Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

 

Washington, D.C. 20549

 

FORM 10-Q

[Mark One]

[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended SeptemberJune 30, 20172023

 

[_]

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 0-32637

 

AMES NATIONAL CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

IOWA

Iowa

42-1039071

(State or Other Jurisdiction of

Incorporation)

(I. R. S. Employer

Incorporation or Organization)

Identification Number)

 

405 FIFTH STREETFifth Street

AMES, IOWAAmes, Iowa 50010

(Address of Principal Executive Offices) (Zip Code)

 

Registrant's Telephone Number, Including Area Code: (515) 232-6251

 

Not ApplicableSecurities registered pursuant to Section 12(b) of the Act:

(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock

ATLO

NASDAQ

 

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 

 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this Chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes    X    No  ☐ 

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer,, a smaller reporting company or an emerging growth company. See definition of “accelerated“large accelerated filer”, “large accelerated“accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

 

Large accelerated filer      Accelerated filer   X (Do not check if a smaller reporting company)    Non-accelerated filer     Smaller reporting company      Emerging growth company 

 

If an emerging growth company, indicate by check mark if the registrant has elected notnot to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(1)13(a) of the Exchange Act. 

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes    No   X  

 

Indicate the numberAs of July 31, 2023, there were 8,992,167 shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.par value $2, outstanding.

COMMON STOCK, $2.00 PAR VALUE

9,310,913

(Class)

(Shares Outstanding at October 27, 2017)

 

 

 

AMES NATIONAL CORPORATION

 

INDEX

 

  

Page

   

PartPART I.

Financial InformationFINANCIAL INFORMATION

 

Item 1.

Consolidated Financial Statements (Unaudited)

3
   

Item 1.

Consolidated Balance Sheets at September 30, 2017 and December 31, 2016Financial Statements (Unaudited)

3

Consolidated Statements of Income for the three and nine months ended September 30, 2017 and 2016

4
   
 

Consolidated Balance Sheets at June 30, 2023 and December 31, 2022

3
Consolidated Statements of Comprehensive Income for the three and ninesix months ended SeptemberJune 30, 20172023 and 20162022

4
Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2023 and 2022 5
   
 

Consolidated Statements of StockholdersStockholders’ Equity for the nine three and six months ended SeptemberJune 30, 20172023 and 20162022 

6
   

Consolidated Statements of Cash Flows for the ninesix months ended SeptemberJune 30, 20172023 and 20162022

7
   
 

Notes to Consolidated Financial Statements

9
   

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

3040
   

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

4960
   

Item 4.

Controls and Procedures4960
   

PartPART II.

Other Information OTHER INFORMATION

 
   

Item 1.

Legal Proceedings

5060
   

Item 1.A.

Risk Factors

5060
   

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

5061
   

Item 3.

Defaults Upon Senior Securities

5061
   

Item 4.

Mine Safety Disclosures

5061
   

Item 5.

Other Information

5161
   

Item 6.

Exhibits

5162
   
 

Signatures

5263

                                                                                                                                                                                           

2

AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(unaudited)

  

September 30,

  

December 31,

 

ASSETS

 

2017

  

2016

 
         

Cash and due from banks

 $23,087,890  $29,478,068 

Interest bearing deposits in financial institutions

  35,486,284   31,737,259 

Securities available-for-sale

  506,610,435   516,079,506 

Loans receivable, net

  764,228,850   752,181,730 

Loans held for sale

  279,800   242,618 

Bank premises and equipment, net

  15,595,418   16,049,379 

Accrued income receivable

  8,423,038   7,768,689 

Other real estate owned

  385,509   545,757 

Deferred income taxes

  1,817,543   3,485,689 

Intangible assets, net

  1,133,736   1,352,812 

Goodwill

  6,732,216   6,732,216 

Other assets

  1,159,533   799,306 
         

Total assets

 $1,364,940,252  $1,366,453,029 
         

LIABILITIES AND STOCKHOLDERS' EQUITY

        
         

LIABILITIES

        

Deposits

        

Demand, noninterest bearing

 $202,368,921  $212,074,792 

NOW accounts

  337,062,117   310,427,812 

Savings and money market

  380,454,650   381,852,433 

Time, $250,000 and over

  36,776,010   39,031,663 

Other time

  157,876,361   166,022,165 

Total deposits

  1,114,538,059   1,109,408,865 
         

Securities sold under agreements to repurchase

  39,001,050   58,337,367 

Federal Home Loan Bank (FHLB) advances

  19,000,000   14,500,000 

Other borrowings

  13,000,000   13,000,000 

Dividends payable

  2,048,401   1,955,292 

Accrued expenses and other liabilities

  4,023,858   4,146,262 

Total liabilities

  1,191,611,368   1,201,347,786 
         

STOCKHOLDERS' EQUITY

        

Common stock, $2 par value, authorized 18,000,000 shares; issued and outstanding 9,310,913 shares as of September 30, 2017 and December 31, 2016

  18,621,826   18,621,826 

Additional paid-in capital

  20,878,728   20,878,728 

Retained earnings

  131,047,038   126,181,376 

Accumulated other comprehensive income (loss) - net unrealized gain (loss) on securities available-for-sale

  2,781,292   (576,687)

Total stockholders' equity

  173,328,884   165,105,243 
         

Total liabilities and stockholders' equity

 $1,364,940,252  $1,366,453,029 

See Notes to Consolidated Financial Statements.

3

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(in thousands, except share and per share data)

 

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

  

June 30,

  

December 31,

 

 

 

2023

  

2022

 
  

(unaudited)

  

(audited)

 
ASSETS        

Cash and due from banks

 $22,045  $20,819 

Interest-bearing deposits in financial institutions and federal funds sold

  71,254   7,065 

Total cash and cash equivalents

  93,299   27,884 

Interest-bearing time deposits

  11,114   14,669 

Securities available-for-sale

  758,520   786,438 

Federal Home Loan Bank (FHLB) and Federal Reserve Bank (FRB) stock, at cost

  4,007   4,613 

Loans receivable, net

  1,232,772   1,226,011 

Loans held for sale

  652   154 

Bank premises and equipment, net

  20,877   18,895 

Accrued income receivable

  10,560   11,275 

Bank-owned life insurance

  3,092   3,054 

Deferred income taxes, net

  20,411   22,130 

Intangible assets, net

  1,673   1,931 

Goodwill

  12,424   12,424 

Other assets

  4,860   5,448 
         

Total assets

 $2,174,261  $2,134,926 
         

LIABILITIES AND STOCKHOLDERS' EQUITY

        
         

LIABILITIES

        

Deposits

        

Noninterest-bearing checking

 $390,382  $391,576 

Interest-bearing checking

  608,825   617,379 

Savings and money market

  608,000   675,031 

Time, $250 and over

  67,382   42,886 

Other time

  188,688   171,085 

Total deposits

  1,863,277   1,897,957 
         

Securities sold under agreements to repurchase

  48,081   40,676 

Other borrowings

  97,400   39,120 

Dividends payable

  2,428   2,428 

Accrued interest payable

  2,334   666 

Accrued expenses and other liabilities

  5,312   4,981 

Total liabilities

  2,018,832   1,985,828 
         

STOCKHOLDERS' EQUITY

        

Common stock, $2 par value, authorized 18,000,000 shares; issued and outstanding 8,992,167 shares as of June 30, 2023 and December 31, 2022

  17,984   17,984 

Additional paid-in capital

  14,253   14,253 

Retained earnings

  180,228   179,931 

Accumulated other comprehensive (loss)

  (57,036)  (63,070)

Total stockholders' equity

  155,429   149,098 
         

Total liabilities and stockholders' equity

 $2,174,261  $2,134,926 

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 
                 

Interest income:

                

Loans, including fees

 $8,729,702  $8,236,401  $25,345,116  $24,124,973 

Securities:

                

Taxable

  1,557,872   1,425,366   4,637,498   4,392,602 

Tax-exempt

  1,210,510   1,329,071   3,819,380   4,117,893 

Interest bearing deposits and federal funds sold

  114,820   86,869   365,346   296,925 

Total interest income

  11,612,904   11,077,707   34,167,340   32,932,393 
                 

Interest expense:

                

Deposits

  1,169,296   753,642   3,204,115   2,259,140 

Other borrowed funds

  292,054   274,297   862,798   796,006 

Total interest expense

  1,461,350   1,027,939   4,066,913   3,055,146 
                 

Net interest income

  10,151,554   10,049,768   30,100,427   29,877,247 
                 

Provision for loan losses

  57,277   234,703   1,221,620   440,787 
                 

Net interest income after provision for loan losses

  10,094,277   9,815,065   28,878,807   29,436,460 
                 

Noninterest income:

                

Wealth management income

  747,634   684,908   2,180,941   2,210,229 

Service fees

  401,237   426,711   1,126,122   1,228,416 

Securities gains, net

  37,881   64,917   498,560   296,110 

Gain on sale of loans held for sale

  179,553   339,501   544,095   773,512 

Merchant and card fees

  348,847   350,488   1,017,362   1,051,378 

Other noninterest income

  144,953   137,153   598,791   469,138 

Total noninterest income

  1,860,105   2,003,678   5,965,871   6,028,783 
                 

Noninterest expense:

                

Salaries and employee benefits

  4,026,932   3,977,495   12,058,903   11,883,696 

Data processing

  807,419   824,429   2,481,331   2,366,293 

Occupancy expenses, net

  527,071   449,775   1,546,657   1,461,201 

FDIC insurance assessments

  111,987   109,289   326,958   434,808 

Professional fees

  307,484   296,720   919,157   889,721 

Business development

  262,408   239,917   722,869   696,033 

Other real estate owned (income), net

  (3,200)  (91,173)  (2,396)  (87,564)

Intangible asset amortization

  89,861   86,492   280,837   273,206 

Other operating expenses, net

  166,026   219,283   837,810   750,244 

Total noninterest expense

  6,295,988   6,112,227   19,172,126   18,667,638 
                 

Income before income taxes

  5,658,394   5,706,516   15,672,552   16,797,605 
                 

Provision for income taxes

  1,729,987   1,902,636   4,661,687   5,087,253 
                 

Net income

 $3,928,407  $3,803,880  $11,010,865  $11,710,352 
                 

Basic and diluted earnings per share

 $0.42  $0.41  $1.18  $1.26 
                 

Dividends declared per share

 $0.22  $0.21  $0.66  $0.63 

See Notes to Consolidated Financial Statements.

 

43

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (unaudited)

(in thousands, except per share data)

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2023

  

2022

  

2023

  

2022

 
                 

Interest and dividend income:

                

Loans, including fees

 $14,001  $10,897  $27,072  $21,541 

Securities:

                

Taxable

  3,188   3,047   6,404   5,635 

Tax-exempt

  585   675   1,199   1,349 

Other interest and dividend income

  713   259   1,008   425 

Total interest income

  18,487   14,878   35,683   28,950 
                 

Interest expense:

                

Deposits

  5,981   1,186   10,696   2,074 

Other borrowed funds

  1,204   56   2,016   88 

Total interest expense

  7,185   1,242   12,712   2,162 
                 

Net interest income

  11,302   13,636   22,971   26,788 
                 

Credit loss expense (benefit)

  33   (59)  308   (186)
                 

Net interest income after credit loss expense (benefit)

  11,269   13,695   22,663   26,974 
                 

Noninterest income:

                

Wealth management income

  1,185   1,246   2,350   2,526 

Service fees

  334   327   657   665 

Securities gains, net

  7   -   7   35 

Gain on sale of loans held for sale

  109   184   159   364 

Merchant and card fees

  431   458   845   900 

Other noninterest income

  249   164   551   442 

Total noninterest income

  2,315   2,379   4,569   4,932 
                 

Noninterest expense:

                

Salaries and employee benefits

  5,879   5,750   11,849   11,361 

Data processing

  1,577   1,668   2,898   3,100 

Occupancy expenses, net

  792   706   1,602   1,423 

FDIC insurance assessments

  349   148   519   295 

Professional fees

  535   502   995   976 

Business development

  305   299   664   635 

Intangible asset amortization

  128   147   258   293 

New market tax credit projects amortization

  191   189   383   378 

Other operating expenses, net

  807   442   1,175   769 

Total noninterest expense

  10,563   9,851   20,343   19,230 
                 

Income before income taxes

  3,021   6,223   6,889   12,676 
                 

Provision for income taxes

  464   2,030   1,135   3,338 
                 

Net income

 $2,557  $4,193  $5,754  $9,338 
                 

Basic and diluted earnings per share

 $0.28  $0.46  $0.64  $1.03 
                 

Dividends declared per share

 $0.27  $0.27  $0.54  $0.54 

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 
                 
                 

Net income

 $3,928,407  $3,803,880  $11,010,865  $11,710,352 

Other comprehensive income (loss), before tax:

                

Unrealized gains (losses) on securities before tax:

                

Unrealized holding gains (losses) arising during the period

  (270,853)  (1,838,831)  5,828,684   6,077,365 

Less: reclassification adjustment for gains realized in net income

  37,881   64,917   498,560   296,110 

Other comprehensive income (loss), before tax

  (308,734)  (1,903,748)  5,330,124   5,781,255 

Tax effect related to other comprehensive income (loss)

  114,233   704,387   (1,972,145)  (2,139,064)

Other comprehensive income (loss), net of tax

  (194,501)  (1,199,361)  3,357,979   3,642,191 

Comprehensive income

 $3,733,906  $2,604,519  $14,368,844  $15,352,543 

See Notes to Consolidated Financial Statements.

 

54

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (unaudited)

(in thousands)

 

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(unaudited)

Nine Months Ended September 30, 2017 and 2016

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2023

  

2022

  

2023

  

2022

 
                 
                 

Net income

 $2,557  $4,193  $5,754  $9,338 

Unrealized gains (losses) on securities before tax:

                

Unrealized holding gains (losses) arising during the period

  (4,957)  (24,784)  7,928   (69,818)

Plus: reclassification adjustment for (gains) realized in net income

  (7)  -   (7)  (35)

Other comprehensive income (loss), before tax

  (4,964)  (24,784)  7,921   (69,853)

Tax (expense) benefit related to other comprehensive income

  1,182   6,005   (1,885)  17,271 

Other income tax effects from tax reform

  (2)  -   (2)  - 

Other comprehensive income (loss), net of tax

  (3,784)  (18,779)  6,034   (52,582)

Comprehensive income (loss)

 $(1,227) $(14,586) $11,788  $(43,244)

 

  

Common Stock

  

Additional Paid-in Capital

  

Retained Earnings

  

Accumulated Other Comprehensive Income (Loss), Net of Taxes

  

Total Stockholders' Equity

 
                     

Balance, December 31, 2015

 $18,621,826  $20,878,728  $118,267,767  $3,481,736  $161,250,057 

Net income

  -   -   11,710,352   -   11,710,352 

Other comprehensive income

  -   -   -   3,642,191   3,642,191 

Cash dividends declared, $0.63 per share

  -   -   (5,865,875)  -   (5,865,875)

Balance, September 30, 2016

 $18,621,826  $20,878,728  $124,112,244  $7,123,927  $170,736,725 
                     

Balance, December 31, 2016

 $18,621,826  $20,878,728  $126,181,376  $(576,687) $165,105,243 

Net income

  -   -   11,010,865   -   11,010,865 

Other comprehensive income

  -   -   -   3,357,979   3,357,979 

Cash dividends declared, $0.66 per share

  -   -   (6,145,203)  -   (6,145,203)

Balance, September 30, 2017

 $18,621,826  $20,878,728  $131,047,038  $2,781,292  $173,328,884 

See Notes to Consolidated Financial Statements.

 

65

AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY (unaudited)

(in thousands, except share and per share data)

Three Months Ended June 30, 2023 and 2022  

Common Stock

  Additional Paid-  Retained  

Accumulated

Other

Comprehensive

Income (Loss),

  

Total

Stockholders'

 
  

Shares

  

Amount

  in Capital  Earnings  Net of Taxes  Equity 
                         

Balance, March 31, 2022

  9,092,167  $18,184  $16,353  $173,067  $(30,939) $176,665 

Net income

  -   -   -   4,193   -   4,193 

Other comprehensive (loss)

  -   -   -   -   (18,779)  (18,779)

Repurchase and retirement of stock

  (100,000)  (200)  (2,100)  -   -   (2,300)

Cash dividends declared, $0.27 per share

  -   -   -   (2,428)  -   (2,428)

Balance, June 30, 2022

  8,992,167  $17,984  $14,253  $174,832  $(49,718) $157,351 
                         
                         

Balance, March 31, 2023

  8,992,167  $17,984  $14,253  $180,097  $(53,252) $159,082 

Net income

  -   -   -   2,557   -   2,557 

Other income tax effects from tax reform

  -   -   -   2   -   2 

Other comprehensive (loss)

  -   -   -   -   (3,784)  (3,784)

Cash dividends declared, $0.27 per share

  -   -   -   (2,428)  -   (2,428)

Balance, June 30, 2023

  8,992,167  $17,984  $14,253  $180,228  $(57,036) $155,429 

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

Six Months Ended June 30, 2023 and 2022 

Common Stock

  Additional Paid-  Retained  

Accumulated

Other

Comprehensive

Income (Loss),

  

Total

Stockholders'

 
  

Shares

  

Amount

  in Capital  Earnings  Net of Taxes  Equity 
                         

Balance, December 31, 2021

  9,092,167  $18,184  $16,353  $170,377  $2,864  $207,778 

Net income

  -   -   -   9,338   -   9,338 

Other comprehensive (loss)

  -   -   -   -   (52,582)  (52,582)

Repurchase and retirement of stock

  (100,000)  (200)  (2,100)  -   -   (2,300)

Cash dividends declared, $0.54 per share

  -   -   -   (4,883)  -   (4,883)

Balance, June 30, 2022

  8,992,167  $17,984  $14,253  $174,832  $(49,718) $157,351 
                         
                         

Balance, December 31, 2022

  8,992,167  $17,984  $14,253  $179,931  $(63,070) $149,098 

Cumulative change in accounting principle

  -   -   -   (603)  -   (603)

Net income

  -   -   -   5,754   -   5,754 

Other income tax effects from tax reform

  -   -   -   2   -   2 

Other comprehensive income

  -   -   -   -   6,034   6,034 

Cash dividends declared, $0.54 per share

  -   -   -   (4,856)  -   (4,856)

Balance, June 30, 2023

  8,992,167  $17,984  $14,253  $180,228  $(57,036) $155,429 

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

Nine Months Ended September 30, 2017 and 2016

  

2017

  

2016

 
         

CASH FLOWS FROM OPERATING ACTIVITIES

        

Net income

 $11,010,865  $11,710,352 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Provision for loan losses

  1,221,620   440,787 

Provision for off-balance sheet commitments

  4,000   12,000 

Amortization, net

  2,129,648   2,327,654 

Amortization of intangible asset

  280,837   273,206 

Depreciation

  861,700   885,202 

Deferred income taxes

  (303,999)  176,658 

Securities gains, net

  (498,560)  (296,110)

(Gain) on sales of loans held for sale

  (544,095)  (773,511)

Proceeds from loans held for sale

  22,668,307   34,782,288 

Originations of loans held for sale

  (22,161,394)  (34,657,822)

Loss on sale of premises and equipment, net

  56,168   2,769 

Impairment of other real estate owned

  -   28,039 

(Gain) on sale of other real estate owned, net

  (14,648)  (131,127)

Change in assets and liabilities:

        

(Increase) in accrued income receivable

  (654,349)  (805,127)

(Increase) decrease in other assets

  (377,095)  286,238 

Increase (decrease) in accrued expenses and other liabilities

  (126,404)  323,605 

Net cash provided by operating activities

  13,552,601   14,585,101 
         

CASH FLOWS FROM INVESTING ACTIVITIES

        

Purchase of securities available-for-sale

  (51,271,943)  (49,668,267)

Proceeds from sale of securities available-for-sale

  11,756,963   18,738,154 

Proceeds from maturities and calls of securities available-for-sale

  52,588,102   54,611,331 

Net (increase) decrease in interest bearing deposits in financial institutions

  (3,749,025)  994,573 

Net (increase) in loans

  (13,190,423)  (39,394,414)

Net proceeds from the sale of other real estate owned

  191,564   755,906 

Purchase of bank premises and equipment, net

  (447,039)  (218,081)

Other

  (61,761)  - 

Net cash (used in) investing activities

  (4,183,562)  (14,180,798)
         

CASH FLOWS FROM FINANCING ACTIVITIES

        

Increase (decrease) in deposits

  5,129,194   (12,358,477)

(Decrease) in securities sold under agreements to repurchase

  (19,336,317)  (4,431,520)

Payments on FHLB borrowings and other borrowings

  (1,000,000)  (1,542,203)

Proceeds from short-term FHLB borrowings, net

  5,500,000   21,000,000 

Dividends paid

  (6,052,094)  (5,772,766)

Net cash (used in) financing activities

  (15,759,217)  (3,104,966)
         

Net (decrease) in cash and due from banks

  (6,390,178)  (2,700,663)
         

CASH AND DUE FROM BANKS

        

Beginning

  29,478,068   24,005,801 

Ending

 $23,087,890  $21,305,138 

See Notes to Consolidated Financial Statements.

 

7
6

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

(in thousands)

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(unaudited)

Nine Months Ended September 30, 2017 and 2016

Six Months Ended June 30, 2023 and 2022

  

2023

  

2022

 
         

CASH FLOWS FROM OPERATING ACTIVITIES

        

Net income

 $5,754  $9,338 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Credit loss expense (benefit) for loans

  285   (186)

Credit loss expense for off-balance sheet credit exposures

  23   124 

Amortization of securities available-for-sale and loans, net

  795   1,268 

Amortization of intangible assets

  258   293 

Depreciation

  589   682 

Deferred income taxes

  22   841 

Securities (gains), net

  (7)  (35)

Increase in cash value of bank-owned life insurance

  (38)  (34)

(Gain) on sales of loans held for sale

  (159)  (364)

Proceeds from loans held for sale

  8,319   16,064 

Originations of loans held for sale

  (8,658)  (16,173)

Amortization of investment in New Markets Tax Credit projects

  383   378 

Change in assets and liabilities:

        

Decrease in accrued income receivable

  715   646 

(Increase) decrease in other assets

  216   (817)

Increase (decrease) in accrued expenses and other liabilities

  1,976   (765)

Net cash provided by operating activities

  10,473   11,260 
         

CASH FLOWS FROM INVESTING ACTIVITIES

        

Net decrease in interest-bearing time deposits

  3,555   2,245 

Purchase of securities available-for-sale

  (3,763)  (126,777)

Proceeds from sale of securities available-for-sale

  1,353   535 

Proceeds from maturities and calls of securities available-for-sale

  37,342   57,638 

Purchase of FHLB stock

  (9,619)  (187)

Proceeds from the redemption of FHLB and FRB stock

  10,225   408 

Net (increase) decrease in loans

  (7,734)  4,049 

Purchase of premises and equipment

  (2,566)  (1,439)

Net cash provided by (used in) investing activities

  28,793   (63,528)
         

CASH FLOWS FROM FINANCING ACTIVITIES

        

Increase (decrease) in deposits

  (34,680)  48,121 

Increase (decrease) in securities sold under agreements to repurchase

  7,405   (4,185)

Payments on other borrowings

  (75,300)  (3,000)

Proceeds from other borrowings

  150,000   4,000 

Net payments on FHLB short-term borrowings

  (16,420)  - 

Dividends paid

  (4,856)  (4,819)

Stock repurchases

  -   (2,300)

Net cash provided by financing activities

  26,149   37,817 
         

Net increase (decrease) in cash and cash equivalents

  65,415   (14,451)
         

CASH AND CASH EQUIVALENTS

        

Beginning

  27,884   89,129 

Ending

 $93,299  $74,678 

 

  

2017

  

2016

 
         

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

        

Cash payments for:

        

Interest

 $4,027,782  $3,145,519 

Income taxes

  5,050,220   4,223,653 
         

SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES

        

Transfer of loans receivable to other real estate owned

 $16,668  $56,587 
7

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (unaudited)

(in thousands)

Six Months Ended June 30, 2023 and 2022

  

2023

  

2022

 
         

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

        

Cash payments for:

        

Interest

 $11,749  $2,233 

Income taxes

  873   2,518 

See Notes to Consolidated Financial Statements.

 

8

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements ((unaudited)unaudited)

 

1.     Significant Accounting Policies

1.

Significant Accounting Policies

 

The accompanying unaudited consolidated financial statements for the nine months ended September 30, 2017 and 2016 are unaudited. In the opinion of the management ofhave been prepared by Ames National Corporation (the "Company"“Company”), these financial statements reflect all adjustments, consisting only pursuant to the rules and regulations of normal recurring accruals, necessary to present fairly these consolidated financial statements. The results of operations for the interim periods are not necessarily indicative of results which may be expected for an entire year.Securities and Exchange Commission (the “SEC”). Certain information and footnotenote disclosures normally included in completeannual financial statements prepared in accordance with generally accepted accounting principles generally accepted in the United States of America have been condensed or omitted in accordance withpursuant to those rules and regulations, although the requirements for interim financial statements. Thecompany believes that the disclosures made are adequate to make the information not misleading. It is suggested that these interim financial statements and notes thereto should be read in conjunction with the year-end audited financial statements contained in the Company's Annual Report on Form 10-K10-K for the year ended December 31, 2016 (the2022 (the “Annual Report”). The consolidated balance sheet of the Company as of December 31, 2022 has been derived from the audited consolidated balance sheet of the Company as of that date. In the opinion of management, the accompanying consolidated financial statements of the Company contain all adjustments necessary to fairly present the financial results for the interim periods reported. Those adjustments consist only of normal recurring adjustments. The results of operations for the interim periods are not necessarily indicative of results which may be expected for an entire year. The consolidated financial statements include the accounts of the Company and its wholly-owned banking subsidiaries (the “Banks”). All significant intercompany balances and transactions have been eliminated in consolidation.

