U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2023March 31, 2024
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to .
Commission File No. 000-26719
MERCANTILE BANK CORPORATION
(Exact name of registrant as specified in its charter)
Michigan | 38-3360865 |
(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.) |
310 Leonard Street, NW, Grand Rapids, MI 49504
(Address of principal executive offices) (Zip Code)
(616) 406-3000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common Stock | MBWM | The Nasdaq Stock Market LLC |
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 ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☐ | Accelerated filer ☒ |
Non-accelerated filer ☐ | Smaller reporting company ☐ |
Emerging growth company ☐ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Yes ☐ No ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ☐ No ☒
At July 31, 2023,April 30, 2024, there were 16,018,21616,120,758 shares of common stock outstanding.
INDEX
PART I --- FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, 2023 | December 31, 2022 | March 31, | December 31, | |||||||||||||
(Dollars in thousands) | 2024 | 2023 | ||||||||||||||
ASSETS | ||||||||||||||||
Cash and due from banks | $ | 69,133,000 | $ | 61,894,000 | $ | 52,606 | $ | 70,408 | ||||||||
Interest-earning deposits | 138,663,000 | 34,878,000 | 184,625 | 60,125 | ||||||||||||
Total cash and cash equivalents | 207,796,000 | 96,772,000 | 237,231 | 130,533 | ||||||||||||
Securities available for sale | 608,972,000 | 602,936,000 | 609,153 | 617,092 | ||||||||||||
Federal Home Loan Bank stock | 21,513,000 | 17,721,000 | 21,513 | 21,513 | ||||||||||||
Mortgage loans held for sale | 11,942,000 | 3,565,000 | 14,393 | 18,607 | ||||||||||||
Loans | 4,051,843,000 | 3,916,619,000 | 4,322,006 | 4,303,758 | ||||||||||||
Allowance for credit losses | (44,721,000 | ) | (42,246,000 | ) | (51,638 | ) | (49,914 | ) | ||||||||
Loans, net | 4,007,122,000 | 3,874,373,000 | 4,270,368 | 4,253,844 | ||||||||||||
Premises and equipment, net | 52,291,000 | 51,476,000 | 50,835 | 50,928 | ||||||||||||
Bank owned life insurance | 81,500,000 | 80,727,000 | 85,528 | 85,668 | ||||||||||||
Goodwill | 49,473,000 | 49,473,000 | 49,473 | 49,473 | ||||||||||||
Core deposit intangible, net | 291,000 | 583,000 | ||||||||||||||
Other assets | 96,687,000 | 94,993,000 | 127,459 | 125,566 | ||||||||||||
Total assets | $ | 5,137,587,000 | $ | 4,872,619,000 | $ | 5,465,953 | $ | 5,353,224 | ||||||||
LIABILITIES AND SHAREHOLDERS' EQUITY | ||||||||||||||||
Deposits | ||||||||||||||||
Noninterest-bearing | $ | 1,371,633,000 | $ | 1,604,750,000 | $ | 1,134,995 | $ | 1,247,640 | ||||||||
Interest-bearing | 2,385,156,000 | 2,108,061,000 | 2,872,815 | 2,653,278 | ||||||||||||
Total deposits | 3,756,789,000 | 3,712,811,000 | 4,007,810 | 3,900,918 | ||||||||||||
Securities sold under agreements to repurchase | 219,457,000 | 194,340,000 | 228,618 | 229,734 | ||||||||||||
Federal Home Loan Bank advances | 467,910,000 | 308,263,000 | 447,083 | 467,910 | ||||||||||||
Subordinated debentures | 49,301,000 | 48,958,000 | 49,815 | 49,644 | ||||||||||||
Subordinated notes | 88,800,000 | 88,628,000 | 89,057 | 88,971 | ||||||||||||
Accrued interest and other liabilities | 76,628,000 | 78,211,000 | 106,926 | 93,902 | ||||||||||||
Total liabilities | 4,658,885,000 | 4,431,211,000 | 4,929,309 | 4,831,079 | ||||||||||||
Commitments and contingent liabilities (Note 8) | ||||||||||||||||
Shareholders' equity | ||||||||||||||||
Preferred stock, no par value; 1,000,000 shares authorized; none issued | 0 | 0 | 0 | 0 | ||||||||||||
Common stock, no par value; 40,000,000 shares authorized; 16,018,048 shares issued and outstanding at June 30, 2023 and 15,994,884 shares issued and outstanding at December 31, 2022 | 292,906,000 | 290,436,000 | ||||||||||||||
Common stock, no par value; 40,000,000 shares authorized; 16,122,503 shares issued and outstanding at March 31, 2024 and 16,125,662 shares issued and outstanding at December 31, 2023 | 296,065 | 295,106 | ||||||||||||||
Retained earnings | 247,313,000 | 216,313,000 | 293,554 | 277,526 | ||||||||||||
Accumulated other comprehensive gain (loss) | (61,517,000 | ) | (65,341,000 | ) | (52,975 | ) | (50,487 | ) | ||||||||
Total shareholders’ equity | 478,702,000 | 441,408,000 | 536,644 | 522,145 | ||||||||||||
Total liabilities and shareholders’ equity | $ | 5,137,587,000 | $ | 4,872,619,000 | $ | 5,465,953 | $ | 5,353,224 | ||||||||
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Three Months | Three Months | |||||||||||||||||||
Ended | Ended | |||||||||||||||||||||||
(Dollars in thousands except per share amounts) | March 31, 2024 | March 31, 2023 | ||||||||||||||||||||||
Interest income | ||||||||||||||||||||||||
Loans, including fees | $ | 62,006,000 | $ | 36,003,000 | $ | 119,159,000 | $ | 69,254,000 | $ | 71,270 | $ | 57,154 | ||||||||||||
Securities, taxable | 2,207,000 | 1,898,000 | 4,338,000 | 3,563,000 | 2,444 | 2,131 | ||||||||||||||||||
Securities, tax-exempt | 904,000 | 631,000 | 1,780,000 | 1,231,000 | 977 | 876 | ||||||||||||||||||
Interest-earning deposits | 801,000 | 1,018,000 | 1,125,000 | 1,384,000 | 2,033 | 324 | ||||||||||||||||||
Total interest income | 65,918,000 | 39,550,000 | 126,402,000 | 75,432,000 | 76,724 | 60,485 | ||||||||||||||||||
Interest expense | ||||||||||||||||||||||||
Deposits | 12,379,000 | 1,873,000 | 20,286,000 | 3,698,000 | 22,224 | 7,907 | ||||||||||||||||||
Short-term borrowings | 914,000 | 49,000 | 1,373,000 | 99,000 | 1,654 | 459 | ||||||||||||||||||
Federal Home Loan Bank advances | 3,051,000 | 1,911,000 | 4,845,000 | 3,774,000 | 3,399 | 1,794 | ||||||||||||||||||
Subordinated debt and other borrowings | 2,023,000 | 1,391,000 | 3,963,000 | 2,650,000 | 2,086 | 1,941 | ||||||||||||||||||
Total interest expense | 18,367,000 | 5,224,000 | 30,467,000 | 10,221,000 | 29,363 | 12,101 | ||||||||||||||||||
Net interest income | 47,551,000 | 34,326,000 | 95,935,000 | 65,211,000 | 47,361 | 48,384 | ||||||||||||||||||
Provision for credit losses | 2,000,000 | 500,000 | 2,600,000 | 600,000 | 1,300 | 600 | ||||||||||||||||||
Net interest income after provision for credit losses | 45,551,000 | 33,826,000 | 93,335,000 | 64,611,000 | 46,061 | 47,784 | ||||||||||||||||||
Noninterest income | ||||||||||||||||||||||||
Service charges on deposit and sweep accounts | 1,064,000 | 1,495,000 | 2,041,000 | 2,910,000 | 1,531 | 976 | ||||||||||||||||||
Mortgage banking income | 2,343 | 1,216 | ||||||||||||||||||||||
Credit and debit card income | 2,426,000 | 2,134,000 | 4,485,000 | 4,015,000 | 2,121 | 2,060 | ||||||||||||||||||
Mortgage banking income | 1,835,000 | 1,947,000 | 3,050,000 | 5,228,000 | ||||||||||||||||||||
Interest rate swap fees | 748,000 | 430,000 | 1,785,000 | 1,781,000 | 1,339 | 1,037 | ||||||||||||||||||
Payroll services income | 572,000 | 464,000 | 1,317,000 | 1,102,000 | 896 | 746 | ||||||||||||||||||
Earnings on bank owned life insurance | 402,000 | 785,000 | 802,000 | 1,072,000 | 1,172 | 401 | ||||||||||||||||||
Other income | 598,000 | 486,000 | 1,117,000 | 910,000 | 1,466 | 515 | ||||||||||||||||||
Total noninterest income | 7,645,000 | 7,741,000 | 14,597,000 | 17,018,000 | 10,868 | 6,951 | ||||||||||||||||||
Noninterest expense | ||||||||||||||||||||||||
Salaries and benefits | 16,461,000 | 15,676,000 | 33,143,000 | 31,186,000 | 18,237 | 16,682 | ||||||||||||||||||
Occupancy | 2,098,000 | 2,084,000 | 4,387,000 | 4,168,000 | 2,289 | 2,289 | ||||||||||||||||||
Furniture and equipment depreciation, rent and maintenance | 878,000 | 935,000 | 1,700,000 | 1,869,000 | 929 | 822 | ||||||||||||||||||
Data processing costs | 2,881,000 | 3,091,000 | 6,043,000 | 6,064,000 | 3,289 | 3,162 | ||||||||||||||||||
Charitable foundation contribution | 2,000 | 500,000 | 12,000 | 506,000 | ||||||||||||||||||||
Charitable foundation contributions | 703 | 10 | ||||||||||||||||||||||
Other expense | 5,509,000 | 4,656,000 | 11,144,000 | 8,891,000 | 4,497 | 5,634 | ||||||||||||||||||
Total noninterest expenses | 27,829,000 | 26,942,000 | 56,429,000 | 52,684,000 | ||||||||||||||||||||
Total noninterest expense | 29,944 | 28,599 | ||||||||||||||||||||||
Income before federal income tax expense | 25,367,000 | 14,625,000 | 51,503,000 | 28,945,000 | 26,985 | 26,136 | ||||||||||||||||||
Federal income tax expense | 5,010,000 | 2,888,000 | 10,171,000 | 5,716,000 | 5,423 | 5,162 | ||||||||||||||||||
Net income | $ | 20,357,000 | $ | 11,737,000 | $ | 41,332,000 | $ | 23,229,000 | $ | 21,562 | $ | 20,974 | ||||||||||||
Basic earnings per share | $ | 1.27 | $ | 0.74 | $ | 2.58 | $ | 1.47 | $ | 1.34 | $ | 1.31 | ||||||||||||
Diluted earnings per share | $ | 1.27 | $ | 0.74 | $ | 2.58 | $ | 1.47 | $ | 1.34 | $ | 1.31 | ||||||||||||
Average basic shares outstanding | 16,003,372 | 15,848,681 | 15,999,775 | 15,844,763 | 16,118,858 | 15,996,138 | ||||||||||||||||||
Average diluted shares outstanding | 16,003,372 | 15,848,681 | 15,999,775 | 15,844,763 | 16,118,858 | 15,996,138 | ||||||||||||||||||
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Three Months | Three Months | |||||||||||||||||||
Ended | Ended | |||||||||||||||||||||||
(Dollars in thousands) | March 31, 2024 | March 31, 2023 | ||||||||||||||||||||||
Net income | $ | 20,357,000 | $ | 11,737,000 | $ | 41,332,000 | $ | 23,229,000 | $ | 21,562 | $ | 20,974 | ||||||||||||
Other comprehensive income (loss): | ||||||||||||||||||||||||
Unrealized holding gains (losses) on securities available for sale | (6,645,000 | ) | (19,969,000 | ) | 4,841,000 | (55,619,000 | ) | (3,150 | ) | 11,486 | ||||||||||||||
Tax effect of unrealized holding gains (losses) on securities available for sale | 1,395,000 | 4,193,000 | (1,017,000 | ) | 11,680,000 | 662 | (2,412 | ) | ||||||||||||||||
Other comprehensive income (loss), net of tax | (5,250,000 | ) | (15,776,000 | ) | 3,824,000 | (43,939,000 | ) | (2,488 | ) | 9,074 | ||||||||||||||
Comprehensive income (loss) | $ | 15,107,000 | $ | (4,039,000 | ) | $ | 45,156,000 | $ | (20,710,000 | ) | $ | 19,074 | $ | 30,048 | ||||||||||
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
($ in thousands except per share amounts) | Preferred Stock | Common Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total Shareholders’ Equity | |||||||||||||||
Balances, March 31, 2023 | $ | 0 | $ | 291,516 | $ | 232,123 | $ | (56,267 | ) | $ | 467,372 | |||||||||
Employee stock purchase plan (443 shares) | 13 | 13 | ||||||||||||||||||
Dividend reinvestment plan (7,821 shares) | 232 | 232 | ||||||||||||||||||
Stock grants to directors for retainer fees (10,455 shares) | 317 | 317 | ||||||||||||||||||
Stock-based compensation expense | 828 | 828 | ||||||||||||||||||
Cash dividends ($0.33 per common share) | (5,167 | ) | (5,167 | ) | ||||||||||||||||
Net income for the three months ended June 30, 2023 | 20,357 | 20,357 | ||||||||||||||||||
Change in net unrealized holding gain (loss) on securities available for sale, net of tax effect | (5,250 | ) | (5,250 | ) | ||||||||||||||||
Balances, June 30, 2023 | $ | 0 | $ | 292,906 | $ | 247,313 | $ | (61,517 | ) | $ | 478,702 | |||||||||
Accumulated | ||||||||||||||||||||
Other | Total | |||||||||||||||||||
Preferred | Common | Retained | Comprehensive | Shareholders’ | ||||||||||||||||
(Dollars in thousands except per share amounts) | Stock | Stock | Earnings | Income (Loss) | Equity | |||||||||||||||
Balances, January 1, 2024 | $ | 0 | $ | 295,106 | $ | 277,526 | $ | (50,487 | ) | $ | 522,145 | |||||||||
Employee stock purchase plan (290 shares) | 11 | 11 | ||||||||||||||||||
Dividend reinvestment plan (5,567 shares) | 204 | 204 | ||||||||||||||||||
Stock grants to directors for retainer fees (69 shares) | 2 | 2 | ||||||||||||||||||
Stock-based compensation expense | 742 | 742 | ||||||||||||||||||
Cash dividends ($0.35 per common share) | (5,534 | ) | (5,534 | ) | ||||||||||||||||
Net income for the three months ended March 31, 2024 | 21,562 | 21,562 | ||||||||||||||||||
Change in net unrealized holding gain (loss) on securities available for sale, net of tax effect | (2,488 | ) | (2,488 | ) | ||||||||||||||||
Balances, March 31, 2024 | $ | 0 | $ | 296,065 | $ | 293,554 | $ | (52,975 | ) | $ | 536,644 | |||||||||
See accompanying notes to consolidated financial statements.
MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY (Continued)
(Unaudited)
($ in thousands except per share amounts) | Preferred Stock | Common Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total Shareholders’ Equity | |||||||||||||||
Balances, January 1, 2023 | $ | 0 | $ | 290,436 | $ | 216,313 | $ | (65,341 | ) | $ | 441,408 | |||||||||
Employee stock purchase plan (770 shares) | 23 | 23 | ||||||||||||||||||
Dividend reinvestment plan (14,701 shares) | 449 | 449 | ||||||||||||||||||
Stock grants to directors for retainer fees (10,455 shares) | 317 | 317 | ||||||||||||||||||
Stock-based compensation expense | 1,681 | 1,681 | ||||||||||||||||||
Cash dividends ($0.66 per common share) | (10,332 | ) | (10,332 | ) | ||||||||||||||||
Net income for the six months ended June 30, 2023 | 41,332 | 41,332 | ||||||||||||||||||
Change in net unrealized holding gain (loss) on securities available for sale, net of tax effect | 3,824 | 3,824 | ||||||||||||||||||
Balances, June 30, 2023 | $ | 0 | $ | 292,906 | $ | 247,313 | $ | (61,517 | ) | $ | 478,702 | |||||||||
Accumulated | ||||||||||||||||||||
Other | Total | |||||||||||||||||||
Preferred | Common | Retained | Comprehensive | Shareholders’ | ||||||||||||||||
(Dollars in thousands except per share amounts) | Stock | Stock | Earnings | Income (Loss) | Equity | |||||||||||||||
Balances, January 1, 2023 | $ | 0 | $ | 290,436 | $ | 216,313 | $ | (65,341 | ) | $ | 441,408 | |||||||||
Employee stock purchase plan (412 shares) | 10 | 10 | ||||||||||||||||||
Dividend reinvestment plan (6,733 shares) | 217 | 217 | ||||||||||||||||||
Stock-based compensation expense | 853 | 853 | ||||||||||||||||||
Cash dividends ($0.32 per common share) | (5,164 | ) | (5,164 | ) | ||||||||||||||||
Net income for the three months ended March 31, 2023 | 20,974 | 20,974 | ||||||||||||||||||
Change in net unrealized holding gain/(loss) on securities available for sale, net of tax effect | 9,074 | 9,074 | ||||||||||||||||||
Balances, March 31, 2023 | $ | 0 | $ | 291,516 | $ | 232,123 | $ | (56,267 | ) | $ | 467,372 | |||||||||
See accompanying notes to consolidated financial statements.
MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY (Continued)
(Unaudited)
($ in thousands except per share amounts) | Preferred Stock | Common Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total Shareholders’ Equity | |||||||||||||||
Balances, March 31, 2022 | $ | 0 | $ | 286,831 | $ | 181,532 | $ | (31,892 | ) | $ | 436,471 | |||||||||
Employee stock purchase plan (336 shares) | 11 | 11 | ||||||||||||||||||
Dividend reinvestment plan (6,835 shares) | 213 | 213 | ||||||||||||||||||
Stock grants to directors for retainer fees (10,837 shares) | 347 | 347 | ||||||||||||||||||
Stock-based compensation expense | 797 | 797 | ||||||||||||||||||
Cash dividends ($0.31 per common share) | (4,817 | ) | (4,817 | ) | ||||||||||||||||
Net income for the three months ended June 30, 2022 | 11,737 | 11,737 | ||||||||||||||||||
Change in net unrealized holding gain (loss) on securities available for sale, net of tax effect | (15,776 | ) | (15,776 | ) | ||||||||||||||||
Balances, June 30, 2022 | $ | 0 | $ | 288,199 | $ | 188,452 | $ | (47,668 | ) | $ | 428,983 | |||||||||
See accompanying notes to consolidated financial statements.
MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF
CHANGES IN SHAREHOLDERS’ EQUITY (Continued)
(Unaudited)
($ in thousands except per share amounts) | Preferred Stock | Common Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Total Shareholders’ Equity | |||||||||||||||
Balances, January 1, 2022 | $ | 0 | $ | 285,752 | $ | 174,536 | $ | (3,729 | ) | $ | 456,559 | |||||||||
Adoption of ASU 2016-13 | 316 | 316 | ||||||||||||||||||
Employee stock purchase plan (617 shares) | 21 | 21 | ||||||||||||||||||
Dividend reinvestment plan (12,670 shares) | 435 | 435 | ||||||||||||||||||
Stock grants to directors for retainer fees (10,837 shares) | 347 | 347 | ||||||||||||||||||
Stock option exercises (1,355 shares) | 36 | 36 | ||||||||||||||||||
Stock-based compensation expense | 1,608 | 1,608 | ||||||||||||||||||
Cash dividends ($0.62 per common share) | (9,629 | ) | (9,629 | ) | ||||||||||||||||
Net income for the six months ended June 30, 2022 | 23,229 | 23,229 | ||||||||||||||||||
Change in net unrealized holding gain (loss) on securities available for sale, net of tax effect | (43,939 | ) | (43,939 | ) | ||||||||||||||||
Balances, June 30, 2022 | $ | 0 | $ | 288,199 | $ | 188,452 | $ | (47,668 | ) | $ | 428,983 | |||||||||
See accompanying notes to consolidated financial statements.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Three Months | Three Months | |||||||||||||
Ended | Ended | |||||||||||||||
(Dollars in thousands) | March 31, 2024 | March 31, 2023 | ||||||||||||||
Cash flows from operating activities | ||||||||||||||||
Net income | $ | 41,332,000 | $ | 23,229,000 | $ | 21,562 | $ | 20,974 | ||||||||
Adjustments to reconcile net income to net cash from operating activities | ||||||||||||||||
Depreciation and amortization | 5,930,000 | 6,692,000 | 2,773 | 3,049 | ||||||||||||
Provision for credit losses | 2,600,000 | 600,000 | 1,300 | 600 | ||||||||||||
Stock-based compensation expense | 1,681,000 | 1,608,000 | 742 | 853 | ||||||||||||
Stock grants to directors for retainer fee | 317,000 | 347,000 | 2 | 0 | ||||||||||||
Proceeds from sales of mortgage loans held for sale | 70,280,000 | 135,521,000 | 65,603 | 25,645 | ||||||||||||
Origination of mortgage loans held for sale | (76,088,000 | ) | (127,413,000 | ) | (59,297 | ) | (24,951 | ) | ||||||||
Net gain from sales of mortgage loans held for sale | (2,569,000 | ) | (4,955,000 | ) | (2,092 | ) | (950 | ) | ||||||||
Net gain from sales and valuation write-downs of foreclosed assets | 0 | (20,000 | ) | (79 | ) | 0 | ||||||||||
Net loss from sales and write-downs of fixed assets | 377,000 | 391,000 | 0 | 377 | ||||||||||||
Earnings on bank owned life insurance | (802,000 | ) | (1,072,000 | ) | (1,172 | ) | (401 | ) | ||||||||
Net (gain) loss on instruments designated at fair value and related derivatives | 106,000 | (121,000 | ) | (83 | ) | 180 | ||||||||||
Net change in: | ||||||||||||||||
Accrued interest receivable | (1,486,000 | ) | (1,573,000 | ) | (1,875 | ) | (1,947 | ) | ||||||||
Other assets | (1,338,000 | ) | 22,000 | 1,849 | 131 | |||||||||||
Accrued interest payable and other liabilities | (2,873,000 | ) | 16,741,000 | 11,004 | (5,495 | ) | ||||||||||
Net cash from operating activities | 37,467,000 | 49,997,000 | 40,237 | 18,065 | ||||||||||||
Cash flows from investing activities | ||||||||||||||||
Loan originations and payments, net | (135,410,000 | ) | (269,930,000 | ) | (17,824 | ) | (48,939 | ) | ||||||||
Purchases of securities available for sale | (11,641,000 | ) | (78,640,000 | ) | (591 | ) | (7,392 | ) | ||||||||
Proceeds from maturities, calls and repayments of securities available for sale | 10,198,000 | 11,641,000 | 5,271 | 1,703 | ||||||||||||
Proceeds from sales of foreclosed assets | 0 | 20,000 | 79 | 0 | ||||||||||||
Purchases of Federal Home Loan Bank stock | (3,792,000 | ) | 0 | |||||||||||||
Proceeds from Federal Home Loan Bank stock redemption | 0 | 281,000 | ||||||||||||||
Proceeds from bank owned life insurance death benefits claim | 0 | 628,000 | 1,357 | 0 | ||||||||||||
Net purchases of premises and equipment and lease activity | (4,680,000 | ) | (399,000 | ) | (1,461 | ) | (2,508 | ) | ||||||||
Net cash for investing activities | (145,325,000 | ) | (336,399,000 | ) | (13,169 | ) | (57,136 | ) | ||||||||
See accompanying notes to consolidated financial statements.
MERCANTILE BANK CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)
(Unaudited)
Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | Three Months | Three Months | |||||||||||||
Ended | Ended | |||||||||||||||
(Dollars in thousands) | March 31, 2024 | March 31, 2023 | ||||||||||||||
Cash flows from financing activities | ||||||||||||||||
Net (decrease) increase in time deposits | 227,531,000 | (77,992,000 | ) | |||||||||||||
Net decrease in all other deposits | (183,553,000 | ) | (131,308,000 | ) | ||||||||||||
Net increase in securities sold under agreements to repurchase | 25,117,000 | 5,876,000 | ||||||||||||||
Maturities of Federal Home Loan Bank advances | (40,353,000 | ) | (40,000,000 | ) | ||||||||||||
Net increase in time deposits | 55,606 | 87,115 | ||||||||||||||
Net increase (decrease) in all other deposits | 51,286 | (201,908 | ) | |||||||||||||
Net increase (decrease) in securities sold under agreements to repurchase | (1,116 | ) | 33,113 | |||||||||||||
Net increase in federal funds purchased | 0 | 17,207 | ||||||||||||||
Proceeds from Federal Home Loan Bank advances | 200,000,000 | 28,263,000 | 10,000 | 80,000 | ||||||||||||
Net proceeds from subordinated notes issuance | 0 | 14,645,000 | ||||||||||||||
Proceeds from stock option exercises, net of cashless exercises | 0 | 36,000 | ||||||||||||||
Payoffs of and paydowns on Federal Home Loan Bank advances | (30,827 | ) | (10,353 | ) | ||||||||||||
Employee stock purchase plan | 23,000 | 21,000 | 11 | 10 | ||||||||||||
Dividend reinvestment plan | 449,000 | 435,000 | 204 | 217 | ||||||||||||
Payment of cash dividends to common shareholders | (10,332,000 | ) | (9,629,000 | ) | (5,534 | ) | (5,164 | ) | ||||||||
Net cash (for) from financing activities | 218,882,000 | (209,653,000 | ) | |||||||||||||
Net cash from financing activities | 79,630 | 237 | ||||||||||||||
Net change in cash and cash equivalents | 111,024,000 | (496,055,000 | ) | 106,698 | (38,834 | ) | ||||||||||
Cash and cash equivalents at beginning of period | 96,772,000 | 975,160,000 | 130,533 | 96,772 | ||||||||||||
Cash and cash equivalents at end of period | $ | 207,796,000 | $ | 479,105,000 | $ | 237,231 | $ | 57,938 | ||||||||
Supplemental disclosures of cash flows information | ||||||||||||||||
Cash paid during the period for: | ||||||||||||||||
Interest | $ | 28,038,000 | $ | 8,780,000 | $ | 28,268 | $ | 11,838 | ||||||||
Federal income tax | 13,850,000 | 5,200,000 | ||||||||||||||
Noncash financing and investing activities: | ||||||||||||||||
Transfers from premises and equipment to other assets | 0 | 2,847,000 | ||||||||||||||
Transfers from bank premises to other real estate owned | 600,000 | 0 | 0 | 600 | ||||||||||||
Transfers from loans to foreclosed assets | 61,000 | 0 | 0 | 61 | ||||||||||||
See accompanying notes to consolidated financial statements.
1. SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation: The unaudited financial statements for the sixthree months ended June 30, 2023 March 31, 2024include the consolidated results of operations of Mercantile Bank Corporation and its consolidated subsidiaries. These subsidiaries include Mercantile Community Partners, LLC ("MCP") and Mercantile Bank (“our bank”) and our bank’sits subsidiaries, including Mercantile Insurance Center, Inc. and Mercantile Community Partners. These consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and Item 303(b) of Regulation S-K and do not include all disclosures required by accounting principles generally accepted in the United States of America (“GAAP”) for a complete presentation of our financial condition and results of operations. In the opinion of management, the information reflects all adjustments (consisting only of normal recurring adjustments) which are necessary in order to make the financial statements not misleading and for a fair presentation of the results of operations for such periods. The results for the period ended June 30, 2023 March 31, 2024should not be considered as indicative of results for a full year. For further information, refer to the consolidated financial statements and footnotes included in our annual report on Form 10-K for the year ended December 31, 202331,2022..
We have five separate business trusts that were formed to issue trust preferred securities. Subordinated debentures were issued to the trusts in return for the proceeds raised from the issuance of the trust preferred securities. The trusts are not consolidated, but instead we report the subordinated debentures issued to the trusts as a liability.
Earnings Per Share: Basic earnings per share is based on the weighted average number of common shares and participating securities outstanding during the period. Diluted earnings per share include the dilutive effect of additional potential common shares issuable under our stock-based compensation plans and are determined using the treasury stock method. Our unvested restricted shares, which contain non-forfeitable rights to dividends whether paid or accrued (i.e., participating securities), are included in the number of shares outstanding for both basic and diluted earnings per share calculations. In the event of a net loss, our unvested restricted shares are excluded from the calculation of both basic and diluted earnings per share.
Approximately 350,000327,000 unvested restricted shares were included in determining both basic and diluted earnings per share for the three months ended March 31, 2024. Approximately 360,000 unvested restricted shares were included in determining both basic and diluted earnings per share for the sixthree months ended June 30, 2023. March 31, 2023. Stock options for approximately 5,000 shares of common stock were antidilutive and not included in determining diluted earnings per share for the three and sixmonths ended June 30, 2023.March 31, 2023.
Approximately 325,000 unvested restricted shares were included in determining both basic and diluted earnings per share for the three and six months ended June 30, 2022. In addition, stock options for approximately 1,000 shares of common stock were included in determining diluted earnings per share for the three and six months ended June 30, 2022. Stock options for approximately 6,000 shares of common stock were antidilutive and not included in determining diluted earnings per share for the three and six months ended June 30, 2022.
