use of online, telephone, and mobile banking channels by clients. Any compromise to Peoples' information security could impair Peoples' reputation and deter Peoples' clients from using banking services. Information security breaches can also disrupt the operation of information systems on which Peoples and its customers depend, adversely affecting business operations. Such events can result in costly remediation measures and litigation or governmental investigation and responding to security breaches can place unanticipated demands on the time and attention of management. Peoples relies on security systems to provide the protection and authentication necessary to secure transmission of data against damage by theft, fire, power loss, telecommunications failure or similar catastrophic event, as well as from security breaches, ransomware, denial of service attacks, viruses, worms, and other disruptive problems caused by hackers. Computer break-ins, phishing and other disruptions of customer or vendor systems could also jeopardize the security of information stored in and transmitted through Peoples' computer systems and network infrastructure.
Peoples associates also confront the risk of being compromised by emails sent by perpetrators posing as company executives or vendors in order to dupe Peoples' personnel into sending large sums of money to accounts controlled by the perpetrators. Peoples requires all employees to complete annual information security awareness training to increase their awareness of these risks and to engage them in mitigation efforts. If these precautions are not sufficient to protect Peoples' systems from data breaches or compromises, Peoples' reputation and business could be adversely affected.
Peoples depends on the services of a variety of third-party vendors to meet data processing and communication needs, and Peoples has contracted with third parties to run their proprietary software on Peoples' behalf. While Peoples performs reviews of security controls instituted by the vendor in accordance with industry standards and institutes Peoples' own internal security controls, Peoples relies on continued maintenance of the controls by the outside party to safeguard customer data.
Additionally, Peoples issues debit cards which are susceptible to compromise at the point of sale via the physical terminal through which transactions are processed and by other means of hacking. The security and integrity of these transactions are dependent upon the retailers’ vigilance and willingness to invest in technology and upgrades. Issuing debit cards to Peoples' clients exposes it to potential losses which, in the event of a data breach at one or more major retailers may adversely affect Peoples' business, financial condition, and results of operations.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
(a)Not applicable.
(b)Not applicable.
(c)The following table details repurchases by Peoples and purchases by “affiliated purchasers” as defined in Rule 10b-18(a)(3) under the Exchange Act of Peoples’ common shares during the three months ended March 31,June 30, 2023:
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Period | Total Number of Common Shares Purchased | | Average Price Paid per Common Share | | Total Number of Common Shares Purchased as Part of Publicly Announced Plans or Programs (3) |
Maximum Number (or Approximate Dollar Value) of Common Shares that May Yet Be Purchased Under the Plans or Programs (3) |
January 1 – 31, 2023 | 2,077 | | (2) | $ | 28.38 | | (2) | — | | $ | 22,606,290 | |
February 1 – 28, 2023 | 24,350 | | (3) | $ | 30.27 | | (3) | — | | $ | 22,606,290 | |
March 1 – 31, 2023 | 2,579 | | (2)(3) | $ | 30.43 | | (2)(3) | — | | $ | 22,606,290 | |
Total | 29,006 | | | $ | 30.15 | | | — | | $ | 22,606,290 | |
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Period | Total Number of Common Shares Purchased | | Average Price Paid per Common Share | | Total Number of Common Shares Purchased as Part of Publicly Announced Plans or Programs (1) |
Maximum Number (or Approximate Dollar Value) of Common Shares that May Yet Be Purchased Under the Plans or Programs (1) |
April 1 – 30, 2023 | 5,520 | | (2)(3) | $ | 25.70 | | (2)(3) | — | | $ | 22,606,290 | |
May 1 – 31, 2023 | — | | | $ | — | | | — | | $ | 22,606,290 | |
June 1 – 30, 2023 | 1,116 | | (2) | $ | 26.81 | | (2) | — | | $ | 22,606,290 | |
Total | 6,636 | | | $ | 25.89 | | | — | | $ | 22,606,290 | |
(1)On January 29, 2021, Peoples announced that on January 28, 2021, Peoples' Board of Directors authorized a share repurchase program authorizing Peoples to purchase up to an aggregate of $30 million of Peoples' outstanding common shares. There were no common shares repurchased under the share repurchase program during the three months ended March 31,June 30, 2023.