 

Subsequent Events: The Company has evaluated subsequent events through the filing date of this Quarterly Report on Form 10-Q with the SEC.

Reclassifications: Certain reclassifications have been made to the prior period’s consolidated financial statements to present them on a basis comparable with the current period’s consolidated financial statements. The reclassifications had no effect on stockholders’ equity and net income of the prior periods.

Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired. Goodwill resulting from acquisitions is not amortized, but is tested for impairment annually or whenever events change and circumstances indicate that it is more likely than not that an impairment loss has occurred. Goodwill is tested for impairment using a two-step process that begins with an estimation of the fair value of a reporting unit. The second step, if necessary, measures the amount of impairment, if any.

 

The fair value of a reporting unit is the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. As none of the Company’s reporting units are publicly traded, individual reporting unit fair value determinations cannot be directly correlated to the Company’s stock price. Significant judgment is applied when goodwill is assessed for impairment. This judgment includes developing cash flow projections, selecting appropriate discount rates, identifying relevant market comparables, incorporating general economic and market conditions and selecting an appropriate control premium. At September 30, 2017,The Company management has performedcompleted a quantitative assessment of goodwill impairment assessment and determinedas of October 1, 2022 which indicated that goodwill was not impaired.

New and Pending Accounting Pronouncements: In January 2016, Subsequently, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2016-01, Financial Instruments—Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. The update enhances the reporting model for financial instruments to provide users of financial statements with more decision-useful information by updating certain aspects of recognition, measurement, presentation and disclosure of financial instruments. Among other changes, the update includes requiringCompany determined there were no adverse changes in fair valuecriteria and key considerations to the previous assessment. Accordingly, the Company concluded there is no impairment of equity securities with readily determinable fair value to be recognized in net income and clarifies that entities should evaluate the need for a valuation allowance on a deferred tax asset related to available for sale securities in combination with the entities' other deferred tax assets. Among other items the ASC requires public business entities to use the exit price notion when measuring the fair valuegoodwill as of financial instruments for disclosure purposes. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2017, and is to be applied on a modified retrospective basis. The Company is currently assessing the impact that this guidance will have on its consolidated financial statements, but does not expect the guidance to have a material impact on the Company's consolidated financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The ASU requires a lessee to recognize on the balance sheet assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. Unlike current GAAP, which requires that only capital leases be recognized on the balance sheet, the ASC requires that both types of leases by recognized on the balance sheet. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2018. Early application is permitted. The adoption of this guidance is not expected to have a material impact on the Company’s consolidated financial statements.June 30, 2023.

 

9

In June 2016, Adoption of New Financial Accounting Standard Codification 326 (ASC 326 (CECL)):

On January 1, 2023, the FASB issuedCompany adopted ASU No. 2016-13,2016-13 Financial Instruments-CreditInstruments - Credit Losses (Topic 326)326): Measurement of Credit Losses on Financial Instruments.Instruments, which requires the recognition of the allowance for credit losses be estimated using the current expected credit loss (CECL) methodology. The ASU requires an organization to measure allmeasurement of expected credit losses forunder the CECL methodology is applicable to financial assets heldmeasured at amortized cost, including loan receivables and held-to-maturity debt securities. It also applies to off-balance sheet (OBS) credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842 on leases. In addition, ASC 326 made changes to the accounting for available-for-sale debt securities. One such change is to require credit losses to be presented as an allowance rather than as a write-down on available-for-sale debt securities management does not intend to sell or believes that it is more likely than not they will be required to sell.

The Company adopted ASC 326 using the modified retrospective method for all financial assets measured at amortized cost and OBS credit exposures. Results for reporting periods beginning January 1, 2023 are presented under ASC 326 while prior period amounts continue to be reported in accordance with previously applicable GAAP. The Company recorded a net decrease to retained earnings of $603 thousand as of January 1, 2023 for the cumulative effect of adopting ASC 326, which includes deferred taxes of $188 thousand. The transition adjustment includes a $518 thousand increase to the Allowance for Credit Losses on loans and a $273 thousand increase to the Allowance for Credit Losses on OBS Credit Exposures.

The following table illustrates the impact of ASC 326 (amounts in thousands).

  

January 1, 2023

 
  

As Reported Under ASC 326

  

Pre-ASC 326 Adoption

  

Impact of ASC 326 Adoption

 

Assets:

            

Loans receivable

            

Allowance for credit losses on loans

 $16,215  $15,697  $518 
             

Liabilities:

            

Accrued expenses and other liabilities

            

Allowance for credit losses on off-balance sheet credit exposures

 $1,071  $798  $273 

Available-For-Sale Debt Securities and the Allowance For Credit Losses On Available-For-Sale Debt Securities: Debt securities that we might not hold until maturity are classified as available for sale ("AFS") and are reported at the reporting datefair value in the balance sheet. Fair value measurement is based upon quoted market prices in active markets, if available. If quoted prices in active markets are not available, fair value is measured using pricing models or other model-based valuation techniques such as present value of future cash flows, which consider prepayment assumptions and other factors such as credit losses and market liquidity. Unrealized gains and losses are excluded from earnings and reported, net of tax, in other comprehensive income ("OCI"). Gains and losses on the sale of securities are determined using the specific identification method based on amortized cost and are reflected in results of operation at the time of sale. Interest and dividend income, adjusted by amortization of purchase premium or discount over the estimated life of the security or, in the case of callable securities, through the first call date, using the level yield method, is included in income as earned.

10

AFS debt securities in unrealized loss positions are evaluated for impairment related to credit losses at least quarterly. For AFS debt securities, a decline in fair value due to credit loss results in recording an allowance for credit losses to the extent the fair value is less than the amortized cost basis. Declines in fair value that have not been recorded through an allowance for credit losses, such as declines due to changes in market interest rates, are recorded through other comprehensive income, net of applicable taxes.

Impairment may result from credit deterioration of the issuer or collateral underlying the security. In performing an assessment of whether any decline in fair value is due to a credit loss, all relevant information is considered at the individual security level. For asset-backed securities performance indicators considered related to the underlying assets include default rates, delinquency rates, percentage of nonperforming assets, debt-to-collateral ratios, third-party guarantees, current levels of subordination, vintage, geographic concentration, analyst reports and forecasts, credit ratings and other market data. In assessing whether a credit loss exists, we compare the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an allowance for credit losses is recorded, limited to the amount the fair value is less than amortized cost basis.

If we intend to sell a debt security or more likely than not we will be required to sell the security before recovery of its amortized cost basis, the debt security is written down to its fair value and the write down is charged against the allowance for credit losses with any incremental impairment reported in earnings.

Accrued interest receivable on AFS debt securities totaled $3.3 million at June 30, 2023 and is excluded from the estimate of credit losses.

Loans Held for Sale: Loans held for sale are stated at the lower of aggregate cost or estimated fair value. Loans are sold on a non-recourse basis with servicing released and gains and losses are recognized based on the difference between sales proceeds and the carrying value of the loan. The Company has had very few experiences of repurchasing loans previously sold into the secondary market. A specific reserve was not considered necessary based on the Company’s historical experience with repurchase activity.

Loans Held For Investment: Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at amortized cost net of the allowance for credit losses. Amortized cost is the principal balance outstanding, net of deferred loan fees and costs. Accrued interest receivable on loans held for investment totaled $7.2 million at June 30, 2023 and is excluded from the estimate of credit losses. Interest income is accrued on the unpaid principal balance. Nonrefundable loan fees and origination costs are deferred and recognized as a yield adjustment over the life of the related loan.

The policy for charging off loans is consistent throughout all loan categories. A loan is charged off based on criteria that includes but is not limited to: delinquency status, financial condition of the entire customer credit line and underlying collateral coverage, economic or external conditions that might impact full repayment of the loan, legal issues, overdrafts, and the customer’s willingness to work with the Company.

11

The accrual of interest income on loans is discontinued when, in the opinion of management, there is reasonable doubt as to the borrower's ability to meet payments of interest or principal when they become due, which is generally when a loan is 90 days or more past due unless the loan is well secured and in the process of collection. When a loan is placed on nonaccrual status, all previously accrued and unpaid interest is reversed against interest income. Loans are returned to an accrual status when all of the principal and interest amounts contractually due are brought current and repayment of the remaining contractual principal and interest is expected. A loan may also return to accrual status if additional collateral is received from the borrower and, in the opinion of management, the financial position of the borrower indicates that there is no longer any reasonable doubt as to the collection of the amount contractually due. Payment received on nonaccrual loans are applied first to principal. Once principal is recovered, any remaining payments received are applied to interest income.

Allowance for Credit Losses For Loans Held For Investment: Credit quality within the loans held for investment portfolio is continuously monitored by management and is reflected within the allowance for credit losses for loans. The allowance for credit losses is an estimate of expected losses inherent within the Company's existing loans held for investment portfolio. Expected credit loss inherent in non-cancelable off-balance-sheet credit exposures is accounted for as a separate liability on the balance sheet. The allowance for credit losses for loans held for investment, as reported in our consolidated balance sheet, is adjusted by a credit loss expense, which is reported in earnings, and reduced by the charge-off of loan amounts, net of recoveries.

The loan loss estimation process involves procedures to appropriately consider the unique characteristics of loan portfolio segments which consist of construction real estate, 1 to 4 family residential real estate, multi-family real estate, commercial real estate, agricultural real estate, commercial, agricultural and consumer and other lending. When computing allowance levels, credit loss assumptions are estimated using a model that categorizes loan pools based on loss history, delinquency status and other credit trends and risk characteristics, including current conditions and reasonable and supportable forecasts. Financial institutionsforecasts about the future. The key components in this estimation process include the following:

An initial forecast period of one year for all portfolio segments and OBS credit exposures. This period reflects management's expectation of losses based on forward-looking economic scenarios over that time.

A historical loss forecast period covering the remaining contractual life, adjusted for prepayments, by portfolio segment based on the change in key historical economic variables.

A reversion period of 1 year connecting the initial loss forecast to the historical loss forecast based on economic conditions at the measurement date.

The Company primarily utilizes loss rate based undiscounted cash flow (UDCF) methods to estimate credit losses by portfolio segment. The UDCF methods obtain estimated life-time credit losses using the conceptual components described above.

Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. In future periods evaluations of the overall loan portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the allowance and credit loss expense in those future periods.

Credit quality is assessed and monitored by evaluating various attributes and the results of those evaluations are utilized in underwriting new loans and in our process for estimation of expected credit losses. The following provides the credit quality indicators and risk elements that are most relevant and most carefully considered and monitored for each loan portfolio segment.

12

Construction Real Estate – Construction loans are underwritten utilizing independent appraisals, sensitivity analysis of absorption, vacancy and lease rates and financial analysis of the developers and property owners. Construction loans are generally based upon estimates of costs and value associated with the completed project. These estimates may prove to be inaccurate primarily due to unforeseen circumstances beyond the control of the borrower or lender. Construction loans often involve the disbursement of funds with repayment substantially dependent on the success of the ultimate project. These loans are closely monitored by on-site inspections and are considered to have higher risks than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, general economic conditions and the availability of long-term financing. The Company may require guarantees on these loans. The Company’s construction loans are secured primarily by properties located in its primary market area. National unemployment rate is a key economic forecast used in estimating expected credit losses for this segment.

1-4 Family Residential Real Estate – The Company originates 1-4 family real estate loans utilizing credit reports to supplement the underwriting process. The Company’s underwriting standards for 1-4 family loans are generally in accordance with FHLMC and FNMA manual underwriting guidelines. Properties securing 1-4 family real estate loans are appraised by either staff appraisers or fee appraisers, both of which are independent of the loan origination function and have been approved by the Board of Directors. The loan-to-value ratios normally do not exceed 90% without credit enhancements such as mortgage insurance. The Company will lend up to 100% of the lesser of the appraised value or purchase price for conventional 1-4 family real estate loans, provided private mortgage insurance is obtained. The Company’s 1-4 family real estate loans are secured primarily by properties located in its primary market area. The national unemployment rate is a key economic forecast used in estimating expected credit losses for this segment.

Multi-family, Commercial and Agricultural Real Estate – Multi-family, commercial and agricultural real estate loans are subject to underwriting standards and processes similar to commercial and agricultural operating loans, in addition to those unique to real estate loans. These loans are viewed primarily as cash flow loans and, secondarily, as loans secured by real estate. Multi-family, commercial and agricultural real estate lending typically involves higher loan principal amounts and the repayment of these loans is generally dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan. Loan-to-value generally does not exceed 80% of the cost or value of the assets. Loans are typically subject to interest rate adjustments between five and seven years from origination. Fully amortized monthly repayment terms normally do not exceed twenty-five years. Projections and cash flows that show ability to service debt within the amortization period are required. Property and casualty insurance is required to protect the Banks’ collateral interests. Appraisals on properties securing these loans are generally performed by fee appraisers approved by the Board of Directors. Because payments on multi-family, commercial and agricultural real estate loans are often dependent on the successful operation or management of the properties, repayment of such loans may be subject to adverse conditions in the real estate market or the economy. Management monitors and evaluates commercial and agricultural real estate loans based on collateral and risk rating criteria. The Company may require guarantees on these loans. The Company’s multi-family, commercial and agricultural real estate loans are secured primarily by properties located in its primary market areas. The national unemployment rate and the national real gross domestic product (GDP) are key economic forecasts used in estimating expected credit losses for the multi-family and commercial real estate segments. The national real GDP is a key economic forecast used in estimating expected credit losses for the agricultural real estate segment.

13

Commercial and Agricultural – Commercial and agricultural operating loans are underwritten based on the Company’s examination of current and projected cash flows to determine the ability of the borrower to repay their obligations as agreed. This underwriting includes the evaluation of cash flows of the borrower, underlying collateral, if applicable, and the borrower’s ability to manage its business activities. The cash flows of borrowers and the collateral securing these loans may fluctuate in value after the initial evaluation. A first priority lien on the general assets of the business normally secures these types of loans. Loan-to-value limits vary and are dependent upon the nature and type of the underlying collateral and the financial strength of the borrower. Crop and hail insurance is required for most agricultural borrowers. Loans are generally guaranteed by the principal(s). The Company’s commercial and agricultural operating lending is primarily in its primary market area. The national unemployment rate and the national real GDP are key economic forecasts used in estimating expected credit losses for the commercial operating segment. The national real GDP is a key economic forecast used in estimating expected credit losses for the agricultural operating segment.

Consumer and Other – Consumer and other organizations will now use forward-looking informationloans utilize credit reports to better inform their credit loss estimates. Manysupplement the underwriting process. The underwriting standards include a determination of the applicant’s payment history on other debts and an assessment of their ability to meet existing obligations and payments on the proposed loan. To monitor and manage loan risk, policies and procedures are developed and modified, as needed by management. This activity, coupled with smaller loan amounts that are spread across many individual borrowers, minimizes risk. Additionally, market conditions are reviewed by management on a regular basis. The Iowa real GDP and Iowa retail trade earnings are key economic forecasts used in estimating expected credit losses for this segment.

Determining the Contractual Term: Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments when appropriate. The contractual term excludes expected extensions, renewals and modifications unless the extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the Company.

Credit Loss Measurement: The allowance level is influenced by loan volumes, loan credit quality indicator migration or delinquency status, historic loss estimation techniques applied today will still be permitted, althoughexperience and other conditions influencing loss expectations, such as reasonable and supportable forecasts of economic conditions. The methodology for estimating the inputs to those techniques will change to reflect the full amount of expected credit losses. Organizations will continuelosses reported in the allowance for credit losses has two basic components: first, an asset-specific component involving individual loans that do not share risk characteristics with other loans and the measurement of expected credit losses for such individual loans; and second, a pooled component for estimated expected credit losses for pools of loans that share similar risk characteristics.

For a loan that does not share risk characteristics with other loans, expected credit loss is measured based on net realizable value, that is, the difference between the discounted value of the expected future cash flows, based on the original effective interest rate, and the amortized cost basis of the loan. For these loans, we recognize expected credit loss equal to use judgmentthe amount by which the net realizable value of the loan is less than the amortized cost basis of the loan (which is net of previous charge-offs and deferred loan fees and costs), except when the loan is collateral dependent, that is, when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral. In these cases, expected credit loss is measured as the difference between the amortized cost basis of the loan and the fair value of the collateral. The fair value of the collateral is adjusted for the estimated cost to sell if repayment or satisfaction of a loan is dependent on the sale (rather than only on the operation) of the collateral.

14

The fair value of collateral used by the Company is determined by obtaining an observable market price or by obtaining a fair value from an independent, licensed or certified appraiser, using observable market data. This data includes information such as selling price of similar properties and capitalization rates of similar properties sold within the market, expected future cash flows or earnings of the subject property based on current market expectations, and other relevant factors. Each quarter management reviews all collateral-dependent loans on a loan-by-loan basis to determine whether updated appraisals or evaluations are necessary based on loan performance, collateral type and guarantor support. At times, the Company measures the fair value of collateral-dependent loans using appraisals or evaluations with dates prior to one year from the date of review. Third-party appraisals are obtained from a pre-approved list of independent, third-party, local appraisal firms maintained by the credit underwriting department or the Company’s appraiser. Approval and addition to the list is based on experience, reputation, character, consistency and knowledge of the respective real estate market. Generally, appraisals are internally reviewed to ensure the quality of the appraisal and the expertise and independence of the appraiser. Once the expected credit loss amount is determined an allowance is provided for equal to the calculated expected credit loss and included in the allowance for credit losses. If the calculated expected credit loss is determined to be permanent or not recoverable, the amount of expected credit loss will be charged off. Factors considered by management in determining if the expected credit loss is permanent or not recoverable include whether management judges the loan to be uncollectible, repayment is deemed to be protracted beyond reasonable time frames, or the loss becomes evident owing to the borrower's lack of assets unless both well-secured and in the process of collection.

In estimating the component of the allowance for credit losses for loans that share similar risk characteristics with other loans, such loans are segregated into loan classes. Loans are designated into loan classes based on loans pooled by product types and similar risk characteristics or areas of risk concentration. In determining the allowance for credit losses, we derive an estimated credit loss assumption from a model that categorizes loan pools based on loan type and purpose. This model calculates an expected loss percentage for each loan class by considering the historical loss rate of similar peers. The loss rate factors used to calculate the allowance for credit losses for loans that share similar risk characteristics with other loans are adjusted for differences between the historical period used to calculate historical loss rates and expected conditions over the remaining lives of the loans in the portfolio related to: (1) lending policies and procedures; (2) international, national, regional and local economic business conditions and developments that affect the collectability of the portfolio; (3) the nature and volume of the loan portfolio including the terms of the loans; (4) the experience, depth, and ability of the lending management and other relevant staff; (5) the volume and severity of past due loans and other similar conditions; (6) the quality of our loan review system and (7) the value of underlying collateral for collateralized loans. Additional factors include the existence and effect of any concentrations of credit, and changes in the level of such concentrations and the effect of external factors such as competition and legal and regulatory requirements on the level of estimated credit losses in the existing portfolio. Such factors are used to adjust the historical loss rates so that they reflect management expectation of future conditions based on a reasonable and supportable forecast. To the extent the lives of the loans in the portfolio extend beyond the period for which a reasonable and supportable forecast can be made, the Company reduces, on a straight-line basis over one year, the adjustments so that the model reverts back to the historical loss estimation methodrates.

15

Allowance for Credit Losses on Off-Balance Sheet Credit Exposures, Including Unfunded Loan Commitments: The Company maintains a separate allowance for credit losses from off-balance-sheet credit exposures, including unfunded loan commitments, which is appropriateincluded in other liabilities. Management estimates the amount of expected losses by calculating a commitment usage factor over the contractual period for their circumstances. Additionally,exposures that are not unconditionally cancellable by the ASU amendsCompany and applying the accountingloss factors used in the allowance for credit loss methodology to the results of the usage calculation to estimate the liability for credit losses related to unfunded commitments for each loan type. No credit loss estimate is reported for off-balance-sheet credit exposures that are unconditionally cancellable by the Company or for undrawn amounts under such arrangements that may be drawn prior to the cancellation of the arrangement. The allowance for credit losses on available-for-sale debt securitiesOBS credit exposures is adjusted as a credit loss expense. Categories of OBS credit exposures correspond to the loan portfolio segments described previously.

New and purchased financial assets withPending Accounting Pronouncements:

In March 2023, the FASB issued ASU No.2023-02, Investments - Equity Method and Joint Ventures (Topic 323): Accounting for Investments in Tax Credit Structures Using Proportional Amortization Method. The ASU is intended to improve the accounting and disclosures for investments in tax credit deterioration.structures. It allows reporting entities to elect to adopt for qualifying tax equity investments using the proportional amortization method, regardless of the program giving rise to the related income tax credits. For public companies, this update will bebusiness entities, the amendments are effective for interim and annual periodsfiscal years beginning after December 15, 2019.2023, including interim periods within those fiscal years. The Company is currently planning for the implementation of this accounting standard. It is too early to assessevaluating the impact that the guidance will have on the Company’s consolidated financial statements.

In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606): Summary and Amendments that Create Revenue from Contracts with Customers (Topic 606) and Other Assets and Deferred Costs—Contracts with Customers (Subtopic 340-40) . The guidance in this update supersedes the revenue recognition requirements in ASC Topic 605, Revenue Recognition, and most industry-specific guidance throughout the industry topics of the Codification. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2017. The guidance does not apply to revenues associated with financial instruments, including loans and securities that are accounted for under U.S. GAAP. Based upon management’s revenue recognition analysis, the Company does not expect the guidance to have a material impactASU on the Company's consolidated financial statements.

 

In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. The guidance in this update eliminates the Step 2 from the goodwill impairment test. For public companies, this update will be effective for interim and annual periods beginning after December 15, 2019, with early adoption permitted for interim and annual goodwill impairment test with a measurement date after January 1, 2017. The Company does not expect the guidance to have a material impact on the Company's consolidated financial statements.

2.      Dividends

2.

Dividends

 

On August 9, 2017, May 10, 2023, the Company declared a cash dividend on its common stock, payable on NovemberAugust 15, 2017 2023 to stockholders of record as of NovemberAugust 1, 2017, 2023, equal to $0.22$0.27 per share.

 

3.   Earnings Per Share

3.

Earnings Per Share

 

Earnings per share amounts were calculated using the weighted average shares outstanding during the periods presented. The weighted average outstanding shares for the three and nine months ended SeptemberJune 30, 2017 2023 and 20162022 was 8,992,167 and 9,058,690, respectively. The weighted average outstanding shares for the six months ended June 30, 2023 and 2022 were 9,310,913.8,992,167 and 9,075,336, respectively. The Company had no potentially dilutive securities outstanding during the periods presented.

 

4.     Off-Balance Sheet Arrangements

4.

Off-Balance Sheet Arrangements

 

The Company is party to financial instruments with off-balance sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2016.2022.

 

1016

5.

Fair Value Measurements

 

5.     Fair Value Measurements

AssetsAssets and liabilities carried at fair value are required to be classified and disclosed according to the process for determining fair value. There are three levels of determining fair value.

 

Level 1: Inputs to the valuation methodology are quoted prices, unadjusted, for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and shall be used to measure fair value whenever available.

 

Level 2: Inputs to the valuation methodology include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatility, prepayment speeds, credit risk); or inputs derived principally from or can be corroborated by observable market data by correlation or other means.

 

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. Level 3 assets and liabilities include financial instruments whose value is determined using discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

 

The following table presents the balancesis a description of valuation methodologies used for assets measuredand liabilities recorded at fair value on a recurring basis by level as of September 30, 2017 and December 31, 2016. (in thousands)basis.

 

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2017

                
                 

U.S. government treasuries

 $4,449  $4,449  $-  $- 

U.S. government agencies

  112,657   -   112,657   - 

U.S. government mortgage-backed securities

  81,956   -   81,956   - 

State and political subdivisions

  243,438   -   243,438   - 

Corporate bonds

  60,834   -   60,834   - 

Equity securities, other

  3,276   34   3,242   - 
                 
  $506,610  $4,483  $502,127  $- 
                 

2016

                
                 

U.S. government treasuries

 $4,368  $4,368  $-  $- 

U.S. government agencies

  110,209   -   110,209   - 

U.S. government mortgage-backed securities

  82,858   -   82,858   - 

State and political subdivisions

  264,448   -   264,448   - 

Corporate bonds

  51,184   -   51,184   - 

Equity securities, other

  3,013   -   3,013   - 
                 
  $516,080  $4,368  $511,712  $- 

11

Securities available-for-sale: Level 1 securities include U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets. U.SU.S. government agencies, mortgage-backed securities, state and political subdivisions, and most corporate bonds and other equity securities are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things.

 

Derivative financial instruments and loans receivable: The Company’s derivative financial instruments and loans receivable consist of interest rate swaps on loans accounted for as fair value hedges. The Company’s derivative financial instruments also include back-to-back loan swaps to assist customers in managing their interest rate risk while executing offsetting interest rate swaps with dealer counterparties. The Company's policy is to recognize transfers between levels at the end of each reporting period, if applicable. There were no transfers between levelsderivative positions and related loans are classified within Level 2 of the fair value hierarchy duringand are valued using models generally accepted in the threefinancial services industry and that use actively quoted or nine months ended Septemberobservable market input values from external market data providers and/or non-binding broker-dealer quotations. The fair value of the derivatives and loans are determined using discounted cash flow models. These models’ key assumptions include the contractual terms of the respective contract along with significant observable inputs, including interest rates, yield curves, nonperformance risk and volatility.