(Continued)
1. SIGNIFICANT ACCOUNTING POLICIES (Continued)
Debt Securities: Debt securities classified as held to maturity are carried at amortized cost when management has the positive intent and ability to hold them to maturity. Debt securities available for sale consist of bonds which might be sold prior to maturity due to a number of factors, including changes in interest rates, prepayment risks, yield, availability of alternative investments or liquidity needs. Debt securities classified as available for sale are reported at their fair value. For available for sale debt securities in an unrealized loss position, we first assess whether we intend to sell, or if it is more likely than not that we will be required to sell the security before recovery of the amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the debt security’s amortized cost basis is written down to fair value through income with the establishment of an allowance. For debt securities available for sale that do not meet the aforementioned criteria, we evaluate whether any decline in fair value is due to credit loss factors. In making this assessment, we consider any changes to the rating of the security by a rating agency and adverse conditions specifically related to the issuer of the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance is recognized in other comprehensive income.income (loss).
Changes in the allowance are recorded as provisions for (or reversals of) credit loss expense.losses. Losses are charged against the allowance when the collectability of an available for sale debt security is confirmed or when either of the criteria regarding intent or requirement to sell is met. At June 30, 2023, March 31, 2024, and December 31, 2022, 2023, there was no allowance related to the available for sale debt securities portfolio.
Interest income includes amortization of purchase premiums and accretion of discounts. Premiums on debt securities are amortized to the initial call date, if applicable, or to the maturity date, on the level-yield method. Discounts on debt securities are accreted to the maturity date on the level-yield method. Premiums and discounts on mortgage-backed securities are amortized or accreted based on anticipated prepayments on the level-yield method. Gains and losses on sales are recorded on the trade date and determined using the specific identification method.
Federal Home Loan Bank of Indianapolis (“FHLBI”) stock is carried at cost, classified as a restricted security, and periodically evaluated for impairment based on ultimate recovery of par value.
Loans: Loans that we have the intent and ability to hold for the foreseeable future or until maturity or payoff are reported at the principal balance outstanding, net of deferred loan fees and costs. Interest income is accrued on the unpaid principal balance. Loan origination fees, net of certain direct origination costs, are deferred and recognized in interest income using the level-yield method without anticipating prepayments. Net unamortized deferred loan fees/(costs)costs amounted to ($2.2)$2.5 million and ($1.0)$2.4 million at June 30, 2023, March 31, 2024, and December 31, 2022, 2023, respectively.
Interest income on commercial loans and mortgage loans is discontinued at the time the loan is 90 days delinquent unless the loan is well-secured and in process of collection. Consumer and credit card loans are typically charged off no later than when they are 120 days past due. Past due status is based on the contractual terms of the loan. In all cases, loans are placed on nonaccrual or charged off at an earlier date if collection of principal and interest is considered doubtful.
Accrued interest is included in other assets in the Consolidated Balance Sheets. All interest accrued but not received for loans placed on nonaccrual is reversed against interest income. Interest received on such loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured.
(Continued)
1. SIGNIFICANT ACCOUNTING POLICIES (Continued)
Loans Held for Sale: Mortgage loans originated and intended for sale in the secondary market are carried at the lower of aggregate cost or fair value, as determined by outstanding commitments from investors. Net unrealized losses, if any, are recorded as a valuation allowance and charged to earnings. As of June 30, 2023 March 31, 2024and December 31, 2022, 2023, we determined that the fair value of our mortgage loans held for sale totaled $12.2$14.6 million and $3.6$19.0 million, respectively.
Mortgage loans held for sale are generally sold with servicing rights retained. Gains and losses on sales of mortgage loans are based on the difference between the selling price, which includes a gain or loss on the interest rate commitment coverage position, and the carrying value of the related loan sold, which is reduced by the cost allocated to the servicing right. Market rate risk on interest rate commitments with borrowers prior to loan closing is mitigated through forward commitments referred to as to-be-announced mortgage-backed securities. These mortgage banking activities are not designated as hedges and are carried at fair value. The net gain or loss on mortgage banking derivatives, which is generally nominal in dollar amount, is included in the gain on sale of loans and recorded as part of mortgage banking income.
Allowance for Credit Losses (“Allowance”allowance”): On January 1, 2022, we adopted ASU No.2016-13,Financial Instruments – Credit Losses (Topic 32): Measurement of Credit Losses on Financial Instruments, as amended, which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost and certain off-balance sheet credit exposures.
The allowance is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. The allowance is increased by a provision for credit losses and decreased by charge-offs, net of recoveries of amounts previously charged-off. Loans are charged-off against the allowance when we believe the uncollectability of a loan balance is confirmed.
We estimate the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions and reasonable and supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. Adjustments to historical loss information are made for changes in current loan-specific risk characteristics such as changes in underwriting standards, portfolio mix, delinquency level or other relevant factors.
We recorded a provision expense of $2.6 million during the firstsix months of 2023, mainly reflecting allocations necessitated by net loan growth and adjustments to historical loss information to better represent our expectations for future credit losses. Changes to qualitative factors were limited to a reduction of the historical loss information factor which coincided with adjustments to historical loss information.
The allowance is measured on a collective pool basis when similar risk characteristics exist.exist and on an individual basis when a loan exhibits unique risk characteristic which differentiate the loan from other loans within the loan segments. Loan segments are further discussed in Note 3 - Loans with similarand Allowance for Credit Losses.
The “remaining life methodology” is utilized for substantially all loan pools. This non-discounted cash flow approach projects an estimated future amortized cost basis based on current loan balance and repayment terms. Our historical loss rate is then applied to future loan balances at the instrument level based on remaining contractual life adjusted for amortization, prepayment and default to develop a baseline lifetime loss. The baseline lifetime loss is adjusted for changes in macroeconomic conditions over the reasonable and supportable forecast and reversion periods via a series of macroeconomic forecast inputs, such as gross domestic product, unemployment rates, interest rates, credit spreads, stock market volatility and property price indices, to quantify the impact of current and forecasted economic conditions on expected loan performance.
Reasonable and supportable economic forecasts have to be incorporated in determining expected credit losses. The forecast period represents the time frame from the current period end through the point in time that we can reasonably forecast and support entity and environmental factors that are expected to impact the performance of our loan portfolio. Ideally, the economic forecast period would encompass the contractual terms of all loans; however, the ability to produce a forecast that is considered reasonable and supportable becomes more difficult or may not be possible in later periods. The contractual term generally excludes potential extensions, renewals and modifications.
Subsequent to the end of the forecast period, we revert to historical loan data based on an ongoing evaluation of each economic forecast in relation to then current economic conditions as well as any developing loan loss activity and resulting historical data. We are not required to develop and use our own economic forecast model, and elect to utilize economic forecasts from third-party providers that analyze and develop forecasts of the economy for the entire United States at least quarterly.
During each reporting period, we also consider the need to adjust the historical loss rates as determined to reflect the extent to which we expect current conditions and reasonable and supportable economic forecasts to differ from the conditions that existed for the period over which the historical loss information was determined. These qualitative adjustments may increase or decrease our estimate of expected future credit losses.
(Continued)
1.SIGNIFICANT ACCOUNTING POLICIES (Continued)
Our qualitative factors include:
o Changes in lending policies and procedures
o Changes in the nature and volume of the loan portfolio and in the terms of loans
o Changes in the experience, ability and depth of lending management and other relevant staff
o Changes in the volume and severity of past due loans, nonaccrual loans and adversely classified loans
o Changes in the quality of the loan review program
o Changes in the value of underlying collateral dependent loans
o Existence and effect of any concentrations of credit and any changes in such
o Effect of other factors such as competition and legal and regulatory requirements
o Local or regional conditions that depart from the conditions and forecasts for the entire country
The estimation of future credit losses should reflect consideration of all significant factors that affect the collectability of the loan portfolio at each evaluation date. While our methodology considers both the historical loss rates as well as the traditional qualitative factors, there may be instances or situations where additional qualitative factors need to be considered. Effective January 1, 2022, we established a historical loss information factor to address the relatively low level of loan losses during the look-back period.
We recorded a provision for credit losses of $1.3 million during the first three months of 2024. The provision for credit losses recorded during the current-year first quarter primarily reflected an individual allocation for a nonperforming commercial loan relationship, allocations necessitated by net loan growth, and a change in the historical loss information qualitative factor for commercial loans, which more than offset the impacts of an improved economic forecast and changes to the loan portfolio composition.
Accrued interest receivable on loans totaling $17.4 million and $16.9 million as of March 31, 2024 and December 31, 2023, respectively, is included in other assets on the Consolidated Balance Sheets. We elected not to measure an allowance for accrued interest receivable and instead elected to reverse interest income on loans that are placed on nonaccrual status, which is generally when the loan becomes 90 days past due, or earlier if we believe the collection of interest is doubtful. We believe this policy results in the timely reversal of uncollectable interest. Identified problem loans, which exhibit characteristics (financial or otherwise) that could cause the loans to become nonperforming or require restructuring in the future, are included on an internal watch list. Senior management and the Board of Directors review this list regularly. In some cases, we may determine that an individual loan exhibits unique risk characteristics which differentiate the loan from other loans within the loan segments. In such cases, the loans are groupedevaluated for expected credit losses on an individual basis and excluded from the collective evaluation. Specific reserve allocations of the allowance for credit losses are determined by analyzing the borrower’s ability to repay amounts owed and collateral deficiencies, among other things.
(Continued)
1.SIGNIFICANT ACCOUNTING POLICIES(Continued)
For individually analyzed loans which are deemed to be collateral dependent loans, we adopted the practical expedient to measure the allowance based on the fair value of collateral. The allowance is calculated on an individual loan basis based on the shortfall between the fair value of the loan’s collateral and the recorded principal balance. If the fair value of the collateral exceeds the recorded principal balance, no allowance is required. Fair value estimates of collateral on individually analyzed loans, as well as on foreclosed and repossessed assets, are reviewed periodically. We also have a process in place to monitor whether value estimates at each quarter-end are reflective of current market conditions. Our credit policies establish criteria for obtaining appraisals and determining internal value estimates. We may also adjust outside and internal valuations based on identifiable trends within our markets, such as recent sales of similar properties or assets, listing prices and offers received. In addition, we may discount certain appraised and internal value estimates to address distressed market conditions.
We are also required to consider expected credit losses associated with loan commitments over the contractual period in which we are exposed to credit risk on the underlying commitments unless the obligation is unconditionally cancellable by us. Any allowance for off-balance sheet credit exposures is reported as an other liability on our Consolidated Balance Sheets and is increased or decreased via other noninterest expense on our Consolidated Statement of Income. The calculation includes consideration of the likelihood that funding will occur and forecasted credit losses on commitments expected to be funded over their estimated lives. The allowance is calculated using the same aggregate reserve rates calculated for the funded portion of loans at the portfolio level applied to the amount of commitments expected to be funded.
Mortgage Banking Activities: Mortgage loans serviced for others totaled $1.42 billion and $1.40 billion as of March 31, 2024 and December 31, 2023, respectively. Mortgage loan servicing rights are recognized as assets based on the allocated value of retained servicing rights on mortgage loans sold. Mortgage loan servicing rights are carried at the lower of amortized cost or fair value and are expensed in proportion to, and over the period of, estimated net servicing revenues. Impairment is evaluated based on the fair value of the rights using groupings of the underlying mortgage loans as to interest rates. Any impairment of a grouping is reported as a valuation allowance.
Servicing fee income is recorded for fees earned for servicing mortgage loans. The fees are based on a contractual percentage of the outstanding principal or a fixed amount per loan and are recorded as income when earned. Amortization of mortgage loan servicing rights is netted against mortgage loan servicing income and recorded in mortgage banking activities in the income statement.
(Continued)
1.SIGNIFICANT ACCOUNTING POLICIES (Continued)
Derivatives: Derivative financial instruments are recognized as assets or liabilities at fair value. The accounting for changes in the fair value of derivatives depends on the use of the derivatives and whether the derivatives qualify for hedge accounting. Used as part of our asset and liability management to help manage interest rate risk, our derivatives have historically generally consisted of interest rate swap agreements that qualified for hedge accounting. We do not use derivatives for trading purposes.
Changes in the fair value of derivatives that are designated, for accounting purposes, as a hedge of the variability of cash flows to be received on various assets and liabilities and are effective are reported in other comprehensive income (loss). They are later reclassified into homogenous segments,earnings in the same periods during which the hedged transaction affects earnings and are included in the line item in which the hedged cash flows are recorded. If hedge accounting does not apply, changes in the fair value of derivatives are recognized immediately in current earnings as interest income or pools,expense. We had no derivative instruments designated as hedges as of March 31, 2024, and December 31, 2023.
Goodwill: The acquisition method of accounting requires that assets and liabilities acquired in a business combination are recorded at fair value as of the acquisition date. The valuation of assets and liabilities often involves estimates based on third-party valuations or internal valuations based on discounted cash flow analyses or other valuation techniques, all of which are inherently subjective. This typically results in goodwill, the amount by which the cost of net assets acquired in a business combination exceeds their fair value, which is subject to impairment testing at least annually. We review goodwill for analysis. impairment on an annual basis as of October 1 or more often if events or circumstances indicate that it is more-likely-than-not that the fair value of a reporting unit is below its carrying value. Based on our annual impairment analysis of goodwill as of October 1, it was determined that the fair value was in excess of its respective carrying value as of October 1, 2023; therefore, goodwill is considered not impaired.
Revenue from Contracts with Customers: We record revenue from contracts with customers in accordance with Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“Topic 606”). Under Topic 606, we must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) we satisfy a performance obligation. Significant revenue has not been recognized in the current reporting period that results from performance obligations satisfied in previous periods.
Our primary sources of revenue are derived from interest and dividends earned on loans, securities and other financial instruments that are not within the scope of Topic 606. We have evaluated the nature of our contracts with customers and determined that further disaggregation of revenue from contracts with customers into more granular categories beyond what is presented in the Consolidated Statements of Income was not necessary.
We generally satisfy our performance obligations on contracts with customers as services are rendered, and the transaction prices are typically fixed and charged either on a periodic basis (generally monthly) or based on activity. Because performance obligations are satisfied as services are rendered and the transaction prices are fixed, there is little judgment involved in applying Topic 606 that significantly affects the determination of the amount and timing of revenue from contracts with customers.
(Continued)
1.SIGNIFICANT ACCOUNTING POLICIES (Continued)
The following table depicts our sources of noninterest income presented in the Consolidated Statements of Income that are scoped within Topic 606:
Three Months | Three Months | |||||||
Ended | Ended | |||||||
(Dollars in thousands) | March 31, 2024 | March 31, 2023 | ||||||
Service charges on deposit and sweep accounts | $ | 1,531 | $ | 976 | ||||
Credit and debit card fees | 2,121 | 2,060 | ||||||
Payroll processing | 896 | 746 | ||||||
Customer service fees | 198 | 220 | ||||||
Service Charges on Deposit and Sweep Accounts: We earn fees from deposit and sweep customers for account maintenance, transaction-based and overdraft services. Account maintenance fees, which relate primarily to monthly maintenance, are earned over the course of the month reflecting the period over which we satisfy the performance obligation. Transaction-based fees, which include services such as stop payment and returned item charges, are recognized at the time the transaction is executed as that is the point in time we fulfill the customer request. Service charges on deposit and sweep accounts are withdrawn from the customer account balance.
Credit and Debit Card Fees: We earn interchange income on our cardholder debit and credit card usage. Interchange income is primarily comprised of fees whenever our debit and credit cards are processed through card payment networks such as Visa. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to the cardholder.
Payroll Processing Fees: We earn fees from providing payroll processing services for our commercial clients. Fees are assessed for processing weekly or bi-weekly payroll files, reports and documents, as well as year-end tax-related files, reports and documents. Fees are recognized and collected as payroll processing services are completed for each payroll run and year-end processing activities.
Customer Service Fees: We earn fees by providing a variety of other services to our customers, such as wire transfers, check ordering, sales of cashier checks and money orders, and rentals of safe deposit boxes. Generally, fees are recognized and collected daily, concurrently with the point in time we fulfill the customer request. Safe deposit box rentals are on annual contracts, with fees generally earned at the time of the contract signing or renewal. Customer service fees are recorded as other noninterest income on our Consolidated Statements of Income.
Standards Recently Adopted: ASU No.2022-02,Troubled Debt Restructurings and Vintage Disclosures. This ASU eliminated the accounting guidance for troubled debt restructurings (“TDRs”) by creditors in Subtopic 310-40, Receivables – Troubled Debt Restructurings by Creditors, while adding disclosures for certain loan restructurings by creditors when a borrower is experiencing financial difficulty. This guidance requires an entity to determine whether the modification results in a new loan or a continuation of an existing loan. Additionally, the ASU requires disclosures of current period gross charge-offs by year of origination for financing receivables. This ASU is effective for fiscal years beginning after December 15, 2022. We have adopted the standard and included the required disclosures in our financial statements.
ASU No.2023-02,Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method. This ASU permits reporting entities to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization if certain conditions are met. A reporting entity makes an accounting policy election to apply the proportional amortization method on a tax-credit-by-tax-credit-program basis rather than electing to apply the proportional amortization method at the reporting entity level or to individual investments. Mercantile adopted the standard using a modified retrospective transition approach to the amendments related to our low-income housing tax credit ("LIHTC") investments that are eligible to apply proportional amortization, which were previously accounted for under the equity method. The cumulative effect to retained earnings as of January 1, 2023 was immaterial.
(Continued)
2.SECURITIES
The amortized cost and fair value of available for sale securities and the related pre-tax gross unrealized gains and losses recognized in accumulated other comprehensive income (loss) are as follows:
Gross | Gross | |||||||||||||||
Amortized | Unrealized | Unrealized | Fair | |||||||||||||
(Dollars in thousands) | Cost | Gains | Losses | Value | ||||||||||||
March 31, 2024 | ||||||||||||||||
U.S. Government agency debt obligations | $ | 438,662 | $ | 0 | $ | (52,953 | ) | $ | 385,709 | |||||||
Mortgage-backed securities | 34,059 | 10 | (6,287 | ) | 27,782 | |||||||||||
Municipal general obligation bonds | 172,279 | 1,244 | (6,891 | ) | 166,632 | |||||||||||
Municipal revenue bonds | 30,708 | 151 | (2,329 | ) | 28,530 | |||||||||||
Other investments | 500 | 0 | 0 | 500 | ||||||||||||
| $ | 676,208 | $ | 1,405 | $ | (68,460 | ) | $ | 609,153 | ||||||||
December 31, 2023 | ||||||||||||||||
U.S. Government agency debt obligations | $ | 442,496 | $ | 0 | $ | (52,000 | ) | $ | 390,496 | |||||||
Mortgage-backed securities | 35,168 | 20 | (5,715 | ) | 29,473 | |||||||||||
Municipal general obligation bonds | 172,126 | 1,924 | (6,190 | ) | 167,860 | |||||||||||
Municipal revenue bonds | 30,708 | 262 | (2,207 | ) | 28,763 | |||||||||||
Other investments | 500 | 0 | 0 | 500 | ||||||||||||
| $ | 680,998 | $ | 2,206 | $ | (66,112 | ) | $ | 617,092 | ||||||||
Securities with unrealized losses at March 31, 2024 and December 31, 2023, aggregated by investment category and length of time that individual securities have been in a continuous loss position, are as follows:
Less than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |||||||||||||||||||
(Dollars in thousands) | Value | Loss | Value | Loss | Value | Loss | ||||||||||||||||||
March 31, 2024 | ||||||||||||||||||||||||
U.S. Government agency debt obligations | $ | 0 | $ | 0 | $ | 385,709 | $ | 52,953 | $ | 385,709 | $ | 52,953 | ||||||||||||
Mortgage-backed securities | 201 | 3 | 27,089 | 6,284 | 27,290 | 6,287 | ||||||||||||||||||
Municipal general obligation bonds | 20,393 | 189 | 100,489 | 6,702 | 120,882 | 6,891 | ||||||||||||||||||
Municipal revenue bonds | 1,141 | 10 | 21,061 | 2,319 | 22,202 | 2,329 | ||||||||||||||||||
Other investments | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
| $ | 21,735 | $ | 202 | $ | 534,348 | $ | 68,258 | $ | 556,083 | $ | 68,460 | |||||||||||||
(Continued)
2.SECURITIES (Continued)
Less than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | |||||||||||||||||||
(Dollars in thousands) | Value | Loss | Value | Loss | Value | Loss | ||||||||||||||||||
December 31, 2023 | ||||||||||||||||||||||||
U.S. Government agency debt obligations | $ | 0 | $ | 0 | $ | 390,496 | $ | 52,000 | $ | 390,496 | $ | 52,000 | ||||||||||||
Mortgage-backed securities | 114 | 0 | 28,749 | 5,715 | 28,863 | 5,715 | ||||||||||||||||||
Municipal general obligation bonds | 1,109 | 6 | 106,171 | 6,184 | 107,280 | 6,190 | ||||||||||||||||||
Municipal revenue bonds | 1,506 | 8 | 20,602 | 2,199 | 22,108 | 2,207 | ||||||||||||||||||
Other investments | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
| $ | 2,729 | $ | 14 | $ | 546,018 | $ | 66,098 | $ | 548,747 | $ | 66,112 | |||||||||||||
We evaluate securities in an unrealized loss position at least quarterly. Consideration is given to the financial condition of the issuer, and the intent and ability we have to retain our investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value. For those debt securities whose fair value is less than their amortized cost basis, we also consider our intent to sell the security, whether it is more likely than not that we will be required to sell the security before recovery and if we do not expect to recover the entire amortized cost basis of the security. In analyzing an issuer’s financial condition, we may consider whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred and the results of reviews of the issuer’s financial condition.
At March 31, 2024, 679 debt securities with estimated fair values totaling $556 million had unrealized losses aggregating $68.5 million. At December 31, 2023, 641 debt securities with estimated fair values totaling $549 million had unrealized losses aggregating $66.1 million. At March 31, 2024, unrealized losses aggregating $59.2 million were attributable to bonds issued or guaranteed by agencies of the U.S. Federal Government, while unrealized losses totaling $9.2 million were associated with bonds issued by state-based municipalities. For available for sale debt securities in an unrealized loss position, we first assess whether we intend to sell, or if it is more likely than not that we will be required to sell the security before recovery of the amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the debt security’s amortized cost basis is written down to fair value through income with the establishment of an allowance. For debt securities available for sale that do not meet the aforementioned criteria, we evaluate whether any decline in fair value is due to credit loss factors. In making this assessment, we consider any changes to the rating of the security by a rating agency and adverse conditions specifically related to the issuer of the security, among other factors.
(Continued)
2.SECURITIES (Continued)
The amortized cost and fair value of debt securities at March 31, 2024, by maturity, are shown in the following table. The contractual maturity is utilized for U.S. Government agency debt obligations and municipal bonds. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date, primarily mortgage-backed securities, are shown separately. Weighted average yields are also reflected, with yields for municipal securities shown at their tax equivalent yield.
Amortized | Fair | |||||||
(Dollars in thousands) | Cost | Value | ||||||
Due in 2024 | $ | 53,520 | $ | 52,568 | ||||
Due in 2025 through 2029 | 329,740 | 301,553 | ||||||
Due in 2030 through 2034 | 227,431 | 196,189 | ||||||
Due in 2035 and beyond | 30,958 | 30,561 | ||||||
Mortgage-backed securities | 34,059 | 27,782 | ||||||
Other investments | 500 | 500 | ||||||
Total available for sale securities | $ | 676,208 | $ | 609,153 | ||||
No securities were sold during the first three months of 2024 or the full-year 2023.
Securities issued by the State of Michigan and all its political subdivisions had a combined amortized cost of $203 million as of both March 31, 2024 and December 31, 2023, with estimated market values of $195 million and $197 million at the respective dates. We had no securities issued by all other states and their political subdivisions as of March 31, 2024, and December 31, 2023. Total securities of any other specific issuer, other than the U.S. Government and its agencies and the State of Michigan and all its political subdivisions, did not exceed 10% of shareholders’ equity.
The carrying value of U.S. Government agency debt obligation securities that are pledged to secure repurchase agreements was $229 million and $230 million at March 31, 2024, and December 31, 2023, respectively.
(Continued)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES
Commercial loans are divided among five segments based primarily on collateral type, risk characteristics, and primary and secondary sources of repayment. These segments are then further stratified based on the commercial loan grade that is assigned using our standard loan grading paradigm. Retail loans are divided into one of two groups based on if therisk characteristics and source of repayment. Our allowance for credit loss pools are consistent with those used for loan is secured by residential real estate or not.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.SIGNIFICANT ACCOUNTING POLICIES (Continued)
note disclosure purposes.
Our loan portfolio segments as of June 30, 2023 and DecemberMarch 31, 2022 2024were as follows:
o | Commercial Loans |
■ | Commercial and Industrial: Risks to this loan category include industry concentration and the practical limitations associated with monitoring the condition of the collateral which often consists of inventory, accounts receivable, and other non-real estate assets. Equipment and inventory obsolescence can also pose a risk. Declines in general economic conditions and other events can cause cash flows to fall to levels insufficient to service debt. |
■ | Owner Occupied Commercial Real Estate: Risks to this loan category include industry concentration and the inability to monitor the condition of the collateral. Declines in general economic conditions and other events can cause cash flows to fall to levels insufficient to service debt. Also, declines in real estate values and lack of suitable alternative use for the properties are risks for loans in this category. |
■ | Non-Owner Occupied Commercial Real Estate: Loans in this category are susceptible to declines in occupancy rates, business failure, and general economic conditions. Also, declines in real estate values and lack of suitable alternative use for the properties are risks for loans in this category. |
■ | Multi-Family and Residential Rental: Risks to this loan category include industry concentration and the inability to monitor the condition of the collateral. Loans in this category are susceptible to weakening general economic conditions and increases in unemployment rates, as well as market demand and supply of similar property and the resulting impact on occupancy rates, market rents, cash flow, and income-based real estate values. Also, the lack of a suitable alternative use for the properties is a risk for loans in this category. |
■ | Vacant Land, Land Development and Residential Construction: Risks common to commercial construction loans are cost overruns, changes in market demand for property, inadequate long-term financing arrangements, and declines in real estate values. Residential construction loans are susceptible to those same risks as well as those associated with residential mortgage loans. Changes in market demand for property could lead to longer marketing times resulting in higher carrying costs, declining values, and higher interest rates. |
o | Retail Loans |
■ | 1-4 Family Mortgages: Residential mortgage loans are susceptible to weakening general economic conditions and increases in unemployment rates and declining real estate values. |
■ | Other Consumer Loans: Risks common to these loans include regulatory risks, unemployment, and changes in local economic conditions as well as the inability to monitor collateral consisting of personal property. |
The “remaining life methodology” is utilized for substantially all loan pools.During the year ended December 31, 2023, we changed the segmentation of credit cards to business customers from other consumer loans to commercial and industrial loans. This non-discounted cash flow approach projects an estimated future amortized cost basis based on current loan balance, repayment terms, and estimated prepayments. Our historical loss rate is then applied to the monthly estimated future loan balances at the instrument level. The baseline lifetime loss is adjusted for changes in macroeconomic conditions over the reasonable and supportable forecast and reversion periods via a series of macroeconomic forecast inputs, such as gross domestic product, unemployment rates, interest rates, credit spreads, stock market volatility and property price indices, to quantify the impact of current and forecasted economic conditions on expected loan performance.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.SIGNIFICANT ACCOUNTING POLICIES (Continued)
We use migration to determine historical loss rates for commercial loans given the comprehensive loan grading process employed by the bank for over two decades, while an open pool approach is best suited for retail loans given the smaller dollar sizedivision of the segments. A baseline loss rate is produced at each reporting date for each loan portfolio segment using bank-specific loan charge-off and recovery data over a defined historical look-back period. The look-back period representscredit card balances was done to better align the number of data periods that will be used to calculate a baseline loss rate for each loan portfolio segment. We determined that the look-back period commencing on January 1, 2011 through the current reporting date was reasonable and appropriate.
Reasonable and supportable economic forecasts have to be incorporated in determining expected credit losses. The forecast period represents the time frame from the current period end through the point in time that we can reasonably forecast and support entity and environmental factors that are expected to impact the performance of our loan portfolio. Ideally, the economic forecast period would encompass the contractual terms of all loans; however, the ability to produce a forecast that is considered reasonable and supportable becomes more difficult or may not be possible in later periods.
Subsequent to the endrisk characteristics of the forecast period, we revert to historical loan data based on an ongoing evaluation of each economic forecast in relation to then current economic conditions as well as any developing loan loss activity and resulting historical data. As of June 30, 2023 and December 31, 2022, we used a one-year reasonable and supportable economic forecast period, with a six-month straight-line reversion period for all loan segments.
We are not required to develop and use our own economic forecast model, and elected to utilize economic forecasts from third-party providers that analyze and develop forecasts of the economy for the entire United States at least quarterly. The economic forecasts used for our June 30, 2023 allowance calculation reflected a decrease in our allowance balance of $0.7 million compared to the forecasts used for our December 31, 2022 allowance calculation. Our methodology does provide for a potential qualitative factor that can be used in the event of local or regional conditions that depart from the conditions and forecasts for the entire country.
During each reporting period, we also consider the need to adjust the historical loss rates as determined by our migration calculations to reflect the extent to which we expect current conditions and reasonable and supportable economic forecasts to differ from the conditions that existed for the period over which the migration-based historical loss information was determined. These qualitative adjustments may increase or decrease our estimate of expected future credit losses.
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The estimation of future credit losses should reflect consideration of all significant factors that affect the collectability of the loan portfolio at each evaluation date. While our methodology considers both the historical loss rates as well as the traditional qualitative factors, there may be instances or situations where additional qualitative factors need to be considered. Effective January 1, 2022, we established a historical loss information factor to address the relatively low level of loan losses during the look-back period.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.SIGNIFICANT ACCOUNTING POLICIES(Continued)
Expected credit losses are estimated over the contractual terms of the loans, adjusted for expected prepayments when appropriate. The contractual term generally excludes potential extensions, renewals and modifications.