(2)Information reported includes 2,0772,634 common shares and 9521,116 common shares purchased in open market transactions during JanuaryApril 2023 and MarchJune 2023, respectively, by Peoples Bank under the Rabbi Trust Agreement. The Rabbi Trust Agreement establishes a rabbi trust that holds assets to provide funds for the payment of the benefits under the Peoples Bancorp Inc. Third Amended and Restated Deferred Compensation Plan for Directors of Peoples Bancorp Inc. and Subsidiaries.
(3)Information reported includes 24,350 common shares and 1,6272,886 common shares withheld to satisfy income taxes associated with restricted common shares which were granted under the Peoples Bancorp Inc. Third Amended and Restated 2006 Equity Plan and vested during February 2023 and March 2023, respectively.April 2023.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4. MINE SAFETY DISCLOSURES
Not applicable.
ITEM 5. OTHER INFORMATION
(a)None.
(b)Not applicable.
(c)The following details the activity in respect of the adoption, modification or termination of a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" (as each term is defined in Item 408(a) of Regulation S-K) by any director or any officer (as defined in Rule 16a-1(f) under the Exchange Act) of Peoples during the three months ended June 30, 2023:
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| | | | Trading Arrangement | | |
| Action | | Date | Rule 10b5-1* | Total Common Shares to be Sold | Expiration Date |
Carol A. Schneeberger (Director) | Adopt | | April 28, 2023 | X | 12,000 | August 8, 2024 |
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*Intended to satisfy the affirmative defense of Rule 10b5-1(c) |
ITEM 6. EXHIBITS | | | | | | | | | | | | | | |
Exhibit Number | | Description | | Exhibit Location |
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| | Agreement and Plan of Merger, dated as of March 26, 2021, by and between Peoples Bancorp Inc. and Premier Financial Bancorp, Inc.+ | | Included as Annex A to the preliminary joint proxy statement/prospectus which forms a part of the Registration Statement of Peoples Bancorp Inc. ("Peoples") on Form S-4/A filed on June 1, 2021 (Registration No. 333-256040) |
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| | Agreement and Plan of Merger, dated as of October 24, 2022, by and between Peoples Bancorp Inc. and Limestone Bancorp, Inc.+ | | Included as Annex A to the preliminary joint proxy statement/prospectus which forms a part of the Registration Statement of Peoples on Form S-4/A filed on January 6, 2023 (Registration No. 333-268728) |
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3.1(a) | | Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on May 3, 1993) P | | Incorporated herein by reference to Exhibit 3(a) to Peoples' Registration Statement on Form 8-B filed on July 20, 1993 (File No. 0-16772) |
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| | Certificate of Amendment to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on April 22, 1994) | | Incorporated herein by reference to Exhibit 3.1(b) to Peoples' Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017 (File No. 0-16772) ("Peoples' September 30, 2017 Form 10-Q") |
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| | Certificate of Amendment to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on April 9, 1996) | | Incorporated herein by reference to Exhibit 3.1(c) to Peoples' September 30, 2017 Form 10-Q |
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| | Certificate of Amendment to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on April 23, 2003) | | Incorporated herein by reference to Exhibit 3(a) to Peoples’ Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2003 (File No. 0-16772) (“Peoples’ March 31, 2003 Form 10-Q”) |
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| | Certificate of Amendment by Shareholders to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on January 22, 2009) | | Incorporated herein by reference to Exhibit 3.1 to Peoples’ Current Report on Form 8-K dated and filed on January 23, 2009 (File No. 0-16772) |
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| | Certificate of Amendment by Directors to Articles filed with the Ohio Secretary of State on January 28, 2009, evidencing adoption of amendments by the Board of Directors of Peoples Bancorp Inc. to Article FOURTH of the Amended Articles of Incorporation to establish express terms of Fixed Rate Cumulative Perpetual Preferred Shares, Series A, each without par value, of Peoples Bancorp Inc. | | Incorporated herein by reference to Exhibit 3.1 to Peoples’ Current Report on Form 8-K dated and filed on February 2, 2009 (File No. 0-16772) |