17

The following table presents the balances of assets measured at fair value on a recurring basis by level as of June 30, 2017.2023 and December 31, 2022 (in thousands):

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2023

                

Assets

                

Securities available-for-sale

                

U.S. government treasuries

 $204,156  $204,156  $-  $- 

U.S. government agencies

  100,563   -   100,563   - 

U.S. government mortgage-backed securities

  109,066   -   109,066   - 

State and political subdivisions

  273,455   -   273,455   - 

Corporate bonds

  71,280   -   71,280   - 

Loans receivable

  8,304   -   8,304   - 

Derivative financial instruments

  1,152   -   1,152   - 
                 

Liabilities

                

Derivative financial instruments

 $51  $-  $51  $- 
                 

2022

                

Assets

                

Securities available-for-sale

                

U.S. government treasuries

 $207,597  $207,597  $-  $- 

U.S. government agencies

  100,933   -   100,933   - 

U.S. government mortgage-backed securities

  116,741   -   116,741   - 

State and political subdivisions

  286,003   -   286,003   - 

Corporate bonds

  75,164   -   75,164   - 

Loans receivable

  8,494   -   8,494   - 

Derivative financial instruments

  1,096   -   1,096   - 

 

Certain assets are measured at fair value on a nonrecurring basis; that is, they are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment or a change in previously recognized impairment).  The following table presents the assets carried on the balance sheet (after specific reserves) by caption and by level within the valuation hierarchy as of SeptemberJune 30, 2017 2023 and December 31, 2016. 2022 (in thousands):

 

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2017

                
                 

Loans receivable

 $2,439  $-  $-  $2,439 

Other real estate owned

  386   -   -   386 
                 

Total

 $2,825  $-  $-  $2,825 
                 

2016

                
                 

Loans receivable

 $683  $-  $-  $683 

Other real estate owned

  546   -   -   546 
                 

Total

 $1,229  $-  $-  $1,229 

Loans Receivable: Loans in the tables above consist of impaired credits held for investment. In accordance with the loan impairment guidance, impairment was measured based on the fair value of collateral less estimated selling costs for collateral dependent loans. Fair value for impaired loans is based upon appraised values of collateral adjusted for trends observed in the market. A valuation allowance was recorded for the excess of the loan’s recorded investment over the amounts determined by the collateral value method. This valuation allowance is a component of the allowance for loan losses. The Company considers these fair value measurements as level 3.

Other Real Estate Owned: Other real estate owned in the table above consists of real estate obtained through foreclosure. Other real estate owned is recorded at fair value less estimated selling costs, at the date of transfer, with any impairment amount charged to the allowance for loan losses. Subsequent to the transfer, other real estate owned is carried at the lower of cost or fair value, less estimated selling costs, with any impairment amount recorded as a noninterest expense. The carrying value of other real estate owned is not re-measured to fair value on a recurring basis but is subject to fair value adjustments when the carrying value exceeds the fair value less estimated selling costs. Management uses appraised values and adjusts for trends observed in the market and for disposition costs in determining the value of other real estate owned. A valuation allowance was recorded for the excess of the asset’s recorded investment over the amount determined by the fair value, less estimated selling costs. This valuation allowance is a component of the allowance for other real estate owned. The valuation allowance was $287,000 as of September 30, 2017 and $331,000 as of December 31, 2016. The Company considers these fair value measurements as level 3.

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2023

                
                 

Loans receivable

 $258  $-  $-  $258 
                 

2022

                
                 

Loans receivable

 $304  $-  $-  $304 

 

1218

TheThe significant inputs used in the fair value measurements for Level 3 assets measured at fair value on a nonrecurring basis as of SeptemberJune 30, 2017 2023 and December 31, 2016 2022 are as follows:follows (in thousands):

 

  

2017

 
  

Estimated

Fair Value

 

Valuation

Techniques

Unobservable Inputs 

Range

(Average)

 
             

Impaired Loans

 $2,439 

Evaluation of collateral

Estimation of value

 NM*    
             

Other real estate owned

 $386 

Appraisal

Appraisal adjustment

 6%-8%(7%) 
  

2023

 
  

Estimated

 

Valuation

  

Range

 
  

Fair Value

 

Techniques

Unobservable Inputs 

(Average)

 
           

Loans receivable

 $258 

Evaluation of collateral

Estimation of value

  NM* 

 

  

2016

 
  

Estimated

Fair Value

 

Valuation

Techniques

Unobservable Inputs 

Range

(Average)

 
             

Impaired Loans

 $683 

Evaluation of collateral

Estimation of value

 NM*    
             

Other real estate owned

 $546 

Appraisal

Appraisal adjustment

 6%-10%(8%) 
  

2022

 
  

Estimated

 

Valuation

  

Range

 
  

Fair Value

 

Techniques

Unobservable Inputs 

(Average)

 
           

Loans receivable

 $304 

Evaluation of collateral

Estimation of value

  NM* 

 

* Not Meaningful.

Evaluations of the underlying assets are completed for each collateral dependent impaired loan with a specific reserve. The types of collateral vary widely and could include accounts receivables, inventory, a variety of equipment and real estate. Collateral evaluations are reviewed and discounted as appropriate based on knowledge of the specific type of collateral. In the case of real estate, an independent appraisal may be obtained. Types of discounts considered included aging of receivables, condition of the collateral, potential market for the collateral and estimated disposal costs. These discounts will vary from loan to loan, thus providing a range would not be meaningful.

 

19

GAAP requires disclosure of the fair value of financial assets and financial liabilities, including those that are not measured and reported at fair value on a recurring basis or nonrecurring basis. Fair value is defined under ASC 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The methodologies for estimatingfollowing table includes the carrying amounts and estimated fair valuevalues of the Company’s financial assets and financial liabilities that are measured at fair value on a recurring or nonrecurring basis are discussed above.  The methodologies for other financial assets as of June 30, 2023 and financial liabilities are discussed below.December 31, 2022 (in thousands):

 

Fair value of financial instruments:

Disclosure of fair value information about financial instruments, for which it is practicable to estimate that value, is required whether or not recognized in the consolidated balance sheets. In cases in which quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimate of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases could not be realized in immediate settlement of the instruments. Certain financial instruments with a fair value that is not practicable to estimate and all non-financial instruments are excluded from the disclosure requirements. Accordingly, the aggregate fair value amounts presented do not necessarily represent the underlying value of the Company.

   

2023

  

2022

 
 

Fair Value

     

Estimated

      

Estimated

 
 

Hierarchy

 

Carrying

  

Fair

  

Carrying

  

Fair

 
 

Level

 

Amount

  

Value

  

Amount

  

Value

 
                  

Financial assets:

                 

Cash and cash equivalents

Level 1

 $93,299  $93,299  $27,884  $27,884 

Interest-bearing time deposits

Level 1

  11,114   10,396   14,669   14,340 

Securities available-for-sale

See previous table

  758,520   758,520   786,438   786,438 

FHLB and FRB stock

Level 2

  4,007   4,007   4,613   4,613 

Loans receivable, net

Level 2

  1,232,772   1,173,428   1,226,011   1,170,948 

Loans held for sale

Level 2

  652   652   154   154 

Accrued income receivable

Level 1

  10,560   10,560   11,275   11,275 

Derivative financial instruments

Level 2

  1,152   1,152   1,096   1,096 

Financial liabilities:

                 

Deposits

Level 2

 $1,863,277  $1,861,647  $1,897,957  $1,895,473 

Securities sold under agreements to repurchase

Level 1

  48,081   48,081   40,676   40,676 

Other borrowings

Level 2

  97,400   96,666   39,120   38,991 

Accrued interest payable

Level 1

  2,334   2,334   666   666 

Derivative financial instruments

Level 2

  51   51   -   - 

 

The following disclosures represent financial instrumentsmethodologies used to determine fair value as of June 30, 2023 did not change from the methodologies described in which the ending balances at September 30, 2017 and December 31, 2016 are not carried at fair value in their entirety on the consolidated balance sheets.2022 Annual Financial Statements.

 

Cash and due from banks and interest bearing deposits in financial institutions: The recorded amount of these assets approximates fair value.

Securities available-for-sale: Fair value measurement for Level 1 securities is based upon quoted prices. Fair value measurement for Level 2 securities are based upon quoted prices, if available. If quoted prices are not available, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things. Level 1 securities include U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets. U.S government mortgage-backed securities, state and political subdivisions, some corporate bonds and other equity securities are reported at fair value utilizing Level 2 inputs.

Loans receivable: The fair value of loans is calculated by discounting scheduled cash flows through the estimated maturity using estimated market discount rates, which reflect the credit and interest rate risk inherent in the loan. The estimate of maturity is based on the historical experience, with repayments for each loan classification modified, as required, by an estimate of the effect of current economic and lending conditions. The effect of nonperforming loans is considered in assessing the credit risk inherent in the fair value estimate.

Loans held for sale: The fair value of loans held for sale is based on prevailing market prices.

Deposits: Fair values of deposits with no stated maturity, such as noninterest-bearing demand deposits, savings and NOW accounts, and money market accounts, are equal to the amount payable on demand as of the respective balance sheet date. Fair values of certificates of deposit are based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar remaining maturities. The fair value estimates do not include the benefit that results from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market.

Securities sold under agreements to repurchase: The carrying amounts of securities sold under agreements to repurchase approximate fair value because of the generally short-term nature of the instruments.

FHLB advances and other borrowings: Fair values of FHLB advances and other borrowings are estimated using discounted cash flow analysis based on interest rates currently being offered with similar terms.

Accrued income receivable and accrued interest payable: The carrying amounts of accrued income receivable and accrued interest payable approximate fair value.

Commitments to extend credit and standby letters of credit:credit: The fair values of commitments to extend credit and standby letters of credit are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreement and credit worthiness of the counterparties. The carrying value and fair value of the commitments to extend credit and standby letters of credit are not considered significant.

 

Limitations: Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

 

1420

The estimated fair values of the Company’s financial instruments as described above as of September 30, 2017 and December 31, 2016 are as follows: (in thousands)

   

2017

  

2016

 
 

Fair Value

     

Estimated

      

Estimated

 
 

Hierarchy

 

Carrying

  

Fair

  

Carrying

  

Fair

 
 

Level

 

Amount

  

Value

  

Amount

  

Value

 
                  

Financial assets:

                 

Cash and due from banks

Level 1

 $23,088  $23,088  $29,478  $29,478 

Interest bearing deposits

Level 1

  35,486   35,486   31,737   31,737 

Securities available-for-sale

See previous table

  506,610   506,610   516,080   516,080 

Loans receivable, net

Level 2

  764,229   753,977   752,182   746,580 

Loans held for sale

Level 2

  280   280   243   243 

Accrued income receivable

Level 1

  8,423   8,423   7,769   7,769 

Financial liabilities:

                 

Deposits

Level 2

 $1,114,538  $1,115,076  $1,109,409  $1,110,211 

Securities sold under agreements to repurchase

Level 1

  39,001   39,001   58,337   58,337 

FHLB advances

Level 2

  19,000   19,046   14,500   14,681 

Other borrowings

Level 2

  13,000   13,159   13,000   13,386 

Accrued interest payable

Level 1

  447   447   408   408 

The methodologies used to determine fair value as of September 30, 2017 did not change from the methodologies described in the December 31, 2016 Annual Financial Statements.

15

6.     Debt and Equity Securities

6.

Debt Securities

 

The amortized cost of securities available-for-saleavailable-for-sale and their approximate fair values as of SeptemberJune 30, 2017 2023 and December 31, 2016 2022 are summarized below:below (in thousands):

 

2017:

     

Gross

  

Gross

     

2023:

   

Gross

 

Gross

   
 

Amortized

  

Unrealized

  

Unrealized

  

Estimated

  

Amortized

 

Unrealized

 

Unrealized

 

Estimated

 
 

Cost

  

Gains

  

Losses

  

Fair Value

  

Cost

 

Gains

 

Losses

 

Fair Value

 
                 

U.S. government treasuries

 $4,412  $37  $-  $4,449  $222,047  $-  $(17,891) $204,156 

U.S. government agencies

  112,011   807   (161)  112,657  109,329  3  (8,769) 100,563 

U.S. government mortgage-backed securities

  80,948   1,091   (83)  81,956  124,494  2  (15,430) 109,066 

State and political subdivisions

  241,150   2,684   (396)  243,438  300,573  42  (27,160) 273,455 

Corporate bonds

  60,417   560   (143)  60,834   77,715  -  (6,435) 71,280 

Equity securities, other

  3,257   19   -   3,276 
 $502,195  $5,198  $(783) $506,610  $834,158  $47  $(75,685) $758,520 

 

2016:

     

Gross

  

Gross

     

2022:

   

Gross

 

Gross

   
 

Amortized

  

Unrealized

  

Unrealized

  

Estimated

  

Amortized

 

Unrealized

 

Unrealized

 

Estimated

 
 

Cost

  

Gains

  

Losses

  

Fair Value

  

Cost

 

Gains

 

Losses

 

Fair Value

 
                 

U.S. government treasuries

 $4,396  $18  $(46) $4,368  $227,065  $-  $(19,468) $207,597 

U.S. government agencies

  110,372   540   (703)  110,209  110,370  4  (9,441) 100,933 

U.S. government mortgage-backed securities

  82,279   1,018   (439)  82,858  133,205  4  (16,468) 116,741 

State and political subdivisions

  265,204   1,660   (2,416)  264,448  317,179  27  (31,203) 286,003 

Corporate bonds

  51,731   147   (694)  51,184   82,177  7  (7,020) 75,164 

Equity securities, other

  3,013   -   -   3,013 
 $516,995  $3,383  $(4,298) $516,080  $869,996  $42  $(83,600) $786,438 

 

The proceeds, gainsamortized cost and losses fromfair value of debt securities available-for-sale as of June 30, 2023, are summarized as follows: shown below by expected maturity. Expected maturity will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties ((in thousands)thousands).

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 

Proceeds from sales of securities available-for-sale

 $933  $5,852  $11,757  $18,738 

Gross realized gains on securities available-for-sale

  38   66   501   303 

Gross realized losses on securities available-for-sale

  -   (1)  (2)  (7)

Tax provision applicable to net realized gains on securities available-for-sale

  14   29   175   110 
  

Amortized

  

Estimated

 
  

Cost

  

Fair Value

 
         

Due in one year or less

 $64,234  $62,668 

Due after one year through five years

  409,635   378,356 

Due after five years through ten years

  226,621   200,824 

Due after ten years

  9,174   7,606 
  $709,664  $649,454 

U.S. government mortgage-backed securities

  124,494   109,066 

Total

 $834,158  $758,520 

The Company's investment portfolio had an expected duration of 3.85 years as of June 30, 2023.

Securities with a carrying value of $354.7 million and $256.7 million at June 30, 2023 and December 31, 2022, respectively, were pledged on public deposits, securities sold under agreements to repurchase, other borrowings and for other purposes as required or permitted by law.

 

1621

The proceeds and gains on securities available-for-sale for the three and six months ended June 30, 2023 and 2022 are summarized below (in thousands):

  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2023

  

2022

  

2023

  

2022

 

Proceeds from sales of securities available-for-sale

 $1,353  $-  $1,353  $535 

Gross realized gains on securities available-for-sale

  11   -   11   35 

Gross realized losses on securities available-for-sale

  (4)  -   (4)  - 

 

UnrealizedGross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position as of June 30, 2023 and December 31, 2022 are summarized as of September 30, 2017 and December 31, 2016 are as follows:follows (in thousands):

  

Less than 12 Months

  

12 Months or More

  

Total

 

2017:

 

Estimated Fair Value

  

Unrealized Losses

  

Estimated Fair Value

  

Unrealized Losses

  

Estimated Fair Value

  

Unrealized Losses

 
                         

Securities available-for-sale:

                        

U.S. government agencies

 $28,424  $(125) $3,773  $(36) $32,197  $(161)

U.S. government mortgage-backed securities

  10,639   (71)  1,997   (12)  12,636   (83)

State and political subdivisions

  22,029   (81)  21,739   (315)  43,768   (396)

Corporate bonds

  5,619   (11)  7,310   (132)  12,929   (143)
  $66,711  $(288) $34,819  $(495) $101,530  $(783)

 

 

Less than 12 Months

  

12 Months or More

  

Total

  

Less than 12 Months

 

12 Months or More

 

Total

 

2016:

 

Fair Value

  

Unrealized Losses

  

Fair Value

  

Unrealized Losses

  

Fair Value

  

Unrealized Losses

 

2023:

 

Estimated

Fair Value

 

Unrealized

Losses

 

Estimated

Fair Value

 

Unrealized

Losses

 

Estimated

Fair Value

 

Unrealized

Losses

 
                         

Securities available-for-sale:

                         

U.S. government treasuries

 $2,893  $(46) $-  $-  $2,893  $(46) $3,901  $(56) $200,255  $(17,835) $204,156  $(17,891)

U.S. government agencies

  48,225   (703)  -   -   48,225   (703) 6,830  (186) 93,144  (8,583) 99,974  (8,769)

U.S. government mortgage-backed securities

  33,753   (439)  -   -   33,753   (439) 2,212  (79) 106,525  (15,351) 108,737  (15,430)

State and political subdivisions

  125,558   (2,226)  6,512   (190)  132,070   (2,416) 49,104  (1,366) 216,949  (25,794) 266,053  (27,160)

Corporate bonds

  35,703   (694)  -   -   35,703   (694)  11,018  (371) 58,762  (6,064) 69,780  (6,435)
 $246,132  $(4,108) $6,512  $(190) $252,644  $(4,298) $73,065  $(2,058) $675,635  $(73,627) $748,700  $(75,685)

 

  

Less than 12 Months

  

12 Months or More

  

Total

 

2022:

 

Estimated

Fair Value

  

Unrealized

Losses

  

Estimated

Fair Value

  

Unrealized

Losses

  

Estimated

Fair Value

  

Unrealized

Losses

 
                         

Securities available-for-sale:

                        

U.S. government treasuries

 $57,882  $(3,960) $147,215  $(15,508) $205,097  $(19,468)

U.S. government agencies

  61,821   (4,293)  38,492   (5,148)  100,313   (9,441)

U.S. government mortgage-backed securities

  45,440   (4,393)  70,854   (12,075)  116,294   (16,468)

State and political subdivisions

  181,640   (14,556)  97,907   (16,647)  279,547   (31,203)

Corporate bonds

  59,293   (4,281)  13,382   (2,739)  72,675   (7,020)
  $406,076  $(31,483) $367,850  $(52,117) $773,926  $(83,600)

22

Gross unrealized losses on debt securities totaled $783,000$75.7 million as of SeptemberJune 30, 2017. 2023. These unrealized losses are generally due to changes in interest rates or general market conditions. In analyzing an issuer’s financial condition, management considers whether the securities are issued by the federal government or its agencies, state or political subdivision, or corporations. Management then determines whether downgrades by bond rating agencies have occurred, and reviews industry analysts’ reports. The Company’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates. Management concluded that the gross unrealized losses on debt securities were temporary. Due to potential changes in conditions, it is at least reasonably possible that changes in fair values and management’s assessments will occur in the near term and that such changes could materially affect the amounts reported in the Company’s financial statements.

 

7.

 Loans Receivable and Credit Disclosures

The composition of loans receivable as of June 30, 2023 and December 31, 2022 is as follows (in thousands):

  

2023

  

2022

 
         

Real estate - construction

 $62,777  $51,253 

Real estate - 1 to 4 family residential

  293,911   285,107 

Real estate - multi-family

  191,206   185,784 

Real estate - commercial

  344,108   353,285 

Real estate - agricultural

  158,683   159,448 

Commercial

  90,296   77,265 

Agricultural

  92,116   113,355 

Consumer and other

  15,994   16,211 
   1,249,091   1,241,708 

Less allowance for credit losses

  (16,319)  (15,697)

Loans receivable, net

 $1,232,772  $1,226,011 

On January 1, 2023, the Company adopted ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326)," and results for reporting periods beginning after January 1, 2023 are presented under ASC 326 while prior period amounts continue to be reported in accordance with previously applicable GAAP. Additionally, the Company reclassified its loan categories to breakout multi-family real estate from commercial real estate and all prior periods have been adjusted.

1723

7.     Loans Receivable and Credit Disclosures

Activity in the allowance for loancredit losses, on a disaggregated basis, for the three and ninesix months ended SeptemberJune 30, 2017 2023 and 2016 is as follows: (in thousands)

  

Three Months Ended September 30, 2017

 
      

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, June 30, 2017

 $780  $1,713  $4,437  $907  $2,071  $1,154  $126  $11,188 

Provision (credit) for loan losses

  (74)  15   155   36   (80)  (34)  39   57 

Recoveries of loans charged-off

  -   4   -   -   2   -   4   10 

Loans charged-off

  -   -   -   -   (109)  -   (6)  (115)

Balance, September 30, 2017

 $706  $1,732  $4,592  $943  $1,884  $1,120  $163  $11,140 

  

Nine Months Ended September 30, 2017

 
      

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, December 31, 2016

 $908  $1,711  $3,960  $861  $1,728  $1,216  $123  $10,507 

Provision (credit) for loan losses

  (202)  12   632   82   735   (96)  59   1,222 

Recoveries of loans charged-off

  -   9   -   -   30   -   8   47 

Loans charged-off

  -   -   -   -   (609)  -   (27)  (636)

Balance, September 30, 2017

 $706  $1,732  $4,592  $943  $1,884  $1,120  $163  $11,140 

  

Three Months Ended September 30, 2016

 
      

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, June 30, 2016

 $758  $1,742  $3,890  $834  $1,439  $1,219  $253  $10,135 

Provision (credit) for loan losses

  121   32   (89)  -   169   12   (10)  235 

Recoveries of loans charged-off

  15   1   -   -   75   -   2   93 

Loans charged-off

  -   -   -   -   (1)  -   (11)  (12)

Balance, September 30, 2016

 $894  $1,775  $3,801  $834  $1,682  $1,231  $234  $10,451 

  

Nine Months Ended September 30, 2016

 
      

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, December 31, 2015

 $999  $1,806  $3,557  $760  $1,371  $1,256  $239  $9,988 

Provision (credit) for loan losses

  (135)  (34)  244   74   308   (25)  9   441 

Recoveries of loans charged-off

  30   3   -   -   81   -   7   121 

Loans charged-off

  -   -   -   -   (78)  -   (21)  (99)

Balance, September 30, 2016

 $894  $1,775  $3,801  $834  $1,682  $1,231  $234  $10,451 

Allowance for loan losses disaggregated on the basis of impairment analysis method as of September 30, 2017 and December 31, 2016 is as follows: (in thousands)

2017

     

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for impairment

 $-  $28  $-  $-  $747  $-  $48  $823 

Collectively evaluated for impairment

  706   1,704   4,592   943   1,137   1,120   115   10,317 

Balance September 30, 2017

 $706  $1,732  $4,592  $943  $1,884  $1,120  $163  $11,140 

2016

     

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for impairment

 $-  $76  $-  $-  $644  $-  $-  $720 

Collectively evaluated for impairment

  908   1,635   3,960   861   1,084   1,216   123   9,787 

Balance December 31, 2016

 $908  $1,711  $3,960  $861  $1,728  $1,216  $123  $10,507 

Loans receivable disaggregated on the basis of impairment analysis method as of September 30, 2017 and December 31, 20162022 is as follows (in thousands):

 

2017

     

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for impairment

 $-  $692  $703  $-  $3,250  $-  $85  $4,730 

Collectively evaluated for impairment

  44,041   148,148   350,508   79,181   70,916   67,711   10,201   770,706 
                                 

Balance September 30, 2017

 $44,041  $148,840  $351,211  $79,181  $74,166  $67,711  $10,286  $775,436 
  

Three Months Ended June 30, 2023

 
      

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, March 31, 2023

 $391  $3,288  $2,568  $5,206  $1,218  $1,784  $1,392  $422  $16,269 

Credit loss expense (benefit) 1

  21   68   (44)  (173)  (4)  260   (34)  (21)  73 

Recoveries of loans charged-off

  -   1   -   -   -   3   -   6   10 

Loans charged-off

  -   -   -   -   -   (33)  -   -   (33)

Balance, June 30, 2023

 $412  $3,357  $2,524  $5,033  $1,214  $2,014  $1,358  $407  $16,319 

 

2016

     

1-4 Family

                         
  

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for impairment

 $-  $660  $399  $-  $3,942  $-  $76  $5,077 

Collectively evaluated for impairment

  61,042   148,847   315,303   73,032   70,436   76,994   12,054   757,708 
                                 

Balance December 31, 2016

 $61,042  $149,507  $315,702  $73,032  $74,378  $76,994  $12,130  $762,785 

(1) The difference in the credit loss expense reported herein as compared to the Consolidated Statements of Income is associated with the credit loss benefit of $40 thousand related to off-balance sheet credit exposures.

 

  

Six Months Ended June 30, 2023

 
      

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, December 31, 2022

 $730  $3,028  $2,493  $4,742  $1,625  $1,153  $1,705  $221  $15,697 

Impact of adopting ASC 326

  (395)  242   (24)  513   (398)  449   (61)  192   518 

Credit loss expense (benefit) 1

  77   85   55   (227)  (13)  443   (122)  (13)  285 

Recoveries of loans charged-off

  -   2   -   5   -   6   -   7   20 

Loans charged-off

  -   -   -   -   -   (37)  (164)  -   (201)

Balance, June 30, 2023

 $412  $3,357  $2,524  $5,033  $1,214  $2,014  $1,358  $407  $16,319 

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payment of principal and interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. The Company will apply its normal loan review procedures to identify loans that should be evaluated for impairment.

(1) The difference in the credit loss expense reported herein as compared to the Consolidated Statements of Income is associated with the credit loss expense of $23 thousand related to off-balance sheet credit exposures.