Accrued interest receivable for loans is included in other assets on our Consolidated Balance Sheet. We elected not to measure an allowance for accrued interest receivable and instead elected to reverse interest income on loans that are placed on nonaccrual status, which is generally when the loan becomes 90 days past due, or earlier if we believe the collection of interest is doubtful. We believe this policy results in the timely reversal of uncollectable interest.
We are also required to consider expected credit losses associated with loan commitments over the contractual period in which we are exposed to credit risk on the underlying commitments unless the obligation is unconditionally cancellable by us. Any allowance for off-balance sheet credit exposures is reported as an other liability on our Consolidated Balance Sheet and is increased or decreased via other noninterest expense on our Consolidated Statement of Income. The calculation includes consideration of the likelihood that funding will occur and forecasted credit losses on commitments expected to be funded over their estimated lives. The allowance is calculated using the same aggregate reserve rates calculated for the funded portion of loans at the portfolio level applied to the amount of commitments expected to be funded.
Mortgage Banking Activities: Mortgage loans serviced for others totaled $1.37 billion and $1.38 billion as of June 30, 2023 and December 31, 2022, respectively. Mortgage loan servicing rights are recognized as assets based on the allocated value of retained servicing rights on mortgage loans sold. Mortgage loan servicing rights are carried at the lower of amortized cost or fair value and are expensed in proportion to, and over the period of, estimated net servicing revenues. Impairment is evaluated based on the fair value of the rights using groupings of the underlying mortgage loans as to interest rates. Any impairment of a grouping is reported as a valuation allowance.
Servicing fee income is recorded for fees earned for servicing mortgage loans. The fees are based on a contractual percentage of the outstanding principal or a fixed amount per loan and are recorded as income when earned. Amortization of mortgage loan servicing rights is netted against mortgage loan servicing income and recorded in mortgage banking activities in the income statement.
Troubled Debt Restructurings: A loan is accounted for as a troubled debt restructuring if we, for economic or legal reasons, grant a concession to a borrower considered to be experiencing financial difficulties that we would not otherwise consider. A troubled debt restructuring may involve the receipt of assets from the debtor in partial or full satisfaction of the loan, or a modification of terms such as a reduction of the stated interest rate or balance of the loan, a reduction of accrued interest, an extension of the maturity date or renewal of the loan at a stated interest rate lower than the current market rate for a new loan with similar risk, or some combination of these concessions. Troubled debt restructurings can be in either accrual or nonaccrual status. Nonaccrual troubled debt restructurings are included in nonperforming loans. Accruing troubled debt restructurings are generally excluded from nonperforming loans as it is considered probable that all contractual principal and interest due under the restructured terms will be collected.
In accordance with current accounting guidance, loans modified as troubled debt restructurings are, by definition, considered to be impaired loans. Impairment for these loans is measured on a loan-by-loan basis. Certain loans modified as troubled debt restructurings may have been previously measured for impairment under a general allowance methodology (i.e., pooling), thus at the time the loan is modified as a troubled debt restructuring the allowance will be impacted by the difference between the results of these two measurement methodologies. Loans modified as troubled debt restructurings that subsequently default are factored into the determination of the allowance in the same manner as other defaulted loans.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.SIGNIFICANT ACCOUNTING POLICIES (Continued)
The accounting guidance for troubled debt restructurings by creditors in Subtopic 310-40, Receivables – Troubled Debt Restructurings by Creditors was eliminated upon our adoption of ASU No.2022-02 Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures effective January 1, 2023.
Derivatives: Derivative financial instruments are recognized as assets or liabilities at fair value. The accounting for changes in the fair value of derivatives depends on the use of the derivatives and whether the derivatives qualify for hedge accounting. Used as part of our asset and liability management to help manage interest rate risk, our derivatives have historically generally consisted of interest rate swap agreements that qualified for hedge accounting. We do not use derivatives for trading purposes.
Changes in the fair value of derivatives that are designated, for accounting purposes, as a hedge of the variability of cash flows to be received on various assets and liabilities and are effective are reported in other comprehensive income. They are later reclassified into earnings in the same periods during which the hedged transaction affects earnings and are included in the line item in which the hedged cash flows are recorded. If hedge accounting does not apply, changes in the fair value of derivatives are recognized immediately in current earnings as interest income or expense. We had no derivative instruments designated as hedges as of June 30, 2023, and December 31, 2022.
Goodwill and Core Deposit Intangible: GAAP requires us to determine the fair value of all the assets and liabilities of an acquired entity, and record their fair value on the date of acquisition. We employ a variety of means in determination of the fair value, including the use of discounted cash flow analysis, market comparisons and projected future revenue streams. For certain items we concluded to have the appropriate expertise to determine the fair value, we may choose to use our own calculation of fair value. In other cases, where the fair value is not readily determined, consultation with outside parties is used to determine fair value. Once valuations have been determined, the net difference between the price paid for the acquired company and the fair value of the balance sheet is recorded as goodwill. Goodwill is assessed at least annually for impairment, with any such impairment recognized in the period identified. A more frequent assessment is performed if there are material changes in the market place or within the organizational structure. We conducted an annual test during 2022 using step zero, with no impairment identified.
The core deposit intangible that arose from the merger with Firstbank was initially measured at fair value and is being amortized into noninterest expense over a ten-year period using the sum-of-the-years-digits methodology.
Revenue from Contracts with Customers: We record revenue from contracts with customers in accordance with Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“Topic 606”). Under Topic 606, we must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) we satisfy a performance obligation. Significant revenue has not been recognized in the current reporting period that results from performance obligations satisfied in previous periods.
Our primary sources of revenue are derived from interest and dividends earned on loans, securities and other financial instruments that are not within the scope of Topic 606. We have evaluated the nature of our contracts with customers and determined that further disaggregation of revenue from contracts with customers into more granular categories beyond what is presented in the Consolidated Statements of Income was not necessary.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1.SIGNIFICANT ACCOUNTING POLICIES (Continued)
We generally satisfy our performance obligations on contracts with customers as services are rendered, and the transaction prices are typically fixed and charged either on a periodic basis (generally monthly) or based on activity. Because performance obligations are satisfied as services are rendered and the transaction prices are fixed, there is little judgment involved in applying Topic 606 that significantly affects the determination of the amount and timing of revenue from contracts with customers.
The following table depicts our sources of noninterest income presented in the Consolidated Statements of Income that are scoped within Topic 606:
Three Months Ended June 30, 2023 | Three Months Ended June 30, 2022 | Six Months Ended June 30, 2023 | Six Months Ended June 30, 2022 | |||||||||||||
Service charges on deposit and sweep accounts | $ | 1,064,000 | $ | 1,495,000 | $ | 2,041,000 | $ | 2,910,000 | ||||||||
Credit and debit card fees | 2,426,000 | 2,134,000 | 4,485,000 | 4,015,000 | ||||||||||||
Payroll processing | 572,000 | 464,000 | 1,317,000 | 1,102,000 | ||||||||||||
Customer service fees | 187,000 | 202,000 | 407,000 | 444,000 | ||||||||||||
Service Charges on Deposit and Sweep Accounts: We earn fees from deposit and sweep customers for account maintenance, transaction-based and overdraft services. Account maintenance fees, which relate primarily to monthly maintenance, are earned over the course of the month reflecting the period over which we satisfy the performance obligation. Transaction-based fees, which include services such as stop payment and returned item charges, are recognized at the time the transaction is executed as that is the point in time we fulfill the customer request. Service charges on deposittype and sweep accounts are withdrawn from the customer account balance.
source of repayment. Credit and Debit Card Fees: We earn interchange income on our cardholder debit and credit card usage. Interchange income is primarily comprised of fees whenever our debit and credit cards are processed through card payment networks such as Visa. Interchange fees from cardholder transactions represent a percentage of the underlying transaction value and are recognized daily, concurrently with the transaction processing services provided to the cardholder.
Payroll Processing Fees: We earn fees from providing payroll processing services for our commercial clients. Fees are assessed for processing weekly or bi-weekly payroll files, reports and documents, as well as year-end tax-related files, reports and documents. Fees are recognized and collected as payroll processing services are completed for each payroll run and year-end processing activities.
Customer Service Fees: We earn fees by providing a variety of other services to ourbusiness customers such as wire transfers, check ordering, sales of cashier checks and money orders, and rentals of safe deposit boxes. Generally, fees are recognized and collected daily, concurrently with the point in time we fulfill the customer request. Safe deposit box rentals are on annual contracts, with fees generally earned at the time of the contract signing or renewal. Customer service fees are recorded as other noninterest income on our Consolidated Statements of Income.
Standards Recently Adopted: ASU No.2022-02Financial Instruments – Credit Losses (Topic 326): Troubled Debt Restructurings and Vintage Disclosures. This ASU eliminated the accounting guidance for troubled debt restructurings (“TDRs”) by creditors in Subtopic 310-40, Receivables – Troubled Debt Restructurings by Creditors, while adding disclosures for certain loan restructurings by creditors when a borrower is experiencing financial difficulty. This guidance requires an entity to determine whether the modification results in a new loan or a continuation of an existing loan. Additionally, the ASU requires disclosures of current period gross charge-offs by year of origination for financing receivables. This ASU was effective for fiscal years beginning after December 15, 2022. The prospective adoption of this ASU did not have a material impact on our financial results.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2.SECURITIES
The amortized cost and fair value of available for sale securities and the related pre-tax gross unrealized gains and losses recognized in accumulated other comprehensive income are as follows:
Amortized Cost | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | |||||||||||||
June 30, 2023 | ||||||||||||||||
U.S. Government agency debt obligations | $ | 454,164,000 | $ | 0 | $ | (61,070,000 | ) | $ | 393,094,000 | |||||||
Mortgage-backed securities | 36,374,000 | 10,000 | (5,864,000 | ) | 30,520,000 | |||||||||||
Municipal general obligation bonds | 165,793,000 | 511,000 | (8,739,000 | ) | 157,565,000 | |||||||||||
Municipal revenue bonds | 30,010,000 | 104,000 | (2,821,000 | ) | 27,293,000 | |||||||||||
Other investments | 500,000 | 0 | 0 | 500,000 | ||||||||||||
| $ | 686,841,000 | $ | 625,000 | $ | (78,494,000 | ) | $ | 608,972,000 | ||||||||
December 31, 2022 | ||||||||||||||||
U.S. Government agency debt obligations | $ | 453,836,000 | $ | 0 | $ | (65,092,000 | ) | $ | 388,744,000 | |||||||
Mortgage-backed securities | 38,002,000 | 19,000 | (6,068,000 | ) | 31,953,000 | |||||||||||
Municipal general obligation bonds | 163,041,000 | 450,000 | (9,058,000 | ) | 154,433,000 | |||||||||||
Municipal revenue bonds | 30,267,000 | 102,000 | (3,063,000 | ) | 27,306,000 | |||||||||||
Other investments | 500,000 | 0 | 0 | 500,000 | ||||||||||||
| $ | 685,646,000 | $ | 571,000 | $ | (83,281,000 | ) | $ | 602,936,000 | ||||||||
Securities with unrealized losses at June 30, 2023 and December 31, 2022, aggregated by investment category and length of time that individual securities have been in a continuous loss position, are as follows:
Less than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | |||||||||||||||||||
June 30, 2023 | ||||||||||||||||||||||||
U.S. Government agency debt obligations | $ | 2,862,000 | $ | 940,000 | $ | 390,232,000 | $ | 60,130,000 | $ | 393,094,000 | $ | 61,070,000 | ||||||||||||
Mortgage-backed securities | 27,997,000 | 5,759,000 | 1,811,000 | 105,000 | 29,808,000 | 5,864,000 | ||||||||||||||||||
Municipal general obligation bonds | 39,970,000 | 1,476,000 | 92,626,000 | 7,263,000 | 132,596,000 | 8,739,000 | ||||||||||||||||||
Municipal revenue bonds | 7,262,000 | 810,000 | 15,628,000 | 2,011,000 | 22,890,000 | 2,821,000 | ||||||||||||||||||
| $ | 78,091,000 | $ | 8,985,000 | $ | 500,297,000 | $ | 69,509,000 | $ | 578,388,000 | $ | 78,494,000 | |||||||||||||
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2.SECURITIES (Continued)
Less than 12 Months | 12 Months or More | Total | ||||||||||||||||||||||
Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | Fair Value | Unrealized Loss | |||||||||||||||||||
December 31, 2022 | ||||||||||||||||||||||||
U.S. Government agency debt obligations | $ | 53,019,000 | $ | 5,713,000 | $ | 335,725,000 | $ | 59,379,000 | $ | 388,744,000 | $ | 65,092,000 | ||||||||||||
Mortgage-backed securities | 31,127,000 | 6,068,000 | 12,000 | 0 | 31,139,000 | 6,068,000 | ||||||||||||||||||
Municipal general obligation bonds | 97,252,000 | 4,516,000 | 32,870,000 | 4,542,000 | 130,122,000 | 9,058,000 | ||||||||||||||||||
Municipal revenue bonds | 12,532,000 | 1,141,000 | 10,609,000 | 1,922,000 | 23,141,000 | 3,063,000 | ||||||||||||||||||
| $ | 193,930,000 | $ | 17,438,000 | $ | 379,216,000 | $ | 65,843,000 | $ | 573,146,000 | $ | 83,281,000 | |||||||||||||
We evaluate securities in an unrealized loss position at least quarterly. Consideration is given to the financial condition of the issuer, and the intent and ability we have to retain our investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value. For those debt securities whose fair value is less than their amortized cost basis, we also consider our intent to sell the security, whether it is more likely than not that we will be required to sell the security before recovery and if we do not expect to recover the entire amortized cost basis of the security. In analyzing an issuer’s financial condition, we may consider whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred and the results of reviews of the issuer’s financial condition.
At June 30, 2023, 736 debt securities with estimated fair values totaling $578totaled $17.8 million had unrealized losses aggregating $78.5 million. At December 31, 2022, 732 debt securities with estimated fair values totaling $573 million had unrealized losses aggregating $83.3 million. At June 30, 2023, unrealized losses aggregating $66.9 million were attributable to bonds issued or guaranteed by agencies of the U.S. federal government, while unrealized losses totaling $11.6 million were associated with bonds issued by state-based municipalities. For available for sale debt securities in an unrealized loss position, we first assess whether we intend to sell, or if it is more likely than not that we will be required to sell the security before recovery of the amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the debt security’s amortized cost basis is written down to fair value through income with the establishment of an allowance. For debt securities available for sale that do not meet the aforementioned criteria, we evaluate whether any decline in fair value is due to credit loss factors. In making this assessment, we consider any changes to the rating of the security by a rating agency and adverse conditions specifically related to the issuer of the security, among other factors.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
2.SECURITIES (Continued)
The amortized cost and fair value of debt securities at June 30, 2023, by maturity, are shown in the following table. The contractual maturity is utilized for U.S. Government agency debt obligations and municipal bonds. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date, primarily mortgage-backed securities, are shown separately. Weighted average yields are also reflected, with yields for municipal securities shown at their tax equivalent yield.
Weighted Average Yield | Amortized Cost | Fair Value | ||||||||||
Due in 2023 | 0.32% | $ | 12,635,000 | $ | 12,401,000 | |||||||
Due in 2024 through 2028 | 1.32 | 319,466,000 | 291,127,000 | |||||||||
Due in 2029 through 2033 | 2.02 | 278,432,000 | 237,792,000 | |||||||||
Due in 2034 and beyond | 3.64 | 39,434,000 | 36,632,000 | |||||||||
Mortgage-backed securities | 2.15 | 36,374,000 | 30,520,000 | |||||||||
Other investments | 8.50 | 500,000 | 500,000 | |||||||||
Total available for sale securities | 1.77% | $ | 686,841,000 | $ | 608,972,000 | |||||||
No securities were sold during the firstsix months of 2023 or the full-year 2022.
Securities issued by the State of Michigan and all its political subdivisions had a combined amortized cost of $196 million and $193 million at June 30, 2023 and December 31, 2022, respectively, with estimated market values of $185 million and $182 million at the respective dates. We had no securities issued by all other states and their political subdivisions as of June 30, 2023, and December 31, 2022. Total securities of any other specific issuer, other than the U.S. Government and its agencies and the State of Michigan and all its political subdivisions, did not exceed 10% of shareholders’ equity.
The carrying value of U.S. Government agency debt obligation securities that are pledged to secure repurchase agreements was $219 million and $194 million at June 30, 2023, and December 31, 2022, respectively. The carrying value of U.S. Government agency debt obligation securities that are pledged to deposits was $58.4 million at June 30, 2023; we had no securities pledged to deposits as of December 31, 2022.2023.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
home equity lines of credit from 3.1LOANS AND ALLOWANCE FOR CREDIT LOSSES-4 family mortgage loans to other consumer loans during the year ended December 31, 2023. Home equity lines of credit share many of the same risk characteristics of both segments, however, losses are primarily driven by a lack of underlying collateral value during distressed situations as many of the loans are in a second lien position, and thus, best segmented within the other consumer portfolio. Home equity lines of credit totaled $38.1 million as of December 31, 2023.
Our total loans at June 30, 2023 March 31, 2024were $4.05$4.32 billion compared to $3.92$4.30 billion at December 31, 2022, 2023, an increase of $135$18.2 million, or 3.5%0.4%. The components of our loan portfolio disaggregated by class of loan within the loan portfolio segments at June 30, 2023 March 31, 2024and December 31, 2022, 2023, and the percentage change in loans from the end of 20222023 to the end of the secondfirst quarter of 2023,2024, are as follows:
Percent | Percent | |||||||||||||||||||||||||||||||||||||||
June 30, 2023 | December 31, 2022 | Increase | March 31, 2024 | December 31, 2023 | Increase | |||||||||||||||||||||||||||||||||||
Balance | % | Balance | % | (Decrease) | ||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Balance | % | Balance | % | (Decrease) | |||||||||||||||||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||||||||||||||
Commercial and industrial | $ | 1,212,196,000 | 29.9 | % | $ | 1,185,083,000 | 30.3 | % | 2.3 | % | $ | 1,222,637 | 28.3 | % | $ | 1,254,586 | 29.2 | % | (2.5 | )% | ||||||||||||||||||||
Vacant land, land development, and residential construction | 72,682,000 | 1.8 | 61,873,000 | 1.6 | 17.5 | 75,091 | 1.7 | 74,753 | 1.7 | 0.5 | ||||||||||||||||||||||||||||||
Real estate – owner occupied | 659,201,000 | 16.3 | 639,192,000 | 16.3 | 3.1 | 719,338 | 16.6 | 717,667 | 16.7 | 0.2 | ||||||||||||||||||||||||||||||
Real estate – non-owner occupied * | 957,221,000 | 23.6 | 979,214,000 | 25.0 | (2.2 | ) | ||||||||||||||||||||||||||||||||||
Real estate – multi-family and residential rental * | 287,285,000 | 7.1 | 266,468,000 | 6.8 | 7.8 | |||||||||||||||||||||||||||||||||||
Real estate – non-owner occupied | 1,045,615 | 24.2 | 1,035,684 | 24.1 | 1.0 | |||||||||||||||||||||||||||||||||||
Real estate – multi-family and residential rental | 366,961 | 8.5 | 332,609 | 7.7 | 10.3 | |||||||||||||||||||||||||||||||||||
Total commercial | 3,188,585,000 | 78.7 | 3,131,830,000 | 80.0 | 1.8 | 3,429,642 | 79.3 | 3,415,299 | 79.4 | 0.4 | ||||||||||||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||||||||||||||
1-4 family mortgages | 833,198,000 | 20.6 | 755,036,000 | 19.3 | 10.4 | 840,653 | 19.5 | 837,406 | 19.5 | 0.4 | ||||||||||||||||||||||||||||||
Other consumer loans | 30,060,000 | 0.7 | 29,753,000 | 0.7 | 1.0 | 51,711 | 1.2 | 51,053 | 1.1 | 1.3 | ||||||||||||||||||||||||||||||
Total retail | 863,258,000 | 21.3 | 784,789,000 | 20.0 | 10.0 | 892,364 | 20.7 | 888,459 | 20.6 | 0.4 | ||||||||||||||||||||||||||||||
Total loans | $ | 4,051,843,000 | 100.0 | % | $ | 3,916,619,000 | 100.0 | % | 3.5 | % | $ | 4,322,006 | 100.0 | % | $ | 4,303,758 | 100.0 | % | 0.4 | % | ||||||||||||||||||||
|
|
Nonperforming loans as of June 30, 2023 and December 31, 2022 were as follows:
June 30, | December 31, | |||||||
2023 | 2022 | |||||||
Loans past due 90 days or more still accruing interest | $ | 0 | $ | 0 | ||||
Nonaccrual loans | 2,099,000 | 7,728,000 | ||||||
Total nonperforming loans | $ | 2,099,000 | $ | 7,728,000 | ||||
(Continued)
(Unaudited)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
The recorded principal balance of nonperforming loans was as follows:
June 30, | December 31, | |||||||
2023 | 2022 | |||||||
Commercial: | ||||||||
Commercial and industrial | $ | 249,000 | $ | 6,024,000 | ||||
Vacant land, land development, and residential construction | 0 | 0 | ||||||
Real estate – owner occupied | 116,000 | 248,000 | ||||||
Real estate – non-owner occupied | 0 | 0 | ||||||
Real estate – multi-family and residential rental | 0 | 0 | ||||||
Total commercial | 365,000 | 6,272,000 | ||||||
Retail: | ||||||||
1-4 family mortgages | 1,734,000 | 1,456,000 | ||||||
Other consumer loans | 0 | 0 | ||||||
Total retail | 1,734,000 | 1,456,000 | ||||||
Total nonperforming loans | $ | 2,099,000 | $ | 7,728,000 | ||||
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
An age analysis of past due loans is as follows as of June 30, 2023:March 31, 2024:
30 – 59 Days Past Due | 60 – 89 Days Past Due | Greater Than 89 Days Past Due | Total Past Due | Current | Total Loans | Recorded Balance > 89 Days and Accruing | ||||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||
Commercial and industrial | $ | 0 | $ | 0 | $ | 249,000 | $ | 249,000 | $ | 1,211,947,000 | $ | 1,212,196,000 | $ | 0 | ||||||||||||||
Vacant land, land development, and residential construction | 0 | 0 | 0 | 0 | 72,682,000 | 72,682,000 | 0 | |||||||||||||||||||||
Real estate – owner occupied | 0 | 0 | 116,000 | 116,000 | 659,085,000 | 659,201,000 | 0 | |||||||||||||||||||||
Real estate – non- owner occupied | 0 | 0 | 0 | 0 | 957,221,000 | 957,221,000 | 0 | |||||||||||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | 287,285,000 | 287,285,000 | 0 | |||||||||||||||||||||
Total commercial | 0 | 0 | 365,000 | 365,000 | 3,188,220,000 | 3,188,585,000 | 0 | |||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||
1-4 family mortgages | 602,000 | 83,000 | 184,000 | 869,000 | 832,329,000 | 833,198,000 | 0 | |||||||||||||||||||||
Other consumer loans | 4,000 | 4,000 | 0 | 8,000 | 30,052,000 | 30,060,000 | 0 | |||||||||||||||||||||
Total retail | 606,000 | 87,000 | 184,000 | 877,000 | 862,381,000 | 863,258,000 | 0 | |||||||||||||||||||||
Total past due loans | $ | 606,000 | $ | 87,000 | $ | 549,000 | $ | 1,242,000 | $ | 4,050,601,000 | $ | 4,051,843,000 | $ | 0 | ||||||||||||||
Recorded | ||||||||||||||||||||||||||||
Greater | Balance | |||||||||||||||||||||||||||
| 30 – 59 | 60 – 89 | Than 89 | > 89 | |||||||||||||||||||||||||
Days | Days | Days | Total | Total | Days and | |||||||||||||||||||||||
(Dollars in thousands) | Past Due | Past Due | Past Due | Past Due | Current | Loans | Accruing | |||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||
Commercial and industrial | $ | 16 | $ | 0 | $ | 249 | $ | 265 | $ | 1,222,372 | $ | 1,222,637 | $ | 0 | ||||||||||||||
Vacant land, land development, and residential construction | 0 | 0 | 0 | 0 | 75,091 | 75,091 | 0 | |||||||||||||||||||||
Real estate – owner occupied | 0 | 0 | 0 | 0 | 719,338 | 719,338 | 0 | |||||||||||||||||||||
Real estate – non- owner occupied | 0 | 0 | 0 | 0 | 1,045,615 | 1,045,615 | 0 | |||||||||||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | 366,961 | 366,961 | 0 | |||||||||||||||||||||
Total commercial | 16 | 0 | 249 | 265 | 3,429,377 | 3,429,642 | 0 | |||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||
1-4 family mortgages | 508 | 71 | 165 | 744 | 839,909 | 840,653 | 0 | |||||||||||||||||||||
Other consumer loans | 37 | 0 | 27 | 64 | 51,647 | 51,711 | 0 | |||||||||||||||||||||
Total retail | 545 | 71 | 192 | 808 | 891,556 | 892,364 | 0 | |||||||||||||||||||||
Total past due loans | $ | 561 | $ | 71 | $ | 441 | $ | 1,073 | $ | 4,320,933 | $ | 4,322,006 | $ | 0 | ||||||||||||||
(Continued)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
An age analysis of past due loans is as follows as of December 31, 2022:2023:
30 – 59 Days Past Due | 60 – 89 Days Past Due | Greater Than 89 Days Past Due | Total Past Due | Current | Total Loans | Recorded Balance > 89 Days and Accruing | ||||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||
Commercial and industrial | $ | 0 | $ | 5,705,000 | $ | 249,000 | $ | 5,954,000 | $ | 1,179,129,000 | $ | 1,185,083,000 | $ | 0 | ||||||||||||||
Vacant land, land development, and residential construction | 0 | 0 | 0 | 0 | 61,873,000 | 61,873,000 | 0 | |||||||||||||||||||||
Real estate – owner occupied | 0 | 248,000 | 0 | 248,000 | 638,944,000 | 639,192,000 | 0 | |||||||||||||||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | 0 | 979,214,000 | 979,214,000 | 0 | |||||||||||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | 266,468,000 | 266,468,000 | 0 | |||||||||||||||||||||
Total commercial | 0 | 5,953,000 | 249,000 | 6,202,000 | 3,125,628,000 | 3,131,830,000 | 0 | |||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||
1-4 family mortgages | 1,334,000 | 88,000 | 116,000 | 1,538,000 | 753,498,000 | 755,036,000 | 0 | |||||||||||||||||||||
Other consumer loans | 15,000 | 1,000 | 0 | 16,000 | 29,737,000 | 29,753,000 | 0 | |||||||||||||||||||||
Total retail | 1,349,000 | 89,000 | 116,000 | 1,554,000 | 783,235,000 | 784,789,000 | 0 | |||||||||||||||||||||
Total past due loans | $ | 1,349,000 | $ | 6,042,000 | $ | 365,000 | $ | 7,756,000 | $ | 3,908,863,000 | $ | 3,916,619,000 | $ | 0 | ||||||||||||||
Collateral dependent loans are loans for which the repayment is expected to be provided substantially through the operation or sale of the collateral and the borrower is experiencing financial difficulty. Identified problem loans, which exhibit characteristics (financial or otherwise) that could cause the loans to become nonperforming or require restructuring in the future, are included on an internal watch list. Senior management and the Board of Directors review this list regularly. Fair value estimates of collateral on distressed lending relationships, as well as on foreclosed and repossessed assets, are reviewed periodically. We also have a process in place to monitor whether value estimates at each quarter-end are reflective of current market conditions. Our credit policies establish criteria for obtaining appraisals and determining internal value estimates. We may also adjust outside and internal valuations based on identifiable trends within our markets, such as recent sales of similar properties or assets, listing prices and offers received. In addition, we may discount certain appraised and internal value estimates to address distressed market conditions. Under CECL for collateral dependent loans in instances where the borrower is experiencing financial difficulties, we adopted the practical expedient to measure the allowance based on the fair value of collateral. The allowance is calculated on an individual loan basis based on the shortfall between the fair value of the loan’s collateral and the recorded principal balance. If the fair value of the collateral exceeds the recorded principal balance, no allowance is required. Collateral dependent loans, representing the entire amount of loans on nonaccrual, totaled $2.1 million and $7.7 million as of June 30, 2023 and December 31, 2022, respectively.