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| | Certificate of Amendment by the Shareholders to the Amended Articles of Incorporation of Peoples Bancorp Inc. (as filed with the Ohio Secretary of State on July 28, 2021) | | Incorporated herein by reference to Exhibit 3.1(g) to Peoples' Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2021 (File No. 0-16772) ("Peoples' June 30, 2021 Form 10-Q") |
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| | Amended Articles of Incorporation of Peoples Bancorp Inc. (representing the Amended Articles of Incorporation in compiled form incorporating all amendments through the date of this Quarterly Report on Form 10-Q) [For purposes of SEC reporting compliance only--not filed with Ohio Secretary of State]
| | Incorporated herein by reference to Exhibit 3.1(h) to Peoples' June 30, 2021 Form 10-Q |
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3.2(a) | | Code of Regulations of Peoples Bancorp Inc. P | | Incorporated herein by reference to Exhibit 3(b) to Peoples’ Registration Statement on Form 8-B filed on July 20, 1993 (File No. 0-16772) |
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| | Certified Resolutions Regarding Adoption of Amendments to Sections 1.03, 1.04, 1.05, 1.06, 1.08, 1.10, 2.03(C), 2.07, 2.08, 2.10 and 6.02 of the Code of Regulations of Peoples Bancorp Inc. by shareholders on April 10, 2003 | | Incorporated herein by reference to Exhibit 3(c) to Peoples’ March 31, 2003 Form 10-Q |
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+Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of SEC Regulation S-K. A copy of any omitted schedules or exhibits will be furnished supplementally by Peoples Bancorp Inc. to the SEC, or the staff of the SEC, on a confidential basis upon request. |
PPeoples Bancorp Inc. filed this exhibit with the SEC in paper form originally and this exhibit has not been filed with the SEC in electronic format.
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Exhibit Number | | Description | | Exhibit Location |
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| | Certificate regarding adoption of amendments to Sections 3.01, 3.03, 3.04, 3.05, 3.06, 3.07, 3.08 and 3.11 of the Code of Regulations of Peoples Bancorp Inc. by shareholders on April 8, 2004 | | Incorporated herein by reference to Exhibit 3(a) to Peoples’ Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2004 (File No. 0-16772) |
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| | Certificate regarding adoption of amendments to Sections 2.06, 2.07, 3.01 and 3.04 of Peoples Bancorp Inc.’s Code of Regulations by the shareholders on April 13, 2006 | | Incorporated herein by reference to Exhibit 3.1 to Peoples’ Current Report on Form 8-K dated and filed on April 14, 2006 (File No. 0-16772) |
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| | Certificate regarding adoption of an amendment to Section 2.01 of Peoples Bancorp Inc.’s Code of Regulations by the shareholders on April 22, 2010 | | Incorporated herein by reference to Exhibit 3.2(e) to Peoples’ Quarterly Report on Form 10-Q/A (Amendment No. 1) for the quarterly period ended June 30, 2010 (File No. 0-16772) |
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| | Certificate regarding Adoption of Amendment to Division (D) of Section 2.02 of the Code of Regulations of Peoples Bancorp Inc. by the Shareholders at the Annual Meeting of Shareholders on April 26, 2018 | | Incorporated herein by reference to Exhibit 3.1 to Peoples' Current Report on Form 8-K dated and filed on June 28, 2018 (File No. 0-16772) ("Peoples' June 28, 2018 Form 8-K") |
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| | Code of Regulations of Peoples Bancorp Inc. (This document represents the Code of Regulations of Peoples Bancorp Inc. in compiled form incorporating all amendments.) | | Incorporated herein by reference to Exhibit 3.2 to Peoples' June 28, 2018 Form 8-K |
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| | Agreement to furnish instruments and agreements defining rights of holders of long-term debt | | Filed herewith |
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| | Description of Common Shares of Peoples Bancorp Inc. | | Filed herewith |
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| | Summary of Peoples Bancorp Inc. Annual IncentiveFourth Amended and Restated 2006 Equity Plan for Executive Officers and other employees of Peoples Bancorp Inc. [Effective beginning with the fiscal year beginning January 1, 2023 | | Incorporated herein by reference to Exhibit 10.499.1 to Peoples' AnnualCurrent Report on Form 10-K for the fiscal year ended December 31, 20228-K dated and filed on May 2, 2023 (File No. 0-16772) ("Peoples' 2022 Form 10-K") |