  

Three Months Ended June 30, 2022

 
      

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, March 31, 2022

 $645  $2,899  $2,433  $5,881  $1,630  $1,152  $1,606  $238  $16,484 

Credit loss expense (benefit)

  (39)  24   84   (39)  62   (28)  (122)  (1)  (59)

Recoveries of loans charged-off

  -   3   -   1   -   1   -   3   8 

Loans charged-off

  -   (6)  -   -   -   -   -   (7)  (13)

Balance, June 30, 2022

 $606  $2,920  $2,517  $5,843  $1,692  $1,125  $1,484  $233  $16,420 

  

Six Months Ended June 30, 2022

 
      

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Balance, December 31, 2021

 $675  $2,752  $2,501  $5,905  $1,584  $1,170  $1,836  $198  $16,621 

Credit loss expense (benefit)

  (69)  174   16   (63)  108   (47)  (352)  47   (186)

Recoveries of loans charged-off

  -   4   -   1   -   2   -   4   11 

Loans charged-off

  -   (10)  -   -   -   -   -   (16)  (26)

Balance, June 30, 2022

 $606  $2,920  $2,517  $5,843  $1,692  $1,125  $1,484  $233  $16,420 

 

1924

The following table shows the balance in the allowance for credit losses at June 30, 2023, and December 31, 2022, disaggregated on the basis of measurement methodology (in thousands). As of June 30, 2023, loans individually assessed are collateral dependent and in the process of foreclosure or no longer share the same risk characteristics of the other loans in the pool. All other loans are collectively evaluated for losses. Loans individually evaluated were considered impaired at December 31, 2022.

2023

     

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for credit losses

 $-  $10  $-  $-  $-  $97  $70  $15  $192 

Collectively evaluated for credit losses

  412   3,347   2,524   5,033   1,214   1,917   1,288   392   16,127 

Balance June 30, 2023

 $412  $3,357  $2,524  $5,033  $1,214  $2,014  $1,358  $407  $16,319 

2022

     

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for credit losses

 $-  $10  $-  $-  $-  $-  $68  $17  $95 

Collectively evaluated for credit losses

  730   3,018   2,493   4,742   1,625   1,153   1,637   204   15,602 

Balance December 31, 2022

 $730  $3,028  $2,493  $4,742  $1,625  $1,153  $1,705  $221  $15,697 

 

The following is a recap of impairedtable shows the loans, on a disaggregated basis, as of September receivable balance at June 30, 2017 2023, and December 31, 2016:2022, disaggregated on the basis of measurement methodology (in thousands). As of June 30, 2023, loans individually assessed are collateral dependent and in the process of foreclosure or no longer share the same risk characteristics of the other loans in the pool. All other loans are collectively evaluated for losses. Loans individually evaluated were considered impaired at December 31, 2022.

 

  

2017

  

2016

 
      

Unpaid

          

Unpaid

     
  

Recorded

  

Principal

  

Related

  

Recorded

  

Principal

  

Related

 
  

Investment

  

Balance

  

Allowance

  

Investment

  

Balance

  

Allowance

 

With no specific reserve recorded:

                        

Real estate - construction

 $-  $-  $-  $-  $-  $- 

Real estate - 1 to 4 family residential

  610   750   -   452   473   - 

Real estate - commercial

  703   1,369   -   399   1,025   - 

Real estate - agricultural

  -   -   -   -   -   - 

Commercial

  127   150   -   2,747   2,672   - 

Agricultural

  -   -   -   -   -   - 

Consumer and other

  28   30   -   76   81   - 

Total loans with no specific reserve:

  1,468   2,299   -   3,674   4,251   - 
                         

With an allowance recorded:

                        

Real estate - construction

  -   -   -   -   -   - 

Real estate - 1 to 4 family residential

  82   104   28   208   360   76 

Real estate - commercial

  -   -   -   -   -   - 

Real estate - agricultural

  -   -   -   -   -   - 

Commercial

  3,123   3,392   747   1,195   1,286   644 

Agricultural

  -   -   -   -   -   - 

Consumer and other

  57   60   48   -   -   - 

Total loans with specific reserve:

  3,262   3,556   823   1,403   1,646   720 
                         

Total

                        

Real estate - construction

  -   -   -   -   -   - 

Real estate - 1 to 4 family residential

  692   854   28   660   833   76 

Real estate - commercial

  703   1,369   -   399   1,025   - 

Real estate - agricultural

  -   -   -   -   -   - 

Commercial

  3,250   3,542   747   3,942   3,958   644 

Agricultural

  -   -   -   -   -   - 

Consumer and other

  85   90   48   76   81   - 
                         
  $4,730  $5,855  $823  $5,077  $5,897  $720 

2023

     

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for credit losses

 $-  $803  $-  $9,022  $486  $278  $736  $15  $11,340 

Collectively evaluated for credit losses

  62,777   293,108   191,206   335,086   158,197   90,018   91,380   15,979   1,237,751 
                                     

Balance June 30, 2023

 $62,777  $293,911  $191,206  $344,108  $158,683  $90,296  $92,116  $15,994  $1,249,091 

2022

     

1-4 Family

                             
  

Construction

  

Residential

  

Multi-family

  

Commercial

  

Agricultural

          

Consumer

     
  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

 

Individually evaluated for credit losses

 $-  $805  $-  $12,853  $165  $200  $342  $21  $14,386 

Collectively evaluated for credit losses

  51,253   284,302   185,784   340,432   159,283   77,065   113,013   16,190   1,227,322 
                                     

Balance December 31, 2022

 $51,253  $285,107  $185,784  $353,285  $159,448  $77,265  $113,355  $16,211  $1,241,708 

 

2025

The following is a recaptable presents the amortized cost basis of collateral dependent loans, by the averageprimary collateral type, which are individually evaluated to determine expected credit losses, and the related ACL allocated to these loans (in thousands):

  

Primary Type of Collateral

 

June 30, 2023

 

Real Estate

  

Equipment

  

Other

  

Total

  

ACL Allocation

 
                     

Real estate - construction

 $-  $-  $-  $-  $- 

Real estate - 1 to 4 family residential

  803   -   -   803   10 

Real estate - multi-family

  -   -   -   -   - 

Real estate - commercial

  9,022   -   -   9,022   - 

Real estate - agricultural

  486   -   -   486   - 

Commercial

  124   3   97   224   97 

Agricultural

  252   40   444   736   70 

Consumer and other

  -   -   -   -   - 
                     
  $10,687  $43  $541  $11,271  $177 

26

Pre-ASC 326 (CECL) adoption impaired loan information as of December 31, 2022 (in thousands):

  

2022

 
      

Unpaid

     
  

Recorded

  

Principal

  

Related

 
  

Investment

  

Balance

  

Allowance

 

With no specific reserve recorded:

            

Real estate - construction

 $-  $-  $- 

Real estate - 1 to 4 family residential

  687   721   - 

Real estate - multi-family

  -   -   - 

Real estate - commercial

  12,853   13,578   - 

Real estate - agricultural

  165   194   - 

Commercial

  200   249   - 

Agricultural

  78   88   - 

Consumer and other

  4   7   - 

Total loans with no specific reserve:

  13,987   14,837   - 
             

With an allowance recorded:

            

Real estate - construction

  -   -   - 

Real estate - 1 to 4 family residential

  118   123   10 

Real estate - multi-family

  -   -   - 

Real estate - commercial

  -   -   - 

Real estate - agricultural

  -   -   - 

Commercial

  -   -   - 

Agricultural

  264   294   68 

Consumer and other

  17   19   17 

Total loans with specific reserve:

  399   436   95 
             

Total

            

Real estate - construction

  -   -   - 

Real estate - 1 to 4 family residential

  805   844   10 

Real estate - multi-family

  -   -   - 

Real estate - commercial

  12,853   13,578   - 

Real estate - agricultural

  165   194   - 

Commercial

  200   249   - 

Agricultural

  342   382   68 

Consumer and other

  21   26   17 
             
  $14,386  $15,273  $95 

27

Average recorded investment and interest income recognized on impaired loans for the three and ninesix months ended SeptemberJune 30, 2017 and 2016: 2022 (in thousands):

  

Three Months Ended September 30,

 
  

2017

  

2016

 
  

Average

  

Interest

  

Average

  

Interest

 
  

Recorded

  

Income

  

Recorded

  

Income

 
  

Investment

  

Recognized

  

Investment

  

Recognized

 

With no specific reserve recorded:

                

Real estate - construction

 $-  $-  $-  $- 

Real estate - 1 to 4 family residential

  631   18   481   - 

Real estate - commercial

  716   -   450   - 

Real estate - agricultural

  -   -   -   - 

Commercial

  139   2   67   - 

Agricultural

  -   -   11   - 

Consumer and other

  46   -   88   6 

Total loans with no specific reserve:

  1,532   20   1,097   6 
                 

With an allowance recorded:

                

Real estate - construction

  -   -   -   - 

Real estate - 1 to 4 family residential

  128   -   626   - 

Real estate - commercial

  -   -   -   - 

Real estate - agricultural

  -   -   -   - 

Commercial

  3,263   -   1,003   2 

Agricultural

  -   -   -   - 

Consumer and other

  29   -   1   - 

Total loans with specific reserve:

  3,420   -   1,630   2 
                 

Total

                

Real estate - construction

  -   -   -   - 

Real estate - 1 to 4 family residential

  759   18   1,107   - 

Real estate - commercial

  716   -   450   - 

Real estate - agricultural

  -   -   -   - 

Commercial

  3,402   2   1,070   2 

Agricultural

  -   -   11   - 

Consumer and other

  75   -   89   6 
                 
  $4,952  $20  $2,727  $8 

 

 

Nine Months Ended September 30,

  

Three Months Ended

 

Six Months Ended

 
 

2017

  

2016

  

June 30, 2022

 

June 30, 2022

 
 

Average

  

Interest

  

Average

  

Interest

  

Average

 

Interest

 

Average

 

Interest

 
 

Recorded

  

Income

  

Recorded

  

Income

  

Recorded

 

Income

 

Recorded

 

Income

 
 

Investment

  

Recognized

  

Investment

  

Recognized

  

Investment

 

Recognized

 

Investment

 

Recognized

 

With no specific reserve recorded:

                 

Real estate - construction

 $-  $-  $-  $31  $-  $-  $-  $- 

Real estate - 1 to 4 family residential

  535   27   438   1  687  14  683  17 

Real estate - multi-family

 -  -  -  - 

Real estate - commercial

  648   -   465   22  120  -  121  - 

Real estate - agricultural

  -   -   -   -  357  14  420  14 

Commercial

  1,457   3   39   -  214  1  220  5 

Agricultural

  -   -   11   -  143  -  202  - 

Consumer and other

  60   -   66   6   4  -  4  - 

Total loans with no specific reserve:

  2,700   30   1,019   60   1,525  29  1,650  36 
                 

With an allowance recorded:

                 

Real estate - construction

  16   2   -   -  -  -  -  - 

Real estate - 1 to 4 family residential

  162   -   663   5  163  1  209  1 

Real estate - multi-family

 -  -  -  - 

Real estate - commercial

  -   -   26   -  9,632  -  9,644  - 

Real estate - agricultural

  -   -   -   -  -  -  -  - 

Commercial

  2,193   -   732   2  38  -  58  - 

Agricultural

  -   -   -   -  305  -  308  - 

Consumer and other

  15   1   1   -   20  -  20  - 

Total loans with specific reserve:

  2,386   3   1,422   7   10,158  1  10,239  1 
                 

Total

                 

Real estate - construction

  16   2   -   31  -  -  -  - 

Real estate - 1 to 4 family residential

  697   27   1,101   6  850  15  892  18 

Real estate - multi-family

 -  -  -  - 

Real estate - commercial

  648   -   491   22  9,752  -  9,765  - 

Real estate - agricultural

  -   -   -   -  357  14  420  14 

Commercial

  3,650   3   771   2  252  1  278  5 

Agricultural

  -   -   11   -  448  -  510  - 

Consumer and other

  75   1   67   6   24  -  24  - 
                 
 $5,086  $33  $2,441  $67  $11,683  $30  $11,889  $37 

 

The interest foregone on nonaccrual loans for the three months ended SeptemberJune 30, 2017 2023 and 20162022 was approximately $88,000$166 thousand and $46,000,$168 thousand, respectively. The interest foregone on nonaccrual loans for the ninesix months ended SeptemberJune 30, 2017 2023 and 20162022 was approximately $289,000$345 thousand and $124,000,$311 thousand, respectively.

 

TheNonaccrual loans at June 30, 2023 and December 31, 2022 were $11.3 million and $14.7 million, respectively.

The Company made three loan modifications to borrowers experiencing financial difficulty for the six months ended June 30, 2023.

28

The following table shows the amortized cost basis at the end of the reporting period of the loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of concession granted (in thousands):

Loan Modifications Made to Borrowers Experiencing Financial Difficulty

 
         
  

Term Extension

 
  

Amortized Cost Basis at

  

% of Total Class of

 
  

June 30, 2023

  

Financing Receivable

 

Loan Type

        

Agricultural

 $417   0.5%

The following table describes the financial effect of the modifications made to borrowers experiencing financial difficulty:

Term Extension

Loan Type

Financial Effect

Agricultural

Added a weighted-average 7.7 years to the life of loans, which reduced monthly payment amounts for the borrowers

There were no loan modifications made to borrowers experiencing financial difficulty for which there was a payment default within twelve months following the modification during the three and six months ended June 30, 2023. A loan is considered to be in payment default once it is 60 days contractually past due under the modified terms.

The Company had loans meeting the definition of a troubled debt restructuring (TDR) of $3,098,000$10.7 million as of September 30, 2017, December 31, 2022, all of which were included in impaired and nonaccrual loans. The Company had TDRs of $3,672,000 as of December 31, 2016, all of which were included in impaired and nonaccrual loans.

The following table sets forth information on the Company’s TDRs, on a disaggregated basis, occurring in the three and nine months ended September 30, 2017 and 2016: (dollarsin thousands)

  

Three Months Ended September 30,

 
  

2017

  

2016

 
      

Pre-Modification

  

Post-Modification

      

Pre-Modification

  

Post-Modification

 
      

Outstanding

  

Outstanding

      

Outstanding

  

Outstanding

 
  

Number of

  

Recorded

  

Recorded

  

Number of

  

Recorded

  

Recorded

 
  

Contracts

  

Investment

  

Investment

  

Contracts

  

Investment

  

Investment

 
                         

Real estate - construction

  -  $-  $-   -  $-  $- 

Real estate - 1 to 4 family residential

  -   -   -   -   -   - 

Real estate - commercial

  -   -   -   -   -   - 

Real estate - agricultural

  -   -   -   -   -   - 

Commercial

  -   -   -   -   -   - 

Agricultural

  -   -   -   -   -   - 

Consumer and other

  -   -   -   -   -   - 
                         
   -  $-  $-   -  $-  $- 

  

Nine Months Ended September 30,

 
  

2017

  

2016

 
      

Pre-Modification

  

Post-Modification

      

Pre-Modification

  

Post-Modification

 
      

Outstanding

  

Outstanding

      

Outstanding

  

Outstanding

 
  

Number of

  

Recorded

  

Recorded

  

Number of

  

Recorded

  

Recorded

 
  

Contracts

  

Investment

  

Investment

  

Contracts

  

Investment

  

Investment

 
                         

Real estate - construction

  -  $-  $-   -  $-  $- 

Real estate - 1 to 4 family residential

  -   -   -   -   -   - 

Real estate - commercial

  -   -   -   -   -   - 

Real estate - agricultural

  -   -   -   -   -   - 

Commercial

  2   93   99   3   702   705 

Agricultural

  -   -   -   -   -   - 

Consumer and other

  -   -   -   3   70   70 
                         
   2  $93  $99   6  $772  $775 

During the three and nine months ended September 30, 2017, the Company granted concessions to two borrowers that were experiencing financial difficulties. The loans were extended beyond their normal terms and on one loan the interest was capitalized.

 

During the three and six months ended SeptemberJune 30, 2016, 2022, the Company did not grant any concessions to any borrowers facing financial difficulties.During

There were no TDR loans that had payment defaults during the ninetwelve months ended SeptemberJune 30, 2016, the Company granted concessions to two borrowers experiencing financial difficulties with six loans. 2023. The three consumer loans were extended beyond normal terms at an interest rate below a market interest rate. The three commercial operating loans were extended beyond normal terms.

The Company considers TDR loans to have payment default when it is past due 60 days or more.

 

No TDR modified during the twelve months ended September 30, 2017 and 2016 had payment defaults.

A $530,000 specific reserve was established in the nine months ended September 30, 2017 on two TDR loans. There were $257,000 ofno net charge-offs related to TDRs for the ninethree and six months ended SeptemberJune 30, 2017. There were no charge-offs related to TDRs2022. No additional specific reserve was provided for the three and ninesix months ended SeptemberJune 30, 2016.2022.

 

2329

AnAn aging analysis of the recorded investments in loans, on a disaggregated basis, as of SeptemberJune 30, 2017 2023 and December 31, 2016, 2022, is as follows:follows (in thousands):

 

2017

     

90 Days

              

90 Days

 

2023

   

90 Days

       

90 Days

 
 30-89  

or Greater

  

Total

          

or Greater

  30-89 

or Greater

 

Total

     

or Greater

 
 

Past Due

  

Past Due

  

Past Due

  

Current

  

Total

  

Accruing

  

Past Due

 

Past Due

 

Past Due

 

Current

 

Total

 

Accruing

 
                         

Real estate - construction

 $205  $-  $205  $43,836  $44,041  $-  $335  $-  $335  $62,442  $62,777  $- 

Real estate - 1 to 4 family residential

  1,065   476   1,541   147,299   148,840   81  582  8  590  293,321  293,911  - 

Real estate - multi-family

 -  -  -  191,206  191,206  - 

Real estate - commercial

  312   398   710   350,501   351,211   -  106  -  106  344,002  344,108  - 

Real estate - agricultural

  377   -   377   78,804   79,181   -  659  214  873  157,810  158,683  214 

Commercial

  129   429   558   73,608   74,166   -  376  -  376  89,920  90,296  - 

Agricultural

  207   -   207   67,504   67,711   -  643  121  764  91,352  92,116  104 

Consumer and other

  43   32   75   10,211   10,286   -   40  -  40  15,954   15,994   - 
                         
 $2,338  $1,335  $3,673  $771,763  $775,436  $81  $2,741  $343  $3,084  $1,246,007  $1,249,091  $318 

 

2016

     

90 Days

              

90 Days

 

2022

   

90 Days

       

90 Days

 
 30-89  

or Greater

  

Total

          

or Greater

  

30-89

 

or Greater

 

Total

     

or Greater

 
 

Past Due

  

Past Due

  

Past Due

  

Current

  

Total

  

Accruing

  

Past Due

 

Past Due

 

Past Due

 

Current

 

Total

 

Accruing

 
                         

Real estate - construction

 $-  $-  $-  $61,042  $61,042  $-  $66  $-  $66  $51,187  $51,253  $- 

Real estate - 1 to 4 family residential

  1,577   35   1,612   147,895   149,507   19  944  11  955  284,152  285,107  - 

Real estate - multi-family

 -  -  -  185,784  185,784  - 

Real estate - commercial

  1,420   -   1,420   314,282   315,702   -  2,362  1,399  3,761  349,524  353,285  - 

Real estate - agricultural

  -   -   -   73,032   73,032   -  185  -  185  159,263  159,448  - 

Commercial

  84   747   831   73,547   74,378   -  592  7  599  76,666  77,265  - 

Agricultural

  -   -   -   76,994   76,994   -  218  30  248  113,107  113,355  - 

Consumer and other

  36   3   39   12,091   12,130   3   37  4  41  16,170   16,211   - 
                         
 $3,117  $785  $3,902  $758,883  $762,785  $22  $4,404  $1,451  $5,855  $1,235,853  $1,241,708  $- 

 

2430

Credit Quality Indicators. As part of the on-going monitoring of the credit quality of the Company’s loan portfolio, management tracks certain credit quality indicators including trends related to (i) the risk ratings of loans, (ii) the level of classified loans, (iii) net charge-offs, (iv) non-performing loans and (v) the general economic conditions in our market areas.

The Company utilizes a risk rating matrix to assign risk ratings to each of its loans. Loans are rated on a scale of 1 to 7. A description of the general characteristics of the risk ratings is as follows:

Ratings 1,2 and 3 - These ratings include loans of average to excellent credit quality borrowers. These borrowers generally have significant capital strength, moderate leverage and stable earnings and growth commensurate to their relative risk rating. These ratings are reviewed at least annually. These ratings also include performing loans of less than $100,000.

Rating 4 - This rating includes loans on management’s “watch list” and is intended to be utilized for pass rated borrowers where credit quality has begun to show signs of financial weakness that now requires management’s heightened attention. This rating is reviewed at least quarterly.

Rating 5 - This rating is for “Special Mention” loans in accordance with regulatory guidelines. This rating is intended to be temporary and includes loans to borrowers whose credit quality has clearly deteriorated and are at risk of further decline unless active measures are taken to correct the situation. This rating is reviewed at least quarterly.

Rating 6 - This rating includes “Substandard” loans in accordance with regulatory guidelines, for which the accrual of interest has not been stopped. Under regulatory guideline definitions, a “Substandard” loan has defined weaknesses which make payment default or principal exposure likely, but not yet certain. Such loans are apt to be dependent upon collateral liquidation, a secondary source of repayment or an event outside of the normal course of business. This rating is reviewed at least quarterly.

Rating 7 - This rating includes “Substandard-Impaired” loans in accordance with regulatory guidelines, for which the accrual of interest has generally been stopped. This rating includes loans: (i) where interest is more than 90 days past due, (ii) not fully secured, (iii) where a specific valuation allowance may be necessary, or (iv) where the borrower is unable to make contractual principal and interest payments. This rating is reviewed at least quarterly.

31

The following tables show the risk category of loans by loan category and year of origination as of June 30, 2023 (in thousands):

June 30, 2023

 

Amortized Cost Basis of Term Loans by Year of Origination

         
  

2023

  

2022

  

2021

  

2020

  

2019

  

Prior

  

Revolving

  

Total

 

Real estate - construction

                                

Pass

 $14,836  $38,503  $1,354  $802  $-  $372  $6,611  $62,478 

Watch

  81   -   -   218   -   -   -   299 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  -   -   -   -   -   -   -   - 

Substandard-Impaired

  -   -   -   -   -   -   -   - 

Total

 $14,917  $38,503  $1,354  $1,020  $-  $372  $6,611  $62,777 
                                 

Current-period gross writeoffs

 $-  $-  $-  $-  $-  $-  $-  $- 
                                 

Real estate - 1-4 family residential

                                

Pass

 $29,857  $84,304  $62,316  $53,603  $9,362  $20,525  $17,090  $277,057 

Watch

  845   398   11,334   1,575   -   531   73   14,756 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  21   18   939   -   255   62   -   1,295 

Substandard-Impaired

  18   118   589   -   -   78   -   803 

Total

 $30,741  $84,838  $75,178  $55,178  $9,617  $21,196  $17,163  $293,911 
                                 

Current-period gross writeoffs

 $-  $-  $-  $-  $-  $-  $-  $- 
                                 

Real estate - multi-family

                                

Pass

 $14,389  $49,144  $49,269  $42,667  $14,142  $721  $1,612  $171,944 

Watch

  4,194   1,441   8,315   -   -   -   -   13,950 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  1,290   -   -   2,345   1,677   -   -   5,312 

Substandard-Impaired

  -   -   -   -   -   -   -   - 

Total

 $19,873  $50,585  $57,584  $45,012  $15,819  $721  $1,612  $191,206 
                                 

Current-period gross writeoffs

 $-  $-  $-  $-  $-  $-  $-  $- 
                                 

Real estate - commercial

                                

Pass

 $26,567  $74,297  $72,317  $66,614  $21,450  $14,630  $4,162  $280,037 

Watch

  691   3,084   13,812   19,261   594   963   2,890   41,295 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  -   10,467   -   2,435   372   498   -   13,772 

Substandard-Impaired

  8,898   -   106   -   -   -   -   9,004 

Total

 $36,156  $87,848  $86,235  $88,310  $22,416  $16,091  $7,052  $344,108 
                                 

Current-period gross writeoffs

 $-  $-  $-  $-  $-  $-  $-  $- 
                                 

Real estate - agricultural

                                

Pass

 $12,897  $32,252  $32,938  $29,795  $6,406  $27,100  $1,751  $143,139 

Watch

  783   381   3,949   4,865   268   1,086   -   11,332 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  1,312   1,379   122   1,025   -   214   -   4,052 

Substandard-Impaired

  -   -   160   -   -   -   -   160 

Total

 $14,992  $34,012  $37,169  $35,685  $6,674  $28,400  $1,751  $158,683 
                                 

Current-period gross writeoffs

 $-  $-  $-  $-  $-  $-  $-  $- 

32

 

June 30, 2023

 

Amortized Cost Basis of Term Loans by Year of Origination

         
  

2023

  

2022

  

2021

  

2020

  

2019

  

Prior

  

Revolving

  

Total

 

Commercial

                                

Pass

 $19,970  $14,939  $12,320  $3,458  $2,599  $1,819  $28,102  $83,207 

Watch

  474   257   925   518   110   165   2,600   5,049 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  -   284   -   430   -   -   1,048   1,762 

Substandard-Impaired

  49   54   3   97   -   75   -   278 

Total

 $20,493  $15,534  $13,248  $4,503  $2,709  $2,059  $31,750  $90,296 
                                 

Current-period gross writeoffs

 $-  $-  $-  $33  $-  $4  $-  $37 
                                 

Agricultural

                                

Pass

 $8,673  $11,224  $6,544  $3,475  $577  $986  $54,578  $86,057 

Watch

  1,604   481   312   5   18   -   3,070   5,490 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  -   14   35   62   -   -   60   171 

Substandard-Impaired

  114   17   267   -   -   -   -   398 

Total

 $10,391  $11,736  $7,158  $3,542  $595  $986  $57,708  $92,116 
                                 

Current-period gross writeoffs

 $-  $74  $90  $-  $-  $-  $-  $164 
                                 

Consumer and other

                                

Pass

 $4,426  $4,599  $3,237  $2,341  $538  $764  $33  $15,938 

Watch

  10   -   -   -   -   -   -   10 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  31   -   -   -   -   -   -   31 

Substandard-Impaired

  -   -   -   15   -   -   -   15 

Total

 $4,467  $4,599  $3,237  $2,356  $538  $764  $33  $15,994 
                                 

Current-period gross writeoffs

 $-  $-  $-  $-  $-  $-  $-  $- 
                                 

Total loans

                                

Pass

 $131,615  $309,262  $240,295  $202,755  $55,074  $66,917  $113,939  $1,119,857 

Watch

  8,682   6,042   38,647   26,442   990   2,745   8,633   92,181 

Special Mention

  -   -   -   -   -   -   -   - 

Substandard

  2,654   12,162   1,096   6,297   2,304   774   1,108   26,395 

Substandard-Impaired

  9,079   189   1,125   112   -   153   -   10,658 

Total

 $152,030  $327,655  $281,163  $235,606  $58,368  $70,589  $123,680  $1,249,091 
                                 

Current-period gross writeoffs

 $-  $74  $90  $33  $-  $4  $-  $201 

 

The credit risk profile by internally assigned grade, on a disaggregated basis, asas of September 30, 2017 and December 31, 2016 2022 is as follows:follows (in thousands):

 

2017

 

Construction

  

Commercial

  

Agricultural

             

December 31, 2022

 

Construction

 

Multi-family

 

Commercial

 

Agricultural

       
 

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

Total

 
                         

Pass

 $41,032  $329,263  $57,569  $59,420  $42,695  $529,979  $51,253  $174,048  $264,898  $136,043  $69,872  $98,415  $794,529 

Watch

  3,009   17,927   18,984   10,020   23,828   73,768  -  9,344  62,076  18,324  5,392  14,146  109,282 

Special Mention

  -   189   1,234   -   -   1,423  -  -  -  -  116  -  116 

Substandard

  -   3,129   1,394   1,478   1,188   7,189  -  2,392  13,458  4,916  1,685  452  22,903 

Substandard-Impaired

  -   703   -   3,248   -   3,951   -  -  12,853  165  200  342  13,560 
                         
 $44,041  $351,211  $79,181  $74,166  $67,711  $616,310  $51,253  $185,784  $353,285  $159,448  $77,265  $113,355  $940,390 

 

2016

 

Construction

  

Commercial

  

Agricultural

             
  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

Total

 
                         

Pass

 $57,420  $288,107  $51,720  $59,506  $57,415  $514,168 

Watch

  3,245   22,833   15,251   9,512   18,938   69,779 

Special Mention

  -   204   4,228   96   75   4,603 

Substandard

  377   4,159   1,833   1,322   566   8,257 

Substandard-Impaired

  -   399   -   3,942   -   4,341 
                         
  $61,042  $315,702  $73,032  $74,378  $76,994  $601,148 

33

The credit risk profile based on payment activity, on a disaggregated basis, asas of September 30, 2017 and December 31, 2016 2022 is as follows:follows (in thousands):

 

2017

 

1-4 Family

         
  

Residential

  

Consumer

     
  

Real Estate

  

and Other

  

Total

 
             

Performing

 $148,069  $10,202  $158,271 

Non-performing

  771   84   855 
             
  $148,840  $10,286  $159,126 

2016

 

1-4 Family

         
  

Residential

  

Consumer

     
  

Real Estate

  

and Other

  

Total

 
             

Performing

 $148,828  $12,051  $160,879 

Non-performing

  679   79   758 
             
  $149,507  $12,130  $161,637 

8.      Goodwill

Goodwill is not amortized but is evaluated for impairment at least annually. For income tax purposes, goodwill is amortized over fifteen years.