Recorded | ||||||||||||||||||||||||||||
Greater | Balance | |||||||||||||||||||||||||||
| 30 – 59 | 60 – 89 | Than 89 | > 89 | |||||||||||||||||||||||||
Days | Days | Days | Total | Total | Days and | |||||||||||||||||||||||
(Dollars in thousands) | Past Due | Past Due | Past Due | Past Due | Current | Loans | Accruing | |||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||
Commercial and industrial | $ | 4 | $ | 0 | $ | 249 | $ | 253 | $ | 1,254,333 | $ | 1,254,586 | $ | 0 | ||||||||||||||
Vacant land, land development, and residential construction | 0 | 0 | 0 | 0 | 74,753 | 74,753 | 0 | |||||||||||||||||||||
Real estate – owner occupied | 0 | 0 | 70 | 70 | 717,597 | 717,667 | 0 | |||||||||||||||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | 0 | 1,035,684 | 1,035,684 | 0 | |||||||||||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | 332,609 | 332,609 | 0 | |||||||||||||||||||||
Total commercial | 4 | 0 | 319 | 323 | 3,414,976 | 3,415,299 | 0 | |||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||
1-4 family mortgages | 934 | 145 | 38 | 1,117 | 836,289 | 837,406 | 0 | |||||||||||||||||||||
Other consumer loans | 97 | 0 | 0 | 97 | 50,956 | 51,053 | 0 | |||||||||||||||||||||
Total retail | 1,031 | 145 | 38 | 1,214 | 887,245 | 888,459 | 0 | |||||||||||||||||||||
Total past due loans | $ | 1,035 | $ | 145 | $ | 357 | $ | 1,537 | $ | 4,302,221 | $ | 4,303,758 | $ | 0 | ||||||||||||||
(Continued)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
Nonaccrual loans as of June 30, 2023 March 31, 2024were as follows:
| Amortized | Related | Recorded | |||||||||||||
Cost | Allowance | Principal | Related | |||||||||||||
(Dollars in thousands) | Balance | Allowance | ||||||||||||||
With no allowance recorded: | ||||||||||||||||
Commercial: | ||||||||||||||||
Commercial and industrial | $ | 249,000 | $ | 0 | $ | 16 | $ | 0 | ||||||||
Vacant land, land development and residential construction | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – owner occupied | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | ||||||||||||
Total commercial | 249,000 | 0 | 16 | 0 | ||||||||||||
Retail: | ||||||||||||||||
1-4 family mortgages | 1,315,000 | 0 | 2,431 | 0 | ||||||||||||
Other consumer loans | 0 | 0 | 27 | 0 | ||||||||||||
Total retail | 1,315,000 | 0 | 2,458 | 0 | ||||||||||||
Total with no allowance recorded | $ | 1,564,000 | $ | 0 | $ | 2,474 | $ | 0 | ||||||||
With an allowance recorded: | ||||||||||||||||
Commercial: | ||||||||||||||||
Commercial and industrial | $ | 0 | $ | 0 | $ | 2,652 | $ | 2,050 | ||||||||
Vacant land, land development and residential construction | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – owner occupied | 116,000 | 15,000 | 0 | 0 | ||||||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | ||||||||||||
Total commercial | 116,000 | 15,000 | 2,652 | 2,050 | ||||||||||||
Retail: | ||||||||||||||||
1-4 family mortgages | 419,000 | 292,000 | 805 | 221 | ||||||||||||
Other consumer loans | 0 | 0 | 108 | 108 | ||||||||||||
Total retail | 419,000 | 292,000 | 913 | 329 | ||||||||||||
Total with an allowance recorded | $ | 535,000 | $ | 307,000 | $ | 3,565 | $ | 2,379 | ||||||||
Total nonaccrual loans: | ||||||||||||||||
Commercial | $ | 365,000 | $ | 15,000 | $ | 2,668 | $ | 2,050 | ||||||||
Retail | 1,734,000 | 292,000 | 3,371 | 329 | ||||||||||||
Total nonaccrual loans | $ | 2,099,000 | $ | 307,000 | $ | 6,039 | $ | 2,379 | ||||||||
No interestNonaccrual loans represent the entire balance of collateral dependent loans. As of March 31, 2024 and December 31, 2023, all collateral dependent loans were secured by real estate, with the exception of those classified as commercial and industrial, which were secured by accounts receivable, inventory, and equipment. Interest income was recognized on nonaccrual loans totaled $0.2 million and less than $0.1 million during the firstsixthree months ended March 31, 2024 and 2023, respectively, reflecting the collection of 2023.interest at the time of principal pay-off.
(Continued)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
Nonaccrual loans as of December 31, 2022 2023were as follows:
Amortized | Related | |||||||
Cost | Allowance | |||||||
With no allowance recorded: | ||||||||
Commercial: | ||||||||
Commercial and industrial | $ | 249,000 | $ | 0 | ||||
Vacant land, land development and residential construction | 0 | 0 | ||||||
Real estate – owner occupied | 0 | 0 | ||||||
Real estate – non-owner occupied | 0 | 0 | ||||||
Real estate – multi-family and residential rental | 0 | 0 | ||||||
Total commercial | 249,000 | 0 | ||||||
Retail: | ||||||||
1-4 family mortgages | 1,064,000 | 0 | ||||||
Other consumer loans | 0 | 0 | ||||||
Total retail | 1,064,000 | 0 | ||||||
Total with no allowance recorded | $ | 1,313,000 | $ | 0 | ||||
With an allowance recorded: | ||||||||
Commercial: | ||||||||
Commercial and industrial | $ | 5,775,000 | $ | 2,051,000 | ||||
Vacant land, land development and residential construction | 0 | 0 | ||||||
Real estate – owner occupied | 248,000 | 32,000 | ||||||
Real estate – non-owner occupied | 0 | 0 | ||||||
Real estate – multi-family and residential rental | 0 | 0 | ||||||
Total commercial | 6,023,000 | 2,083,000 | ||||||
Retail: | ||||||||
1-4 family mortgages | 392,000 | 200,000 | ||||||
Other consumer loans | 0 | 0 | ||||||
Total retail | 392,000 | 200,000 | ||||||
Total with an allowance recorded | $ | 6,415,000 | $ | 2,283,000 | ||||
Total nonaccrual loans: | ||||||||
Commercial | $ | 6,272,000 | $ | 2,083,000 | ||||
Retail | 1,456,000 | 200,000 | ||||||
Total nonaccrual loans | $ | 7,728,000 | $ | 2,283,000 | ||||
| Recorded | ||||||||
Principal | Related | |||||||
(Dollars in thousands) | Balance | Allowance | ||||||
With no allowance recorded: | ||||||||
Commercial: | ||||||||
Commercial and industrial | $ | 0 | $ | 0 | ||||
Vacant land, land development and residential construction | 0 | 0 | ||||||
Real estate – owner occupied | 70 | 0 | ||||||
Real estate – non-owner occupied | 0 | 0 | ||||||
Real estate – multi-family and residential rental | 0 | 0 | ||||||
Total commercial | 70 | 0 | ||||||
Retail: | ||||||||
1-4 family mortgages | 2,272 | 0 | ||||||
Other consumer loans | 0 | 0 | ||||||
Total retail | 2,272 | 0 | ||||||
Total with no allowance recorded | $ | 2,342 | $ | 0 | ||||
With an allowance recorded: | ||||||||
Commercial: | ||||||||
Commercial and industrial | $ | 249 | $ | 1 | ||||
Vacant land, land development and residential construction | 0 | 0 | ||||||
Real estate – owner occupied | 0 | 0 | ||||||
Real estate – non-owner occupied | 0 | 0 | ||||||
Real estate – multi-family and residential rental | 0 | 0 | ||||||
Total commercial | 249 | 1 | ||||||
Retail: | ||||||||
1-4 family mortgages | 824 | 240 | ||||||
Other consumer loans | 0 | 0 | ||||||
Total retail | 824 | 240 | ||||||
Total with an allowance recorded | $ | 1,073 | $ | 241 | ||||
Total nonaccrual loans: | ||||||||
Commercial | $ | 319 | $ | 1 | ||||
Retail | 3,096 | 240 | ||||||
Total nonaccrual loans | $ | 3,415 | $ | 241 | ||||
No interest income was recognized on nonaccrual loans during 2022.
(Continued)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
Credit Quality Indicators. We utilize a comprehensive grading system for our commercial loans. All commercial loans are graded on a ten grade rating system. The rating system utilizes standardized grade paradigms that analyze several critical factors such as cash flow, operating performance, financial condition, collateral, industry condition and management. All commercial loans are graded at inception and reviewed and, if appropriate, re-graded at various intervals thereafter. The primary risk elements with respect to commercial loans are the financial condition of the borrower, the sufficiency of collateral, and timeliness of scheduled payments. We have a policy of requesting and reviewing periodic financial statements from commercial loan customers and employ a disciplined and formalized review of the existence of collateral and its value. All commercial loans are graded using the following criteria:
Grade 1. | “Exceptional” Loans with this rating contain very little, if any, risk. |
Grade 2. | “Outstanding” Loans with this rating have excellent and stable sources of repayment and conform to bank policy and regulatory requirements. |
Grade 3. | “Very Good” Loans with this rating have strong sources of repayment and conform to bank policy and regulatory requirements. These are loans for which repayment risks are acceptable. |
Grade 4. | “Good” Loans with this rating have solid sources of repayment and conform to bank policy and regulatory requirements. These are loans for which repayment risks are modest. |
Grade 5. | “Acceptable” Loans with this rating exhibit acceptable sources of repayment and conform with most bank policies and all regulatory requirements. These are for loans for which repayment risks are satisfactory. |
Grade 6. | “Monitor” Loans with this rating are considered to have emerging weaknesses which may include negative current cash flow, high leverage, or operating losses. Generally, if further deterioration is observed, these credits will be downgraded to the criticized asset report. |
Grade 7. | “Special Mention” Loans with this rating have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan at some future date. |
Grade 8. | “Substandard” Loans with this rate are inadequately protected by current sound net worth, paying capacity of the obligor, or of the pledged collateral, if any. A Substandard loan normally has one or more well-defined weaknesses that jeopardize the repayment of the debt. They are characterized by the distinct possibility of loss if the deficiencies are not corrected. |
Grade 9. | “Doubtful” Loans with this rating exhibit all the weaknesses inherent in the Substandard classification and where collection or liquidation in full is highly questionable and improbable. |
Grade 10. | “Loss” Loans with this rating are considered uncollectable, and of such little value that continuance as an active asset is not warranted. |
The primary risk element with respect to each residential real estate loan and consumer loan is the timeliness of scheduled payments. We have a reporting system that monitors past due loans and have adopted policies to pursue creditors’ rights in order to preserve our collateral position. Retail loans that reach 90 days or more past due are generally placed into nonaccrual status and are categorized as nonperforming. |
(Continued)
3 . LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
The following table reflects amortized cost basis of loans and year-to-date loan charge-offs as of June 30, 2023 March 31, 2024based on year of origination (dollars in thousands):origination:
2023 | 2022 | 2021 | 2020 | 2019 | Prior | Term Total | Revolving Loans | Grand Total | Revolving | Grand | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | 2024 | 2023 | 2022 | 2021 | 2020 | Prior | Term Total | Loans | Total | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Commercial and Industrial: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 70,344 | $ | 110,829 | $ | 115,238 | $ | 34,358 | $ | 7,818 | $ | 9,862 | $ | 348,449 | $ | 395,751 | $ | 744,200 | $ | 27,101 | $ | 96,301 | $ | 69,429 | $ | 82,590 | $ | 18,922 | $ | 12,501 | $ | 306,844 | $ | 392,847 | $ | 699,691 | ||||||||||||||||||||||||||||||||||||
Grades 5 – 7 | 57,388 | 101,094 | 39,034 | 24,439 | 7,896 | 186 | 230,037 | 211,809 | 441,846 | 22,011 | 152,270 | 50,958 | 15,246 | 16,947 | 8,116 | 265,548 | 233,465 | 499,013 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 8 – 9 | 9,791 | 0 | 266 | 0 | 0 | 0 | 10,057 | 16,093 | 26,150 | 3,608 | 314 | 1,968 | 290 | 0 | 0 | 6,180 | 17,753 | 23,933 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 137,523 | $ | 211,923 | $ | 154,538 | $ | 58,797 | $ | 15,714 | $ | 10,048 | $ | 588,543 | $ | 623,653 | $ | 1,212,196 | $ | 52,720 | $ | 248,885 | $ | 122,355 | $ | 98,126 | $ | 35,869 | $ | 20,617 | $ | 578,572 | $ | 644,065 | $ | 1,222,637 | ||||||||||||||||||||||||||||||||||||
Current year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 218 | $ | 218 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 6 | $ | 6 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Vacant Land, Land Development and Residential Construction: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 12,715 | $ | 22,089 | $ | 3,369 | $ | 2,835 | $ | 0 | $ | 298 | $ | 41,306 | $ | 0 | $ | 41,306 | $ | 6,294 | $ | 19,799 | $ | 3,727 | $ | 604 | $ | 189 | $ | 270 | $ | 30,883 | $ | 0 | $ | 30,883 | ||||||||||||||||||||||||||||||||||||
Grades 5 – 7 | 11,504 | 15,308 | 3,373 | 330 | 45 | 546 | 31,106 | 174 | 31,280 | 7,269 | 16,830 | 19,371 | 134 | 2 | 594 | 44,200 | 0 | 44,200 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 8 – 9 | 11 | 0 | 0 | 0 | 0 | 85 | 96 | 0 | 96 | 0 | 8 | 0 | 0 | 0 | 0 | 8 | 0 | 8 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 24,230 | $ | 37,397 | $ | 6,742 | $ | 3,165 | $ | 45 | $ | 929 | $ | 72,508 | $ | 174 | $ | 72,682 | $ | 13,563 | $ | 36,637 | $ | 23,098 | $ | 738 | $ | 191 | $ | 864 | $ | 75,091 | $ | 0 | $ | 75,091 | ||||||||||||||||||||||||||||||||||||
Current year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real Estate – Owner Occupied: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 143,011 | $ | 115,599 | $ | 83,379 | $ | 51,608 | $ | 18,025 | $ | 18,344 | $ | 429,966 | $ | 0 | $ | 429,966 | $ | 25,025 | $ | 198,247 | $ | 108,314 | $ | 82,699 | $ | 45,264 | $ | 14,792 | $ | 474,341 | $ | 0 | $ | 474,341 | ||||||||||||||||||||||||||||||||||||
Grades 5 – 7 | 60,088 | 76,351 | 38,774 | 30,039 | 9,739 | 11,196 | 226,187 | 48 | 226,235 | 18,703 | 96,197 | 60,108 | 26,866 | 22,119 | 8,604 | 232,597 | 11,972 | 244,569 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 8 – 9 | 207 | 2,635 | 0 | 42 | 0 | 116 | 3,000 | 0 | 3,000 | 0 | 0 | 391 | 0 | 37 | 0 | 428 | 0 | 428 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 203,306 | $ | 194,585 | $ | 122,153 | $ | 81,689 | $ | 27,764 | $ | 29,656 | $ | 659,153 | $ | 48 | $ | 659,201 | $ | 43,728 | $ | 294,444 | $ | 168,813 | $ | 109,565 | $ | 67,420 | $ | 23,396 | $ | 707,366 | $ | 11,972 | $ | 719,338 | ||||||||||||||||||||||||||||||||||||
Current year-to-date gross write offs | $ | 0 | $ | 14 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 14 | $ | 0 | $ | 14 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real Estate – Non-Owner Occupied: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 29,085 | $ | 96,215 | $ | 117,813 | $ | 95,378 | $ | 42,493 | $ | 39,708 | $ | 420,692 | $ | 0 | $ | 420,692 | $ | 22,924 | $ | 104,075 | $ | 84,362 | $ | 112,211 | $ | 100,079 | $ | 30,405 | $ | 454,056 | $ | 0 | $ | 454,056 | ||||||||||||||||||||||||||||||||||||
Grades 5 – 7 | 118,268 | 137,493 | 136,069 | 99,324 | 6,690 | 26,538 | 524,382 | 0 | 524,382 | 83,233 | 220,686 | 89,221 | 79,662 | 87,033 | 20,946 | 580,781 | 0 | 580,781 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 8 – 9 | 0 | 6,575 | 5,572 | 0 | 0 | 0 | 12,147 | 0 | 12,147 | 0 | 10,778 | 0 | 0 | 0 | 0 | 10,778 | 0 | 10,778 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 147,353 | $ | 240,283 | $ | 259,454 | $ | 194,702 | $ | 49,183 | $ | 66,246 | $ | 957,221 | $ | 0 | $ | 957,221 | $ | 106,157 | $ | 335,539 | $ | 173,583 | $ | 191,873 | $ | 187,112 | $ | 51,351 | $ | 1,045,615 | $ | 0 | $ | 1,045,615 | ||||||||||||||||||||||||||||||||||||
Current year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Real Estate – Multi-Family and Residential Rental: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 14,641 | $ | 44,570 | $ | 58,445 | $ | 35,626 | $ | 5,057 | $ | 6,031 | $ | 164,370 | $ | 0 | $ | 164,370 | $ | 454 | $ | 41,659 | $ | 10,860 | $ | 65,700 | $ | 34,642 | $ | 8,054 | $ | 161,369 | $ | 0 | $ | 161,369 | ||||||||||||||||||||||||||||||||||||
Grades 5 – 7 | 41,454 | 48,247 | 5,536 | 11,661 | 2,947 | 1,778 | 111,623 | 0 | 111,623 | 3,309 | 96,528 | 75,412 | 4,556 | 8,854 | 4,672 | 193,331 | 49 | 193,380 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Grades 8 – 9 | 11,250 | 0 | 0 | 0 | 0 | 42 | 11,292 | 0 | 11,292 | 0 | 11,225 | 0 | 0 | 987 | 0 | 12,212 | 0 | 12,212 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 67,345 | $ | 92,817 | $ | 63,981 | $ | 47,287 | $ | 8,004 | $ | 7,851 | $ | 287,285 | $ | 0 | $ | 287,285 | $ | 3,763 | $ | 149,412 | $ | 86,272 | $ | 70,256 | $ | 44,483 | $ | 12,726 | $ | 366,912 | $ | 49 | $ | 366,961 | ||||||||||||||||||||||||||||||||||||
Current year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Commercial | $ | 219,931 | $ | 1,064,917 | $ | 574,121 | $ | 470,558 | $ | 335,075 | $ | 108,954 | $ | 2,773,556 | $ | 656,086 | $ | 3,429,642 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Commercial year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 6 | $ | 6 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Commercial | $ | 579,757 | $ | 777,005 | $ | 606,868 | $ | 385,640 | $ | 100,710 | $ | 114,730 | $ | 2,564,710 | $ | 623,875 | $ | 3,188,585 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Comm current YTD gross write offs | $ | 0 | $ | 14 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 14 | $ | 218 | $ | 232 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
1-4 Family Mortgages: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Performing | $ | 11,675 | $ | 138,657 | $ | 326,965 | $ | 225,658 | $ | 78,013 | $ | 56,449 | $ | 837,417 | $ | 0 | $ | 837,417 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Nonperforming | 0 | 101 | 1,660 | 268 | 0 | 1,207 | 3,236 | 0 | 3,236 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 11,675 | $ | 138,758 | $ | 328,625 | $ | 225,926 | $ | 78,013 | $ | 57,656 | $ | 840,653 | $ | 0 | $ | 840,653 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Other Consumer Loans: | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Performing | $ | 1,653 | $ | 4,553 | $ | 2,237 | $ | 1,311 | $ | 522 | $ | 1,179 | $ | 11,455 | $ | 40,121 | $ | 51,576 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Nonperforming | 108 | 0 | 0 | 0 | 0 | 0 | 108 | 27 | 135 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 1,761 | $ | 4,553 | $ | 2,237 | $ | 1,311 | $ | 522 | $ | 1,179 | $ | 11,563 | $ | 40,148 | $ | 51,711 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 1 | $ | 0 | $ | 8 | $ | 0 | $ | 0 | $ | 9 | $ | 0 | $ | 9 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Retail | $ | 13,436 | $ | 143,311 | $ | 330,862 | $ | 227,237 | $ | 78,535 | $ | 58,835 | $ | 852,216 | $ | 40,148 | $ | 892,364 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total Retail year-to-date gross write offs | $ | 0 | $ | 1 | $ | 0 | $ | 8 | $ | 0 | $ | 0 | $ | 9 | $ | 0 | $ | 9 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total | $ | 233,367 | $ | 1,208,228 | $ | 904,983 | $ | 697,795 | $ | 413,610 | $ | 167,789 | $ | 3,625,772 | $ | 696,234 | $ | 4,322,006 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Total year-to-date gross write offs | $ | 0 | $ | 1 | $ | 0 | $ | 8 | $ | 0 | $ | 0 | $ | 9 | $ | 6 | $ | 15 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
There were lines of credit with principal balances of $2.8 million that were converted to term loans during the first three months of 2024.
(Continued)
(Unaudited)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
2023 | 2022 | 2021 | 2020 | 2019 | Prior | Term Total | Revolving Loans | Grand Total | ||||||||||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||||||||||
1-4 Family Mortgages: | ||||||||||||||||||||||||||||||||||||
Performing | $ | 79,136 | $ | 330,384 | $ | 238,932 | $ | 85,225 | $ | 11,191 | $ | 50,146 | $ | 795,014 | $ | 36,450 | $ | 831,464 | ||||||||||||||||||
Nonperforming | 0 | 82 | 491 | 0 | 12 | 1,149 | 1,734 | 0 | 1,734 | |||||||||||||||||||||||||||
Total | $ | 79,136 | $ | 330,466 | $ | 239,423 | $ | 85,225 | $ | 11,203 | $ | 51,295 | $ | 796,748 | $ | 36,450 | $ | 833,198 | ||||||||||||||||||
Current year-to-date gross write offs | $ | 0 | $ | 52 | $ | 0 | $ | 0 | $ | 0 | $ | 239 | $ | 291 | $ | 21 | $ | 312 | ||||||||||||||||||
Other Consumer Loans: | ||||||||||||||||||||||||||||||||||||
Performing | $ | 3,106 | $ | 3,368 | $ | 2,043 | $ | 687 | $ | 820 | $ | 441 | $ | 10,465 | $ | 19,595 | $ | 30,060 | ||||||||||||||||||
Nonperforming | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||||||||||
Total | $ | 3,106 | $ | 3,368 | $ | 2,043 | $ | 687 | $ | 820 | $ | 441 | $ | 10,465 | $ | 19,595 | $ | 30,060 | ||||||||||||||||||
Current year-to-date gross write offs | $ | 0 | $ | 3 | $ | 0 | $ | 0 | $ | 0 | $ | 3 | $ | 6 | $ | 17 | $ | 23 | ||||||||||||||||||
Total Retail | $ | 82,242 | $ | 333,834 | $ | 241,466 | $ | 85,912 | $ | 12,023 | $ | 51,736 | $ | 807,213 | $ | 56,045 | $ | 863,258 | ||||||||||||||||||
Total Retail Current YTD gross write offs | $ | 0 | $ | 55 | $ | 0 | $ | 0 | $ | 0 | $ | 242 | $ | 297 | $ | 38 | $ | 335 | ||||||||||||||||||
Grand Total | $ | 661,999 | $ | 1,110,839 | $ | 848,334 | $ | 471,552 | $ | 112,733 | $ | 166,466 | $ | 3,371,923 | $ | 679,920 | $ | 4,051,843 | ||||||||||||||||||
Grand Total Current YTD gross write offs | $ | 0 | $ | 69 | $ | 0 | $ | 0 | $ | 0 | $ | 242 | $ | 311 | $ | 256 | $ | 567 | ||||||||||||||||||
There were no revolving loans converted to term loans during the firstsix months of 2023.
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
The following table reflects amortized cost of basis of loans as of December 31, 2022 2023 and loan charge-offs during three months ended March 31, 2023based on year of origination (dollars in thousands):origination:
Revolving | Grand | |||||||||||||||||||||||||||||||||||
(Dollars in thousands) | 2023 | 2022 | 2021 | 2020 | 2019 | Prior | Term Total | Loans | Total | |||||||||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||||||||||
Commercial and Industrial: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 103,531 | $ | 79,883 | $ | 90,107 | $ | 20,577 | $ | 5,978 | $ | 9,160 | $ | 309,236 | $ | 414,920 | $ | 724,156 | ||||||||||||||||||
Grades 5 – 7 | 174,668 | 57,979 | 20,075 | 18,361 | 7,450 | 119 | 278,652 | 227,155 | 505,807 | |||||||||||||||||||||||||||
Grades 8 – 9 | 3,671 | 2,122 | 277 | 0 | 0 | 0 | 6,070 | 18,553 | 24,623 | |||||||||||||||||||||||||||
Total | $ | 281,870 | $ | 139,984 | $ | 110,459 | $ | 38,938 | $ | 13,428 | $ | 9,279 | $ | 593,958 | $ | 660,628 | $ | 1,254,586 | ||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 36 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 36 | $ | 0 | $ | 36 | ||||||||||||||||||
Vacant Land, Land Development and Residential Construction: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 24,875 | $ | 6,570 | $ | 1,108 | $ | 2,110 | $ | 0 | $ | 281 | $ | 34,944 | $ | 0 | $ | 34,944 | ||||||||||||||||||
Grades 5 – 7 | 17,799 | 21,244 | 138 | 2 | 40 | 496 | 39,719 | 0 | 39,719 | |||||||||||||||||||||||||||
Grades 8 – 9 | 9 | 0 | 0 | 0 | 0 | 81 | 90 | 0 | 90 | |||||||||||||||||||||||||||
Total | $ | 42,683 | $ | 27,814 | $ | 1,246 | $ | 2,112 | $ | 40 | $ | 858 | $ | 74,753 | $ | 0 | $ | 74,753 | ||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||
Real Estate – Owner Occupied: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 205,379 | $ | 110,130 | $ | 85,982 | $ | 47,630 | $ | 14,362 | $ | 2,908 | $ | 466,391 | $ | 1,948 | $ | 468,339 | ||||||||||||||||||
Grades 5 – 7 | 111,197 | 63,271 | 27,729 | 27,029 | 9,419 | 439 | 239,084 | 9,718 | 248,802 | |||||||||||||||||||||||||||
Grades 8 – 9 | 0 | 417 | 0 | 38 | 0 | 71 | 526 | 0 | 526 | |||||||||||||||||||||||||||
Total | $ | 316,576 | $ | 173,818 | $ | 113,711 | $ | 74,697 | $ | 23,781 | $ | 3,418 | $ | 706,001 | $ | 11,666 | $ | 717,667 | ||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 14 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 14 | $ | 0 | $ | 14 | ||||||||||||||||||
Real Estate – Non-Owner Occupied: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 109,125 | $ | 84,912 | $ | 113,846 | $ | 102,279 | $ | 27,664 | $ | 13,193 | $ | 451,019 | $ | 0 | $ | 451,019 | ||||||||||||||||||
Grades 5 – 7 | 233,471 | 118,464 | 109,238 | 88,315 | 6,148 | 18,135 | 573,771 | 0 | 573,771 | |||||||||||||||||||||||||||
Grades 8 – 9 | 10,894 | 0 | 0 | 0 | 0 | 0 | 10,894 | 0 | 10,894 | |||||||||||||||||||||||||||
Total | $ | 353,490 | $ | 203,376 | $ | 223,084 | $ | 190,594 | $ | 33,812 | $ | 31,328 | $ | 1,035,684 | $ | 0 | $ | 1,035,684 | ||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||
Real Estate – Multi-Family and Residential Rental: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 36,038 | $ | 28,512 | $ | 64,244 | $ | 35,129 | $ | 4,883 | $ | 3,649 | $ | 172,455 | $ | 0 | $ | 172,455 | ||||||||||||||||||
Grades 5 – 7 | 72,916 | 55,964 | 4,816 | 9,372 | 2,699 | 2,136 | 147,903 | 0 | 147,903 | |||||||||||||||||||||||||||
Grades 8 – 9 | 11,250 | 0 | 0 | 1,001 | 0 | 0 | 12,251 | 0 | 12,251 | |||||||||||||||||||||||||||
Total | $ | 120,204 | $ | 84,476 | $ | 69,060 | $ | 45,502 | $ | 7,582 | $ | 5,785 | $ | 332,609 | $ | 0 | $ | 332,609 | ||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||||||||
Total Commercial | $ | 1,114,823 | $ | 629,468 | $ | 517,560 | $ | 351,843 | $ | 78,643 | $ | 50,668 | $ | 2,743,005 | $ | 672,294 | $ | 3,415,299 | ||||||||||||||||||
Total Commercial year-to-date gross write offs | $ | 0 | $ | 50 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 50 | $ | 0 | $ | 50 | ||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||||||||||
1-4 Family Mortgages: | ||||||||||||||||||||||||||||||||||||
Performing | $ | 133,823 | $ | 332,098 | $ | 231,842 | $ | 82,002 | $ | 10,515 | $ | 44,003 | $ | 834,283 | $ | 27 | $ | 834,310 | ||||||||||||||||||
Nonperforming | 108 | 1,728 | 305 | 0 | 10 | 945 | 3,096 | 0 | 3,096 | |||||||||||||||||||||||||||
Total | $ | 133,931 | $ | 333,826 | $ | 232,147 | $ | 82,002 | $ | 10,525 | $ | 44,948 | $ | 837,379 | $ | 27 | $ | 837,406 | ||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 42 | $ | 42 | $ | 0 | $ | 42 | ||||||||||||||||||
Other Consumer Loans: | ||||||||||||||||||||||||||||||||||||
Performing | $ | 5,138 | $ | 2,569 | $ | 1,664 | $ | 608 | $ | 651 | $ | 716 | $ | 11,346 | $ | 39,707 | $ | 51,053 | ||||||||||||||||||
Nonperforming | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||||||||||
Total | $ | 5,138 | $ | 2,569 | $ | 1,664 | $ | 608 | $ | 651 | $ | 716 | $ | 11,346 | $ | 39,707 | $ | 51,053 | ||||||||||||||||||
Year-to-date gross write offs | $ | 0 | $ | 3 | $ | 0 | $ | 0 | $ | 0 | $ | 1 | $ | 4 | $ | 10 | $ | 14 | ||||||||||||||||||
Total Retail | $ | 139,069 | $ | 336,395 | $ | 233,811 | $ | 82,610 | $ | 11,176 | $ | 45,664 | $ | 848,725 | $ | 39,734 | $ | 888,459 | ||||||||||||||||||
Total Retail year-to-date gross write offs | $ | 0 | $ | 3 | $ | 0 | $ | 0 | $ | 0 | $ | 43 | $ | 46 | $ | 10 | $ | 56 | ||||||||||||||||||
Total | $ | 1,253,892 | $ | 965,863 | $ | 751,371 | $ | 434,453 | $ | 89,819 | $ | 96,332 | $ | 3,591,730 | $ | 712,028 | $ | 4,303,758 | ||||||||||||||||||
Total year-to-date gross write offs | $ | 0 | $ | 53 | $ | 0 | $ | 0 | $ | 0 | $ | 43 | $ | 96 | $ | 10 | $ | 106 | ||||||||||||||||||
2022 | 2021 | 2020 | 2019 | 2018 | Prior | Term Total | Revolving Loans | Grand Total | ||||||||||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||||||||||
Commercial and Industrial: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 115,494 | $ | 141,481 | $ | 43,961 | $ | 9,194 | $ | 3,230 | $ | 9,851 | $ | 323,211 | $ | 396,372 | $ | 719,583 | ||||||||||||||||||
Grades 5 – 7 | 151,783 | 47,030 | 31,697 | 8,870 | 569 | 93 | 240,042 | 210,363 | 450,405 | |||||||||||||||||||||||||||
Grades 8 – 9 | 3,784 | 249 | 0 | 0 | 48 | 29 | 4,110 | 10,985 | 15,095 | |||||||||||||||||||||||||||
Total | $ | 271,061 | $ | 188,760 | $ | 75,658 | $ | 18,064 | $ | 3,847 | $ | 9,973 | $ | 567,363 | $ | 617,720 | $ | 1,185,083 | ||||||||||||||||||
Vacant Land, Land Development and Residential Construction: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 31,756 | $ | 6,196 | $ | 3,428 | $ | 0 | $ | 0 | $ | 331 | $ | 41,711 | $ | 0 | $ | 41,711 | ||||||||||||||||||
Grades 5 – 7 | 10,270 | 8,760 | 351 | 50 | 0 | 626 | 20,057 | 0 | 20,057 | |||||||||||||||||||||||||||
Grades 8 – 9 | 0 | 0 | 0 | 0 | 14 | 91 | 105 | 0 | 105 | |||||||||||||||||||||||||||
Total | $ | 42,026 | $ | 14,956 | $ | 3,779 | $ | 50 | $ | 14 | $ | 1,048 | $ | 61,873 | $ | 0 | $ | 61,873 | ||||||||||||||||||
Real Estate – Owner Occupied: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 194,072 | $ | 113,528 | $ | 53,630 | $ | 19,670 | $ | 19,279 | $ | 6,162 | $ | 406,341 | $ | 0 | $ | 406,341 | ||||||||||||||||||
Grades 5 – 7 | 115,720 | 56,173 | 33,913 | 10,245 | 12,550 | 1,165 | 229,766 | 0 | 229,766 | |||||||||||||||||||||||||||
Grades 8 – 9 | 2,919 | 0 | 44 | 0 | 122 | 0 | 3,085 | 0 | 3,085 | |||||||||||||||||||||||||||
Total | $ | 312,711 | $ | 169,701 | $ | 87,587 | $ | 29,915 | $ | 31,951 | $ | 7,327 | $ | 639,192 | $ | 0 | $ | 639,192 | ||||||||||||||||||
Real Estate – Non-Owner Occupied: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 121,281 | $ | 152,035 | $ | 89,125 | $ | 44,196 | $ | 10,079 | $ | 12,018 | $ | 428,734 | $ | 0 | $ | 428,734 | ||||||||||||||||||
Grades 5 – 7 | 176,217 | 142,645 | 133,163 | 35,200 | 13,456 | 37,399 | 538,080 | 0 | 538,080 | |||||||||||||||||||||||||||
Grades 8 – 9 | 6,712 | 5,688 | 0 | 0 | 0 | 0 | 12,400 | 0 | 12,400 | |||||||||||||||||||||||||||
Total | $ | 304,210 | $ | 300,368 | $ | 222,288 | $ | 79,396 | $ | 23,535 | $ | 49,417 | $ | 979,214 | $ | 0 | $ | 979,214 | ||||||||||||||||||
Real Estate – Multi-Family and Residential Rental: | ||||||||||||||||||||||||||||||||||||
Grades 1 – 4 | $ | 39,342 | $ | 49,178 | $ | 36,348 | $ | 5,306 | $ | 3,082 | $ | 4,003 | $ | 137,259 | $ | 0 | $ | 137,259 | ||||||||||||||||||
Grades 5 – 7 | 56,018 | 47,474 | 19,666 | 3,162 | 2,557 | 283 | 129,160 | 0 | 129,160 | |||||||||||||||||||||||||||
Grades 8 – 9 | 0 | 0 | 0 | 0 | 0 | 49 | 49 | 0 | 49 | |||||||||||||||||||||||||||
Total | $ | 95,360 | $ | 96,652 | $ | 56,014 | $ | 8,468 | $ | 5,639 | $ | 4,335 | $ | 266,468 | $ | 0 | $ | 266,468 | ||||||||||||||||||
Total Commercial | $ | 1,025,368 | $ | 770,437 | $ | 445,326 | $ | 135,893 | $ | 64,986 | $ | 72,100 | $ | 2,514,110 | $ | 617,720 | $ | 3,131,830 |
| |||||||||||||||||
There were lines of credit with principal balances of $6.4 million as of December 31, 2022 that were converted to term loans during 2023.