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| | Summary of Perquisites for Executive OfficersForm of Peoples Bancorp Inc. Fourth Amended and Restated 2006 Equity Plan Performance-Based Restricted Stock Award Agreement used and to be used to evidence grants of performance-based restricted common shares to executive officers of Peoples Bancorp Inc. after April 27, 2023 | | Incorporated herein by reference to Exhibit 10.5 to Peoples' 2022 Form 10-KFiled herewith |
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| | Summary of Base Salaries for Executive OfficersForm of Peoples Bancorp Inc. Fourth Amended and Restated 2006 Equity Plan Time-Based Restricted Stock Award Agreement used to evidence grants of time-based restricted common shares to executive officers of Peoples Bancorp Inc. after April 27, 2023 and prior to July 26, 2023 | | Filed herewith |
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| | Summary of Compensation for DirectorsForm of Peoples Bancorp Inc. | | Incorporated herein by reference to Exhibit 10.7 to Peoples' 2022 Form 10-K |
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| | First Amendment to the Peoples Bancorp Inc. Third Fourth Amended and Restated 2006 Equity Plan (adoptedTime-Based Restricted Stock Award Agreement used and approved by the Boardto be used to evidence grants of Directorstime-based restricted common shares to executive officers of Peoples Bancorp Inc. on Januaryafter July 26, 2023)2023 | | Incorporated herein by reference to Exhibit 10.8(b) to Peoples' 2022 Form 10-KFiled herewith |
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| | Rule 13a-14(a)/15d-14(a) Certifications [President and Chief Executive Officer] | | Filed herewith |
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| | Rule 13a-14(a)/15d-14(a) Certifications [Executive Vice President, Chief Financial Officer and Treasurer] | | Filed herewith |
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| | Section 1350 Certifications | | Furnished herewith |
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101.INS | | Inline XBRL Instance Document ## | | Submitted electronically herewith # |
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101.SCH | | Inline XBRL Taxonomy Extension Schema Document | | Submitted electronically herewith # |
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101.CAL | | Inline XBRL Taxonomy Extension Calculation Linkbase Document | | Submitted electronically herewith # |
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101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase Document | | Submitted electronically herewith # |
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101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase Document | | Submitted electronically herewith # |
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101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase Document | | Submitted electronically herewith # |
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104 | | Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101) | | Submitted electronically herewith |
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# Attached as Exhibit 101 to the Quarterly Report on Form 10-Q for the quarterly period ended March 31,June 30, 2023 of Peoples Bancorp Inc. are the following documents formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets at March 31,June 30, 2023 (Unaudited) and at December 31, 2022; (ii) Consolidated Statements of Operations (Unaudited) for the three months and the six months ended March 31,June 30, 2023 and 2022; (iii) Consolidated Statements of Comprehensive Income (Loss) (Unaudited) for the threesix months ended March 31,June 30, 2023 and 2022; (iv) Consolidated Statements of Stockholders' Equity (Unaudited) for the three months and the six months ended March 31,June 30, 2023 and 2022; (v) Condensed Consolidated Statements of Cash Flows (Unaudited) for the three months and the six months ended March 31,June 30, 2023 and 2022; and (vi) Notes to the Unaudited Condensed Consolidated Financial Statements. |
## The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | | PEOPLES BANCORP INC. |
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Date: | May 4,August 3, 2023 | By: /s/ | CHARLES W. SULERZYSKI |
| | | Charles W. Sulerzyski |
| | | President and Chief Executive Officer |
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Date: | May 4,August 3, 2023 | By: /s/ | KATIE BAILEY |
| | | Katie Bailey |
| | | Executive Vice President, |
| | | Chief Financial Officer and Treasurer |