December 31, 2022

 

1-4 Family

         
  

Residential

  

Consumer

     
  

Real Estate

  

and Other

  

Total

 
             

Performing

 $284,302  $16,190  $300,492 

Non-performing

  805   21   826 
             
  $285,107  $16,211  $301,318 

 

9.     Intangible assets

8.

Intangible assets

 

The following sets forth the carrying amounts and accumulated amortization of the intangible assets at SeptemberJune 30, 2017 2023 and December 31, 2016: 2022 (in thousands):

 

 

2017

  

2016

  

2023

 

2022

 
 

Gross

  

Accumulated

  

Gross

  

Accumulated

  

Gross

 

Accumulated

 

Gross

 

Accumulated

 
 

Amount

  

Amortization

  

Amount

  

Amortization

  

Amount

 

Amortization

 

Amount

 

Amortization

 
                 

Core deposit intangible asset

 $2,518  $1,793  $2,518  $1,563  $6,411  $4,767  $6,411  $4,539 

Customer list

  474   65   412   14   535  506  535  476 
                 

Total

 $2,992  $1,858  $2,930  $1,577  $6,946  $5,273  $6,946  $5,015 

 

The weighted average remaining life of the intangible assets is approximately 3 years as of SeptemberJune 30, 2017 2023 and December 31, 2016.2022.

 

The following sets forth the activity related to the intangible assets for the three and ninesix months ended SeptemberJune 30, 2017 2023 and 2016:2022 (in thousands):

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2017

  

2016

  

2017

  

2016

 
                 

Beginning intangible asset, net

 $1,212  $1,122  $1,353  $1,309 

Adjustment to intangible asset

  12   -   62   - 

Amortization

  (90)  (86)  (281)  (273)
                 

Ending intangible asset, net

 $1,134  $1,036  $1,134  $1,036 

Estimated remaining amortization expense on core deposit intangible for the years ending December 31st is as follows: (in thousands)

2017

 $85 

2018

  319 

2019

  196 

2020

  139 

2021

  139 

2022

  133 

2023

  123 
     
  $1,134 
  

Three Months Ended

  

Six Months Ended

 
  

June 30,

  

June 30,

 
  

2023

  

2022

  

2023

  

2022

 
                 

Beginning intangible assets, net

 $1,801  $2,359  $1,931  $2,505 

Amortization

  (128)  (147)  (258)  (293)
                 

Ending intangible assets, net

 $1,673  $2,212  $1,673  $2,212 

 

2634

Estimated remaining amortization expense on intangible assets for the years ending December 31 is as follows (in thousands):

 

2023

  244 

2024

  337 

2025

  301 

2026

  268 

2027

  240 

2028

  190 

After

  93 
     

Total

 $1,673 

10.    

9.

Pledged Collateral Related to Securities Sold Under Repurchase Agreements

 

The repurchase agreements mature daily and the following sets forth the pledged collateral at estimated fair value related to securities sold under repurchase agreements and term repurchase agreements as of SeptemberJune 30, 2017 2023 and December 31, 2016: 2022 (in thousands):

 

 

2017

  

2016

 
 

Remaining Contractual Maturity of the Agreements

 
 

Overnight

  

Greater than

  

Total

  

Overnight

  

Greater than

  

Total

 
     

90 days

          

90 days

     
                         

2023

 

2022

 

Securities sold under agreements to repurchase:

                         

U.S. government treasuries

 $1,485  $-  $1,485  $1,476  $-  $1,476  $14,414  $12,555 

U.S. government agencies

  48,363   -   48,363   46,557   -   46,557  41,525  39,226 

U.S. government mortgage-backed securities

  24,514   -   24,514   30,376   -   30,376   8,307   9,133 
                         

Total

 $74,362  $-  $74,362  $78,409  $-  $78,409 
                        

Term repurchase agreements (Other borrowings):

                        

U.S. government agencies

 $-  $15,174  $15,174  $-  $15,068  $15,068 

U.S. government mortgage-backed securities

  -   -   -   -   354   354 
                        

Total

 $-  $15,174  $15,174  $-  $15,422  $15,422 
                        

Total pledged collateral

 $74,362  $15,174  $89,536  $78,409  $15,422  $93,831  $64,246  $60,914 

 

In the event the repurchase agreements exceed the estimated fair value of the pledged securities available-for-sale, the Company has unpledged securities available-for-sale that may be pledged on the repurchase agreements.

 

10.

Borrowings

On June 6, 2022, the Company borrowed $4.0 million on a credit agreement with a commercial bank. Interest is payable quarterly over four years. Required principal payments of $150 thousand began in September 2022, with the remaining balance due June 2026. The interest rate is fixed at 3.35% and the outstanding balance as of June 30, 2023 and December 31, 2022 was $3.4 million and $3.7 million, respectively. The note is secured by property in West Des Moines, Iowa.

The Company had $19.0 million of short-term FHLB advances as of June 30, 2023 and $35.4 million of short-term FHLB advances as of December 31, 2022.

The Federal Reserve Board created a new Bank Term Funding Program (BTFP), offering loans of up to one year in length to banks pledging U.S. Treasuries, agency debt and mortgage-backed securities, and other qualifying assets as collateral. The BTFP allows for borrowing from the Federal Reserve Bank up to the par value of the pledged collateral. The Company had $75 million borrowed under the BTFP as of June 30, 2023.

2735

11.

Derivative Financial Instruments

 

11.    Fair Value Hedges

The Company uses interest rate swaps to convert certain long term fixed rate loans to floating rates to hedge interest rate risk exposure. The Company uses hedge accounting in accordance with ASC 815, with the unrealized gains and losses, representing the change in fair value of the derivative and the change in fair value of the risk being hedged on the related loan, being recorded in the consolidated statements of income. The ineffective portions of the unrealized gains or losses, if any, are recorded in interest income and interest expense in the consolidated statements of income.

The Company was required to pledge $0.8 million and $1.0 million of securities as collateral for these fair value hedges at June 30, 2023, and December 31, 2022, respectively.

The table below identifies the notional amount, fair value and balance sheet category of the Company's interest rate swaps at June 30, 2023, and December 31, 2022 (in thousands):

  

Notional Amount

  

Fair Value

 

Balance Sheet Category

June 30, 2023

         

Interest rate swaps

 $9,123  $1,101 

Other assets

December 31, 2022

         

Interest rate swaps

 $9,314  $1,096 

Other assets

Back-to-Back Loan Swaps

The Company has interest rate swap loan relationships with customers to assist them in managing their interest rate risk. Upon entering into these loan swaps, the Company enters into offsetting positions with counterparties in order to minimize interest rate risk. These back-to-back loan swaps qualify as free standing financial derivatives with the fair values reported in other assets and other liabilities on the consolidated balance sheets. The Company was not required to post collateral at June 30, 2023 and December 31, 2022, related to these back-to-back swaps. The Company's counterparties were not required to pledge collateral at June 30, 2023 and December 31, 2022. Any gains and losses on these back-to-back swaps are recorded in noninterest income on the consolidated statements of income, and for the three and six months ended June 30, 2023, and June 30, 2022, no gain or loss was recognized. The table below identifies the balance sheet category and fair values of the derivative instruments designated as loan swaps at June 30, 2023, and December 31, 2022 (in thousands):

           

Weighted Average

  

Weighted Average

 
  

Notional Amount

  

Fair Value

 

Balance Sheet Category

 

Receive Rate

  

Pay Rate

 

June 30, 2023

                 

Customer interest rate swaps

 $4,393  $51 

Other assets

  7.15%  5.62%

Customer interest rate swaps

  4,393   (51)

Other liabilities

  5.62%  7.15%

December 31, 2022

                 

Customer interest rate swaps

 $-  $- 

Other assets

  0.00%  0.00%

Customer interest rate swaps

  -   - 

Other liabilities

  0.00%  0.00%

12.

Income Taxes

The tax effects of temporary differences related to income taxes are included in deferred income taxes. The change in deferred income taxes since December 31, 2022 is due primarily to the decrease in the unrealized losses on investment securities.

36

13.

Commitments, Contingencies and Concentrations of Credit Risk

On June 9, 2022, the Company entered into a commitment with a contractor to remodel a branch in Ames, Iowa for $4.0 million. There was $1.2 million remaining on the commitment as of June 30, 2023.

14.

Regulatory Matters

 

The Company and the Banks are subject to various regulatory capital requirements administered by federal and state banking agencies. Failure to meet minimum capital requirements (as shown in the following table) can result in certain mandatory and possibly additional discretionary actions by regulators, which, if undertaken, could have a direct material effect on the Company's consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Banks must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Company's and the Banks' capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Management believed the Company and the Banks met all capital adequacy requirements to which they were subject as of June 30, 2023.

37

The Company and the Banks’ capital amounts and ratios as of June 30, 2023 and December 31, 2022 are as follows:follows (dollars in thousands):

 

                  

To Be Well

 
                  

Capitalized Under

 
          

For Capital

  

Prompt Corrective

 
  

Actual

  

Adequacy Purposes *

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
                         

As of September 30, 2017:

                        

Total capital (to risk- weighted assets):

                        

Consolidated

 $175,203   17.7% $91,324   9.25%  N/A   N/A 

Boone Bank & Trust

  15,325   16.7   8,486   9.25  $9,174   10.0%

First National Bank

  81,177   15.4   48,867   9.25   52,829   10.0 

Reliance State Bank

  26,957   15.9   15,661   9.25   16,931   10.0 

State Bank & Trust

  20,217   16.5   11,337   9.25   12,256   10.0 

United Bank & Trust

  14,903   20.4   6,741   9.25   7,288   10.0 
                         

Tier 1 capital (to risk- weighted assets):

                        

Consolidated

 $163,536   16.6% $71,578   7.25%  N/A   N/A 

Boone Bank & Trust

  14,419   15.7   6,651   7.25  $7,339   8.0%

First National Bank

  75,221   14.2   38,301   7.25   42,263   8.0 

Reliance State Bank

  24,947   14.7   12,275   7.25   13,545   8.0 

State Bank & Trust

  18,680   15.2   8,886   7.25   9,805   8.0 

United Bank & Trust

  14,084   19.3   5,284   7.25   5,830   8.0 
                         

Tier 1 capital (to average- weighted assets):

                        

Consolidated

 $163,536   12.1% $53,995   4.00%  N/A   N/A 

Boone Bank & Trust

  14,419   10.5   5,484   4.00  $6,855   5.0%

First National Bank

  75,221   10.0   29,942   4.00   37,428   5.0 

Reliance State Bank

  24,947   12.2   8,147   4.00   10,184   5.0 

State Bank & Trust

  18,680   11.9   6,297   4.00   7,871   5.0 

United Bank & Trust

  14,084   12.9   4,372   4.00   5,465   5.0 
                         

Common equity tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $163,536   16.6% $56,769   5.75%  N/A   N/A 

Boone Bank & Trust

  14,419   15.7   5,275   5.75  $5,963   6.5%

First National Bank

  75,221   14.2   30,377   5.75   34,339   6.5 

Reliance State Bank

  24,947   14.7   9,735   5.75   11,005   6.5 

State Bank & Trust

  18,680   15.2   7,047   5.75   7,967   6.5 

United Bank & Trust

  14,084   19.3   4,190   5.75   4,737   6.5 

* These ratios for September 30, 2017 include a capital conservation buffer of 1.25%, except for the Tier 1 capital to average weighted assets ratios.

                  

To Be Well

 
                  

Capitalized Under

 
          

For Capital

  

Prompt Corrective

 
  

Actual

  

Adequacy Purposes

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
                         

As of June 30, 2023:

                        

Total capital (to risk-weighted assets):

                        

Consolidated

 $217,090   14.3% $159,654   10.50%  N/A   N/A 

Boone Bank & Trust

  16,195   14.1   12,069   10.50   11,494   10.0%

First National Bank

  111,653   14.1   83,401   10.50   79,429   10.0 

Iowa State Savings Bank

  26,263   16.1   17,093   10.50   16,279   10.0 

Reliance State Bank

  28,570   12.7   23,552   10.50   22,431   10.0 

State Bank & Trust

  21,916   15.6   14,715   10.50   14,015   10.0 

United Bank & Trust

  12,937   16.0   8,514   10.50   8,108   10.0 
                         

Tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $199,676   13.1% $129,244   8.50%  N/A   N/A 

Boone Bank & Trust

  15,317   13.3   9,770   8.50   9,195   8.0%

First National Bank

  102,360   12.9   67,515   8.50   63,543   8.0 

Iowa State Savings Bank

  24,315   14.9   13,837   8.50   13,023   8.0 

Reliance State Bank

  25,927   11.6   19,066   8.50   17,945   8.0 

State Bank & Trust

  20,288   14.5   11,912   8.50   11,212   8.0 

United Bank & Trust

  11,923   14.7   6,892   8.50   6,487   8.0 
                         

Tier 1 capital (to average-assets):

                        

Consolidated

 $199,676   8.9% $89,911   4.00%  N/A   N/A 

Boone Bank & Trust

  15,317   9.5   6,426   4.00   8,033   5.0%

First National Bank

  102,360   8.7   46,854   4.00   58,568   5.0 

Iowa State Savings Bank

  24,315   9.5   10,286   4.00   12,857   5.0 

Reliance State Bank

  25,927   8.6   12,045   4.00   15,057   5.0 

State Bank & Trust

  20,288   9.3   8,723   4.00   10,904   5.0 

United Bank & Trust

  11,923   9.0   5,308   4.00   6,635   5.0 
                         

Common equity tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $199,676   13.1% $106,436   7.00%  N/A   N/A 

Boone Bank & Trust

  15,317   13.3   8,046   7.00   7,471   6.5%

First National Bank

  102,360   12.9   55,600   7.00   51,629   6.5 

Iowa State Savings Bank

  24,315   14.9   11,395   7.00   10,581   6.5 

Reliance State Bank

  25,927   11.6   15,702   7.00   14,580   6.5 

State Bank & Trust

  20,288   14.5   9,810   7.00   9,110   6.5 

United Bank & Trust

  11,923   14.7   5,676   7.00   5,270   6.5 

 

28
38

                  

To Be Well

 
                  

Capitalized Under

 
          

For Capital

  

Prompt Corrective

 
  

Actual

  

Adequacy Purposes

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
                         

As of December 31, 2016:

                        

Total capital (to risk- weighted assets):

                        

Consolidated

 $170,358   17.2% $85,241   8.625%  N/A   N/A 

Boone Bank & Trust

  15,044   17.2   7,534   8.625  $8,735   10.0%

First National Bank

  78,322   15.3   44,279   8.625   51,338   10.0 

Reliance State Bank

  26,095   14.1   15,927   8.625   18,466   10.0 

State Bank & Trust

  20,170   16.4   10,590   8.625   12,278   10.0 

United Bank & Trust

  14,897   19.2   6,684   8.625   7,749   10.0 
                         

Tier 1 capital (to risk- weighted assets):

                        

Consolidated

 $159,325   16.1% $65,475   6.625%  N/A   N/A 

Boone Bank & Trust

  14,132   16.2   5,787   6.625  $6,988   8.0%

First National Bank

  72,750   14.2   34,011   6.625   41,070   8.0 

Reliance State Bank

  24,139   13.1   12,234   6.625   14,773   8.0 

State Bank & Trust

  18,633   15.2   8,134   6.625   9,822   8.0 

United Bank & Trust

  14,078   18.2   5,134   6.625   6,199   8.0 
                         

Tier 1 capital (to average- weighted assets):

                        

Consolidated

 $159,325   12.0% $53,316   4.000%  N/A   N/A 

Boone Bank & Trust

  14,132   10.2   5,529   4.000  $6,911   5.0%

First National Bank

  72,750   10.0   29,077   4.000   36,347   5.0 

Reliance State Bank

  24,139   11.5   8,374   4.000   10,467   5.0 

State Bank & Trust

  18,633   11.6   6,449   4.000   8,061   5.0 

United Bank & Trust

  14,078   12.5   4,523   4.000   5,654   5.0 
                         

Common equity tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $159,325   16.1% $50,650   5.125%  N/A   N/A 

Boone Bank & Trust

  14,132   16.2   4,477   5.125  $5,678   6.5%

First National Bank

  72,750   14.2   26,311   5.125   33,370   6.5 

Reliance State Bank

  24,139   13.1   9,464   5.125   12,003   6.5 

State Bank & Trust

  18,633   15.2   6,292   5.125   7,981   6.5 

United Bank & Trust

  14,078   18.2   3,972   5.125   5,037   6.5 
 
                  

To Be Well

 
                  

Capitalized Under

 
          

For Capital

  

Prompt Corrective

 
  

Actual

  

Adequacy Purposes

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
                         

As of December 31, 2022:

                        

Total capital (to risk-weighted assets):

                        

Consolidated

 $215,799   14.1% $160,370   10.50%  N/A   N/A 

Boone Bank & Trust

  15,962   12.9   12,984   10.50   12,366   10.0%

First National Bank

  110,887   14.2   82,089   10.50   78,180   10.0 

Iowa State Savings Bank

  25,398   15.5   17,210   10.50   16,390   10.0 

Reliance State Bank

  28,385   12.4   24,103   10.50   22,955   10.0 

State Bank & Trust

  22,011   14.7   15,716   10.50   14,968   10.0 

United Bank & Trust

  12,633   15.1   8,759   10.50   8,342   10.0 
                         

Tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $199,069   13.0% $129,823   8.50%  N/A   N/A 

Boone Bank & Trust

  14,990   12.1   10,511   8.50   9,893   8.0%

First National Bank

  101,976   13.0   66,453   8.50   62,544   8.0 

Iowa State Savings Bank

  24,113   14.7   13,932   8.50   13,112   8.0 

Reliance State Bank

  25,647   11.2   19,512   8.50   18,364   8.0 

State Bank & Trust

  20,392   13.6   12,723   8.50   11,974   8.0 

United Bank & Trust

  11,677   14.0   7,090   8.50   6,673   8.0 
                         

Tier 1 capital (to average-assets):

                        

Consolidated

 $199,069   9.1% $87,392   4.00%  N/A   N/A 

Boone Bank & Trust

  14,990   8.7   6,868   4.00   8,585   5.0%

First National Bank

  101,976   8.9   45,582   4.00   56,978   5.0 

Iowa State Savings Bank

  24,113   9.3   10,423   4.00   13,029   5.0 

Reliance State Bank

  25,647   8.5   12,001   4.00   15,001   5.0 

State Bank & Trust

  20,392   9.1   8,932   4.00   11,165   5.0 

United Bank & Trust

  11,677   8.9   5,274   4.00   6,592   5.0 
                         

Common equity tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $199,069   13.0% $106,913   7.00%  N/A   N/A 

Boone Bank & Trust

  14,990   12.1   8,656   7.00   8,038   6.5%

First National Bank

  101,976   13.0   54,726   7.00   50,817   6.5 

Iowa State Savings Bank

  24,113   14.7   11,473   7.00   10,654   6.5 

Reliance State Bank

  25,647   11.2   16,069   7.00   14,921   6.5 

State Bank & Trust

  20,392   13.6   10,477   7.00   9,729   6.5 

United Bank & Trust

  11,677   14.0   5,839   7.00   5,422   6.5 

 

* These ratios for December 31, 2016 include a capital conservation buffer of 0.625%, except for the Tier 1 capital to average weighted assets ratios.

The Federal Reserve BoardThe Company and the FDIC issued finalBanks are subject to the rules implementingof the Basel III regulatory capital framework and related Dodd-Frank Wall Street Reform and Consumer Protection Act changes in July 2013.Act. The rules revise minimum capital requirements and adjust prompt corrective action thresholds. The final rules reviseincluded the regulatory capital elements, addimplementation of a new common equity Tier I capital ratio, increase the minimum Tier 1 capital ratio requirements and implement a new capital conservation buffer. The rules also permit certain banking organizations to retain, through a one-time election, the existing treatment for accumulated other comprehensive income. The Company and the Banks have made the election to retain the existing treatment for accumulated other comprehensive income. The final rules took effect for the Company and the Banks on January 1, 2015, subject to a transition period for certain parts of the rules.

Beginning in 2016, an additional2.5 percent capital conservation buffer wasthat is added to the minimum requirements for capital adequacy purposes subjectfor all capital ratios except tier 1 capital to a three year phase-in period. The capital conservation buffer will be fully phased-in on January 1, 2019 at 2.5 percent.average assets. A banking organization with a capital conservation buffer of less than 2.5 percent (or the required phase-in amount in years prior to 2019) will beis subject to limitations on capital distributions, including dividend payments, and certain discretionary bonus payments to executive officers. At June 30, 2023, the present time, thecapital ratios for the Company and the Banks arewere sufficient to meet the fully phased-in conservation buffer.

 

12.     Subsequent Events

Management evaluated subsequent events through the date the financial statements were issued. There were no significant events or transactions occurring after September 30, 2017, but prior to November 8, 2017, that provided additional evidence about conditions that existed at September 30, 2017. There were no other significant events or transactions that provided evidence about conditions that did not exist at September 30, 2017.

39

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Overview

 

Ames National Corporation (the(the “Company”) is a bank holding company established in 1975 that owns and operates fivesix bank subsidiaries in central, north-central and south-central Iowa (the “Banks”). The following discussion is provided for the consolidated operations of the Company and its Banks, First National Bank, Ames, Iowa (First National), State Bank & Trust Co. (State Bank), Boone Bank & Trust Co. (Boone Bank), Reliance State Bank (Reliance Bank), and United Bank & Trust NACo. (United Bank) and Iowa State Savings Bank (Iowa State Bank). The purpose of this discussion is to focus on significant factors affecting the Company's financial condition and results of operations.

 

The Company does not engage in any material business activities apart from its ownership of the Banks. Products and services offered by the Banks are for commercial and consumer purposes including loans, deposits and wealth management services. The Banks also offerWealth management services includes financial planning and managing trust, agencies, estates and investment services through a third-party broker-dealer.brokerage accounts. The Company employs fourteentwenty-one individuals to assist with financial reporting, human resources, audit, compliance, marketing, technology systems, training, real estate valuation services and the coordination of management activities, in addition to 205242 full-time equivalent individuals employed by the Banks.

 

The Company’sCompany’s primary competitive strategy is to utilize seasoned and competent Bank management and local decision making authority to provide customers with faster response times and more flexibility in the products and services offered. This strategy is viewed as providing an opportunity to increase revenues through creating a competitive advantage over other financial institutions. The Company also strives to remain operationally efficient to provide better profitability while enabling the Company to offer more competitive loan and deposit rates.