(Continued)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
2022 | 2021 | 2020 | 2019 | 2018 | Prior | Term Total | Revolving Loans | Grand Total | ||||||||||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||||||||||
1-4 Family Mortgages: | ||||||||||||||||||||||||||||||||||||
Performing | $ | 313,611 | $ | 242,950 | $ | 91,936 | $ | 12,094 | $ | 14,297 | $ | 41,622 | $ | 716,510 | $ | 37,070 | $ | 753,580 | ||||||||||||||||||
Nonperforming | 142 | 82 | 0 | 0 | 203 | 1,029 | 1,456 | 0 | 1,456 | |||||||||||||||||||||||||||
Total | $ | 313,753 | $ | 243,032 | $ | 91,936 | $ | 12,094 | $ | 14,500 | $ | 42,651 | $ | 717,966 | $ | 37,070 | $ | 755,036 | ||||||||||||||||||
Other Consumer Loans: | ||||||||||||||||||||||||||||||||||||
Performing | $ | 4,349 | $ | 2,870 | $ | 1,040 | $ | 1,074 | $ | 395 | $ | 430 | $ | 10,158 | $ | 19,595 | $ | 29,753 | ||||||||||||||||||
Nonperforming | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | 0 | |||||||||||||||||||||||||||
Total | $ | 4,349 | $ | 2,870 | $ | 1,040 | $ | 1,074 | $ | 395 | $ | 430 | $ | 10,158 | $ | 19,595 | $ | 29,753 | ||||||||||||||||||
Total Retail | $ | 318,102 | $ | 245,902 | $ | 92,976 | $ | 13,168 | $ | 14,895 | $ | 43,081 | $ | 728,124 | $ | 56,665 | $ | 784,789 | ||||||||||||||||||
Grand Total | $ | 1,343,470 | $ | 1,016,339 | $ | 538,302 | $ | 149,061 | $ | 79,881 | $ | 115,181 | $ | 3,242,234 | $ | 674,385 | $ | 3,916,619 | ||||||||||||||||||
We use a migration to loss methodology to determine historical loss rates for commercial loans given the comprehensive loan grading process employed by our bank for over two decades, while an open pool approach is best suited for retail loans given the smaller dollar size of the segments. A baseline loss rate is produced at each reporting date for each loan portfolio segment using bank-specific loan charge-off and recovery data over a defined historical look-back period. The look-back period represents the number of data periods that will be used to calculate a baseline loss rate for each loan portfolio segment. We determined that the look-back period commencing on January 1, 2011 through the current reporting date was reasonable and appropriate, which was used in the calculation of both the March 31, 2024 and December 31, 2023 allowance for credit losses.
ThereOur historical loss rate is then applied to future loan balances at the instrument level based on remaining contractual life adjusted for amortization, prepayment and default to develop a baseline lifetime loss. Our prepayment speed assumptions are developed at the loan segment level based upon the consideration of all relevant data which we believe could impact anticipated customer behavior, including changes in interest rates, economic conditions, and underlying property valuations. For the commercial portfolio segments, we assumed a 2.0% prepayment speed as of both March 31, 2024 and December 31, 2023 as we deemed there to be no considerable changes from historical experience. For the retail 1-4 family mortgage and retail other consumer portfolios, we used a prepayment speed of 9.0% as of March 31, 2024 and December 31, 2023.
During each reporting period, we also consider the need to adjust the historical loss rates as determined to reflect the extent to which we expect current conditions and reasonable and supportable economic forecasts to differ from the conditions that existed for the period over which the historical loss information was determined. These qualitative adjustments may increase or decrease our estimate of expected future credit losses. As of March 31, 2024 and December 31, 2023, we used a one-year reasonable and supportable economic forecast period, with a six-month straight-line reversion period for all loan segments. The economic forecasts used for our March 31, 2024 allowance calculation reflected a $2.3 million allowance balance reduction. The forecasts used for our December 31, 2023 allowance calculation reflected a $2.0 million allowance balance reduction.
Individual loans exhibiting unique risk characteristics which differentiated the loans from other loans within the loan segments and were no revolving loans converted to term loans duringevaluated for expected credit losses on an individual basis totaled $7.9 million and $5.4 million as of 2022.March 31, 2024 and December 31, 2023, respectively. Individual allowance allocations totaled $2.5 million and $0.4 million as of March 31, 2024 and December 31, 2023, respectively.
(Continued)
3. LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
Activity in the allowance for credit losses during the three months and six months ended June 30, 2023 March 31, 2024is as follows (dollars in thousands):follows:
Commercial and industrial | Commercial vacant land, land development and residential construction | Commercial real estate – owner occupied | Commercial real estate – non-owner occupied | Commercial real estate – multi-family and residential rental | 1-4 family mortgages | Other consumer loans | Unallocated | Total | ||||||||||||||||||||||||||||
Allowance for credit losses: | ||||||||||||||||||||||||||||||||||||
Balance at 3-31-23 | $ | 10,181 | $ | 510 | $ | 5,711 | $ | 9,168 | $ | 2,427 | $ | 14,648 | $ | 156 | $ | 76 | $ | 42,877 | ||||||||||||||||||
Provision for credit losses | (3,616 | ) | (217 | ) | 105 | (479 | ) | 1,268 | 4,973 | 21 | (55 | ) | 2,000 | |||||||||||||||||||||||
Charge-offs | (182 | ) | 0 | 0 | 0 | 0 | (270 | ) | (9 | ) | 0 | (461 | ) | |||||||||||||||||||||||
Recoveries | 89 | 11 | 22 | 0 | 5 | 147 | 31 | 0 | 305 | |||||||||||||||||||||||||||
Ending balance | $ | 6,472 | $ | 304 | $ | 5,838 | $ | 8,689 | $ | 3,700 | $ | 19,498 | $ | 199 | $ | 21 | $ | 44,721 | ||||||||||||||||||
Balance at 12-31-22 | $ | 10,203 | $ | 490 | $ | 5,914 | $ | 9,242 | $ | 2,191 | $ | 14,027 | $ | 160 | $ | 19 | $ | 42,246 | ||||||||||||||||||
Provision for credit losses | (3,623 | ) | (198 | ) | (132 | ) | (553 | ) | 1,497 | 5,591 | 16 | 2 | 2,600 | |||||||||||||||||||||||
Charge-offs | (218 | ) | 0 | (14 | ) | 0 | 0 | (312 | ) | (23 | ) | 0 | (567 | ) | ||||||||||||||||||||||
Recoveries | 110 | 12 | 70 | 0 | 12 | 192 | 46 | 0 | 442 | |||||||||||||||||||||||||||
Ending balance | $ | 6,472 | $ | 304 | $ | 5,838 | $ | 8,689 | $ | 3,700 | $ | 19,498 | $ | 199 | $ | 21 | $ | 44,721 | ||||||||||||||||||
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
| Commercial | ||||||||||||||||||||||||||||||||||||
vacant land, | Commercial | |||||||||||||||||||||||||||||||||||
| land development | Commercial | Commercial | real estate – | |||||||||||||||||||||||||||||||||
| Commercial | and | real estate – | real estate – | multi-family | Other | |||||||||||||||||||||||||||||||
(Dollars in | and | residential | owner | non-owner | and | 1-4 family | consumer | |||||||||||||||||||||||||||||
thousands) | industrial | construction | occupied | occupied | residential rental | mortgages | loans | Unallocated | Total | |||||||||||||||||||||||||||
Balance at 12-31-23 | $ | 7,441 | $ | 384 | $ | 7,186 | $ | 9,852 | $ | 3,184 | $ | 18,986 | $ | 2,881 | $ | 0 | $ | 49,914 | ||||||||||||||||||
Provision for credit losses | 1,466 | 2 | (151 | ) | 289 | 232 | (476 | ) | (77 | ) | 15 | 1,300 | ||||||||||||||||||||||||
Charge-offs | (6 | ) | 0 | 0 | 0 | 0 | 0 | (9 | ) | 0 | (15 | ) | ||||||||||||||||||||||||
Recoveries | 277 | 1 | 57 | 0 | 4 | 70 | 30 | 0 | 439 | |||||||||||||||||||||||||||
Ending balance | $ | 9,178 | $ | 387 | $ | 7,092 | $ | 10,141 | $ | 3,420 | $ | 18,580 | $ | 2,825 | $ | 15 | $ | 51,638 | ||||||||||||||||||
Activity in the allowance for credit losses during the three months and six months ended June 30, 2022 March 31, 2023is as follows (dollars in thousands):follows:
Commercial and industrial | Commercial vacant land, land development and residential construction | Commercial real estate – owner occupied | Commercial real estate – non-owner occupied | Commercial real estate – multi-family and residential rental | 1-4 family mortgages | Other consumer loans | Unallocated | Total | ||||||||||||||||||||||||||||
Allowance for credit losses: | ||||||||||||||||||||||||||||||||||||
Balance at 3-31-22 | $ | 8,413 | $ | 455 | $ | 5,803 | $ | 9,932 | $ | 1,666 | $ | 8,562 | $ | 191 | $ | 131 | $ | 35,153 | ||||||||||||||||||
Provision for credit losses | 150 | (10 | ) | (251 | ) | (683 | ) | (33 | ) | 1,464 | (28 | ) | (109 | ) | 500 | |||||||||||||||||||||
Charge-offs | 0 | 0 | 0 | 0 | 0 | 0 | (15 | ) | 0 | (15 | ) | |||||||||||||||||||||||||
Recoveries | 45 | 1 | 26 | 0 | 6 | 241 | 17 | 0 | 336 | |||||||||||||||||||||||||||
Ending balance | $ | 8,608 | $ | 446 | $ | 5,578 | $ | 9,249 | $ | 1,639 | $ | 10,267 | $ | 165 | $ | 22 | $ | 35,974 | ||||||||||||||||||
Balance at 12-31-21 | $ | 10,782 | $ | 420 | $ | 6,045 | $ | 12,990 | $ | 2,006 | $ | 2,449 | $ | 626 | $ | 45 | $ | 35,363 | ||||||||||||||||||
Adoption of ASU 2016-13 | (1,571 | ) | (43 | ) | (560 | ) | (2,534 | ) | (621 | ) | 5,395 | (411 | ) | (55 | ) | (400 | ) | |||||||||||||||||||
Provision for credit losses | (592 | ) | 96 | 35 | (1,207 | ) | 240 | 2,057 | (61 | ) | 32 | 600 | ||||||||||||||||||||||||
Charge-offs | (171 | ) | (29 | ) | 0 | 0 | 0 | (2 | ) | (18 | ) | 0 | (220 | ) | ||||||||||||||||||||||
Recoveries | 160 | 2 | 58 | 0 | 14 | 368 | 29 | 0 | 631 | |||||||||||||||||||||||||||
Ending balance | $ | 8,608 | $ | 446 | $ | 5,578 | $ | 9,249 | $ | 1,639 | $ | 10,267 | $ | 165 | $ | 22 | $ | 35,974 | ||||||||||||||||||
| Commercial | ||||||||||||||||||||||||||||||||||||
vacant land, | Commercial | |||||||||||||||||||||||||||||||||||
| land development | Commercial | Commercial | real estate – | |||||||||||||||||||||||||||||||||
| Commercial | and | real estate – | real estate – | multi-family | Other | |||||||||||||||||||||||||||||||
(Dollars in | and | residential | owner | non-owner | and | 1-4 family | consumer | |||||||||||||||||||||||||||||
thousands) | industrial | construction | occupied | occupied | residential rental | mortgages | loans | Unallocated | Total | |||||||||||||||||||||||||||
Balance at 12-31-22 | $ | 10,203 | $ | 490 | $ | 5,914 | $ | 9,242 | $ | 2,191 | $ | 14,027 | $ | 160 | $ | 19 | $ | 42,246 | ||||||||||||||||||
Credit risk reclassifications | 90 | 0 | 0 | 0 | 0 | (697 | ) | 607 | 0 | 0 | ||||||||||||||||||||||||||
Balance after reclassifications | 10,293 | 490 | 5,914 | 9,242 | 2,191 | 13,330 | 767 | 19 | 42,246 | |||||||||||||||||||||||||||
Provision for credit losses | (757 | ) | (41 | ) | (28 | ) | (115 | ) | 313 | 1,168 | 3 | 57 | 600 | |||||||||||||||||||||||
Charge-offs | (36 | ) | 0 | (14 | ) | 0 | 0 | (42 | ) | (14 | ) | 0 | (106 | ) | ||||||||||||||||||||||
Recoveries | 21 | 1 | 48 | 0 | 7 | 41 | 19 | 0 | 137 | |||||||||||||||||||||||||||
Ending balance | $ | 9,521 | $ | 450 | $ | 5,920 | $ | 9,127 | $ | 2,511 | $ | 14,497 | $ | 775 | $ | 76 | $ | 42,877 | ||||||||||||||||||
(Continued)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
The following table presents the period-end amortized cost basis of modifications to borrowers experiencing financial effectdifficulty by type of modification made to borrowers experiencing financial difficulty and loan segment:during the three months ended March 31, 2024:
Interest Rate Reduction | Term Extension | Principal Forgiveness | Interest Rate | Principal | ||||||||||||||||||||
(Dollars in thousands) | Reduction | Term Extension | Forgiveness | |||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||
Commercial and industrial | $ | 0 | $ | 10,520,000 | $ | 0 | $ | 0 | $ | 500 | $ | 0 | ||||||||||||
Vacant land, land development and residential construction | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
Real estate – owner occupied | 0 | 207,000 | 0 | 0 | 0 | 0 | ||||||||||||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
Total commercial | $ | 0 | $ | 10,727,000 | $ | 0 | $ | 0 | $ | 500 | $ | 0 | ||||||||||||
Retail: | ||||||||||||||||||||||||
1-4 family mortgages | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
Other consumer loans | 0 | 0 | 0 | 0 | 0 | 0 | ||||||||||||||||||
Total retail | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||||
Total loans | $ | 0 | $ | 10,727,000 | $ | 0 | $ | 0 | $ | 500 | $ | 0 | ||||||||||||
Loans listed under Term Extension were generally granted a series of short-term maturity extensions as part of the workout process and associated forbearance agreements.
The following table presents the period-end amortized cost basis of loans that have been modified in the past twelve months to borrowers experiencing financial difficulty by payment status and loan segment:
Current | 30 – 89 Days Past Due | 90 + Days Past Due | Total | |||||||||||||
Commercial: | ||||||||||||||||
Commercial and industrial | $ | 10,520,000 | $ | 0 | $ | 0 | $ | 10,520,000 | ||||||||
Vacant land, land development and residential construction | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – owner occupied | 207,000 | 0 | 0 | 207,000 | ||||||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | ||||||||||||
Total commercial | $ | 10,727,000 | $ | 0 | $ | 0 | $ | 10,727,000 | ||||||||
Retail: | ||||||||||||||||
1-4 family mortgages | 0 | 0 | 0 | 0 | ||||||||||||
Other consumer loans | 0 | 0 | 0 | 0 | ||||||||||||
Total retail | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Total loans | $ | 10,727,000 | $ | 0 | $ | 0 | $ | 10,727,000 | ||||||||
30 – 89 Days | 90 + Days | |||||||||||||||
(Dollars in thousands) | Current | Past Due | Past Due | Total | ||||||||||||
Commercial: | ||||||||||||||||
Commercial and industrial | $ | 18,506 | $ | 0 | $ | 0 | $ | 18,506 | ||||||||
Vacant land, land development and residential construction | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – owner occupied | 0 | 0 | 0 | 0 | ||||||||||||
Real estate – non-owner occupied | 10,778 | 0 | 0 | 10,778 | ||||||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | 0 | ||||||||||||
Total commercial | $ | 29,284 | $ | 0 | $ | 0 | $ | 29,284 | ||||||||
Retail: | ||||||||||||||||
1-4 family mortgages | 0 | 0 | 0 | 0 | ||||||||||||
Other consumer loans | 0 | 0 | 0 | 0 | ||||||||||||
Total retail | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||
Total loans | $ | 29,284 | $ | 0 | $ | 0 | $ | 29,284 | ||||||||
There were no loans modified to borrowers experiencing financial difficulty during the firstthree months of 2023.
(Continued)
(Unaudited)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
Loans modified as troubled debt restructurings during the three months ended June 30, 2022 were as follows:
Number of Contracts | Pre- Modification Recorded Principal Balance | Post- Modification Recorded Principal Balance | ||||||||||
Commercial: | ||||||||||||
Commercial and industrial | 2 | $ | 6,573,000 | $ | 6,573,000 | |||||||
Vacant land, land development and residential construction | 0 | 0 | 0 | |||||||||
Real estate – owner occupied | 0 | 0 | 0 | |||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | |||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | |||||||||
Total commercial | 2 | 6,573,000 | 6,573,000 | |||||||||
Retail: | ||||||||||||
1-4 family mortgages | 1 | 84,000 | 84,000 | |||||||||
Other consumer loans | 0 | 0 | 0 | |||||||||
Total retail | 1 | 84,000 | 84,000 | |||||||||
Total loans | 3 | $ | 6,657,000 | $ | 6,657,000 | |||||||
Loans modified as troubled debt restructurings during the six months ended June 30, 2022 were as follows:
Number of Contracts | Pre- Modification Recorded Principal Balance | Post- Modification Recorded Principal Balance | ||||||||||
Commercial: | ||||||||||||
Commercial and industrial | 2 | $ | 6,573,000 | $ | 6,573,000 | |||||||
Vacant land, land development and residential construction | 0 | 0 | 0 | |||||||||
Real estate – owner occupied | 0 | 0 | 0 | |||||||||
Real estate – non-owner occupied | 0 | 0 | 0 | |||||||||
Real estate – multi-family and residential rental | 0 | 0 | 0 | |||||||||
Total commercial | 2 | 6,573,000 | 6,573,000 | |||||||||
Retail: | ||||||||||||
1-4 family mortgages | 3 | 212,000 | 212,000 | |||||||||
Other consumer loans | 0 | 0 | 0 | |||||||||
Total retail | 3 | 212,000 | 212,000 | |||||||||
Total loans | 5 | $ | 6,785,000 | $ | 6,785,000 | |||||||
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
The following loans, modified as troubled debt restructurings within the previous twelve months, became over 30 days past due within the three months ended June 30, 2022 (amounts as of period end):
Number of Contracts | Recorded Principal Balance | |||||||
Commercial: | ||||||||
Commercial and industrial | 0 | $ | 0 | |||||
Vacant land, land development and residential construction | 0 | 0 | ||||||
Real estate – owner occupied | 0 | 0 | ||||||
Real estate – non-owner occupied | 0 | 0 | ||||||
Real estate – multi-family and residential rental | 0 | 0 | ||||||
Total commercial | 0 | 0 | ||||||
Retail: | ||||||||
Home equity and other | 0 | 0 | ||||||
1-4 family mortgages | 0 | 0 | ||||||
Total retail | 0 | 0 | ||||||
Total | 0 | $ | 0 | |||||
The following loans, modified as troubled debt restructurings within the previous twelve months, became over 30 days past due within the six months ended June 30, 2022 (amounts as of period end):
Number of Contracts | Recorded Principal Balance | |||||||
Commercial: | ||||||||
Commercial and industrial | 0 | $ | 0 | |||||
Vacant land, land development and residential construction | 0 | 0 | ||||||
Real estate – owner occupied | 0 | 0 | ||||||
Real estate – non-owner occupied | 0 | 0 | ||||||
Real estate – multi-family and residential rental | 0 | 0 | ||||||
Total commercial | 0 | 0 | ||||||
Retail: | ||||||||
Home equity and other | 0 | 0 | ||||||
1-4 family mortgages | 0 | 0 | ||||||
Total retail | 0 | 0 | ||||||
Total | 0 | $ | 0 |
| ||||
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
Activity for loans categorized as troubled debt restructurings during the three months ended June 30, 2022 is as follows:
Commercial and Industrial | Commercial Vacant Land, Land Development, and Residential Construction | Commercial Real Estate - Owner Occupied | Commercial Real Estate - Non-Owner Occupied | Commercial Real Estate - Multi-Family and Residential Rental | ||||||||||||||||
Commercial Loan Portfolio: | ||||||||||||||||||||
Beginning Balance | $ | 2,829,000 | $ | 0 | $ | 89,000 | $ | 143,000 | $ | 90,000 | ||||||||||
Charge-Offs | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Payments (net) | 536,000 | 0 | (2,000 | ) | (4,000 | ) | (2,000 | ) | ||||||||||||
Transfers to ORE | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Net Additions/Deletions | 6,573,000 | 0 | 0 | 0 | 0 | |||||||||||||||
Ending Balance | $ | 9,938,000 | $ | 0 | $ | 87,000 | $ | 139,000 | $ | 88,000 | ||||||||||
Retail | Retail | |||||||
1-4 Family | Other Consumer | |||||||
Mortgages | Loans | |||||||
Retail Loan Portfolio: | ||||||||
Beginning Balance | $ | 2,346,000 | $ | 13,000 | ||||
Charge-Offs | 0 | 0 | ||||||
Payments (net) | (91,000 | ) | (10,000 | ) | ||||
Transfers to ORE | 0 | 0 | ||||||
Net Additions/Deletions | 84,000 | 0 | ||||||
Ending Balance | $ | 2,339,000 | $ | 3,000 | ||||
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
3.LOANS AND ALLOWANCE FOR CREDIT LOSSES (Continued)
Activity for loans categorized as troubled debt restructurings during the six months ended June 30, 2022 is as follows:
Commercial and Industrial | Commercial Vacant Land, Land Development, and Residential Construction | Commercial Real Estate - Owner Occupied | Commercial Real Estate - Non-Owner Occupied | Commercial Real Estate - Multi-Family and Residential Rental | ||||||||||||||||
Commercial Loan Portfolio: | ||||||||||||||||||||
Beginning Balance | $ | 4,973,000 | $ | 0 | $ | 10,435,000 | $ | 146,000 | $ | 91,000 | ||||||||||
Charge-Offs | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Payments (net) | 324,000 | 0 | (9,679,000 | ) | (7,000 | ) | (3,000 | ) | ||||||||||||
Transfers to ORE | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Net Additions/Deletions | 4,641,000 | 0 | (669,000 | ) | 0 | 0 | ||||||||||||||
Ending Balance | $ | 9,938,000 | $ | 0 | $ | 87,000 | $ | 139,000 | $ | 88,000 | ||||||||||
Retail | Retail | |||||||
1-4 Family | Other Consumer | |||||||
Mortgages | Loans | |||||||
Retail Loan Portfolio: | ||||||||
Beginning Balance | $ | 627,000 | $ | 1,202,000 | ||||
Charge-Offs | 0 | 0 | ||||||
Payments (net) | (169,000 | ) | (12,000 | ) | ||||
Transfers to ORE | 0 | 0 | ||||||
Net Additions/Deletions (1) | 1,881,000 | (1,187,000 | ) | |||||
Ending Balance | $ | 2,339,000 | $ | 3,000 | ||||
|
|
(Continued)
MERCANTILE BANK CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
4. PREMISES AND EQUIPMENT, NET
Premises and equipment are comprised of the following:
June 30, 2023 | December 31, 2022 | March 31, | December 31, | |||||||||||||
(Dollars in thousands) | 2024 | 2023 | ||||||||||||||
Land and improvements | $ | 13,060,000 | $ | 13,532,000 | $ | 12,782 | $ | 12,782 | ||||||||
Buildings | 56,637,000 | 53,865,000 | 57,881 | 56,778 | ||||||||||||
Furniture and equipment | 23,689,000 | 22,941,000 | 25,428 | 25,157 | ||||||||||||
| 93,386,000 | 90,338,000 | 96,091 | 94,717 | |||||||||||||
Less: accumulated depreciation | 41,095,000 | 38,862,000 | 45,256 | 43,789 | ||||||||||||
Premises and equipment, net | $ | 52,291,000 | $ | 51,476,000 | $ | 50,835 | $ | 50,928 | ||||||||
Depreciation expense totaled $1.4$1.6 million and $1.5 million during the secondfirst quarters of 20232024 and 2022, respectively. Depreciation expense totaled $2.9 million during the firstsix months of 2023 compared to $3.1 million during the firstsix months of 2022., respectively.
We enter into facility leases in the normal course of business. As of June 30, 2023, March 31, 2024, we were under lease contracts for eleventen of our banking facilities. The leases have maturity dates ranging from February,April, 2024 through December, 2029,May, 2048, with a weighted average life of 2.49.6 years as of June 30, 2023. March 31, 2024. All of our leases have multiple three- to five-year extensions; however, these were not factored in the lease maturities and weighted average lease term as it was not reasonably certain we would exercise the options on the dates we entered into the lease agreements.