 

The principal sources of Company revenues and cash flow are: (i) interest and fees earned on loans made by the Company and Banks; (ii) interest on fixed income investments held by the Banks; (iii) fees on wealth management services provided by those Banks exercising trust powers; (iv) service fees on deposit accounts maintained at the BanksBanks; (v) gain on sale of loans; and (v) Merchant(vi) merchant and card fees. The Company’s principal expenses are: (i) interest expense on deposit accounts and other borrowings; (ii) provision for loan losses;credit loss expense; (iii) salaries and employee benefits; (iv) data processing costs associated with maintaining the Banks’ loan and deposit functions; (v) occupancy expenses for maintaining the Bank’sBanks’ facilities; and (vi) professional fees. The largest component contributing to the Company’s net income is net interest income, which is the difference between interest earned on earning assets (primarily loans and investments) and interest paid on interest bearinginterest-bearing liabilities (primarily deposits and other borrowings). One of management’s principal functions is to manage the spread between interest earned on earning assets and interest paid on interest bearing liabilities in an effort to maximize net interest income while maintaining an appropriate level of interest rate risk.

The Company had net income of $3,928,000, or $0.42 per share, for the three months ended September 30, 2017, compared to net income of $3,804,000, or $0.41 per share, for the three months ended September 30, 2016.

The increase in quarterly earnings can be primarily attributed to an increase in loan interest income and a lower provision for loan losses, offset in part by increases in interest expense.

Net loan charge-offs (recoveries) totaled $105,000 and $(81,000) for the three months ended September 30, 2017 and 2016, respectively. The provision for loan losses totaled $57,000 and $235,000 for the three months ended September 30, 2017 and 2016, respectively.

 

The Company had net income of $11,011,000,$2.6 million, or $1.18$0.28 per share, for the ninethree months ended SeptemberJune 30, 2017,2023, compared to net income of $11,710,000,$4.2 million, or $1.26$0.46 per share, for the ninethree months ended SeptemberJune 30, 2016.2022. The decrease in nine month earnings can beis primarily attributed to athe result of higher provision for loan losses and increases in interest expense on deposits and other borrowed funds, offset in part by an increase in interest income on loans. The higher interest expense on deposits is due to an increase in market rates. Since March 1, 2022, The Federal Open Market Committee has increased its target for the federal funds interest rate by 4.75%. The increase in interest income on loans was primarily due to higher rates and growth in the loan interest income.portfolio.

 

Net loan charge-offs (recoveries) totaled $589,000 and $(22,000)$23 thousand for the ninethree months ended SeptemberJune 30, 2017 and 2016, respectively. The provision for2023 compared to net loan losses totaled $1,222,000 and $441,000charge-offs of $5 thousand for the ninethree months ended SeptemberJune 30, 2017 and 2016, respectively.2022. A credit loss expense of $33 thousand was recognized for the three months ended June 30, 2023 as compared to a credit loss benefit of ($59) thousand for the three months ended June 30, 2022.

 

The following management discussion and analysis will provide a review of important items relating to:

 

Challenges

ChallengesKey Performance Indicators and Industry Results

Key Performance Indicators and Industry ResultsCritical Accounting Policies

Critical Accounting PoliciesNon-GAAP Financial Measures

Income Statement Review

Income StatementBalance Sheet Review

Balance Sheet Review

Asset Quality Review and Credit Risk Management

Liquidity and Capital Resources

Liquidity and Capital Resources

Forward-Looking Statements and Business Risks

 

Challenges

 

Management has identified certain events or circumstances that may negatively impact the Company’sCompany’s financial condition and results of operations in the future and is attempting to position the Company to best respond to those challenges. These challenges are addressed in the Company’s most recent Annual Report on Form 10-K filed on March 13, 2017.10, 2023.

 

KeyKey Performance Indicators and Industry Results

 

Certain key performance indicators for the Company and the industry are presented in the following chart. The industry figures are compiled by the Federal Deposit Insurance Corporation (the “FDIC”) and are derived from 5,787 commercial4,230 community banks and savings institutions insured by the FDIC. Management reviews these indicators on a quarterly basis for purposes of comparing the Company’s performance from quarter-to-quarter against the industry as a whole.

 

Selected Indicators for the Company and the Industry

 

 

3 Months

  

9 Months

                          

3 Months

 

6 Months

         

Years Ended December 31,

 
 

Ended

  

Ended

  

3 Months Ended

  

Years Ended December 31,

  

Ended

 

Ended

 

3 Months Ended

                
 

September 30, 2017

  

June 30, 2017

  

2016

  

2015

  

June 30, 2023

 

March 31, 2023

 

2022

 

2021

 
 

Company

  

Company

  

Industry*

  

Company

  

Industry

  

Company

  

Industry

  

Company

 

Company

 

Industry*

 

Company

 

Industry*

 

Company

 

Industry*

 
                                                 

Return on assets

  1.15%  1.07%  1.01%  1.14%  1.18%  1.04%  1.13%  1.04% 0.47% 0.54% 0.60% 1.04% 0.90% 1.15% 1.15% 1.25%
                                                 

Return on equity

  9.08%  8.64%  8.17%  10.11%  9.38%  9.32%  9.44%  9.31% 6.45% 7.40% 8.36% 11.13% 11.43% 12.01% 11.43% 11.61%
                                                 

Net interest margin

  3.29%  3.25%  3.25%  3.22%  3.36%  3.13%  3.33%  3.07% 2.20% 2.26% 2.32% 3.49% 2.55% 3.45% 2.83% 3.27%
                                                 

Efficiency ratio

  52.42%  53.16%  52.93%  56.32%  51.95%  58.28%  53.59%  59.91% 77.57% 73.87% 70.70% 62.83% 61.41% 61.36% 55.04% 61.42%
                                                 

Capital ratio

  12.70%  12.41%  12.37%  9.69%  12.60%  9.48%  12.00%  9.59% 7.36% 7.28% 7.21% 10.56% 7.90% 10.51% 10.04% 10.16%

 

*Latest available data

 

Key performances indicators include:

 

Return on Assets

 

This ratio is calculated by dividing net income by average assets. It is used to measure how effectively the assets of the Company are being utilized in generating income. The Company's annualized return on averageaverage assets was 1.15%0.47% and 0.77% for the three months ended SeptemberJune 30, 20172023 and 2016.2022, respectively. This ratio decrease was primarily the result of lower net income.

 

Return on Equity

 

This ratio is calculated by dividing net income by average equity. It is used to measure the net income or return the Company generated for the shareholders’ equity investment in the Company. The Company's return on average equity was at 9.08%6.45% and 8.91%9.78% for the three months ended SeptemberJune 30, 20172023 and 2016,2022, respectively. The increase in thisThis ratio in 2017 fromdecrease was primarily the previous period is primarily due to an increase inresult of lower net income.

 

Net Interest Margin

 

The net interest margin for the three months ended SeptemberJune 30, 20172023 and 20162022 was 3.29%2.20% and 3.38%2.63%, respectively. The ratio is calculated by dividing tax equivalent net interest income by average earning assets. Earning assets are primarily made up of loans and investments that earn interest. This ratio is used to measure how well the Company is able to maintain interest rates on earning assets above those of interest-bearing liabilities, which is the interest expense paid on deposits and other borrowings. The decrease in this ratio in 2017 is primarily the result of an increase in the interest rates on deposits.

 

Efficiency Ratio

 

This ratio is calculated by dividing noninterest expense by the sum of net interest income and noninterest income. The ratio is a measure of the Company’s ability to manage noninterest expenses. The Company’s efficiency ratio was 52.42%77.57% and 50.71%61.51% for the three months ended SeptemberJune 30, 20172023 and 2016,2022, respectively. The efficiency ratio remained consistent with prior periods.has increased compared to the same quarter last year primarily due to a reduction in net interest income and an increase in noninterest expense.

 

Capital Ratio

 

The average capital ratio is calculated by dividing average total equity capital by average total assets. It measures the level of average assets that are funded by shareholders’ equity. Given an equal level of risk in the financial condition of two companies, the higher the capital ratio, generally the more financially sound the company. The Company’s capital ratio of 12.70%7.15% as of SeptemberJune 30, 20172023 is significantly higherlower than the industry average of 9.69%10.56% as of June 30, 2017.March 31, 2023. All of the Company’s six affiliate banks are considered well-capitalized as defined by federal capital regulations. For further information on the regulatory capital, see Note 14 – Regulatory Matters in the notes to the financial statements of this Form 10-Q.

 

Industry Results

The FDIC Quarterly Banking Profile reported the following results for the second quarter of 2017:

Higher Net Interest Income Lifts Industry Earnings

Higher net interest income and restrained growth in operating expenses helped lift banking industry profits in second quarter 2017. The 5,787 commercial banks and savings institutions insured by the FDIC reported net income of $48.3 billion for the quarter, an increase of $4.7 billion (10.7%) compared with the second quarter of 2016. Almost two out of every three banks, 63.4% reported year-over-year earnings improvement, while only 4.1% were unprofitable, down from 4.6% a year earlier. The average return on assets (ROA) rose to 1.14% from 1.06% the year before. This is the highest quarterly ROA for the industry since second quarter 2007.

Net Interest Margins Improve

Net operating revenue—the sum of net interest income and total noninterest income—rose to $190.5 billion in the second quarter, an $11 billion (6.1%) increase from second quarter 2016. Most of the improvement consisted of higher net interest income, which was $10.3 billion (9.1%) higher than a year earlier. The increase in net interest income helped lift the industry’s net interest margin (NIM) to 3.22%, from 3.08% in second quarter 2016. This is the highest quarterly NIM since fourth quarter 2013. While 57.7% of all banks reported higher NIMs, the improvement was greatest at larger institutions. More of their assets reprice or mature in the short term, and they are better-positioned to benefit from rising short-term interest rates. Noninterest income totaled $66.8 billion, up $654 million (1%) from a year earlier. Income from asset servicing was $1 billion (93.9%) higher, while gains on asset sales were $1.6 billion (31.7%) lower. Trading income fell $313 million (4.5%).

Noninterest Expense Growth Is Moderate

Banks set aside $12 billion in loan-loss provisions during the second quarter, up $273 million (2.3%) from the previous year. Slightly more than one-third of all banks—36.5%—increased their loss provisions versus second quarter 2016, while 32.2% reported lower provisions. Noninterest expenses totaled $108.6 billion, an increase of $3.5 billion (3.3%). Expenses for salaries and employee benefits were $2.1 billion (4.3%) higher than a year earlier, as the total number of employees rose by 48,019 (2.3%).

Noncurrent Loan Balances Decline Further

The amount of loans and leases that were noncurrent—90 days or more past due or in nonaccrual status—fell for the 28th time in the last 29 quarters, declining by $8.4 billion (6.7%) in the three months ended June 30. Noncurrent balances declined in all major loan categories during the quarter. Noncurrent residential mortgage loans fell by $4.8 billion (7.9%), while noncurrent C&I loans declined by $2.2 billion (9.5%). The average noncurrent loan rate fell from 1.34% to 1.23% during the quarter, the lowest since third quarter 2007.

Banks Shift Their Reserve Allocations

Total loan-loss reserves posted a modest ($197 million, 0.2%) decline during the second quarter. The industry’s coverage ratio of reserves to noncurrent loans and leases rose from 97.5% to 104.3%, the highest level since third quarter 2007. Banks with assets greater than $1 billion, which account for 90% of the industry’s loss reserves, increased their reserves for credit card losses by $1.4 billion (4.3%), while reducing their reserves for commercial loan losses by $1.1 billion (3.3%) and their reserves for residential real estate loan losses by $922 million (5.5%).

Retained Earnings Drive Capital Growth

Equity capital increased by $38.7 billion (2%) during the quarter. Retained earnings contributed $20 billion to the growth in capital, $322 million (1.6%) less than in second quarter 2016. Banks declared $28.3 billion in dividends in the quarter, up $5 billion (21.4%) from the year-earlier quarter. Lower long-term interest rates contributed to an $8 billion improvement in accumulated other comprehensive income, which was reflected in the equity capital increase. At the end of the quarter, 99.4% of all FDIC-insured institutions, representing 99.96% of total industry assets, met or exceeded the requirements for well-capitalized banks, as defined for Prompt Corrective Action purposes.

Banks Reduce Their Federal Reserve Bank Balances

Industry assets surpassed $17 trillion for the first time at the end of the second quarter, rising by $100.8 billion (0.6%) during the three months ended June 30. Banks reduced their balances at Federal Reserve banks by $102.4 billion (8%). They also reduced their investment securities by $15 billion (0.4%), as U.S. Treasury securities fell by $49.9 billion (9.7%), and mortgage-backed securities rose by $38 billion (1.9%). Securities held in available-for-sale accounts declined by $59 billion (9.7%), while securities in held-to-maturity accounts increased by $44 billion (4.7%). Assets in trading accounts increased by $18.7 billion (3.2%) during the quarter. The percentage of industry assets maturing or repricing in more than three years remained unchanged from the first quarter, at 35.4%. The all-time high level for this percentage—35.5%—occurred at the end of fourth quarter 2016.

The Annual Loan Growth Rate Slows for a Third Consecutive Quarter

Total loans and leases increased by $161.2 billion (1.7%) during the second quarter. All major loan categories posted increases, led by residential mortgage loans (up $35.1 billion, 1.8%), credit card balances (up $23.6 billion, 3.1%), and C&I loans (up $22.1 billion, 1.1%). Unused loan commitments increased by $25.9 billion (0.4%). For the 12 months ended June 30, total loans and leases increased by $337.6 billion (3.7%), while unused loan commitments rose by $274.8 billion (3.9%). The 12-month growth rate for total loans and leases has slowed in each of the last three quarters. A year ago, the 12-month loan growth rate was 6.7%. The 12-month growth rate in unused loan commitments has slowed for six consecutive quarters. In 2015, unused commitments increased 6.6%.

The Number of Banking Employees Rises 2.3% Over the Past Year

The number of FDIC-insured commercial banks and savings institutions reporting financial results fell to 5,787 in the second quarter, from 5,856 in the first quarter. During the second quarter, three insured institutions failed, while 62 institutions were absorbed by mergers. No new reporters were added during the quarter. The number of institutions on the FDIC’s Problem Bank List declined for a 25th consecutive quarter, from 112 to 105. This is the smallest number of problem banks since March 31, 2008, and is almost 90% below the peak of 888 at the end of March 2011. The number of full-time equivalent employees rose by 11,663 (0.6%) to 2,093,278 during the quarter, which was 48,019 higher than second quarter 2016 (2.3%). This is still 5.9% below the peak of 2,223,383 employees in first quarter 2007.

Critical Accounting Policies

 

The discussion contained in this Item 2 and other disclosures included within this report are based,, in part, on the Company’s audited December 31, 20162022 consolidated financial statements. These statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The financial information contained in these statements is, for the most part, based on the financial effects of transactions and events that have already occurred. However, the preparation of these statements requires management to make certain estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses.

 

The Company’sCompany’s significant accounting policies are described in the “Notes to Consolidated Financial Statements” accompanying the Company’s audited financial statements. Based on its consideration of accounting policies that involve the most complex and subjective estimates and judgments, management has identified the allowance for loancredit losses, the assessment of other-than-temporary impairmentfair value for investment securities and the assessment of goodwill impairment to be the Company’s most critical accounting policies.

 

AllowanceOn January 1, 2023, the Company adopted ASU 2016-13 Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which requires the allowance for Loan Lossescredit losses use the current expected credit loss (CECL) methodology. The following is a discussion of the methodologies used by the Company both pre- and post-adoption of ASC 326.

Post-ASC 326 CECL Adoption:

The allowance for credit losses for loans represents management's estimate of all expected credit losses over the expected contractual life of our existing loan portfolio. Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain. Subsequent evaluations of the then-existing loan portfolio, in light of the factors then prevailing, may result in significant changes in the allowance for credit losses in those future periods.

We employ a disciplined process and methodology to establish our allowance for credit losses that has two basic components: first, an asset-specific component involving individual loans that do not share risk characteristics with other loans and the measurement of expected credit losses for such individual loans; and second, a pooled component for estimated expected credit losses for pools of loans that share similar risk characteristics.

Based upon this methodology, management establishes an asset-specific allowance for loans that do not share risk characteristics with other loans based on the amount of expected credit losses calculated on those loans and charges off amounts determined to be uncollectible. Factors we consider in measuring the extent of expected credit loss include payment status, collateral value, borrower financial condition, guarantor support and the probability of collecting scheduled principal and interest payments when due.

When a loan does not share risk characteristics with other loans, we measure expected credit loss as the difference between the amortized cost basis in the loan and the present value of expected future cash flows discounted at the loan's effective interest rate except that, for collateral dependent loans, credit loss is measured as the difference between the amortized cost basis in the loan and the fair value of the underlying collateral. The fair value of the collateral is adjusted for the estimated cost to sell if repayment or satisfaction of a loan is dependent on the sale (rather than only on the operation) of the collateral. In accordance with our appraisal policy, the fair value of collateral-dependent loans is based upon independent third-party appraisals or evaluations. If its determined that market conditions, changes to the property, changes in intended use of the property or other factors indicate that an appraisal or evaluation is no longer reliable, we require a validation of the appraisal or evaluation to assess whether a change in collateral value requires an additional adjustment to carrying value. If the appraisal or evaluation cannot be validated, a new appraisal or evaluation will be obtained. When we receive an updated appraisal or evaluation, management reassesses the need for adjustments to the loan's expected credit loss measurements and, where appropriate, records an adjustment. If the calculated expected credit loss is determined to be permanent, fixed or nonrecoverable, the credit loss portion of the loan will be charged off against the allowance for credit losses. Loans designated having significantly increased credit risk are generally placed on nonaccrual and remain in that status until all principal and interest payments are current and the prospects for future payments in accordance with the loan agreement are reasonably assured, at which point the loan is returned to accrual status.

In estimating the component of the allowance for credit losses for loans that share common risk characteristics, loans are segregated into loan classes. Loans are designated into loan classes based on loans pooled by product types and similar risk characteristics or areas of risk concentration. Credit loss assumptions are estimated using a model that categorizes loan pools based on loan type and purpose. This model calculates an expected life-of-loan loss percentage for each loan category by using historical loss rate analysis for all loan pools.

The component of the allowance for credit losses for loans that share common risk characteristics also considers factors for each loan class to adjust for differences between the historical period used to calculate historical loss rates and expected conditions over the remaining lives of the loans in the portfolio related to:

Lending policies and procedures, including changes in underwriting standards and collections;

International, national, regional and local economic conditions;

The nature and volume of the portfolio and terms of loans;

The experience, depth, and ability of lending management;

The volume and severity of past due loans and other similar conditions;

The quality of the organization’s loan review system;

The value of underlying collateral for collateral-dependent loans;

The existence and effect of any concentrations of credit and changes in the levels of such concentrations; and

The effect of other external factors such as competition, legal and regulatory requirements on the level of estimated credit losses in the existing portfolio.

Such factors are used to adjust the historical loss rates so that they reflect management expectation of future conditions based on a reasonable and supportable forecast. To the extent the lives of the loans in the portfolio extend beyond the period for which a reasonable and supportable forecast can be made, the bank reduces, on a straight-line basis over one year, the adjustments so that the model reverts back to the historical loss rates.

The expense for credit loss recorded through earnings is the amount necessary to maintain the allowance for credit losses at the amount of expected credit losses inherent within the loans held for investment portfolio. The amount of expense and the corresponding level of allowance for credit losses for loans are based on our evaluation of the collectability of the loan portfolio based on historical loss experience, reasonable and supportable forecasts, and other significant qualitative and quantitative factors.

 

The allowance for credit losses for loans, as reported in our consolidated balance sheet, is adjusted by a credit loss expense, which is recognized in earnings, and reduced by the charge-off of loan amounts, net of recoveries. For further information on the allowance for credit losses for loans, see Note 1 - Summary of Significant Accounting Policies and Note 7 - Loans Receivable and Credit Disclosures in the notes to the financial statements of this Form 10-Q.

Pre-ASC 326 CECL Adoption:

The allowance for credit losses is established through a provision for loan lossescredit loss expense that is treated as an expense andwhich would be charged against earnings. Loans are charged against the allowance for loancredit losses when management believes that collectability of the principal is unlikely. The Company has policies and procedures for evaluating the overall credit quality of its loan portfolio, including timely identification of potential problem loans. On a quarterly basis, management reviews the appropriate level for the allowance for loancredit losses, incorporating a variety of risk considerations, both quantitative and qualitative. Quantitative factors include the Company’sCompany’s historical loss experience, delinquency and charge-off trends, collateral values, known information about individual loans and other factors. Qualitative factors include various considerations regarding the general economic environment in the Company’s market area. To the extent actual results differ from forecasts and management’s judgment, the allowance for loancredit losses may be greater or lesser than future charge-offs. Due to potential changes in conditions, including economic disruption, high inflation levels, and rising interest rates, it is at least reasonably possible that changes in estimates will occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

 

For further discussion concerning the allowance for loancredit losses and the process of establishing specific reserves, see the section of thethe Annual Report on Form 10-K entitled “Asset Quality Review and Credit Risk Management” and “Analysis of the Allowance for Loan Losses”.

 

Fair Value and Other-Than-Temporary Impairment of Investment Securities

 

The Company’sCompany’s securities available-for-sale portfolio is carried at fair value with “fair value” being defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability is not adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact.

 

Declines in the fair value of available-for-sale securities below their cost that are deemed to be other-than-temporary areevaluated for credit losses and reflected in earnings as realized losses.a credit loss expense. In estimating other-than-temporary impairmentcredit losses, management considers (1) the intent to sell the investment securities and the more likely than not requirement that the Company will be required to sell the investment securities prior to recovery (2) the length of time and the extent to which the fair value has been less than cost and (3)(2) the financial condition and near-term prospects of the issuer. Due to potential changes in conditions, including economic disruption, high inflation levels, and rising interest rates, it is at least reasonably possible that changes in management’smanagement’s assessment of other-than-temporary impairment willcredit losses may occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

 

Goodwill

Goodwill arose in connection with twofour acquisitions consummated in previous periods. Goodwill is tested annually for impairment or more often if conditions indicate a possible impairment.  For the purposes of goodwill impairment testing, determination of the fair value of a reporting unit involves the use of significant estimates and assumptions.   Impairment would arise if the fair value of a reporting unit is less than its carrying value. At SeptemberJune 30, 2017,2023, Company’s management has completed the goodwill impairment assessment and determined goodwill was not impaired. Actual future test results may differ from the present evaluation of impairment due to changes in the conditions used in the current evaluation. The effects of economic disruption, high inflation levels, and rising interest rates may negatively impact our net income, fair value and correspondingly goodwill. An impairment of goodwill would decrease the Company’s earnings during the period in which the impairment is recorded.

Non-GAAP Financial Measures

This report contains references to financial measures that are not defined in GAAP. Such non-GAAP financial measures include the Company’s presentation of net interest income and net interest margin on a fully taxable equivalent (FTE) basis. Management believes these non-GAAP financial measures are widely used in the financial institutions industry and provide useful information to both management and investors to analyze and evaluate the Company’s financial performance. Limitations associated with non-GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. These non-GAAP disclosures should not be considered an alternative to the Company’s GAAP results. The following table reconciles the non-GAAP financial measures of net interest income and net interest margin on an FTE basis to GAAP (dollars in thousands).

  

Three Months Ended June 30,

  

Six Months Ended June 30,

 
  

2023

  

2022

  

2023

  

2022

 

Reconciliation of net interest income and annualized net interest margin on an FTE basis to GAAP:

         

Net interest income (GAAP)

 $11,302  $13,636  $22,971  $26,788 

Tax-equivalent adjustment (1)

  156   179   319   359 

Net interest income on an FTE basis (non-GAAP)

  11,458   13,815   23,290   27,147 

Average interest-earning assets

 $2,079,156  $2,098,066  $2,060,787  $2,089,659 

Net interest margin on an FTE basis (non-GAAP)

  2.20%  2.63%  2.26%  2.60%

(1) Computed on a tax-equivalent basis using an incremental federal income tax rate of 21 percent, adjusted to reflect the effect of the tax-exempt interest income associated with owning tax-exempt securities and loans.

 

 

Income Statement Review for the Three Months ended SeptemberJune 30,, 2017 2023 and 20162022

 

The following highlights a comparative discussion of the major components of net income and their impact for the three monthsmonths ended SeptemberJune 30, 20172023 and 2016:2022:

 

AVERAGE BALANCES AND INTEREST RATES

 

The following two tables are used to calculate the Company’sCompany’s non-GAAP net interest margin.margin on an FTE basis. The first table includes the Company’s average assets and the related income to determine the average yield on earning assets. The second table includes the average liabilities and related expense to determine the average rate paid on interest bearinginterest-bearing liabilities. The net interest margin is equal to the interest income less the interest expense divided by average earning assets. Refer to the net interest income discussion following the tables for additional detail.

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

AVERAGE BALANCE SHEETS AND INTEREST RATES

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
 

Three Months Ended September 30,

  

Three Months Ended June 30,

 
                         
 

2017

  

2016

  

2023

 

2022

 
                         
 

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

  

Average

 

Revenue/

 

Yield/

 

Average

 

Revenue/

 

Yield/

 
 

balance

  

expense

  

rate

  

balance

  

expense

  

rate

  

balance

 

expense

 

rate

 

balance

 

expense

 

rate

 

ASSETS

                         

(dollars in thousands)

                                    

Interest-earning assets

                         

Loans 1

                        

Loans (1)

 

Commercial

 $77,788  $920   4.73% $88,265  $1,014   4.59% $86,477  $1,198  5.54% $71,880  $747  4.16%

Agricultural

  67,951   922   5.43%  73,879   900   4.87% 92,094  1,578  6.85% 93,146  1,006  4.32%

Real estate

  623,214   6,756   4.34%  555,002   6,131   4.42% 1,046,367  11,052  4.22% 970,128  8,987  3.71%

Consumer and other

  10,514   132   5.03%  21,513   191   3.56%  16,594  173  4.17%  16,348  157  3.84%
                         

Total loans (including fees)

  779,467   8,730   4.48%  738,659   8,236   4.46%  1,241,532  14,001  4.51%  1,151,502  10,897  3.79%
                         

Investment securities(2)

                         

Taxable

  275,498   1,558   2.26%  259,212   1,425   2.20% 666,513  3,188  1.91% 710,693  3,047  1.71%

Tax-exempt 2

  230,249   1,862   3.23%  249,400   2,045   3.28%

Tax-exempt (3)

  116,042  741  2.55%  134,828  854  2.53%

Total investment securities

  505,747   3,420   2.70%  508,612   3,470   2.73%  782,555  3,929  2.01%  845,521  3,901  1.85%
                         

Interest bearing deposits with banks and federal funds sold

  27,183   115   1.69%  25,533   87   1.36%

Interest-bearing deposits with banks and federal funds sold

  55,069  713  5.18%  101,043  259  1.03%
                         

Total interest-earning assets

  1,312,397  $12,265   3.74%  1,272,804  $11,793   3.71%  2,079,156  $18,643  3.59%  2,098,066  $15,057  2.87%
                         

Noninterest-earning assets(2)

  49,366           55,732           76,033        73,027      
                         

TOTAL ASSETS

 $1,361,763          $1,328,536          $2,155,189       $2,171,093      

 

1 Average loan balance includes nonaccrual loans, if any. Interest income collected on nonaccrual loans has been included.

2 Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 35%

(1) Average loan balances include nonaccrual loans, if any.  Interest income collected on nonaccrual loans has been included.

(2) Average investment balances include unrealized gains and losses.  In reports prior to June 30, 2023 investment unrealized gains and losses were included in noninterest-earning assets.

(3) Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 21%.

 

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

AVERAGE BALANCE SHEETS AND INTEREST RATES

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
 

Three Months Ended September 30,

  

Three Months Ended June 30,

 
                         
 

2017

  

2016

  

2023

 

2022

 
                         
 

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

  

Average

 

Revenue/

 

Yield/

 

Average

 

Revenue/

 

Yield/

 
 

balance

  

expense

  

rate

  

balance

  

expense

  

rate

  

balance

 

expense

 

rate

 

balance

 

expense

 

rate

 

LIABILITIES AND STOCKHOLDERS' EQUITY

                         

(dollars in thousands)

                                                

Interest-bearing liabilities

                         

Deposits

                         

NOW, savings accounts and money markets

 $712,550  $685   0.38% $658,522  $325   0.20%

Time deposits > $100,000

  83,793   240   1.15%  84,034   196   0.93%

Time deposits < $100,000

  113,112   244   0.86%  123,648   233   0.75%

Interest-bearing checking, savings accounts and money markets

 $1,238,206  $4,219  1.36% $1,333,406  $817  0.25%

Time deposits

  248,187  1,762  2.84%  209,031  369  0.71%

Total deposits

  909,455   1,169   0.51%  866,204   754   0.35% 1,486,393  5,981  1.61% 1,542,437  1,186  0.31%

Other borrowed funds

  71,266   292   1.64%  94,504   274   1.16%  128,286  1,204  3.75%  38,816  56  0.58%
                         

Total Interest-bearing liabilities

  980,721   1,461   0.60%  960,708   1,028   0.43%

Total interest-bearing liabilities

 1,614,679   7,185  1.78% 1,581,253   1,242  0.31%
                         

Noninterest-bearing liabilities

                         

Demand deposits

  200,934           188,419         

Noninterest-bearing checking

 370,950   409,464  

Other liabilities

  7,132           8,710          11,039   8,839  
                         

Stockholders' equity

  172,976           170,699           158,521    171,537  
                         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $1,361,763          $1,328,536          $2,155,189   $2,171,093  
                         
                         

Net interest income

     $10,804   3.29%     $10,765   3.38%
                        

Spread Analysis

                        

Interest income/average assets

 $12,265   3.60%     $11,793   3.55%    

Interest expense/average assets

 $1,461   0.43%     $1,028   0.31%    

Net interest income/average assets

 $10,804   3.17%     $10,765   3.24%    

Net interest income (FTE)(4)

  $11,458   $13,815  

Net interest spread (FTE)

       1.81%       2.56%

Net interest margin (FTE)(4)

       2.20%       2.63%

(4) Net interest income (FTE) is a non-GAAP financial measure.  For further information, refer to the Non-GAAP Financial Measures section of this report.

 

Net Interest Income

 

For the three months ended SeptemberJune 30, 20172023 and 2016,2022, the Company's net interest margin adjusted for tax exempt income was 3.29%2.20% and 3.38%2.63%, respectively. Net interest income, prior to the adjustment for tax-exempt income, for the three months ended SeptemberJune 30, 20172023 totaled $10,152,000$11.3 million compared to $10,050,000$13.6 million for the three months ended SeptemberJune 30, 2016.2022.

 

For the three months ended SeptemberJune 30, 2017,2023, interest income increased $535,000,$3.6 million, or 5%24%, when compared to the same period in 2016.2022. The increase from 2016 wasis primarily attributabledue to higher average balance of loans. The higher average balances of loans were due primarily to favorable economic conditionsrates and growth in our market areas.the loan portfolio.

 

Interest expense increased $433,000,$5.9 million, or 42%479%, for the three months ended SeptemberJune 30, 20172023 when compared to the same period in 2016.2022. The higher interest expense for the period is primarily attributabledue to higheran increase in market rates on core deposits due to competitive pressures.

Provisiondeposits. Since March 1, 2022, the Federal Open Market Committee has increased its target for Loan Lossesthe federal funds interest rate by 4.75%.

 

The Company’s provision for loan lossesCredit Loss Expense (Benefit)

A credit loss expense of $33 thousand was $57,000 and $235,000recognized for the three months ended SeptemberJune 30, 2017 and 2016, respectively. The decrease in the provision for loan losses was due primarily2023 as compared to an increase in specific reserves for one loan in 2016. Net loan charge-offs (recoveries) were $105,000 and $(81,000)a credit loss benefit of ($59) thousand for the three months ended SeptemberJune 30, 2017 and 2016, respectively. The increase net2022. Net loan charge-offs related primarily to one commercial operating customer relationship. While the current provision for loan losses are not related to agricultural loans, Company management is seeing weakness in the Iowa agricultural economy as a result of the current low grain prices; however, initial crop yield reports have been favorable in the Company’s market area as of the end of the quarter.

Noninterest Income and Expense

Noninterest income decreased $144,000totaled $23 thousand for the three months ended SeptemberJune 30, 20172023 compared to net loan charge-offs of $5 thousand for the same period in 2016.three months ended June 30, 2022.

Noninterest Income and Expense

Noninterest income for the three months ended June 30, 2023 totaled $2.3 million compared to $2.4 million for the three months ended June 30, 2022, a decrease of 3%. The decrease in noninterest income was primarily due to fewer gains on sale of residential loans held for sale as refinancing volume has slowed.

Noninterest expense for the three months ended June 30, 2023 totaled $10.6 million compared to $9.9 million recorded for the three months ended June 30, 2022, an increase of 7%. The increase is primarily due to a slowdownwire fraud loss of $523 thousand recorded in the refinance of home loans held for sale resulting in lower gains on the sale of loans, offset in part by a 9% increase in wealth management income. The increase in wealth management income is primarily due to an revenue increases associated with an acquisition and higher revenues related to increases in assets under management, offset in part by lower one time estate fees. Exclusive of realized securities gains, noninterest income was 6% lower in the thirdsecond quarter of 2017 compared to the same period in 2016.

Noninterest expense increased $184,000 or 3% for the three months ended September 30, 2017 compared to the same period in 2016 primarily as a result of lower other real estate owned income and higher occupancy costs. The decrease in other real estate income was due to the continuing lower levels of other real estate owned. The higher occupancy costs were primarily related to an increase in property tax expense.2023. The efficiency ratio was 52.42%77.6% for the thirdsecond quarter of 20172023 as compared to 50.71%61.5% in 2016.the second quarter of 2022.

 

Income Taxes

 

The provision for income taxes Income tax expense for the three months ended SeptemberJune 30, 2017 and 2016 was $1,730,000 and $1,903,000, respectively, representing an2023 totaled $464 thousand compared to $2.0 million recorded for the three months ended June 30, 2022. The effective tax rate of 31%was 15% and 33%, for the three months ended June 30, 2023 and 2022, respectively. The lower effectivedecrease in income tax rateexpense and higher than the expected tax rate in 2022 was due to a $780 thousand adjustment to deferred taxes for the reduction in future Iowa bank franchise tax rates enacted in the second quarter of 35% for both periods is2022. The lower than expected tax rate in 2023 was due primarily due to tax-exempt interest income. The initial recording of a valuation allowance on a deferred tax asset resulted in a higher effective tax rate in 2016.income and New Markets Tax Credits.

 

 

Income Statement Review for the NineSix Months ended SeptemberJune 30,, 2017 2023 and 20162022

 

The following highlights a comparative discussion of the major components of net income and their impact for the ninesix months ended SeptemberJune 30, 20172023 and 2016:2022:

 

AVERAGE BALANCES AND INTEREST RATES

 

The following two tables are used to calculate the Company’sCompany’s non-GAAP net interest margin.margin on an FTE basis. The first table includes the Company’s average assets and the related income to determine the average yield on earning assets. The second table includes the average liabilities and related expense to determine the average rate paid on interest bearinginterest-bearing liabilities. The net interest margin is equal to the interest income less the interest expense divided by average earning assets. Refer to the net interest income discussion following the tables for additional detail.

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

AVERAGE BALANCE SHEETS AND INTEREST RATES

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
 

Nine Months Ended September 30,

  

Six Months Ended June 30,

 
                         
 

2017

  

2016

  

2023

 

2022

 
                         
 

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

  

Average

 

Revenue/

 

Yield/

 

Average

 

Revenue/

 

Yield/

 
 

balance

  

expense

  

rate

  

balance

  

expense

  

rate

  

balance

 

expense

 

rate

 

balance

 

expense

 

rate

 

ASSETS

                                     

(dollars in thousands)

                                                

Interest-earning assets

                         

Loans 1

                        

Loans (1)

 

Commercial

 $77,471  $2,613   4.50% $94,121  $3,192   4.52% $81,601  $2,172  5.32% $71,366  $1,623  4.55%

Agricultural

  69,093   2,703   5.22%  75,211   2,754   4.88% 91,164  2,960  6.49% 94,330  1,931  4.09%

Real estate

  612,845   19,620   4.27%  528,179   17,595   4.44% 1,041,958  21,594  4.14% 964,033  17,670  3.67%

Consumer and other

  11,121   411   4.92%  21,897   584   3.56%  16,388  346  4.22%  16,243  317  3.90%
                         

Total loans (including fees)

  770,530   25,347   4.39%  719,408   24,125   4.47%  1,231,111  27,072  4.40%  1,145,972  21,541  3.76%
                         

Investment securities(2)

                         

Taxable

  271,913   4,637   2.27%  262,604   4,393   2.23% 668,622  6,404  1.92% 700,982  5,635  1.61%

Tax-exempt 2

  241,160   5,875   3.25%  253,688   6,335   3.33%

Tax-exempt (3)

  118,162  1,518  2.57%  137,223  1,708  2.49%

Total investment securities

  513,073   10,512   2.73%  516,292   10,728   2.77%  786,784  7,922  2.01%  838,205  7,343  1.75%
                         

Interest bearing deposits with banks and federal funds sold

  36,633   365   1.33%  34,930   297   1.13%

Interest-bearing deposits with banks and federal funds sold

  42,892  1,008  4.70%  105,482  425  0.81%
                         

Total interest-earning assets

  1,320,236  $36,224   3.66%  1,270,630  $35,150   3.69%  2,060,787  $36,002  3.49%  2,089,659  $29,309  2.81%
                         

Noninterest-earning assets(2)

  49,268           54,989           77,504    68,452  
                         

TOTAL ASSETS

 $1,369,504          $1,325,619          $2,138,291   $2,158,111  

 

1 Average loan balance includes nonaccrual loans, if any. Interest income collected on nonaccrual loans has been included.

2 Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 35%

(1) Average loan balances include nonaccrual loans, if any.  Interest income collected on nonaccrual loans has been included.

(2) Average investment balances include unrealized gains and losses.  In reports prior to June 30, 2023 investment unrealized gains and losses were included in noninterest-earning assets.

(3) Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 21%.

 

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

AVERAGE BALANCE SHEETS AND INTEREST RATES

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
 

Nine Months Ended September 30,

  

Six Months Ended June 30,

 
                         
 

2017

  

2016

  

2023

 

2022

 
                         
 

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

  

Average

 

Revenue/

 

Yield/

 

Average

 

Revenue/

 

Yield/

 
 

balance

  

expense

  

rate

  

balance

  

expense

  

rate

  

balance

 

expense

 

rate

 

balance

 

expense

 

rate

 

LIABILITIES AND STOCKHOLDERS' EQUITY

                         

(dollars in thousands)

                                                

Interest-bearing liabilities

                         

Deposits

                         

NOW, savings accounts and money markets

 $717,946  $1,819   0.34% $663,891  $965   0.19%

Time deposits > $100,000

  82,956   671   1.08%  86,632   590   0.91%

Time deposits < $100,000

  115,646   714   0.82%  125,745   704   0.75%

Interest-bearing checking, savings accounts and money markets

 $1,248,688  $7,742  1.24% $1,310,049  $1,307  0.20%

Time deposits

  239,986  2,954  2.46%  211,217  767  0.73%

Total deposits

  916,548   3,204   0.47%  876,268   2,259   0.34% 1,488,674  10,696  1.44% 1,521,266  2,074  0.27%

Other borrowed funds

  75,662   863   1.52%  84,261   796   1.26%  106,822  2,016  3.77%  39,154  88  0.45%
                         

Total Interest-bearing liabilities

  992,210   4,067   0.55%  960,529   3,055   0.42%

Total interest-bearing liabilities

 1,595,496  12,712  1.59% 1,560,420  2,162  0.28%
                         

Noninterest-bearing liabilities

                         

Demand deposits

  200,020           190,176         

Noninterest-bearing checking

 376,600   403,214  

Other liabilities

  7,319           7,606          10,583   8,702  
                         

Stockholders' equity

  169,955           167,308           155,612    185,775  
                         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $1,369,504          $1,325,619          $2,138,291   $2,158,111  
                         
                         

Net interest income

     $32,157   3.25%     $32,095   3.37%
                        

Spread Analysis

                        

Interest income/average assets

 $36,224   3.53%     $35,150   3.54%    

Interest expense/average assets

 $4,067   0.40%     $3,055   0.31%    

Net interest income/average assets

 $32,157   3.13%     $32,095   3.23%    

Net interest income (FTE)(4)

  $23,290   $27,147  

Net interest spread (FTE)

       1.90%       2.53%

Net interest margin (FTE)(4)

       2.26%       2.60%

(4) Net interest income (FTE) is a non-GAAP financial measure.  For further information, refer to the Non-GAAP Financial Measures section of this report.

 

Net Interest Income

 

For the ninesix months ended SeptemberJune 30, 20172023 and 2016,2022, the Company's net interest margin adjusted for tax exempt income was 3.25%2.26% and 3.37%2.60%, respectively. Net interest income, prior to the adjustment for tax-exempt income, for the ninesix months ended SeptemberJune 30, 20172023 totaled $30,100,000$23.0 million compared to $29,877,000$26.8 million for the ninesix months ended SeptemberJune 30, 2016.2022.

 

For the ninesix months ended SeptemberJune 30, 2017,2023, interest income increased $1,235,000,$6.7 million, or 4%23%, when compared to the same period in 2016.2022. The increase from 2016 wasis primarily attributabledue to higher average balance of loans, offsetrates and growth in part by lower yields on loans. The higher average balances of loans were due primarily to favorable economic conditions in our market areas. The lower yields on loans were due primarily to competitive pressures.the loan portfolio.

 

Interest expense increased $1,012,000,$10.6 million, or 33%488%, for the ninethree months ended SeptemberJune 30, 20172023 when compared to the same period in 2016.2022. The higher interest expense for the period is primarily attributabledue to higheran increase in market rates on core deposits due to competitive pressures.deposits. Since March 1, 2022, the Federal Open Market Committee has increased its target for the federal funds interest rate by 4.75%.

 

Provision for Loan LossesCredit Loss Expense (Benefit)

 

The Company’s provision for loan lossesA credit loss expense of $308 thousand was $1,222,000 and $441,000recognized for the ninesix months ended SeptemberJune 30, 2017 and 2016, respectively. The increase in2023 as compared to a credit loss benefit of ($186) thousand for the provision for loan losses was due primarily to the increase in the specific reserve for one commercial credit and growth in the loan portfolio.six months ended June 30, 2022. Net loan charge-offs (recoveries) were $589,000 and $(22,000)totaled $181 thousand for the ninesix months ended SeptemberJune 30, 2017 and 2016, respectively. The increase in the2023 compared to net loan charge-offs were relatedof $15 thousand for the six months ended June 30, 2022. The credit loss expense in 2023 was primarily due to commercial operating loans with construction contractors. While the current provision for loan losses are not related to agricultural loans, Company management is seeing weaknesscharge-offs in the Iowa agricultural economy asagriculture and commercial loan portfolios. The credit loss benefit in 2022 was primarily due to a result of the current low grain prices; however, initial crop yield reports have been favorabledecline in the Company’s market area as of the end of the quarter.loans outstanding from December 31, 2021.

 

Noninterest Income and Expense

 

Noninterest income decreased $63,000 for the ninesix months ended SeptemberJune 30, 20172023 totaled $4.6 million compared to $4.9 million for the same period in 2016.six months ended June 30, 2022, a decrease of 7%. The decrease in noninterest income iswas primarily due to decreases in gainfewer gains on sale of residential loans held for sale as refinancing volume has slowed and service fees, offseta decrease in part bywealth management income primarily due to a decline in estate fees.

Noninterest expense for the six months ended June 30, 2023 totaled $20.3 million compared to $19.2 million recorded for the six months ended June 30, 2022, an increase in security gains and other noninterest income.of 6%. The decrease in the gain on the sale of loansincrease is primarily due to a slowdownwire fraud loss of $523 thousand recorded in the refinancesecond quarter of home loans held for sale resulting2023 and normal increases in lower revenue. The increase in other noninterest income is primarily due to the collection of $73,000 on a court judgement previously deemed uncollectible by First Bank prior to the Company’s acquisition in 2014. Exclusive of realized securities gains, noninterest income was 5% lower for the nine months ended September 30, 2017 compared to the same period in 2016.

Noninterest expense increased $504,000 or 3% for the nine months ended September 30, 2017 compared to the same period in 2016 primarily as a result of normal salarysalaries and benefit increases and higher data processing costs. Data processing increases were due to increasing technology costs.employee benefits. The efficiency ratio was 53.16%73.9% and 60.6% for the ninesix months ended SeptemberJune 30, 2017 as compared to 51.99% in same period in 2016.2023 and 2022, respectively.

 

Income Taxes

 

The provision for income taxesIncome tax expense for the ninesix months ended SeptemberJune 30, 2017 and 2016 was $4,662,000 and $5,087,000, respectively, representing an2023 totaled $1.1 million compared to $3.3 million recorded for the six months ended June 30, 2022. The effective tax rate of 30%was 16% and 30%,26% for the six months ended June 30, 2023 and 2022, respectively. The lower effectivedecrease in income tax expense and higher than expected tax rate in 2022 was due to a $780 thousand adjustment to deferred taxes for the reduction in future Iowa bank franchise tax rates enacted in the second quarter of 2022. The lower than the expected income tax rate of 35% for both periods isin 2023 was due primarily due to tax-exempt interest income.income and New Markets Tax Credits.

 

Balance Sheet Review

 

As of SeptemberJune 30, 2017,2023, total assets were $1,364,940,000,$2.17 billion, a $1,513,000 decrease$39.3 million increase compared to December 31, 2016. The decrease2022. This increase in assets wasis primarily due primarily to a decreasean increase in cashinterest-bearing deposits in financial institutions and due from banks and securities available for sale, offsetfederal funds sold, funded by an increase in loans.other borrowings.

 

Investment Portfolio

 

The investmentinvestment portfolio totaled $506,610,000$758.5 million as of SeptemberJune 30, 2017,2023, a decrease of $9,469,000$27.9 million from the December 31, 20162022 balance of $516,080,000.$786.4 million. The decrease in the investment portfolio wassecurities available-for-sale is primarily due to sales, calls and maturities of state and political subdivision bonds.investments.

 

On a quarterly basis, the investment portfolio is reviewed for other-than-temporary impairment.credit losses. As of SeptemberJune 30, 2017,2023, gross unrealized losses of $783,000,$75.7 million, are considered to be temporary in nature due to the interest rate environment of 2017 and other general economic factors.are not considered credit-related. Certain bonds in the investment portfolio may incur credit losses and could negatively affect the Company’s net income. As a result of the Company’s favorable liquidity position, the Company does not have the intent to sell securities with an unrealized loss at the present time. In addition, management believes it is more likely than not that the Company will hold these securities until recovery of their fair value to cost basis and avoid considering present unrealized loss positionsexpects full principal and interest to be other-than-temporary.collected. Therefore, the Company does not have an allowance for credit losses on these investments as of June 30, 2023.

 

At SeptemberJune 30, 2017,2023, the Company’s investment securities portfolio included securities issued by 266281 government municipalities and agencies located within 2430 states with a fair value of $243.4$273.4 million. At December 31, 2016,2022, the Company’s investment securities portfolio included securities issued by 286289 government municipalities and agencies located within 2530 states with a fair value of $264.4$286.0 million. No one municipality or agency represents a concentration within this segment of the investment portfolio. TheStorm Lake, Iowa, general obligation bonds with a fair value of $4.9 million (approximately 1.8% of the fair value of the government municipalities and agencies) represent the largest exposure to any one municipality or agency for the Company as of SeptemberJune 30, 2017 was $4.4 million (approximately 2.0%2023; the bonds are repayable from the levy of continuing annual tax on all the taxable property within the territory of the fair valuecity of the governmental municipalities and agencies) represented by the Dubuque, Iowa Community School District to be repaid by sales tax revenues and property taxes.Storm Lake.

 

The Company’sCompany’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates.

 

 

The following table summarizes the total general obligation and revenue bonds in the Company’sCompany’s investment securities portfolios as of SeptemberJune 30, 20172023 and December 31, 20162022 identifying the state in which the issuing government municipality or agency operates.operates (Dollars in thousands):

 

2017

  

2016

  

2023

 

2022

 
     

Estimated

      

Estimated

    

Estimated

   

Estimated

 
 

Amortized

  

Fair

  

Amortized

  

Fair

  

Amortized

 

Fair

 

Amortized

 

Fair

 
 

Cost

  

Value

  

Cost

  

Value

  

Cost

 

Value

 

Cost

 

Value

 
                 

Obligations of states and political subdivisions:

                 

General Obligation bonds:

                 

Iowa

 $60,493  $60,732  $75,142  $74,408  $59,776  $55,063  $66,168  $60,884 

Texas

  12,188   12,359   11,091   11,065  29,275  26,235  29,750  26,241 

Pennsylvania

  8,720   8,795   8,728   8,654 

Nebraska

 20,162  17,284  20,165  16,845 

Washington

  6,640   6,609   7,221   6,957  10,859  9,977  10,911  9,898 

Other (2017: 16 states; 2016: 17 states)

  24,150   24,601   28,064   28,258 

Oregon

 10,154  9,363  11,049  10,079 

Connecticut

 8,701  8,043  8,701  7,936 

Other (2023: 16 states; 2022: 16 states)

  33,100  30,074   33,327  29,868 
                 

Total general obligation bonds

 $112,191  $113,096  $130,246  $129,342  $172,027  $156,039  $180,071  $161,751 
                 

Revenue bonds:

                 

Iowa

 $118,886  $120,175  $126,750  $126,964  $49,613  $46,561  $57,330  $53,649 

Other (2017: 9 states; 2016: 10 states)

  10,073   10,167   8,208   8,142 

Texas

 14,809  12,957  14,824  12,680 

Nebraska

 9,777  9,420  9,777  8,265 

Other (2023: 23 states; 2022: 23 states)

  54,347  48,478   55,177  49,658 
                 

Total revenue bonds

 $128,959  $130,342  $134,958  $135,106  $128,546  $117,416  $137,108  $124,252 
                 

Total obligations of states and political subdivisions

 $241,150  $243,438  $265,204  $264,448  $300,573  $273,455  $317,179  $286,003 

 

As of SeptemberJune 30, 20172023 and December 31, 2016,2022, the revenue bonds in the Company’s investment securities portfolios were issued by government municipalities and agencies to fund public services such as community school facilities, college and university dormitory facilities, water utilities and electrical utilities. The revenue bonds are to be paid from primarily 5 primary revenue sources. The revenue sources that represent 5% or more, individually, as a percent of the total revenue bonds are summarized in the following table.table (in ththousands)ousands):

 

 

2017

  

2016

  

2023

 

2022

 
     

Estimated

      

Estimated

    

Estimated

   

Estimated

 
 

Amortized

  

Fair

  

Amortized

  

Fair

  

Amortized

 

Fair

 

Amortized

 

Fair

 
 

Cost

  

Value

  

Cost

  

Value

  

Cost

 

Value

 

Cost

 

Value

 
                 

Revenue bonds by revenue source

                 

Sales tax

 $72,894  $73,917  $77,586  $78,085  $30,112  $27,733  $31,768  $28,917 

Water

  14,139   14,218   11,283   11,296  20,750  18,998  21,754  19,792 

College and universities, primarily dormitory revenues

  10,457   10,538   14,105   13,907  19,369  17,429  19,550  17,368 

Sewer

 12,785  11,385  13,333  11,592 

Leases

  9,062   9,098   9,106   8,960  9,882  9,103  10,863  9,929 

Electric

  8,428   8,545   8,446   8,459 

Other

  13,979   14,026   14,432   14,399   35,648  32,768   39,840  36,654 
                 

Total revenue bonds by revenue source

 $128,959  $130,342  $134,958  $135,106  $128,546  $117,416  $137,108  $124,252 

 

Loan Portfolio

 

The loanloan portfolio, net of the allowance for loancredit losses, totaled $764,229,000, $768,208,000$1.233 billion and $752,182,000$1.226 billion as of September 30, 2017, June 30, 20172023 and December 31, 2016,2022, respectively. The increase in the loan portfolio since December 31, 2016 iswas primarily due to steady loan demand,an increase in the Amesconstruction and Des Moines markets.   Loan demand has softenedcommercial operating loans, offset in the third quarter of 2017.part by a decrease in agricultural operating loans.