Leases are classified as either operating or finance leases at the lease commencement date, with all of our current leases determined to be operating leases. Lease expense for operating leases is recognized on a straight-line basis over the lease term. Right-of-use assets represent our right to use an underlying asset for the lease term, while lease liabilities represent our obligation to make lease payments arising from the lease. Right-of-use assets and lease liabilities are recognized at the lease commencement date at the estimated present value of lease payments over the lease term. We use our incremental borrowing rate, on a collateralized basis, at lease commencement to calculate the present value of lease payments. The weighted average discount rate for leases was 5.8%6.5% as of June 30, 2023.March 31, 2024.
The right-of-use assets, included in premises and equipment, net on our Consolidated Balance Sheets, and the lease liabilities, included in other liabilities on our Consolidated Balance Sheets, totaled $3.8$4.7 million and $3.5$3.7 million as of June 30, 2023, March 31, 2024, and December 31, 2022, 2023, respectively. As permitted by applicable accounting standards, we have elected not to recognize short-term leases with original terms of twelve months or less on our Consolidated Balance Sheet.Sheets. Total operating lease expense associated with the leases aggregated $0.5 million and $0.2 million during the second quarters of 2023 and 2022, respectively, and $0.9 million and $0.4 million during the first sixthree months of 20232024 and $0.3 million during the 2022,first respectively.three months of 2023.
(Continued)
4. PREMISES AND EQUIPMENT, NET (Continued)
Future lease payments were as follows as of June 30, 2023:March 31, 2024:
2023 | $ | 604,000 | ||
2024 | 1,012,000 | |||
2025 | 578,000 | |||
2026 | 479,000 | |||
2027 | 434,000 | |||
Thereafter | 1,638,000 | |||
Total undiscounted lease payments | 4,745,000 | |||
Less effect of discounting | (995,000 | ) | ||
Present value of future lease payments (lease liability) | 3,750,000 |
(Dollars in thousands) | ||||
2024 | $ | 920 | ||
2025 | 1,010 | |||
2026 | 950 | |||
2027 | 878 | |||
2028 | 697 | |||
Thereafter | 1,519 | |||
Total undiscounted lease payments | 5,974 | |||
Less effect of discounting | (1,298 | ) | ||
Present value of future lease payments (lease liability) | $ | 4,676 |
5. DEPOSITS
Our total deposits at June 30, 2023 March 31, 2024totaled $3.76$4.01 billion, an increase of $44.0$107 million, or 1.2%2.7%, from December 31, 2022.2023. The components of our outstanding balances at June 30, 2023 March 31, 2024and December 31, 2022, 2023, and percentage change in deposits from the end of 20222023 to the end of the secondfirst quarter of 2023,2024, are as follows:
June 30, 2023 | December 31, 2022 | Percent Increase | ||||||||||||||||||
Balance | % | Balance | % | (Decrease) | ||||||||||||||||
Noninterest-bearing checking | $ | 1,371,633,000 | 36.5 | % | $ | 1,604,750,000 | 43.2 | % | (14.5 | )% | ||||||||||
Interest-bearing checking | 541,168,000 | 14.4 | 575,028,000 | 15.5 | (5.9 | ) | ||||||||||||||
Money market | 927,143,000 | 24.7 | 776,723,000 | 20.9 | 19.4 | |||||||||||||||
Savings | 314,606,000 | 8.4 | 381,602,000 | 10.3 | (17.6 | ) | ||||||||||||||
Time, under $100,000 | 144,052,000 | 3.8 | 113,099,000 | 3.0 | 27.4 | |||||||||||||||
Time, $100,000 and over | 346,908,000 | 9.2 | 261,609,000 | 7.1 | 32.6 | |||||||||||||||
Total local deposits | 3,645,510,000 | 97.0 | 3,712,811,000 | 100.0 | (1.8 | ) | ||||||||||||||
Out-of-area time, $100,000 and over | 111,279,000 | 3.0 | 0 | 0.0 | N/A | |||||||||||||||
Total deposits | $ | 3,756,789,000 | 100.0 | % | $ | 3,712,811,000 | 100.0 | % | 1.2 | % | ||||||||||
Percent | ||||||||||||||||||||
March 31, 2024 | December 31, 2023 | Increase | ||||||||||||||||||
(Dollars in thousands) | Balance | % | Balance | % | (Decrease) | |||||||||||||||
Noninterest-bearing checking | $ | 1,134,995 | 28.3 | % | $ | 1,247,640 | 32.1 | % | (9.0 | )% | ||||||||||
Interest-bearing checking | 622,287 | 15.5 | 635,790 | 16.3 | (2.1 | ) | ||||||||||||||
Money market | 1,137,877 | 28.4 | 957,434 | 24.5 | 18.8 | |||||||||||||||
Savings | 259,556 | 6.5 | 262,566 | 6.7 | (1.1 | ) | ||||||||||||||
Time, under $100,000 | 187,249 | 4.7 | 175,741 | 4.5 | 6.5 | |||||||||||||||
Time, $100,000 and over | 492,734 | 12.3 | 453,366 | 11.6 | 8.7 | |||||||||||||||
Total local deposits | 3,834,698 | 95.7 | 3,732,537 | 95.7 | 2.7 | |||||||||||||||
Out-of-area time, $100,000 and over | 173,112 | 4.3 | 168,381 | 4.3 | 2.8 | |||||||||||||||
Total deposits | $ | 4,007,810 | 100.0 | % | $ | 3,900,918 | 100.0 | % | 2.7 | % | ||||||||||
(Continued)
6. SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
Securities sold under agreements to repurchase (“repurchase agreements”) are offered principally to certain large deposit customers. Information relating to our repurchase agreements is as follows:
Six Months Ended | Twelve Months Ended | Three Months Ended | Twelve Months Ended | |||||||||||||
June 30, 2023 | December 31, 2022 | |||||||||||||||
(Dollars in thousands) | March 31, 2024 | December 31, 2023 | ||||||||||||||
Outstanding balance at end of period | $ | 219,457,000 | $ | 194,340,000 | $ | 228,618 | $ | 229,734 | ||||||||
Average interest rate at end of period | 1.52 | % | 0.75 | % | 3.30 | % | 3.17 | % | ||||||||
Average daily balance during the period | $ | 213,853,000 | $ | 200,499,000 | $ | 216,674 | $ | 204,334 | ||||||||
Average interest rate during the period | 1.17 | % | 0.15 | % | 3.06 | % | 1.33 | % | ||||||||
Maximum daily balance during the period | $ | 262,992,000 | $ | 235,577,000 | $ | 247,056 | $ | 269,324 | ||||||||
Repurchase agreements have maturities of one business day. Repurchase agreements are treated as financings, and the obligations to repurchase securities sold are reflected as liabilities on our Consolidated Balance Sheets. Repurchase agreements are secured by U.S. Government agency securities with an aggregate fair value equal to the aggregate outstanding balance of the repurchase agreements. The securities, which are included in securities available for sale on our Consolidated Balance Sheets, are held in safekeeping by a correspondent bank.
7. FEDERAL HOME LOAN BANK OF INDIANAPOLIS ADVANCES
FHLBI bullet advances totaled $440$420 million at June 30, 2023, March 31, 2024, and were scheduled to mature at varying dates from July 2023 April 2024through JuneJanuary 2029, with fixed rates of interest from 0.55% to 4.54% and averaging 2.96%. FHLBI bullet advances totaled $440 million at December 31, 2023, and were scheduled to mature at varying dates from January 2024 through December 2028, with fixed rates of interest from 0.55% to 5.05% and averaging 2.79%. FHLBI bullet advances totaled $280 million at December 31, 2022, and were scheduled to mature at varying dates from January 2023 through June 2027, with fixed rates of interest from 0.55% to 3.13% and averaging 1.84%2.93%.
Maturities of FHLBI bullet advances as of June 30, 2023 March 31, 2024were as follows:
2023 | $ | 40,000,000 | ||||||
(Dollars in thousands) | ||||||||
2024 | 90,000,000 | $ | 60,000 | |||||
2025 | 80,000,000 | 80,000 | ||||||
2026 | 80,000,000 | 80,000 | ||||||
2027 | 90,000,000 | 100,000 | ||||||
2028 | 90,000 | |||||||
Thereafter | 60,000,000 |
| 10,000 | |||||
(Continued)
7. FEDERAL HOME LOAN BANK OF INDIANAPOLIS ADVANCES (Continued)
FHLBI amortizing advances totaled $27.9$27.1 million as of June 30, 2023, March 31, 2024, with an average rate of 2.52% and with final maturities in 2042.2042. FHLBI amortizing advances totaled $28.3$27.9 million as of December 31, 2022, 2023, with an average rate of 2.52% and with final maturities in 2042.2042. FHLBI amortizing advances are obtained periodically to assist in managing interest rate risk associated with certain longer-term fixed rate commercial loans, with annual principal payments that closely align with the scheduled amortization of the underlying commercial loans.
Scheduled principal payments on FHLBI amortizing advances as of June 30, 2023 March 31, 2024were as follows:
2023 | $ | 0 | ||||||
(Dollars in thousands) | ||||||||
2024 | 826,000 | $ | 0 | |||||
2025 | 862,000 | 826 | ||||||
2026 | 899,000 | 862 | ||||||
2027 | 938,000 | 899 | ||||||
2028 | 938 | |||||||
Thereafter | 24,385,000 | 23,558 | ||||||
Each advance is payable at its maturity date, and is subject to a prepayment fee if paid prior to the maturity date. The advances are collateralized by residential mortgage loans, first mortgage liens on multi-family residential property loans, first mortgage liens on commercial real estate property loans, and substantially all other assets of our bank under a blanket lien arrangement. Our borrowing line of credit as of June 30, 2023 March 31, 2024totaled $860$908 million, with remaining availability based on collateral of $386$464 million.
8. COMMITMENTS AND OFF-BALANCE SHEET RISK
We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit and standby letters of credit. Loan commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Standby letters of credit are conditional commitments issued by our bank to guarantee the performance of a customer to a third party. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements.
These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized, if any, in the balance sheet. Our maximum exposure to loan loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual notional amount of those instruments. We use the same credit policies in making commitments and conditional obligations as we do for on-balance sheet instruments. Collateral, such as accounts receivable, securities, inventory, and property and equipment, is generally obtained based on management’s credit assessment of the borrower.
We are required to consider expected credit losses associated with loan commitments over the contractual period in which we are exposed to credit risk on the underlying commitments unless the obligation is unconditionally cancellable by us. Any allowance for off-balance sheet credit exposures is reported as an other liability on our Consolidated Balance Sheet and is increased or decreased via other noninterest expense on our Consolidated Statement of Income. The calculation includes consideration of the likelihood that funding will occur and forecasted credit losses on commitments expected to be funded over their estimated lives. The allowance is calculated using the same aggregate reserve rates calculated for the funded portion of loans at the portfolio level applied to the amount of commitments expected to be funded.
(Continued)
8. COMMITMENTS AND OFF-BALANCE SHEET RISK (Continued)
For commercial lines of credit, retail lines of credit and credit card average outstanding balances, we determined allowance requirements by calculating the difference between the average percent outstanding of the funded commitments over the past several years to actual percent outstanding at the end of the period and applying the respective expected loss allocation factors to the difference as this difference represents the average of unfunded commitments we expect to eventually be drawn upon. For commitments to make loans, we determine an allowance by applying the expected loss allocation factor to the amount expected to fund. The calculated allowance aggregated $0.6$0.8 million and $0.1$1.3 million as of June 30, 2023 March 31, 2024and December 31, 2022, 2023, respectively. We do not reserve for residential mortgage construction loans, as the loans are for one year or less and draws are governed by the receipt and satisfactory review of contractor and subcontractor sworn statements, lien waivers and title insurance company endorsements. Letters of credit are rarely drawn.
At June 30, 2023, March 31, 2024, and December 31, 2022, 2023, the rates on existing off-balance sheet instruments were substantially equivalent to current market rates, considering the underlying credit standing of the counterparties.
A summary of the contractual amounts of our financial instruments with off-balance sheet risk at June 30, 2023 March 31, 2024and December 31, 2022 2023is as follows:
June 30, | December 31, | |||||||
2023 | 2022 | |||||||
Commercial unused lines of credit | $ | 1,526,800,000 | $ | 1,283,703,000 | ||||
Unused lines of credit secured by 1–4 family residential properties | 73,379,000 | 71,972,000 | ||||||
Credit card unused lines of credit | 133,235,000 | 123,687,000 | ||||||
Other consumer unused lines of credit | 63,090,000 | 75,747,000 | ||||||
Commitments to make loans | 350,611,000 | 329,646,000 | ||||||
Standby letters of credit | 24,147,000 | 23,539,000 | ||||||
| $ | 2,171,262,000 | $ | 1,908,294,000 | |||||
March 31, | December 31, | |||||||
(Dollars in thousands) | 2024 | 2023 | ||||||
Commercial unused lines of credit | $ | 1,562,294 | $ | 1,557,429 | ||||
Unused lines of credit secured by 1–4 family residential properties | 74,824 | 74,120 | ||||||
Credit card unused lines of credit | 150,098 | 142,096 | ||||||
Other consumer unused lines of credit | 40,140 | 50,063 | ||||||
Commitments to make loans | 234,946 | 270,403 | ||||||
Standby letters of credit | 19,540 | 19,393 | ||||||
| $ | 2,081,842 | $ | 2,113,504 | |||||
9. DERIVATIVES AND HEDGING ACTIVITIES
We are exposed to certain risks arising from both business operations and economic conditions. We principally manage the exposure to a wide variety of operational risks through core business activities. Economic risks, including interest rate, liquidity and credit risk, are primarily administered via the amount, sources and duration of assets and liabilities. Derivative financial instruments may also be used to assist in managing economic risks.
Derivatives not designated as hedges are not speculative and result from a service provided to certain commercial loan borrowers. We execute interest rate swaps with commercial banking customers desiring longer-term fixed rate loans, while simultaneously entering into interest rate swaps with correspondent banks to offset the impact of the interest rate swaps with the commercial banking customers. The net result is the desired floating rate loans and a minimization of the risk exposure of the interest rate swap transactions.
As the interest rate swaps associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the commercial banking customer interest rate swaps and the offsetting interest rate swaps with the correspondent banks are recognized directly to earnings. Fees paid to us by the correspondent banks are recognized as noninterest income on our Consolidated Statements of Income on the settlement date.
(Continued)
9. DERIVATIVES AND HEDGING ACTIVITIES (Continued)
The fair values of derivative instruments as of June 30, 2023, March 31, 2024, are reflected in the following table.
Notional Amount | Balance Sheet Location | Fair Value | Balance Sheet | |||||||||||||||
(Dollars in thousands) | Notional Amount | Location | Fair Value | |||||||||||||||
| Derivative Assets | ||||||||||||||||||
Interest rate swaps | $ | 548,224,000 | Other Assets | $ | 26,880,000 | $ | 766,564 | Other Assets | $ | 29,661 | ||||||||
| Derivative Liabilities | ||||||||||||||||||
Interest rate swaps | 548,224,000 | Other Liabilities | 27,190,000 | 764,537 | Other Liabilities | 30,036 | ||||||||||||
The effect of interest rate swaps that are not designated as hedging instruments resulted in expenseincome of $0.1 million during the firstsixthree months of 20232024 that was recorded in other noninterest expense on our Consolidated Statements of Income. The fair value of interest rate swaps in a liability position, which includes accrued interest, was $27.2 million as of June 30, 2023. We have master netting arrangements with our correspondent banks that allow us to net receivables and payables. The netting agreement also allows us to net related cash collateral received and transferred up to the fair value exposure amount. We have elected to not offset these transactions on the Consolidated Balance Sheets. As of June 30, 2023, the gross amountThe netting of derivative assets subject to master netting agreements presented on the Consolidated Balance Sheets was $25.8 million, while cash collateral reflecting cash requirements from our counterparties to us totaled $27.0 million, providing for an over-collateralized position on the Consolidated Balance Sheets of $1.2 million. As of June 30, 2023, the gross amount of derivative liabilities subject to master netting agreements presented on the Consolidated Balance Sheets was $1.4 million, while cash collateral reflecting cash requirements from us to our counterparties totaled $1.2 million, and the net amount of derivative liabilities not offset on the Consolidated Balance Sheets was $0.2 million. Cash collateral amounts, which are based on daily fair value calculations, are adjusted daily if fair value changes exceed an aggregate of $250,000. Interest rate swaps entered into with commercial loan customers had notional amounts aggregating $548 millioninstruments as of June 30, 2023. March 31, 2024Associated credit exposure is generally mitigated by securingpresented in the interest rates swaps with the underlying collateral of the loan instruments.following table.
Gross Amounts Not Offset on the Consolidated Balance Sheet | ||||||||||||||||
(Dollars in thousands) | Net Amounts Recognized | Financial Instruments | Cash Collateral Received or Posted | Net Amount | ||||||||||||
Derivative Assets | ||||||||||||||||
Interest rate swaps | $ | 29,661 | $ | 2,303 | $ | 22,770 | $ | 4,588 | ||||||||
Derivative Liabilities | ||||||||||||||||
Interest rate swaps | 30,036 | 2,303 | 2,250 | 25,483 | ||||||||||||
The fair values of derivative instruments as of December 31, 2022, 2023, are reflected in the following table.
Notional Amount | Balance Sheet Location | Fair Value | |||||||
| Derivative Assets | |||||||||
Interest rate swaps | $ | 401,572,000 | Other Assets | $ | 25,697,000 | ||||
| Derivative Liabilities | |||||||||
Interest rate swaps | 401,572,000 | Other Liabilities | 25,900,000 | ||||||
Balance Sheet | |||||||||
(Dollars in thousands) | Notional Amount | Location | Fair Value | ||||||
Derivative Assets | |||||||||
Interest rate swaps | $ | 676,526 | Other Assets | $ | 27,505 | ||||
Derivative Liabilities | |||||||||
Interest rate swaps | 674,499 | Other Liabilities | 27,964 | ||||||
(Continued)
9. DERIVATIVES AND HEDGING ACTIVITIES (Continued)
The effect of interest rate swaps that are not designated as hedging instruments resulted in incomeexpense of less than $0.1$0.3 million during the year-endedyear ended December 31, 2022 2023that was recorded in other noninterest expense on our Consolidated Statements of Income. The fair valuenetting of interest rate swaps in a liability position, which includes accrued interest, was $25.9 millionderivative instruments as of December 31, 2022. We have master netting arrangements with our correspondent banks that allow us to net receivables and payables. The netting agreement also allows us to net related cash collateral received and transferred up to the fair value exposure amount. We have elected to not2023 offset these transactions on the Consolidated Balance Sheets. As of December 31, 2022, the gross amount of derivative assets subject to master netting agreementsis presented on the Consolidated Balance Sheets was $25.3 million, while cash collateral reflecting cash requirements from our counterparties to us totaled $25.2 million, and the net amount of derivative assets not offset in the Consolidated Balance Sheets was $0.1 million. As of December 31, 2022, the gross amount of derivative liabilities subject to master netting agreements presented on the Consolidated Balance Sheets was $0.4 million, while cash collateral reflecting cash requirements from us to our counterparties totaled $0.4 million, and the net amount of derivative liabilities not offset on the Consolidated Balance Sheets was $0. Cash collateral amounts, which are based on daily fair value calculations, are adjusted daily if fair value changes exceed an aggregate of $250,000. Interest rate swaps entered into with commercial loan customers had notional amounts aggregating $402 million as of December 31, 2022. Associated credit exposure is generally mitigated by securing the interest rates swaps with the underlying collateral of the loan instruments.following table.
Gross Amounts Not Offset on the Consolidated Balance Sheet | ||||||||||||||||
(Dollars in thousands) | Net Amounts Recognized | Financial Instruments | Cash Collateral Received or Posted | Net Amount | ||||||||||||
Derivative Assets | ||||||||||||||||
Interest rate swaps | $ | 27,505 | $ | 5,175 | $ | 14,010 | $ | 8,320 | ||||||||
Derivative Liabilities | ||||||||||||||||
Interest rate swaps | 27,964 | 5,175 | 3,120 | 19,669 | ||||||||||||
(Continued)
10. FAIR VALUES OF FINANCIAL INSTRUMENTS
The carrying amounts, estimated fair values and level within the fair value hierarchy of financial instruments were as follows as of June 30, 2023 March 31, 2024and December 31, 2022 (2023dollars in thousands):
Level in | June 30, 2023 | December 31, 2022 | Level in | March 31, 2024 | December 31, 2023 | |||||||||||||||||||||||||||||||
| Fair | Fair | |||||||||||||||||||||||||||||||||||
Value | Carrying | Fair | Carrying | Fair | Value | Carrying | Fair | Carrying | Fair | |||||||||||||||||||||||||||
Hierarchy | Values | Values | Values | Values | ||||||||||||||||||||||||||||||||
(Dollars in thousands) | Hierarchy | Values | Values | Values | Values | |||||||||||||||||||||||||||||||
Financial assets: | ||||||||||||||||||||||||||||||||||||
Cash and cash equivalents | Level 1 | $ | 207,796 | $ | 207,796 | $ | 96,772 | $ | 96,772 | Level 1 | $ | 237,231 | $ | 237,231 | $ | 130,533 | $ | 130,533 | ||||||||||||||||||
Securities available for sale | (1) | 608,972 | 608,972 | 602,936 | 602,936 | (1) | 609,153 | 609,153 | 617,092 | 617,092 | ||||||||||||||||||||||||||
FHLBI stock | (2) | 21,513 | 21,513 | 17,721 | 17,721 | (2) | 21,513 | 21,513 | 21,513 | 21,513 | ||||||||||||||||||||||||||
Loans, net | Level 3 | 4,007,122 | 3,993,406 | 3,874,373 | 3,800,042 | Level 3 | 4,270,368 | 4,243,647 | 4,253,844 | 4,191,644 | ||||||||||||||||||||||||||
Mortgage loans held for sale | Level 2 | 11,942 | 12,202 | 3,565 | 3,643 | Level 2 | 14,393 | 14,603 | 18,607 | 19,027 | ||||||||||||||||||||||||||
Mortgage servicing rights | Level 3 | 11,201 | 18,676 | 11,837 | 17,727 | |||||||||||||||||||||||||||||||
Accrued interest receivable | Level 2 | 16,962 | 16,962 | 15,476 | 15,476 | Level 2 | 21,681 | 21,681 | 19,806 | 19,806 | ||||||||||||||||||||||||||
Interest rate swaps | Level 2 | 26,880 | 26,880 | 25,697 | 25,697 | Level 2 | 29,661 | 29,661 | 27,505 | 27,505 | ||||||||||||||||||||||||||
Financial liabilities: | ||||||||||||||||||||||||||||||||||||
Deposits | Level 2 | 3,756,789 | 3,735,556 | 3,712,811 | 3,379,403 | Level 2 | 4,007,810 | 3,900,366 | 3,900,918 | 3,814,778 | ||||||||||||||||||||||||||
Repurchase agreements | Level 2 | 219,457 | 219,457 | 194,340 | 194,340 | |||||||||||||||||||||||||||||||
Securities sold under agreements to repurchase | Level 2 | 228,618 | 228,618 | 229,734 | 229,734 | |||||||||||||||||||||||||||||||
FHLBI advances | Level 2 | 467,910 | 447,929 | 308,263 | 292,044 | Level 2 | 447,083 | 430,397 | 467,910 | 454,857 | ||||||||||||||||||||||||||
Subordinated debentures | Level 2 | 49,301 | 55,991 | 48,958 | 49,531 | Level 2 | 49,815 | 49,824 | 49,644 | 49,653 | ||||||||||||||||||||||||||
Subordinated notes | Level 2 | 88,800 | 75,911 | 88,628 | 75,024 | Level 2 | 89,057 | 78,131 | 88,971 | 77,218 | ||||||||||||||||||||||||||
Accrued interest payable | Level 2 | 5,652 | 5,652 | 3,223 | 3,223 | Level 2 | 10,107 | 10,107 | 9,012 | 9,012 | ||||||||||||||||||||||||||
Interest rate swaps | Level 2 | 27,190 | 27,190 | 25,900 | 25,900 | Level 2 | 30,036 | 30,036 | 27,964 | 27,964 | ||||||||||||||||||||||||||
(1) | See Note 11 for a description of the fair value hierarchy as well as a disclosure of levels for classes of financial assets and liabilities. |
(2) | It is not practical to determine the fair value of FHLBI stock due to transferability restrictions; therefore, fair value is estimated at carrying amount. |
Carrying amount is the estimated fair value for cash and cash equivalents, FHLBI stock, accrued interest receivable and payable, noninterest-bearing checking accounts and securities sold under agreements to repurchase. Security fair values are based on market prices or dealer quotes, and if no such information is available, on the rate and term of the security and information about the issuer. Fair value for loans is based on an exit price model as required by ASU 2016-01, taking into account inputs such as discounted cash flows, probability of default and loss given default assumptions. As of December 31, 2022, theThe fair value for deposit accounts other than noninterest-bearing checking accounts is based on discounted cash flows using current market rates applied to the estimated life, while as of June 30, 2023, the fair value only for time deposits is based on discounted cash flows using current market rates applied to the estimated life. The fair value of mortgage servicing rights is estimated using a valuation model that calculates the present value of estimated future net servicing cash flows, taking into consideration expected mortgage loan prepayment rates, discount rates, servicing costs and other economic factors, which are determined based on current market conditions. The fair values of subordinated debentures, subordinated notes, and FHLBI advances are based on current rates for similar financing. The fair values of interest rate swaps are based on discounted cash flows using forecasted yield curves, along with insignificant unobservable inputs, such as borrower credit spreads. The fair value of other off-balance sheet items is estimated to be nominal.
(Continued)
11. FAIR VALUES
Fair value is 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 of 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.
We are required to use valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present amount on a discounted basis. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). Valuation techniques should be consistently applied. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from independent sources, or unobservable, meaning those that reflect our own assumptions about the assumptions market participants would use in pricing the asset or liability based on the best information available in the circumstances. In that regard, we utilize a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:
Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that we have the ability to access as of the measurement date.
Level 2: Significant other observable inputs other than Level 1 prices such as 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; or other inputs that are observable or can be derived from or corroborated by observable market data by correlation or other means.
Level 3: Significant unobservable inputs that reflect our own conclusions about the assumptions that market participants would use in pricing an asset or liability.
The following is a description of our valuation methodologies used to measure and disclose the fair values of our financial assets and liabilities that are recorded at fair value on a recurring or nonrecurring basis:
Securities available for sale. Securities available for sale are recorded at fair value on a recurring basis. Fair value measurement is based on quoted prices, if available. If quoted prices are not available, fair values are measured using independent pricing models. Level 2 securities include U.S. Government agency debt obligations, mortgage-backed securities issued or guaranteed by U.S. Government agencies, and municipal general obligation and revenue bonds. Level 3 securities include bonds issued by certain relatively small municipalities located within our markets that have very limited marketability due to their size and lack of ratings from a recognized rating service. We carry these bonds at historical cost, which we believe approximates fair value, unless our periodic financial analysis or other information that becomes known to us necessitates an impairment. There was no such impairment as of June 30, 2023, March 31, 2024, or December 31, 2022. 2023. We have no Level 1 securities available for sale.
Derivatives. We measure fair value utilizing models that use primarily market observable inputs, such as forecasted yield curves. Insignificant unobservable inputs, such as borrower credit spreads, are also utilized.
(Continued)
11. FAIR VALUES (Continued)
Mortgage loans held for sale. Mortgage loans originated and intended for sale in the secondary market are carried at the lower of aggregate cost or market, as determined by outstanding commitments from investors, and are measured on a nonrecurring basis. Fair value is based on independent quoted market prices, where applicable, or the prices for other mortgage whole loans with similar characteristics. As of June 30, 2023 March 31, 2024and December 31, 2022, 2023, we determined the fair value of our mortgage loans held for sale to be $12.2$14.6 million and $3.6$19.0 million, respectively.
Loans. We do not record loans at fair value on a recurring basis. However, from time to time, we record nonrecurring fair value adjustments to collateral dependent loans to reflect partial write-downs or specific reserves that are based on the observable market price or current estimated value of the collateral. These loans are reported in the nonrecurring table below at initial recognition of significant borrower distress and on an ongoing basis until recovery or charge-off. The fair values of distressed loans are determined using either the sales comparison approach or income approach; respective unobservable inputs for the approaches consist of adjustments for differences between comparable sales and the utilization of appropriate capitalization rates.
Foreclosed Assets. At time of foreclosure or repossession, foreclosed and repossessed assets are adjusted to fair value less costs to sell upon transfer of the loans to foreclosed and repossessed assets, establishing a new cost basis. We subsequently adjust estimated fair value of foreclosed assets on a nonrecurring basis to reflect write-downs based on revised fair value estimates. The fair values of parcels of other real estate owned are determined using either the sales comparison approach or income approach; respective unobservable inputs for the approaches consist of adjustments for differences between comparable sales and the utilization of appropriate capitalization rates.
Assets and Liabilities Measured at Fair Value on a Recurring Basis
The balances of assets and liabilities measured at fair value on a recurring basis as of June 30, 2023 March 31, 2024are as follows:
Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | |||||||||||||
Available for sale securities | ||||||||||||||||
U.S. Government agency debt obligations | $ | 393,094,000 | $ | 0 | $ | 393,094,000 | $ | 0 | ||||||||
Mortgage-backed securities | 30,520,000 | 0 | 30,520,000 | 0 | ||||||||||||
Municipal general obligation bonds | 157,565,000 | 0 | 157,041,000 | 524,000 | ||||||||||||
Municipal revenue bonds | 27,293,000 | 0 | 27,293,000 | 0 | ||||||||||||
Other investments | 500,000 | 0 | 500,000 | 0 | ||||||||||||
Interest rate swaps | 26,880,000 | 0 | 26,880,000 | 0 | ||||||||||||
Total assets | $ | 635,852,000 | $ | 0 | $ | 635,328,000 | $ | 524,000 | ||||||||
Interest rate swaps | 27,190,000 | 0 | 27,190,000 | 0 | ||||||||||||
Total liabilities | $ | 27,190,000 | $ | 0 | $ | 27,190,000 | $ | 0 | ||||||||
Quoted | ||||||||||||||||
Prices in | ||||||||||||||||
Active | ||||||||||||||||
Markets | Significant | |||||||||||||||
for | Other | Significant | ||||||||||||||
Identical | Observable | Unobservable | ||||||||||||||
Assets | Inputs | Inputs | ||||||||||||||
(Dollars in thousands) | Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||
Available for sale securities | ||||||||||||||||
U.S. Government agency debt obligations | $ | 385,709 | $ | 0 | $ | 385,709 | $ | 0 | ||||||||
Mortgage-backed securities | 27,782 | 0 | 27,782 | 0 | ||||||||||||
Municipal general obligation bonds | 166,632 | 0 | 166,126 | 506 | ||||||||||||
Municipal revenue bonds | 28,530 | 0 | 28,530 | 0 | ||||||||||||
Other investments | 500 | 0 | 500 | 0 | ||||||||||||
Interest rate swaps | 29,661 | 0 | 29,661 | 0 | ||||||||||||
Total assets | $ | 638,814 | $ | 0 | $ | 638,308 | $ | 506 | ||||||||
Interest rate swaps | 30,036 | 0 | 30,036 | 0 | ||||||||||||
Total liabilities | $ | 30,036 | $ | 0 | $ | 30,036 | $ | 0 | ||||||||
(Continued)
11. FAIR VALUES (Continued)
There were no sales, purchases or transfers in or out of Level 3 during the firstsixthree months of 2023.2024 The $0.1 million reduction in Level 3 municipal general obligation bonds during the firstsix months of 2023 reflects the scheduled maturities of such bonds..
The balances of assets and liabilities measured at fair value on a recurring basis as of December 31, 2022 2023are as follows:
Total | Quoted Prices in Active Markets for Identical Assets (Level 1) | Significant Other Observable Inputs (Level 2) | Significant Unobservable Inputs (Level 3) | Quoted | ||||||||||||||||||||||||||||
Prices in | ||||||||||||||||||||||||||||||||
Active | ||||||||||||||||||||||||||||||||
Markets | Significant | |||||||||||||||||||||||||||||||
for | Other | Significant | ||||||||||||||||||||||||||||||
Identical | Observable | Unobservable | ||||||||||||||||||||||||||||||
Assets | Inputs | Inputs | ||||||||||||||||||||||||||||||
(Dollars in thousands) | Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||||||||
Available for sale securities | ||||||||||||||||||||||||||||||||
U.S. Government agency debt obligations | $ | 388,744,000 | $ | 0 | $ | 388,744,000 | $ | 0 | $ | 390,496 | $ | 0 | $ | 390,496 | $ | 0 | ||||||||||||||||
Mortgage-backed securities | 31,953,000 | 0 | 31,953,000 | 0 | 29,473 | 0 | 29,473 | 0 | ||||||||||||||||||||||||
Municipal general obligation bonds | 154,433,000 | 0 | 153,855,000 | 578,000 | 167,860 | 0 | 167,347 | 513 | ||||||||||||||||||||||||
Municipal revenue bonds | 27,306,000 | 0 | 27,306,000 | 0 | 28,763 | 0 | 28,763 | 0 | ||||||||||||||||||||||||
Other investments | 500,000 | 0 | 500,000 | 0 | 500 | 0 | 500 | 0 | ||||||||||||||||||||||||
Interest rate swaps | 25,697,000 | 0 | 25,697,000 | 0 | 27,505 | 0 | 27,505 | 0 | ||||||||||||||||||||||||
Total assets | $ | 628,633,000 | $ | 0 | $ | 628,055,000 | $ | 578,000 | $ | 644,597 | $ | 0 | $ | 644,084 | $ | 513 | ||||||||||||||||
Interest rate swaps | 25,900,000 | 0 | 25,900,000 | 0 | 27,964 | 0 | 27,964 | 0 | ||||||||||||||||||||||||
Total liabilities | $ | 25,900,000 | $ | 0 | $ | 25,900,000 | $ | 0 | $ | 27,964 | $ | 0 | $ | 27,964 | $ | 0 | ||||||||||||||||
There were no sales, purchases or transfers in or out of Level 3 during 2022.2023. The $0.1 million reduction in Level 3 municipal general obligation bonds during 20222023 reflects the scheduled maturities of such bonds.
Assets and Liabilities Measured at Fair Value on a Nonrecurring Basis
The balances of assets and liabilities measured at fair value on a nonrecurring basis as of June 30, 2023 March 31, 2024are as follows:
Quoted | ||||||||||||||||
Prices in | ||||||||||||||||
Active | Significant | |||||||||||||||
Markets for | Other | Significant | ||||||||||||||
Identical | Observable | Unobservable | ||||||||||||||
Assets | Inputs | Inputs | ||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||||
Collateral dependent loans | $ | 638,000 | $ | 0 | $ | 0 | $ | 638,000 | ||||||||
Foreclosed assets | 661,000 | 0 | 0 | 661,000 | ||||||||||||
Total | $ | 1,299,000 | $ | 0 | $ | 0 | $ | 1,299,000 | ||||||||
Quoted | ||||||||||||||||
Prices in | ||||||||||||||||
Active | Significant | |||||||||||||||
Markets for | Other | Significant | ||||||||||||||
Identical | Observable | Unobservable | ||||||||||||||
Assets | Inputs | Inputs | ||||||||||||||
(Dollars in thousands) | Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||
Collateral dependent loans | $ | 1,573 | $ | 0 | $ | 0 | $ | 1,573 | ||||||||
Foreclosed assets | 200 | 0 | 0 | 200 | ||||||||||||
Total | $ | 1,773 | $ | 0 | $ | 0 | $ | 1,773 | ||||||||
(Continued)
11. FAIR VALUES (Continued)
The balances of assets and liabilities measured at fair value on a nonrecurring basis as of December 31, 2022 2023are as follows:
Quoted | Quoted | |||||||||||||||||||||||||||||||
| Prices | Prices | |||||||||||||||||||||||||||||||
in Active | Significant | in Active | Significant | |||||||||||||||||||||||||||||
Markets for | Other | Significant | Markets for | Other | Significant | |||||||||||||||||||||||||||
Identical | Observable | Unobservable | Identical | Observable | Unobservable | |||||||||||||||||||||||||||
Assets | Inputs | Inputs | Assets | Inputs | Inputs | |||||||||||||||||||||||||||
Total | (Level 1) | (Level 2) | (Level 3) | |||||||||||||||||||||||||||||
(Dollars in thousands) | Total | (Level 1) | (Level 2) | (Level 3) | ||||||||||||||||||||||||||||
Collateral dependent loans | $ | 5,290,000 | $ | 0 | $ | 0 | $ | 5,290,000 | $ | 1,434 | $ | 0 | $ | 0 | $ | 1,434 | ||||||||||||||||
Foreclosed assets | 0 | 0 | 0 | 0 | 200 | 0 | 0 | 200 | ||||||||||||||||||||||||
Total | $ | 5,290,000 | $ | 0 | $ | 0 | $ | 5,290,000 | $ | 1,634 | $ | 0 | $ | 0 | $ | 1,634 | ||||||||||||||||
The carrying values are based on the estimated value of the property or other assets. Fair value estimates of collateral on nonperforming loans and foreclosed assets are reviewed periodically. Our credit policies establish criteria for obtaining appraisals and determining internal value estimates. We may also adjust outside appraisals and internal evaluations based on identifiable trends within our markets, such as sales of similar properties or assets, listing prices and offers received. In addition, we may discount certain appraised and internal value estimates to address current distressed market conditions. We generally assign a discount factor range of 25% to 35% for commercial real estate dependent loans and foreclosed assets, and a discount factor range of 25% to 50% for residential-related properties. In a vast majority of cases, we assign a 10% discount factor for estimated selling costs.
12. REGULATORY MATTERS
We are subject to regulatory capital requirements administered by federal banking agencies. Capital adequacy guidelines and prompt corrective action regulations involve quantitative measures of assets, liabilities, and certain off-balance sheet items calculated under regulatory accounting practices. Capital amounts and classifications are also subject to qualitative judgments by regulators about components, risk weightings, and other factors, and the regulators can lower classifications in certain cases. Failure to meet various capital requirements can initiate regulatory action that could have a direct material effect on the financial statements.
The prompt corrective action regulations provide five classifications, including well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial condition. If an institution is not well capitalized, regulatory approval is required to accept brokered deposits. Subject to limited exceptions, no institution may make a capital distribution if, after making the distribution, it would be undercapitalized. If an institution is undercapitalized, it is subject to close monitoring by its principal federal regulator, its asset growth and expansion are restricted, and plans for capital restoration are required. In addition, further specific types of restrictions may be imposed on the institution at the discretion of the federal regulator. As of June 30, 2023 March 31, 2024and December 31, 2022, 2023, our bank was in the well capitalized category under the regulatory framework for prompt corrective action. There are no conditions or events since June 30, 2023, March 31, 2024, that we believe have changed our bank’s categorization.
(Continued)
12. REGULATORY MATTERS (Continued)
Our actual capital levels (dollars in thousands) and the minimum levels required to be categorized as adequately and well capitalized were:
Minimum Required | Minimum Required | |||||||||||||||||||||||||||||||||||||||||||||||
to be Well | to be Well | |||||||||||||||||||||||||||||||||||||||||||||||
Minimum Required | Capitalized Under | Minimum Required | Capitalized Under | |||||||||||||||||||||||||||||||||||||||||||||
for Capital | Prompt Corrective | for Capital | Prompt Corrective | |||||||||||||||||||||||||||||||||||||||||||||
Actual | Adequacy Purposes | Action Regulations | Actual | Adequacy Purposes | Action Regulations | |||||||||||||||||||||||||||||||||||||||||||
Amount | Ratio | Amount | Ratio | Amount | Ratio | |||||||||||||||||||||||||||||||||||||||||||
June 30, 2023 | ||||||||||||||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Amount | Ratio | Amount | Ratio | Amount | Ratio | ||||||||||||||||||||||||||||||||||||||||||
March 31, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||
Total capital (to risk weighted assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | $ | 671,323 | 14.0 | % | $ | 382,755 | 8.0 | % | $ | NA | NA | $ | 729,410 | 14.1 | % | $ | 415,299 | 8.0 | % | $ NA | NA% | |||||||||||||||||||||||||||
Bank | 654,817 | 13.7 | 382,567 | 8.0 | 478,209 | 10.0 | % | 712,688 | 13.8 | 413,264 | 8.0 | 516,580 | 10.0 | % | ||||||||||||||||||||||||||||||||||
Tier 1 capital (to risk weighted assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | 537,802 | 11.2 | 287,066 | 6.0 | NA | NA | 587,888 | 11.3 | 311,474 | 6.0 | NA | NA | ||||||||||||||||||||||||||||||||||||
Bank | 610,096 | 12.8 | 286,926 | 6.0 | 382,567 | 8.0 | 660,223 | 12.8 | 309,948 | 6.0 | 413,264 | 8.0 | ||||||||||||||||||||||||||||||||||||
Common equity tier 1 (to risk weighted assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | 490,575 | 10.3 | 215,300 | 4.5 | NA | NA | 540,147 | 10.4 | 233,606 | 4.5 | NA | NA | ||||||||||||||||||||||||||||||||||||
Bank | 610,096 | 12.8 | 215,194 | 4.5 | 310,836 | 6.5 | 660,223 | 12.8 | 232,461 | 4.5 | 335,777 | 6.5 | ||||||||||||||||||||||||||||||||||||
Tier 1 capital (to average assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | 537,802 | 10.7 | 200,511 | 4.0 | NA | NA | 587,888 | 10.9 | 216,108 | 4.0 | NA | NA | ||||||||||||||||||||||||||||||||||||
Bank | 610,096 | 12.2 | 200,414 | 4.0 | 250,518 | 5.0 | 660,223 | 12.3 | 215,092 | 4.0 | 268,865 | 5.0 | ||||||||||||||||||||||||||||||||||||
December 31, 2022 | ||||||||||||||||||||||||||||||||||||||||||||||||
December 31, 2023 | ||||||||||||||||||||||||||||||||||||||||||||||||
Total capital (to risk weighted assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | $ | 634,729 | 14.0 | % | $ | 362,675 | 8.0 | % | $ | NA | NA | $ | 710,905 | 13.7 | % | $ | 415,841 | 8.0 | % | $ NA | NA% | |||||||||||||||||||||||||||
Bank | 618,709 | 13.7 | 362,490 | 8.0 | 453,112 | 10.0 | % | 694,431 | 13.4 | 414,019 | 8.0 | 517,524 | 10.0 | |||||||||||||||||||||||||||||||||||
Tier 1 capital (to risk weighted assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | 503,855 | 11.1 | 272,007 | 6.0 | NA | NA | 570,730 | 11.0 | 311,881 | 6.0 | NA | NA | ||||||||||||||||||||||||||||||||||||
Bank | 576,463 | 12.7 | 271,868 | 6.0 | 362,490 | 8.0 | 643,227 | 12.4 | 310,514 | 6.0 | 414,019 | 8.0 | ||||||||||||||||||||||||||||||||||||
Common equity tier 1 (to risk weighted assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | 456,970 | 10.1 | 204,005 | 4.5 | NA | NA | 523,160 | 10.1 | 233,911 | 4.5 | NA | NA | ||||||||||||||||||||||||||||||||||||
Bank | 576,463 | 12.7 | 203,901 | 4.5 | 294,523 | 6.5 | 643,227 | 12.4 | 232,886 | 4.5 | 336,391 | 6.5 | ||||||||||||||||||||||||||||||||||||
Tier 1 capital (to average assets) | ||||||||||||||||||||||||||||||||||||||||||||||||
Consolidated | 503,855 | 10.1 | 199,647 | 4.0 | NA | NA | 570,730 | 10.8 | 210,527 | 4.0 | NA | NA | ||||||||||||||||||||||||||||||||||||
Bank | 576,463 | 11.6 | 199,563 | 4.0 | 249,453 | 5.0 | 643,227 | 12.2 | 210,427 | 4.0 | 263,034 | 5.0 | ||||||||||||||||||||||||||||||||||||
(Continued)
12. REGULATORY MATTERS (Continued)
Our consolidated capital levels as of June 30, 2023 March 31, 2024and December 31, 2022 2023include $47.2$47.7 million and $46.9$47.6 million, respectively, of trust preferred securities. Under applicable Federal Reserve guidelines, the trust preferred securities constitute a restricted core capital element. The guidelines provide that the aggregate amount of restricted core elements that may be included in our Tier 1 capital must not exceed 25% of the sum of all core capital elements, including restricted core capital elements, net of goodwill less any associated deferred tax liability. Our ability to include the trust preferred securities in Tier 1 capital in accordance with the guidelines is not affected by the provision of the Dodd-Frank Act generally restricting such treatment, because (i) the trust preferred securities were issued before May 19, 2010, and (ii) our total consolidated assets as of December 31, 2009 were less than $15.0 billion. As of June 30, 2023 March 31, 2024and December 31, 2022, 2023, all $47.2$47.7 million and $46.9$47.6 million, respectively, of the trust preferred securities were included in our consolidated Tier 1 capital.
Under the final BASEL III capital rules that became effective on January 1, 2015, there is a requirement for a common equity Tier 1 capital conservation buffer of 2.5% of risk-weighted assets which is in addition to the other minimum risk-based capital standards in the rule. Institutions that do not meet this required capital buffer will become subject to progressively more stringent limitations on the percentage of earnings that can be paid out in cash dividends or used for stock repurchases and on the payment of discretionary bonuses to senior executive management. The capital buffer requirement was phased in over three years beginning in 2016. The capital buffer requirement raised the minimum required common equity Tier 1 capital ratio to 7.0%, the Tier 1 capital ratio to 8.5% and the total capital ratio to 10.5% on a fully phased-in basis on January 1, 2019. We believe that, as of June 30, 2023, March 31, 2024, our bank meets all capital adequacy requirements under the BASEL III capital rules on a fully phased-in basis.
Our and our bank’s ability to pay cash and stock dividends is subject to limitations under various laws and regulations and to prudent and sound banking practices. On January 12, 2023,11, 2024, our Board of Directors declared a cash dividend on our common stock in the amount of $0.33$0.35 per share that was paid on March 15, 202313, 2024 to shareholders of record as of March 3, 2023. On April 13, 2023, our Board of Directors declared a cash dividend on our common stock in the amount of $0.33 per share that was paid on June 14, 2023, to shareholders of record as of June 2, 2023.1, 2024.
As of June 30, 2023, March 31, 2024, we had the ability to repurchase up to $6.8 million in common stock shares from time to time in open market transactions at prevailing market prices or by other means in accordance with applicable regulations as part of a $20.0 million common stock repurchase program announced in May 2021. No shares were repurchased during the firstsixthree months of 2023.2024. Historically, stock repurchases have been funded from cash dividends paid to us from our bank. Additional repurchases may be made in future periods under the authorized plan or a new plan, which would also likely be funded from cash dividends paid to us from our bank. The actual timing, number and value of shares repurchased will be determined by us in our discretion and will depend on a number of factors, including the stock price, capital position, financial performance, general market and economic conditions, alternative uses of capital and applicable legal requirements.
13. SUBSEQUENT EVENTS
On July 13, 2023April 11, 2024, our Board of Directors declared a cash dividend on our common stock in the amount of $0.34$0.35 per share that will be paid on September 13, 2023June 19, 2024, to shareholders of record as of September 1, 2023June 7, 2024.
MERCANTILE BANK CORPORATION
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward Looking Statements
This report contains forward-looking statements that are based on management’s beliefs, assumptions, current expectations, estimates and projections about the financial services industry, the economy, and our company. Words such as “anticipates,” “believes,” “estimates,” “expects,” “intends,” “is likely,” “plans,” “projects,” “indicates,” “strategy,” “future,” “likely,” “may,” “should,” “will,” and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Future Factors”) that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. We undertake no obligation to update, amend, or clarify forward-looking statements, whether as a result of new information, future events (whether anticipated or unanticipated), or otherwise.
Future Factors include, among others, adverse changes in interest rates and interest rate relationships; increasing rates of inflation and slower growth rates or recession; significant declines in the value of commercial real estate; market volatility; demand for products and services; climate impacts; labor markets; the degree of competition by traditional and non-traditional financial services companies; changes in banking regulation or actions by bank regulators; changes in tax laws and other laws and regulations applicable to us; changes in prices, levies, and assessments; the impact of technological advances; potential cyber-attacks, information security breaches, and other criminal activities; litigation liabilities; governmental and regulatory policy changes; the outcomes of existing or future contingencies; trends in customer behavior as well as their ability to repay loans; changes in local real estate values; damage to our reputation resulting from adverse publicity, regulatory actions, litigation, operational failures, and the failure to meet client expectations and other facts; the transition from Libor to SOFR; changes in the national and local economies; unstable political and economic environments; disease outbreaks, such as the Covid-19 pandemic or similar public health threats, and measures implemented to combat them; and other risk factors, including those described in our annual report on Form 10-K for the year ended December 31, 2022.2023. These are representative of the Future Factors that could cause a difference between an ultimate actual outcome and a forward-looking statement.
Introduction
The following discussion compares the financial condition of Mercantile Bank Corporation and its consolidated subsidiaries, including Mercantile Community Partners, LLC ("MCP") and Mercantile Bank (“our bank”) and our bank’sits subsidiaries, including Mercantile Insurance Center, Inc., and Mercantile Community Partners, at June 30, 2023March 31, 2024 and December 31, 20222023 and the results of operations for the three months ended March 31, 2024 and six months ended June 30, 2023 and June 30, 2022.March 31, 2023. This discussion should be read in conjunction with the interim consolidated financial statements and footnotes included in this report. Unless the text clearly suggests otherwise, references in this report to “us,” “we,” “our” or “the company” include Mercantile Bank Corporation and its consolidated subsidiaries referred to above.
Critical Accounting Policies
Accounting principles generally accepted in the United States of America (“GAAP”) are complex and require us to apply significant judgment to various accounting, reporting and disclosure matters. We must use assumptions and estimates to apply these principles where actual measurements are not possible or practical. This Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with our unaudited financial statements included in this report. For a discussion of our significant accounting estimates, see Note 1 of the Notes to our Consolidated Financial Statements included in our Form 10-K for the fiscal year ended December 31, 20222023 (Commission file number 000-26719). Our critical accounting policies are highly dependent upon subjective or complex judgments, assumptions and estimates. Changes in such estimates may have a significant impact on the financial statements, and actual results may differ from those estimates. We have reviewed the application of these policies with the Audit Committee of our Board of Directors.
Allowance for Credit Losses (“Allowance”allowance”): On January 1, 2022, we adopted ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 32): Measurement of Credit Losses on Financial Instruments, as amended, which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL”) methodology. The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost and certain off-balance sheet credit exposures.
The allowance is maintained at a level we believe is adequate to absorb estimated credit losses identified and inherentexpected in the loan portfolio. Our evaluation of the adequacy of the allowance is an estimate based on past loanhistorical credit loss experience, the nature and volume of the loan portfolio, information about specific borrower situations and estimated collateral values, guidance from bank regulatory agencies, and assessments of the impact of current and anticipated economic conditions on the loan portfolio. Allocations of the allowance may be made for specific loans, but the entire allowance is available for any loan that, in our judgment, should be charged-off. Credit losses are charged against the allowance when we believe the uncollectability of a loan is likely. The balance of the allowance represents our best estimate, but significant downturns in circumstances relating to loan quality or economic conditions could result in a requirement for an increased allowance in the future. Likewise, an upturn in loan quality or improved economic conditions may result in a decline in the required allowance in the future. In either instance, unanticipated changes could have a significant impact on the allowance and operating results. The allowance is increased through a provision charged to operating expense. Uncollectable loans are charged-off through the allowance, while recoveries of loans previously charged-off are added to the allowance.
See Note 1- Significant Accounting Policies in this Quarterly Report on Form 10-Q for further detailed descriptions of our estimation process and methodology related to the allowance. See also Note 3 – Loans and Allowance for Credit Losses in this Quarterly Report on Form 10-Q for further information regarding our loan portfolio and allowance.
Mortgage Servicing Rights: Mortgage servicing rights are recognized as assets based on the allocated fair value of retained servicing rights on loans sold. Servicing rights are carried at the lower of amortized cost or fair value and are expensed in proportion to, and over the period of, estimated net servicing income. We utilize a discounted cash flow model to determine the value of our servicing rights. The valuation model utilizes mortgage loan prepayment speeds, the remaining life of the mortgage loan pool, delinquency rates, our cost to service loans, and other factors to determine the cash flow that we will receive from servicing each grouping of loans. These cash flows are then discounted based on current interest rate assumptions to arrive at the fair value of the right to service those loans. Impairment is evaluated quarterly based on the fair value of the servicing rights, using groupings of the underlying loans classified by interest rates. Any impairment of a grouping is reported as a valuation allowance.
Goodwill: Accounting rules require us to determine the fair value of all the assets and liabilities of an acquired entity, and to record their fair value on the date of acquisition. We employ a variety of means in determining fair value, including the use of discounted cash flow analysis, market comparisons and projected future revenue streams. For those items for which we conclude that we have the appropriate expertise to determine fair value, we may choose to use our own calculation of fair value. In other cases, where the fair value is not readily determined, consultation with outside parties is used to determine fair value. Once valuations have been determined, the net difference between the price paid for the acquired entity and the fair value of the balance sheet is recorded as goodwill. Goodwill is assessed at least annually for impairment, with any such impairment recognized in the period identified. A more frequent assessment is performed if there are material changes in the market place or within the organizational structure.
Financial Overview
We reported net income of $20.4$21.6 million, or $1.27$1.34 per diluted share, for the secondfirst quarter of 2023,2024, compared with net income of $11.7$21.0 million, or $0.74 per diluted share, during the second quarter of 2022. Net income for the first six months of 2023 totaled $41.3 million, or $2.58 per diluted share, compared to $23.2 million, or $1.47$1.31 per diluted share, during the first six monthsquarter of 2022.2023. The improved operating results were in large part driven by higher noninterest income, which more than offset a lower level of net interest income, stemming from a higher net interest marginlarger provision expense and ongoing loan growth, and continued strength in loan quality metrics providing for limited provision expense.increased noninterest expenses.
Commercial loans increased $56.8$14.3 million during the first sixthree months of 2023,2024, providing for an annualized growth rate of about 4%2%. While we experienced strong loan funding activities, the full pay-offsMulti-family and partial paydowns of certain largerresidential rental property loans increased $34.4 million, in large part reflecting draws on multi-family construction loans, while non-owner occupied commercial lending relationships,real estate (“CRE”) loans grew $9.9 million. Commercial and industrial loans declined $31.9 million, primarily reflecting customers selling businesses and assets, refinancing debtpaydowns on the secondary market, and using excess cash flows generated within their operations to make unscheduled principal payments and linecommercial lines of credit reductions, aggregated $174 million during the first six months of 2023.credit. As a percentagepercent of total commercial loans, commercial and industrial loans and owner occupied commercial real estate (“CRE”)CRE loans combined equaled 58.7%56.6% as of June 30, 2023,March 31, 2024, compared to 58.2% as of57.7% at December 31, 2022.2023. The new commercial loan pipeline remains strong, and at June 30, 2023,as of March 31, 2024, we had $327$345 million in unfunded loan commitments on commercial construction and development loans that are in the construction phase.
Residential mortgage loans excluding home equity lines of credit, increased $78.7$3.2 million during the first six monthsquarter of 2023,2024, representing aan annualized growth rate of about 22% on an annualized basis. With increased residential2%. Residential mortgage loan ratesoriginations totaled $79.9 million during 2022 and the first halfquarter of 2023, we have witnessed a shift in borrowers primarily selecting adjustable rate residential mortgage loans compared2024, of which almost 75% was originated with the intent to fixed rate residential mortgage loans in the previous couple of years. Generally, we sell fixed rate residential mortgage loans to third-party investors, while we maintain adjustable rate residential mortgage loans on our balance sheet. During the first six months of 2023, approximately 40% of our residential mortgage loan production was comprised of longer-term fixed rate loans, compared to a similar level in 2022 but approaching 70% in 2021. The shift in production mix has resulted in residential mortgage loans comprising a larger percentage of total loans, increasing from about 13% at year-end 2021 to about 20% as of June 30, 2023. The shift in product mix also impacts the timing of revenue recognition; it takes an estimated 24 months for the amount of interest income earned on a residential mortgage loan that is retained on our balance sheet to approximate the amount of the immediately recorded gain on sale of a residential mortgage loan that has been sold to an investor.sell.
The overall quality of our loan portfolio remains strong, with nonperforming loans equaling only 0.05%0.14% of total loans as of June 30, 2023.March 31, 2024. Accruing loans past due 30 to 89 days remain very low, and foreclosedlow. Foreclosed properties, excludingconsisting of a former branch facility, totaled $0.2 million as of March 31, 2024. Gross loan charge-offs totaled less than $0.1 million as of June 30, 2023. Gross loan charge-offs totaled $0.6 million during the first six monthsquarter of 2023,2024, while recoveries of prior period loan charge-offs aggregated $0.5$0.4 million.
We recorded provisions for credit lossesa provision expense of $2.0 million and $2.6$1.3 million during the secondfirst quarter and first six months of 2023, respectively,2024, compared to $0.5 million and $0.6 million during the respective time periods in 2022.first quarter of 2023. The provisions made duringfirst quarter 2024 provision expense primarily reflects a specific allocation associated with a nonperforming commercial loan relationship. An additional allocation was needed to reflect loan growth, while the 2023 periods mainly reflect adjustments to historical baseline loss allocations to better represent our expectations for future credit losses. Changes to qualitative factors were limited to a reduction of the historical loss information factor which coincidedallocation associated with the adjustments to the historical baseline loss allocations. Reserve allocations associated with net loan growth during both 2023 periods were largely mitigated by lower reserve allocations stemming from modestly improved economic forecasts. The elimination of certain specific reserve allocations had a positive impact on provision expense during the second quarter of 2023.forecast was reduced.
Interest-earning deposits, primarily consistinga vast majority of which is comprised of funds deposited aton deposit with the Federal Reserve Bank of Chicago, are used to manage daily liquidity needs and interest rate risk sensitivity. During the first six months of 2023, the average balance of these funds equaled $48.1averaged $150 million or 1.0% of average earning assets, compared to $657 million, or 13.6% of average earning assets, during the first six months of 2022. Typically, we maintain interest-earning deposits at approximately $75 million, or about 2% of average earning assets. The elevated level during the first six months of 2022 primarily reflected increased local deposits stemming from Covid-19-related federal government stimulus payments and reduced business and consumer investing and spending during 2021 and into 2022. The level of interest-earning deposits was on a declining trend throughout 2022 as excess monies were used to fund loan growth and securities purchases, as well as out-of-area deposit and Federal Home Loan Bank of Indianapolis (“FHLBI”) advance maturities. We also experienced a decline in local deposits throughout 2022. Interest-earning deposits totaled $34.9 million at year-end 2022.