 

Deposits

 

Deposits totaled $1,114,538,000, $1,126,771,000$1.86 billion and $1,109,409,000$1.90 billion as of September 30, 2017, June 30, 20172023 and December 31, 2016,2022, respectively. The increase in deposits since December 31, 2016 was primarily due to increases in public funds NOW account balances. The decrease in savings and money market accounts was partially offset by increases in time deposits sinceas customers moved to higher yielding accounts. Estimated uninsured deposits excluding deposit accounts collateralized by pledged assets represented approximately 16% of total deposits as of June 30, 2017 was primarily due to decreases in retail NOW2023. Deposit balances fluctuate as customers’ liquidity needs vary at any given time and public funds moneycould be impacted by prevailing market account balances.

Securities Sold Under Agreements to Repurchase

Securities sold under agreements to repurchase totaled $39,001,000 as of September 30, 2017, a decrease of $19,336,000, or 33%, from the December 31, 2016 balance of $58,337,000. The decrease in primarily due to withdrawals from three commercial accounts.interest rates, competition, and economic conditions.

 

Off-Balance Sheet Arrangements

 

The Company is party to financial instruments with off-balance-sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2016.2022.

 

Asset Quality Review and Credit Risk Management

 

The Company’sCompany’s credit risk is historically centered in the loan portfolio, which on September 30, 2017 totaled $764,229,000 compared to $752,182,000$1.233 billion and $1.226 billion as of June 30, 2023 and December 31, 2016.2022, respectively. Net loans comprise 56%57% of total assets as of SeptemberJune 30, 2017.2023. The objectobjective in managing loan portfolio risk is to reduce the risk of loss resulting from a customer’s failure to perform according to the terms of a transactionan agreement and to quantify and manage credit risk on a portfolio basis. The Company’s level of problem loans (consisting of nonaccrual loans and loans past due 90 days or more) as a percentage of total loans was 0.62%0.93% at SeptemberJune 30, 2017,2023, as compared to 0.67%1.19% at December 31, 2016 and 0.40% at September 30, 2016.2022. The Company’s level of problem loans as a percentage of total loans at SeptemberJune 30, 20172023 of 0.62%0.93% is lower thanhigher as compared to the Company’sIowa State Average peer group (339 bank holding companies with assets of $1 billion to $3 billion)FDIC insured institutions as of 0.72%March 31, 2023, of 0.33%, most recent available.

Substandard-Impaired loans totaled $10.7 million as of June 30, 2017.

Impaired loans, net of specific reserves, totaled $3,907,000 as of September 30, 20172023 and have decreased $450,000$3.7 million as compared to the impaired loans of $4,357,000$14.4 million as of December 31, 2016.2022. The decrease is primarily due to payments received during the year.

 

A loan is considered impairedSubstandard-Impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payment of principal and interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. The Company applies its normal loan review procedures to identify loans that should be evaluated for impairment.

The Company had TDRs of $3,098,000 as of September 30, 2017, all of which were included in impaired and nonaccrual loans. The Company had TDRs of $3,672,000 as of December 31, 2016, all of which were included in impaired and nonaccrual loans.

TDRs are monitored and reported on a quarterly basis. Certain TDRs are on nonaccrual status at the time of restructuring. These borrowings are typically returned to accrual status after the following: sustained repayment performance in accordance with the restructuring agreement for a reasonable period of at least six months; and, management is reasonably assured of future performance. If the TDR meets these performance criteria and the interest rate granted at the modification is equal to or greater than the rate that the Company was willing to accept at the time of the restructuring for a new loan with comparable risk, then the loan will return to performing status.

For TDRs that were on nonaccrual status before the modification, a specific reserve may already be recorded. In periods subsequent to modification, the Company will continue to evaluate all TDRs for possible impairment and, as necessary, recognize impairment through the allowance. A $530,000 specific reserve was established in the nine months ended September 30, 2017 on a TDR loan. The Company had $257,000 of net charge-offs related to TDRs for the nine months ended September 30, 2017 and none for the same period in 2016.

 

Loans past due 90 days or more that are still accruing interest are reviewed no less frequently than quarterly to determine if there iscontinues to be a strong reason that the credit should not be placed on non-accrual.nonaccrual. As of SeptemberJune 30, 2017, non-accrual2023, nonaccrual loans totaled $4,726,000$11.3 million and there was one loan in the amountwere $318 thousand of $81,000loans past due 90 days and still accruing. This compares to non-accrualnonaccrual loans of $5,077,000$14.7 million and no loans past due 90 days and still accruing totaled $22,000 as of December 31, 2016. Other2022. The decrease in nonaccrual loans is primarily due to payments received during the year. There was no other real estate owned totaled $385,000 as of SeptemberJune 30, 20172023 and $546,000 as of December 31, 2016.2022.

 

The agricultural real estate and agricultural operating loan portfolio classifications remain in a weakened position.

The watch and special mention loans in these categoriesclassified as agricultural real estate and operating totaled $44,046,000$16.8 million as of SeptemberJune 30, 20172023 as compared to $38,492,000$32.5 million as of December 31, 2016.2022. The substandard and impaired loans in these categories totaled $2,582,000$4.8 million and $5.9 million as of SeptemberJune 30, 20172023 and December 31, 2022, respectively. The decrease is primarily due to paydowns and a strong agricultural economy in 2023.

The watch and special mention loans classified as commercial real estate totaled $41.3 million as of June 30, 2023 as compared to $2,399,000$62.1 million as of December 31, 2016.2022. The increasesubstandard and impaired commercial real estate loans totaled $22.8 million and $26.3 million as of June 30, 2023 and December 31, 2022, respectively. The decrease in these categoriessubstandard and impaired commercial real estate loans is primarily due to payments received during the impact on agricultural loans of low grain prices, mitigated by indications of favorable yields in 2017.year.

 

The allowance for loancredit losses as a percentage of outstanding loans as of SeptemberJune 30, 20172023 was 1.44%1.31%, as compared to 1.38%1.26% at December 31, 2016.2022. The allowance for loancredit losses totaled $11,140,000$16.3 million and $10,507,000$15.7 million as of SeptemberJune 30, 20172023 and December 31, 2016,2022, respectively. Net charge-offs (recoveries) of loans totaled $589,000 and $(22,000) forThe increase in the nine months ended September 30, 2017 and 2016, respectively.

The allowance for loancredit losses is management’s best estimatemainly due to the implementation of probable losses inherent in the loan portfolio as of the balance sheet date. Factors considered in establishing an appropriate allowance include: an assessment of the financial condition of the borrower, a realistic determination of value and adequacy of underlying collateral, the condition of the local economy and the condition of the specific industry of the borrower, an analysis of the levels and trends of loan categories and a review of delinquent and classified loans.ASC 326.

 

Liquidity and Capital Resources

 

Liquidity management is the process by which the Company, through its BanksBanks’ Asset and Liability Committees (ALCO), ensures that adequate liquid funds are available to meet its financial commitments on a timely basis, at a reasonable cost and within acceptable risk tolerances. These commitments include funding credit obligations to borrowers, funding of mortgage originations pending delivery to the secondary market, withdrawals by depositors, maintaining adequate collateral for pledging for public funds, trust deposits and borrowings, paying dividends to shareholders, payment of operating expenses, funding capital expenditures and maintaining deposit reserve requirements.

 

Liquidity is derived primarily from core deposit growth and retention; principal and interest payments on loans; principal and interest payments, sale, maturity and prepayment of securities available-for-sale; net cash provided from operations; and access to other funding sources. Other funding sources include federal funds purchased lines, FHLB advances and other capital market sources.

 

As of SeptemberJune 30, 2017,2023, the level of liquidity and capital resources of the Company remain at a satisfactory level. Management believes that the Company's liquidity sources will be sufficient to support its existing operations for the foreseeable future.

 

The liquidity and capital resources discussiondiscussion will cover the following topics:

 

Review of the Company’s Current Liquidity Sources

Review of Statements of Cash Flowsthe Company’s Current Liquidity Sources

Company Only Cash Flows

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

Capital Resources

Review of the Company’s Current Liquidity Sources

Liquid assets of cash and due from banks and interest-bearing deposits in financial institutions as of September 30, 2017 and December 31, 2016 totaled $58,574,000 and $61,215,000, respectively, and provide an adequate level of liquidity given current economic conditions.

Other sources of liquidity available to the Banks as of September 30, 2017 include outstanding lines of credit with the FHLB of Des Moines, Iowa of $183,824,000, with $19,000,000 of outstanding FHLB advances. Federal funds borrowing capacity at correspondent banks was $108,571,000, with no outstanding federal fund purchase balances as of September 30, 2017. The Company had securities sold under agreements to repurchase totaling $39,001,000 and term repurchase agreements of $13,000,000 as of September 30, 2017.

Total investments as of September 30, 2017 were $506,610,000 compared to $516,080,000 as of December 31, 2016. These investments provide the Company with a significant amount of liquidity since all of the investments are classified as available-for-sale as of September 30, 2017.

The investment portfolio serves an important role in the overall context of balance sheet management in terms of balancing capital utilization and liquidity. The decision to purchase or sell securities is based upon the current assessment of economic and financial conditions, including the interest rate environment, liquidity and credit considerations. The portfolio’s scheduled maturities and payments represent a significant source of liquidity.

Review of Statements of Cash Flows

Net cash provided by operating activities for the nine months ended September 30, 2017 totaled $13,553,000 compared to $14,585,000 for the nine months ended September 30, 2016. The decrease in cash provided by operating activities was primarily due to lower net income.

Net cash used in investing activities for the nine months ended September 30, 2017 was $4,184,000 compared to $14,181,000 for the nine months ended September 30, 2016. The decrease of $9,997,000 in cash used in investing activities was primarily due to a net decrease in the change in the loan portfolio of $26,204,000, offset in part by lower levels of proceeds from the sale of securities of $6,981,000 and a net increase in the change in the interest bearing deposits.

Net cash used in financing activities for the nine months ended September 30, 2017 totaled $15,759,000 compared to $3,105,000 for the nine months ended September 30, 2016. The change of $12,654,000 in net cash used in financing activities was primarily due to a decrease in securities sold under agreements to repurchase in 2017 of $19,336,000 as compared to a decrease of $4,432,000 in 2016 and a decrease in proceeds from short-term FHLB borrowings of $15,500,000, offset in part by an increase in deposits in 2017 of $5,129,000 as compared to a decrease of $12,358,000 in 2016. As of September 30, 2017, the Company did not have any external debt financing, off-balance sheet financing arrangements, or derivative instruments linked to its stock.

Company Only Cash Flows

The Company’s liquidity on an unconsolidated basis is heavily dependent upon dividends paid to the Company by the Banks. The Banks provide adequate liquidity to pay the Company’s expenses and stockholder dividends. Dividends paid by the Banks to the Company amounted to $7,655,000 and $6,825,000 for the nine months ended September 30, 2017 and 2016, respectively. Various federal and state statutory provisions limit the amounts of dividends banking subsidiaries are permitted to pay to their holding companies without regulatory approval. Federal Reserve policy further limits the circumstances under which bank holding companies may declare dividends. For example, a bank holding company should not continue its existing rate of cash dividends on its common stock unless its net income is sufficient to fully fund each dividend and its prospective rate of earnings retention appears consistent with its capital needs, asset quality and overall financial condition. In addition, the Federal Reserve and the FDIC have issued policy statements, which provide that insured banks and bank holding companies should generally pay dividends only out of current operating earnings. Federal and state banking regulators may also restrict the payment of dividends by order. The quarterly dividend declared by the Company increased to $0.22 per share in 2017 from $0.21 per share in 2016.   

The Company, on an unconsolidated basis, has interest bearing deposits totaling $13,287,000 as of September 30, 2017 that are presently available to provide additional liquidity to the Banks.

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

No other material capital expenditures or material changes in the capital resource mix are anticipated at this time. The primary cash flow uncertainty would be a sudden decline in deposits causing the Banks to liquidate securities. Historically, the Banks have maintained an adequate level of short-term marketable investments to fund the temporary declines in deposit balances. There are no known trends in liquidity and cash flow needs as of September 30, 2017 that are of concern to management.

Capital Resources

The Company’s total stockholders’ equity as of September 30, 2017 totaled $173,329,000 and was $8,224,000 higher than the $165,105,000 recorded as of December 31, 2016. The increase in stockholders’ equity was primarily due to net income and an increase in accumulated other comprehensive income, reduced by dividends declared. The increase in other comprehensive income is created by lower market interest rates on the longer end of the interest yield curve compared to December 31, 2016, which resulted in higher fair values in the securities available-for-sale portfolio. At September 30, 2017 and December 31, 2016, stockholders’ equity as a percentage of total assets was 12.70% and 12.08%, respectively. The capital levels of the Company exceed applicable regulatory guidelines as of September 30, 2017.

 

Review of the Company’s Current Liquidity Sources

Liquid assets of cash on hand, balances due from other banks and interest-bearing deposits in financial institutions as of June 30, 2023 and December 31, 2022 totaled $93.3 million and $27.9 million, respectively, and management believes these sources provide an adequate level of liquidity given current economic conditions.

Other sources of liquidity available to the Banks as of June 30, 2023 include outstanding lines of credit with the FHLB of Des Moines, Iowa of $301.7 million, with $19.0 million of outstanding FHLB advances. Federal funds borrowing capacity at correspondent banks was $111.2 million, with no outstanding federal fund purchase balances as of June 30, 2023. The Company had securities sold under agreements to repurchase totaling $48.1 million as of June 30, 2023.

The Federal Reserve Board created a new Bank Term Funding Program (BTFP), offering loans of up to one year in length to banks pledging U.S. Treasuries, agency debt and mortgage-backed securities, and other qualifying assets as collateral. The BTFP allows for borrowing from the Federal Reserve Bank up to the par value of the pledged collateral and will provide an additional source of liquidity. The Company had $75 million borrowed under the BTFP as of June 30, 2023. The Company utilized the BTFP due to favorable lending terms as compared to other borrowings.

Total investments as of June 30, 2023 were $758.5 million compared to $786.4 million as of December 31, 2022. These investments provide the Company with liquidity since all of the investments are classified as available-for-sale as of June 30, 2023. The Company has $415.3 million of unpledged securities available-for-sale and interest-bearing deposits as of June 30, 2023. The investment portfolio serves an important role in the overall context of balance sheet management in terms of balancing capital utilization and liquidity. The decision to purchase or sell securities is based upon the current assessment of economic and financial conditions, including the interest rate environment, liquidity and credit considerations. The portfolio’s scheduled maturities and payments represent a significant source of liquidity.

Review of the Consolidated Statements of Cash Flows

Net cash provided by operating activities for the six months ended June 30, 2023 totaled $10.5 million compared to $11.3 million for the six months ended June 30, 2022. The decrease of $787 thousand in cash provided by operating activities was primarily due to lower net income and fewer net proceeds from loans held for sale.

Net cash provided by (used in) investing activities for the six months ended June 30, 2023 was $28.8 million compared to ($63.5) million for the six months ended June 30, 2022. The increase of $92.3 million in cash provided by investing activities was primarily due to fewer purchases of investments.

Net cash provided by financing activities for the six months ended June 30, 2023 totaled $26.2 million compared to $37.8 million for the six months ended June 30, 2022. The decrease in cash provided by financing activities of $11.6 million was primarily due to a decrease in the change in deposits between periods and partially offset by proceeds from other borrowings. As of June 30, 2023, the Company did not have any external debt financing, off-balance sheet financing arrangements, or derivative instruments linked to its stock.

Review of Company Only Cash Flows

The Company’s liquidity on an unconsolidated basis is heavily dependent upon dividends paid to the Company by the Banks. The Banks provide adequate liquidity to pay the Company’s expenses and stockholder dividends. Dividends paid by the Banks to the Company amounted to $4.8 million and $5.1 million for the six months ended June 30, 2023 and 2022, respectively. Various federal and state statutory provisions limit the amounts of dividends banking subsidiaries are permitted to pay to their holding companies without regulatory approval. Federal Reserve policy further limits the circumstances under which bank holding companies may declare dividends. For example, a bank holding company should not continue its existing rate of cash dividends on its common stock unless its net income is sufficient to fully fund each dividend and its prospective rate of earnings retention appears consistent with its capital needs, asset quality and overall financial condition. In addition, the Federal Reserve and the FDIC have issued policy statements, which provide that insured banks and bank holding companies should generally pay dividends only out of current operating earnings. Federal and state banking regulators may also restrict the payment of dividends by order.

The Company, on an unconsolidated basis, has interest-bearing deposits totaling $2.7 million as of June 30, 2023.

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

On June 9, 2022, the Company entered into a commitment with a contractor to remodel a branch in Ames, Iowa for $4.0 million. The Company has $1.2 million of the commitment remaining at June 30, 2023. No other material capital expenditures or material changes in the capital resource mix are anticipated at this time. The primary cash flow uncertainty would be a sudden decline in deposits causing the Banks to liquidate securities. Historically, the Banks have maintained an adequate level of short-term marketable investments to fund the temporary declines in deposit balances. There are no known trends in liquidity and cash flow needs as of June 30, 2023 that are of concern to management.

Capital Resources

The Company’s total stockholders’ equity as of June 30, 2023 totaled $155.4 million and was $6.3 million more than the $149.1 million recorded as of December 31, 2022. The increase in stockholders’ equity was primarily the result of a decrease in unrealized losses on the investment portfolio and the retention of net income in excess of dividends. At June 30, 2023 and December 31, 2022, stockholders’ equity as a percentage of total assets was 7.1% and 7.0%, respectively. The capital levels of the Company currently exceed applicable regulatory guidelines to be considered “well capitalized” as of June 30, 2023. Unrealized losses on the investment portfolio are excluded from regulatory capital.

Forward-Looking Statements and Business Risks

The Private Securities Litigation Reform Act of 1995 provides the Company with the opportunity to make cautionary statements regarding forward-looking statements contained in this Quarterly Report, including forward-looking statements concerning the Company’s financial performance and asset quality.  Forward-looking statements contained in this Quarterly Report are not historical facts and are based on management’s current beliefs, assumptions, predictions and expectations of future events, including the Company’s future performance, taking into account all information currently available to management.  These beliefs, assumptions, predictions and expectations are subject to numerous risks and uncertainties and can change as a result of many possible events or factors, not all of which are known to management and many of which are beyond management’s control.  If a change occurs, the Company’s business, financial condition, liquidity, results of operations, asset quality, plans and objectives may vary materially from those expressed in the forward-looking statements.  Accordingly, investors are cautioned not to place undue reliance on such forward-looking statements. These statements are often, but not always, made through the use of words or phrases such as “anticipates,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “forecasts”, “continuing,” “ongoing,” “expects,” “views,” “intends” and similar words or phrases. The risks and uncertainties that may affect the Company’s future performance and asset quality include, but are not limited to, the following:  the impact of inflation and rising interest rates on national, regional and local economies in general and on the Company’s customers in particular; competitive products and pricing available in the marketplace; changes in credit and other risks posed by the Company’s loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for credit losses resulting from new market conditions or regulatory requirements; fiscal and monetary policies of the U.S. government; changes in governmental regulations affecting financial institutions (including regulatory fees and capital requirements); changes in prevailing interest rates; credit risk management and asset/liability management; the financial and securities markets; the availability of and cost associated with sources of liquidity; and other risks and uncertainties inherent in the Company’s business, including those discussed under the headings Forward-Looking Statements and Business Risks” and “Risk Factors” in the Company’s Annual Report on Form 10-K for the year-ended December 31, 2022.  Any forward-looking statements are qualified in their entirety by the foregoing risks and uncertainties and speak only as of the date on which such statements are made. The Company undertakes no obligation to revise or update such forward-looking statements to reflect events or circumstances after the date on which the statements are made or to reflect the occurrence of unanticipated events.

 

Forward-Looking Statements and Business Risks

The Private Securities Litigation Reform Act of 1995 provides the Company with the opportunity to make cautionary statements regarding forward-looking statements contained in this Quarterly Report, including forward-looking statements concerning the Company’s future financial performance and asset quality. Any forward-looking statement contained in this Quarterly Report is based on management’s current beliefs, assumptions and expectations of the Company’s future performance, taking into account all information currently available to management. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to management. If a change occurs, the Company’s business, financial condition, liquidity, results of operations, asset quality, plans and objectives may vary materially from those expressed in the forward-looking statements. The risks and uncertainties that may affect the actual results of the Company include, but are not limited to, the following: economic conditions, particularly in the concentrated geographic area in which the Company and its affiliate banks operate; competitive products and pricing available in the marketplace; changes in credit and other risks posed by the Company’s loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for loan losses dictated by new market conditions or regulatory requirements; fiscal and monetary policies of the U.S. government; changes in governmental regulations affecting financial institutions (including regulatory fees and capital requirements); changes in prevailing interest rates; credit risk management and asset/liability management; the financial and securities markets; the availability of and cost associated with sources of liquidity; and other risks and uncertainties inherent in the Company’s business, including those discussed under the headings “Risk Factors” and “Forward-Looking Statements and Business Risks” in the Company’s Annual Report. Management intends to identify forward-looking statements when using words such as “believe”, “expect”, “intend”, “anticipate”, “estimate”, “should” or similar expressions. Undue reliance should not be placed on these forward-looking statements. The Company undertakes no obligation to revise or update such forward-looking statements to reflect current events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Not applicable

 

The Company's market risk is comprised primarily of interest rate risk arising from its core banking activities of lending and deposit taking. Interest rate risk results from the changes in market interest rates which may adversely affect the Company's net interest income. Management continually develops and applies strategies to mitigate this risk. Management does not believe that the Company's primary market risk exposure and how it has been managed year-to-date in 2017 changed significantly when compared to 2016.

Item 4.

Controls and Procedures

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended). Based on that evaluation, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There was no change in the Company's internal control over financial reporting that occurred during the Company's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

 

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended). Based on that evaluation, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There was no change in the Company's internal control over financial reporting that occurred during the Company's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II.

OTHER INFORMATION

 

Item 1.

Legal Proceedings

Not applicable

 

Not applicable

Item 1.A.Item 1.A.

Risk Factors

None.

Management does not believe there have been any material changes in the risk factors that were disclosed in the Company's Form 10-K filed with the SEC on March 10, 2023.

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

In November, 2016, the Company approved a Stock Repurchase Plan which provided for the repurchase of up to 100,000 shares of the Company’s common stock. As of September 30, 2017, there were 100,000 shares remaining to be purchased under the plan.

In November, 2022, the Company approved a Stock Repurchase Plan which provided for the repurchase of up to 100,000 shares of the Company’s common stock. As of June 30, 2023, there were 100,000 shares remaining to be purchased under the plan.

The following table provides information with respect to purchases made by or on behalf of the Company or any “affiliated purchases” (as defined in rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended June 30, 2023.

 

Total

Number

Maximum

of Shares

Number of

Purchased as

Shares that

Total

Part of

May Yet Be

Number

Average

Publicly

Purchased

of Shares

Price Paid

Announced

Under

Period

Purchased

Per Share

Plans

The following table provides information with respectPlan

April 1, 2023 to purchase made by or on behalf of the Company or any “affiliated purchases” (as defined in rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended SeptemberApril 30, 2017.2023

-$--100,000

May 1, 2023 to May 31, 2023

Total

Number

Maximum

of Shares

Number of

Purchased as

Shares that

Total

Part of

May Yet Be

Number

Average

Publicly

Purchased

of Shares

Price Paid

Announced

Under

Period

Purchased

Per Share

Plans

The Plan

July 1, 2017 to July 31, 2017

-$--100,000

August 1, 2017 to August 31, 2017

-$--100,000

September 1, 2017 to September 30, 2017

-$--100,000

June 1, 2023 to June 30, 2023

  -  $-   -   100,000 
                 

Total

  -       -     

 

Item 3.

Defaults Upon Senior Securities

Not applicable

 

Not applicable

Item 4.

Mine Safety Disclosures

 

Not applicable

 

Item 5.

Other information

 

Not applicable

 

Item 6.

Exhibits

31.1

Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

31.2

Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

32.1

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350.

32.2

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350.

 

31.1

Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

31.2

Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

32.1

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350.

32.2

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350.

 

101.INS

Inline XBRL Instance Document - the Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document (1)

101.SCH

Inline XBRL Taxonomy Extension Schema Document (1)

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document (1)

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document (1)

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document (1)

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document (1)

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document (1)

 

(1)     These interactive date files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933,104

Cover page Interactive Data File (formatted as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.Inline XBRL and combined in Exhibit 101.1)

(1)         These interactive date files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

 

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.

 

AMES NATIONAL CORPORATION

DATE: November 8, 2017

By:

/s/ Thomas H. Pohlman

AMES NATIONAL CORPORATION

Thomas H. Pohlman, Chief Executive Officer and President
By:

/s/ John P. Nelson

John P. Nelson, Chief Financial Officer and Executive Vice President

DATE:        August 8, 2023

By:   /s/ John P. Nelson

John P. Nelson, Chief Executive Officer and President

(Principal Executive Officer)

By:   /s/ John L. Pierschbacher

John L. Pierschbacher, Chief Financial Officer

(Principal Financial and Accounting Officer)

 

EXHIBIT INDEX

The following exhibits are filed herewith:

 

Exhibit No.

Description

-----------

-------------------------------------------------------------------------------------------

31.1

Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002

31.2

Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes Oxley Act of 2002

32.1

Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350

32.2

Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350

101.INS

XBRL Instance Document (1)

101.SCH

XBRL Taxonomy Extension Schema Document (1)

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document (1)

101.LAB

XBRL Taxonomy Extension Label Linkbase Document (1)

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document (1)

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document (1)

 

(1)     These interactive date files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

53

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