Interest-earning deposits totaled $139 million as of June 30, 2023, an increase of $104 million from December 31, 2022, and approximately $91 million higher than the average balance during the first six months of 2023. We obtained $111 million in brokered deposits and $90.0 million in FHLBI advances during the second quarter of 2023, combined with $70.0 million in FHLBI advances during the first quarter of 2023,2024, compared to offset the impact of loan fundings and net deposit withdrawals$31.1 million during the first halfquarter of 2023,2023. The higher average balance primarily reflects an increase in deposits and our desire to rebuild our on-balancemaintain higher levels of on balance sheet liquidity position.liquidity.
Total deposits increased $44.0$107 million during the first sixthree months of 2023, totaling $3.76 billion at June 30, 2023. Local2024, providing for an annualized growth rate of about 11%. Growth in money market deposit accounts and time deposits decreased $67.3 million, while out-of-area deposits increased $111 million. Themore than offset a reduction in local deposits largely occurred duringnoninterest-bearing business checking accounts reflecting the first few months of 2023, reflecting a typicalcustomary level of customers’ tax and bonus payments and partnership distributions. Local deposits increased $47.5distributions during the early part of each first quarter. Federal Home Loan Bank of Indianapolis (“FHLBI”) advances declined $20.8 million during the secondfirst quarter of 2023.2024. Wholesale funds, comprised of out-of-area deposits and FHLBI advances, totaled $620 million, or about 13% of total funds, as of March 31, 2024.
Net interest income increased $13.3 million and $30.7 million duringDuring the secondfirst quarter and first six months of 2023, respectively,2024 compared to the respective time periods in 2022. Interestfirst quarter of 2023, interest income was $26.4up $16.3 million, and $51.0while interest expense increased $17.3 million. As a result, net interest income declined $1.0 million higherfor the comparative periods. Our net interest margin declined 54 basis points during the secondfirst quarter and first six months of 2023, respectively, when2024 compared to the same time periodsperiod in 2022,2023. Although our yield on earning assets increased 71 basis points during that time period, our cost of funds was up 125 basis points. While we experienced rapid growth in large part reflecting an increasing rate environment. Interest expense was $13.1 million and $20.3 million higherour earning asset yield during the second quarter and first six monthsperiod of March of 2022 through July of 2023 respectively, when comparedthe Federal Open Market Committee (“FOMC”) raised the targeted federal funds rate by 525 basis points, meaningful increases in our cost of funds did not begin to materialize until the respective time periods inlatter part of 2022 primarily reflecting an increasingwhen competition for deposit balances increased deposit rates and depositors began to move funds from no- and lower-costing deposit types to higher-costing deposit products. Our net interest rate environment.margin peaked during the latter part of 2022 and early stages of 2023.
Noninterest income decreased $0.1 million and $2.4 million during the second quarter and first six months of 2023, respectively, compared to the respective time periods in 2022. Mortgage banking income was essentially unchanged during the second quarter of 2023 when compared to the second quarter of 2022; however, it declined $2.2totaled $10.9 million during the first six monthsquarter of 2023 when2024, compared to the first six months of 2022, in large part reflecting increased residential mortgage loan rates beginning in late 2021 and continuing into 2022 which substantially reduced the volume of refinance activity starting$7.0 million during the latter half of the first quarter of 2022. We continued to record growth2023. The higher level of noninterest income primarily stemmed from increases in all treasury management-relatedmanagement fee income categories, such as creditalong with higher levels of mortgage banking and debit cardinterest rate swap income, and payroll processing, while service chargesrevenue associated with a private equity investment. Benefit claims on accounts have declined due to increased earnings credit rates on noninterest-bearing checking accounts.bank owned life insurance policies totaled $0.7 million during the first quarter of 2024.
Noninterest expense increased $0.9 million and $3.7totaled $29.9 million during the secondfirst quarter and first six months of 2023, respectively,2024, compared to $28.6 million during the respectivesame time periodsperiod in 2022.2023. The increased costshigher level of noninterest expense primarily resulted from higherincreased compensation costs, increased reserve allocations for unfunded loan commitments and higher interest rate swap cash collateral holdingbenefit costs. Contributions to The Mercantile Bank Foundation ("Foundation") totaled $0.7 million during the first quarter of 2024.
Financial Condition
Our total assets increased $265$113 million during the first six monthsquarter of 2023,2024, and totaled $5.14$5.47 billion as of June 30, 2023. Total loansMarch 31, 2024. Interest-earning deposits were up $135 million, and interest-earning deposits increased $104 million. FHLBI advances were up $160$125 million and total loans increased $18.2 million, while securities available for sale declined $7.9 million. Total deposits increased $44.0 million.$107 million, while FHLBI advances decreased $20.8 million during the first quarter of 2024.
Commercial loans increased $56.8$14.3 million during the first six monthsquarter of 2023,2024, providing for an annualized growth rate of about 4%2%. While we experienced strong loan funding activities, the full pay-offs and partial paydowns of certain larger commercial lending relationships, primarily reflecting customers selling businesses and assets, refinancing debt on the secondary market, and using excess cash flows generated within their operations to make unscheduled principal payments and line of credit reductions, aggregated $174 million during the first six months of 2023. Commercial and industrial loans increased $27.1 million, multi-familyMulti-family and residential rental property loans grew $20.8increased $34.4 million, owner-occupied CRE loans were up $20.0 million, and vacant land, land development and residentialin large part reflecting draws on multi-family construction loans, increased $10.8 million, while non-owner occupied CRE loans were down $22.0grew $9.9 million. Commercial and industrial loans declined $31.9 million, primarily reflecting paydowns on commercial lines of credit. As a percentagepercent of total commercial loans, commercial and industrial loans and owner occupied CRE loans combined equaled 58.7%56.6% as of June 30, 2023,March 31, 2024, compared to 58.2% as of57.7% at December 31, 2022.2023. Commercial loans totaled $3.19$3.43 billion, or 78.7%79.4% of total loans, as of June 30, 2023,March 31, 2024, compared to $3.13$3.42 billion, or 80.0%79.4% of total loans, as of December 31, 2022.2023.
As of June 30, 2023,March 31, 2024, we had $327$345 million in unfunded loan commitments on commercial construction and development loans that are in the construction phase which are expectedwe expect to be drawn over the next 12 to 18 months. Our current pipeline reports indicate continued strong commercial loan funding opportunities in future periods, including approximately $351$235 million in new lending commitments, a majority of which we expect to be accepted and funded over the next 12 to 18 months. Our commercial lenders also report ongoing additional opportunities they are currently discussing with existing and potentially new borrowers. We remain committed to prudent underwriting standards that provide for an appropriate yield and risk relationship, as well as concentration limits we have established within our commercial loan portfolio. Usage of existing commercial lines of credit averaged 41%40% during the first six monthsquarter of 2023, which was within our historical range2024, unchanged from the average during all of 40% to 45%.2023.
Residential mortgage loans excluding home equity lines of credit, increased $78.7$3.2 million during the first six monthsquarter of 2023,2024, representing aan annualized growth rate of about 22% on an annualized basis. With increased residential mortgage loan rates during 2022 and the first half of 2023, we have witnessed a shift in borrowers primarily selecting adjustable rate residential mortgage loans compared to fixed rate residential mortgage loans in the previous couple of years.2%. Generally, we sell fixed rate residential mortgage loans to third-party investors, while we maintainretain adjustable rate residential mortgage loans on our balance sheet. DuringResidential mortgage loan originations totaled $79.9 million during the first six monthsquarter of 2024, of which almost 75% was originated with the intent to sell. Residential mortgage loan originations totaled $72.0 million during the first quarter of 2023,, approximately 40% of which about 35% was originated with the intent to sell. In mid-2023, we altered our residential mortgage loan production was comprised of longer-termpricing strategy to encourage the borrower to select a fixed rate loans, comparedresidential mortgage product that we could sell rather than selecting the adjustable rate residential mortgage product that we had to a similar level in 2022 but approaching 70% in 2021.fund on our balance sheet. The shift in production mix has resulted instrategy not only provided for less residential mortgage loans comprising a larger percentage of total loans, increasing from about 13% at year-end 2021 to about 20% as of June 30, 2023. The shift in product mix also impacts the timing of revenue recognition; it takes an estimated 24 months for the amount of interest income earned on a residential mortgage loan that is retainedbeing funded on our balance sheet, to approximate the amount of the immediately recorded gain on sale of a residentialbut also resulted in higher mortgage loan that has been sold to an investor.banking income.
Home equity lines of credit declined $0.6 million and otherOther consumer-related loans increased $0.3totaled $51.7 million, during the first six months of 2023, and at June 30, 2023 totaled $36.8 million and $30.1 million, respectively, or an aggregate 1.7%1.2% of total loans. These loan segments equatedloans, at March 31, 2024, compared to 1.7%$51.1 million, or 1.1% of total loans, as of December 31, 2022.2023. We expect boththis loan portfolio segmentssegment to remain relatively steadystable in dollar amount but decline as a percentpercentage of total loans in future periods as the commercial and residential mortgage loan portfolios grow.segment grows.
MERCANTILE BANK CORPORATION
The following table summarizes our loan portfolio over the past twelve months:
June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | ||||||||||||||||
Commercial: | ||||||||||||||||||||
Commercial & Industrial | $ | 1,212,196,000 | $ | 1,173,440,000 | $ | 1,185,083,000 | $ | 1,213,631,000 | $ | 1,187,650,000 | ||||||||||
Land Development & Construction | 72,682,000 | 66,233,000 | 61,873,000 | 60,970,000 | 57,808,000 | |||||||||||||||
Owner Occupied Commercial RE | 659,201,000 | 630,187,000 | 639,192,000 | 643,577,000 | 598,593,000 | |||||||||||||||
Non-Owner Occupied Commercial RE | 957,221,000 | 975,735,000 | 979,214,000 | 963,144,000 | 974,009,000 | |||||||||||||||
Multi-Family & Residential Rental | 287,285,000 | 294,825,000 | 266,468,000 | 263,741,000 | 253,700,000 | |||||||||||||||
Total Commercial | 3,188,585,000 | 3,140,420,000 | 3,131,830,000 | 3,145,063,000 | 3,071,760,000 | |||||||||||||||
Retail: | ||||||||||||||||||||
1-4 Family Mortgages | 833,198,000 | 795,007,000 | 755,036,000 | 705,441,000 | 623,599,000 | |||||||||||||||
Other Consumer Loans | 30,060,000 | 30,101,000 | 29,753,000 | 30,454,000 | 28,441,000 | |||||||||||||||
Total Retail | 863,258,000 | 825,108,000 | 784,789,000 | 735,895,000 | 652,040,000 | |||||||||||||||
Total | $ | 4,051,843,000 | $ | 3,965,528,000 | $ | 3,916,619,000 | $ | 3,880,958,000 | $ | 3,723,800,000 | ||||||||||
Our credit policies establish guidelines to manage credit risk and asset quality. These guidelines include loan review and early identification of problem loans to provide effective loan portfolio administration. The credit policies and procedures are meant to minimize the risk and uncertainties inherent in lending. In following these policies and procedures, we must rely on estimates, appraisals and evaluations of loans and the possibility that changes in these could occur quickly because of changing economic conditions or other factors. Identified problem loans, which exhibit characteristics (financial or otherwise) that could cause the loans to become nonperforming or require modification in the future, are included on an internal watch list. Senior management and the Board of Directors review this list regularly. Market value estimates of collateral on nonperforming loans, as well as on foreclosed and repossessed assets, are reviewed periodically. We also have a process in place to monitor whether value estimates at each quarter-end are reflective of current market conditions. Our credit policies establish criteria for obtaining appraisals and determining internal value estimates. We may also adjust outside and internal valuations based on identifiable trends within our markets, such as recent sales of similar properties or assets, listing prices and offers received. In addition, we may discount certain appraised and internal value estimates to address distressed market conditions.
Nonperforming loans totaled $2.1$6.0 million, or 0.1% of total loans, as of June 30, 2023,March 31, 2024, compared to $7.7$3.4 million, or 0.2%0.1% of total loans, as of December 31, 2022.2023. Nonperforming assets, comprised of nonaccrual loans, loans past due 90 days or more and accruing interest and foreclosed properties, totaled $2.8$6.2 million (0.1% of total assets) as of June 30, 2023,March 31, 2024, compared to $7.7$3.6 million (0.2%(0.1% of total assets) as of December 31, 2022.2023. The volume of nonperforming assets has remained under 0.3% of total assets since year-end 2015. Given the low levels of nonperforming loans and accruing loans 30 to 89 days delinquent, combined with what we believe are strong credit administration practices, we are pleased with the overall quality of the loan portfolio.
MERCANTILE BANK CORPORATION
The following tables provide a breakdown of nonperforming assets by collateral type:
NONPERFORMING LOANS | ||||||||||||||||||||
June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | ||||||||||||||||
Residential Real Estate: | ||||||||||||||||||||
Land Development | $ | 2,000 | $ | 8,000 | $ | 29,000 | $ | 30,000 | $ | 30,000 | ||||||||||
Construction | 0 | 0 | 124,000 | 0 | 0 | |||||||||||||||
Owner Occupied / Rental | 1,732,000 | 1,891,000 | 1,304,000 | 1,138,000 | 1,508,000 | |||||||||||||||
| 1,734,000 | 1,899,000 | 1,457,000 | 1,168,000 | 1,538,000 | ||||||||||||||||
Commercial Real Estate: | ||||||||||||||||||||
Land Development | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Construction | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Owner Occupied | 116,000 | 229,000 | 248,000 | 0 | 0 | |||||||||||||||
Non-Owner Occupied | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
| 116,000 | 229,000 | 248,000 | 0 | 0 | ||||||||||||||||
Non-Real Estate: | ||||||||||||||||||||
Commercial Assets | 249,000 | 5,654,000 | 6,023,000 | 248,000 | 248,000 | |||||||||||||||
Consumer Assets | 0 | 0 | 0 | 0 | 1,000 | |||||||||||||||
| 249,000 | 5,654,000 | 6,023,000 | 248,000 | 249,000 | ||||||||||||||||
Total | $ | 2,099,000 | $ | 7,782,000 | $ | 7,728,000 | $ | 1,416,000 | $ | 1,787,000 | ||||||||||
OTHER REAL ESTATE OWNED & REPOSSESSED ASSETS | ||||||||||||||||||||
June 30, 2023 | March 31, 2023 | December 31, 2022 | September 30, 2022 | June 30, 2022 | ||||||||||||||||
Residential Real Estate: | ||||||||||||||||||||
Land Development | $ | 0 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||
Construction | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Owner Occupied / Rental | 61,000 | 61,000 | 0 | 0 | 0 | |||||||||||||||
61,000 | 61,000 | 0 | 0 | 0 | ||||||||||||||||
Commercial Real Estate: | ||||||||||||||||||||
Land Development | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Construction | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Owner Occupied | 600,000 | 600,000 | 0 | 0 | 0 | |||||||||||||||
Non-Owner Occupied | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
600,000 | 600,000 | 0 | 0 | 0 | ||||||||||||||||
Non-Real Estate: | ||||||||||||||||||||
Commercial Assets | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Consumer Assets | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
0 | 0 | 0 | 0 | 0 | ||||||||||||||||
Total | $ | 661,000 | $ | 661,000 | $ | 0 | $ | 0 | $ | 0 | ||||||||||
MERCANTILE BANK CORPORATION
The following tables provide a reconciliation of nonperforming assets:
| NONPERFORMING LOANS RECONCILIATION | ||||||||||||||||||||
2nd Qtr | 1st Qtr | 4th Qtr | 3rd Qtr | 2nd Qtr | ||||||||||||||||
2023 | 2023 | 2022 | 2022 | 2022 | ||||||||||||||||
Beginning balance | $ | 7,782,000 | $ | 7,728,000 | $ | 1,416,000 | $ | 1,787,000 | $ | 1,612,000 | ||||||||||
Additions, net of transfers to ORE | 273,000 | 662,000 | 6,368,000 | 0 | 309,000 | |||||||||||||||
Returns to performing status | 0 | (31,000 | ) | 0 | (160,000 | ) | 0 | |||||||||||||
Principal payments | (5,525,000 | ) | (515,000 | ) | (56,000 | ) | (211,000 | ) | (134,000 | ) | ||||||||||
Loan charge-offs | (431,000 | ) | (62,000 | ) | 0 | 0 | 0 | |||||||||||||
Total | $ | 2,099,000 | $ | 7,782,000 | $ | 7,728,000 | $ | 1,416,000 | $ | 1,787,000 | ||||||||||
OTHER REAL ESTATE OWNED & REPOSSESSED ASSETS RECONCILIATION | ||||||||||||||||||||
2nd Qtr | 1st Qtr | 4th Qtr | 3rd Qtr | 2nd Qtr | ||||||||||||||||
2023 | 2023 | 2022 | 2022 | 2022 | ||||||||||||||||
Beginning balance | $ | 661,000 | $ | 0 | $ | 0 | $ | 0 | $ | 0 | ||||||||||
Additions | 0 | 661,000 | 0 | 0 | 0 | |||||||||||||||
Sale proceeds | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Valuation write-downs | 0 | 0 | 0 | 0 | 0 | |||||||||||||||
Total | $ | 661,000 | $ | 661,000 | $ | 0 | $ | 0 | $ | 0 | ||||||||||
Loan2024, loan charge-offs totaled $0.5less than $0.1 million, during the second quarter of 2023, and aggregated $0.6 million during the first six months of 2023, while recoveries of prior period loan charge-offs equaled $0.3 million and $0.5 million during the respective time periods. Net loan charge-offs, as a percentage of average total loans, equaled an annualized 0.02% and 0.01% during the second quarter and first six months of 2023, respectively.$0.4 million. We continue our collection efforts on charged-off loans and expect to record recoveries in future periods; however, given the nature of these efforts, it is not practical to forecast the dollar amount and timing of the recoveries.
The primary risk elements with respect to commercial loans are the financial condition of the borrower, the sufficiency of collateral, and timeliness of scheduled payments. We have a policy of requesting and reviewing periodic financial statements from commercial loan customers, and we have a disciplined and formalized review of the existence of collateral and its value. The primary risk element with respect to each residential mortgage loan and consumer loan is the timeliness of scheduled payments. We have a reporting system that monitors past due loans and have adopted policies to pursue creditors’ rights in order to preserve our collateral position.
See Note 1- Significant Accounting Policies in this Quarterly Report on Form 10-Q for further detailed descriptions of our estimation process and methodology related to the allowance. See also Note 3 – Loans and Allowance for Credit Losses in this Quarterly Report on Form 10-Q for further information regarding our loan portfolio and allowance.
The allowance equaled $44.7$51.6 million, or 1.10%1.19% of total loans, or over 2,000%and 855% of nonperforming loans, as of June 30, 2023.March 31, 2024. As of June 30, 2023,March 31, 2024, the allowance was comprised of $44.2$49.1 million in general reserves relating to performing loans and $0.5$2.5 million in specific reserves on other loans, primarily nonperforming loans. Loans with an aggregate carrying value of $0.4 million as of June 30, 2023March 31, 2024 had been subject to previous partial charge-offs aggregating $0.3$0.4 million over the past several years. As of June 30, 2023,March 31, 2024, there were no specific reserves allocated to loans that had been subject to a previous partial charge-off.
Although we believe the allowance is adequate to absorb loan losses in our loan portfolio as they arise, there can be no assurance that we will not sustain loan losses in any given period that could be substantial in relation to, or greater than, the size of the allowance.
The following table reflects the composition of our allowance for credit losses, nonaccrual loans, and net charge-offs as of and for the period ended March 31, 2024.
(Dollars in thousands) | Allowance for Credit Losses | Total Loans | Allowance for Credit Losses to Total Loans | Nonaccrual Loans | Nonaccrual Loans to Total Loans | Allowance for Credit Losses to Nonaccrual Loans | Net Charge-Offs | Annualized Net Charge-Offs to Average Loans | ||||||||||||||||||||||||
Commercial: | ||||||||||||||||||||||||||||||||
Commercial and industrial | $ | 9,178 | $ | 1,222,637 | 0.75 | % | $ | 2,668 | 0.22 | % | 344.00 | % | $ | (271 | ) | (0.09 | )% | |||||||||||||||
Vacant land, land development and residential construction | 387 | 75,091 | 0.52 | 0 | 0 | NA | (1 | ) | (0.00 | ) | ||||||||||||||||||||||
Real estate – owner occupied | 7,092 | 719,338 | 0.99 | 0 | 0 | NA | (57 | ) | (0.00 | ) | ||||||||||||||||||||||
Real estate – non-owner occupied | 10,141 | 1,045,615 | 0.97 | 0 | 0 | NA | 0 | 0.00 | ||||||||||||||||||||||||
Real estate – multi-family and residential rental | 3,420 | 366,961 | 0.93 | 0 | 0 | NA | (4 | ) | (0.00 | ) | ||||||||||||||||||||||
Total commercial | 30,218 | 3,429,642 | 0.88 | 2,668 | 0.08 | 1,132.61 | (333 | ) | (0.00 | ) | ||||||||||||||||||||||
Retail: | ||||||||||||||||||||||||||||||||
1-4 family mortgages | 18,580 | 840,653 | 2.21 | 3,236 | 0.38 | 574.17 | (70 | ) | (0.00 | ) | ||||||||||||||||||||||
Other consumer | 2,825 | 51,711 | 5.46 | 135 | 0.26 | NA | (21 | ) | (0.00 | ) | ||||||||||||||||||||||
Total retail | 21,405 | 892,364 | 2.40 | 3,371 | 0.38 | 634.97 | (91 | ) | (0.00 | ) | ||||||||||||||||||||||
Unallocated | 15 | 0 | 0 | 0 | 0 | 0 | 0 | 0.00 | ||||||||||||||||||||||||
Total | $ | 51,638 | $ | 4,322,006 | 1.19 | % | $ | 6,039 | 0.14 | % | 855.08 | % | $ | (424 | ) | (0.04 | )% | |||||||||||||||
Securities available for sale increased $6.0decreased $7.9 million during the first six monthsquarter of 2023,2024, totaling $609 million as of June 30, 2023.March 31, 2024. There were no purchases or maturities of U.S. Government agency bonds during the first six monthsquarter of 2023.2024, while proceeds from maturities aggregated $4.0 million. There were no purchases of U.S. Government agency guaranteed mortgage-backed securities during the first six monthsquarter of 2023; however, we did receive $1.6 million of2024, while proceeds from principal paydowns on U.S. Government agency guaranteed mortgage-backed securities.securities aggregated $1.1 million. Purchases of municipal bonds totaled $11.6$0.6 million during the first six monthsquarter of 2023;2024, while proceeds from matured municipal bonds totaled $8.6$0.2 million. At June 30, 2023,March 31, 2024, the portfolio was primarily comprised of U.S. Government agency bonds (65%(63%), municipal bonds (30%(32%) and U.S. Government agency guaranteed mortgage-backed securities (5%(5.0%). All of our securities are currently designated as available for sale, and are therefore stated at fair value. The fair value of securities designated as available for sale at June 30, 2023March 31, 2024 totaled $609 million, including a net unrealized loss of $77.9$67.1 million. The net unrealized loss equaled $82.7$63.9 million as of December 31, 2022.2023. After we considered whether the securities were issued by the federal government or its agencies and whether downgrades by bond rating agencies had occurred, we determined that the unrealized losses were due to changing interest rate environment.environments. We maintain the securities portfolio at levels to provide adequate pledging and secondary liquidity for our daily operations. In addition, the securities portfolio serves a primary interest rate risk management function. We expect any upcoming purchases to generally consist of U.S. Government agency bonds and municipal bonds, with the securities portfolio maintained at about 12% to 15% of total assets.
Market values on our U.S. Government agency bonds, mortgage-backed securities issued or guaranteed by U.S. Government agencies and municipal bonds are generally determined on a monthly basis with the assistance of a third-party vendor. Evaluated pricing models that vary by type of security and incorporate available market data are utilized. Standard inputs include issuer and type of security, benchmark yields, reported trades, broker/dealer quotes and issuer spreads. The market value of certain non-rated securities issued by relatively small municipalities generally located within our markets is estimated at carrying value. We believe our valuation methodology provides for a reasonable estimation of market value, and that it is consistent with the requirements of accounting guidelines.
FHLBI stock totaled $21.5 million as of June 30, 2023, compared to $17.7 million as ofMarch 31, 2024, unchanged from December 31, 2022. The $3.8 million increase reflects additional stock purchased in association with an increase in outstanding advances during the first six months of 2023. Our investment in FHLBI stock is necessary to engage in their advance and other financing programs. We have regularly received quarterly cash dividends, and we expect a cash dividend will continue to be paid in future quarterly periods.
Interest-earning deposits, primarily consistinga vast majority of which is comprised of funds deposited aton deposit with the Federal Reserve Bank of Chicago, are used to manage daily liquidity needs and interest rate risk sensitivity. During the first six months of 2023, the average balance of these funds equaled $48.1averaged $150 million or 1.0% of average earning assets, compared to $657 million, or 13.6% of average earning assets, during the first six monthsquarter of 2022. Typically,2024, compared to $31.1 million during the first quarter of 2023. The higher average balance primarily reflects an increase in deposits and our desire to maintain higher levels of on balance sheet liquidity. Historically, we maintainhave maintained interest-earning deposits at approximately $75 million.
Net premises and equipment equaled $50.8 million or about 2%at March 31, 2024, compared to $50.9 million as of average earning assets. The elevated levelDecember 31, 2023. Depreciation expense totaled $1.6 million during the first six monthsquarter of 2022 primarily reflected increased local deposits stemming from Covid-19-related federal government stimulus payments and reduced business and consumer investing and spending during 2021 and into 2022. The level2024, while investments associated with renovations of interest-earning deposits was on a declining trend throughout 2022 as excess monies were used to fund loan growth and securities purchases, as well as out-of-area deposit and FHLBI advance maturities. We also experienced a decline in local deposits throughout 2022. Interest-earning depositsexisting facilities totaled $34.9 million at year-end 2022.$1.5 million.
Interest-earningTotal deposits totaled $139increased $107 million as of June 30, 2023, an increase of $104 million from December 31, 2022, and approximately $91 million higher than the average balance during the first six months of 2023. We obtained $111 million in brokered deposits and $90.0 million in FHLBI advances during the second quarter of 2023, combined with $70.0 million in FHLBI advances during the first quarter of 2023, to2024, providing for an annualized growth rate of about 11%. Growth in money market deposit accounts and time deposits more than offset the impact of loan fundings and net deposit withdrawals during the first half of 2023, and to rebuild our on-balance sheet liquidity position.
Net premises and equipment equaled $52.3 million at June 30, 2023, an increase of $0.8 million from December 31, 2022. We recorded a reduction of $1.0 million associated within noninterest-bearing business checking accounts reflecting the planned sale of a former branch facility during the first six months of 2023, comprised of a $0.6 million transfer to foreclosed assets and a write-down of $0.4 million. Depreciation expense totaled $2.9 million during the first six months of 2023, while investments associated with the construction and opening of new facilities and the renovation of existing facilities totaled $4.7 million.
Total deposits increased $44.0 million during the first six months of 2023, totaling $3.76 billion at June 30, 2023. Local deposits decreased $67.3 million, while out-of-area deposits increased $111 million. The reduction in local deposits largely occurred during the initial months of 2023, reflecting a typicalcustomary level of customers’ tax and bonus payments and partnership distributions. Local deposits increased $47.5 milliondistributions during the second quarterearly part of 2023.each first quarter. Wholesale funds, comprised of out-of-area deposits and FHLBI advances, totaled $579$620 million, or about 13% of total funds, as of June 30, 2023,March 31, 2024, compared to $308$636 million, or about 7%14% of total funds, atas of December 31, 2022.2023.
Noninterest-bearing deposits decreased $233$113 million during the first six monthsquarter of 2023,2024, in large part reflecting the aforementioned customary level of customers’ tax and bonus payments and partnership distributions during the initial months of 2023, but also includes transfers to interest-bearing deposits and withdrawals associated with the sales of businesses.distributions. Interest-bearing checking accounts declined $13.5 million, and savings deposits were down $33.9 million and $67.0 million during the first six months of 2023, respectively, primarily reflecting the transfers of funds to higher-paying money market deposit accounts and time deposits.$3.0 million. Money market deposit accounts were up $150increased $180 million and local time deposits increased $116were up $50.9 million, primarily reflecting growth in deposits from existing customers and initial deposits from new customers.
Uninsured deposits totaled approximately $1.9 billion, or 47% of total deposits, as of March 31, 2024, compared to approximately $1.9 billion, or 48% of total deposits, as of December 31, 2023. The uninsured amounts are estimates based on the methodologies and assumptions we use for regulatory reporting requirements.
Securities sold under agreements to repurchase (“sweep accounts”) decreased $1.1 million during the first six monthsquarter of 2023.
Sweep accounts increased $25.1 million during the first six months of 2023,2024, totaling $219$229 million as of June 30, 2023.March 31, 2024. The aggregate balance of this funding typesweep accounts is subject to relatively large daily fluctuations given the nature of the customers utilizing this product and the sizable balances maintained bythat many of the customers.customers maintain. The average balance of sweep accounts equaled $214$217 million during the first six monthsquarter of 2023,2024, with a high balance of $263$247 million and a low balance of $181$166 million. Our sweep account program entails transferring collected funds from certain business noninterest-bearing checking accounts and savings deposits into overnight interest-bearing repurchase agreements. Such sweep accounts are not deposit accounts and are not afforded federal deposit insurance, and are accounted for as secured borrowings. All of our repurchase agreements are accounted for as secured borrowings.
FHLBI advances increased $160decreased $20.8 million during the first six monthsquarter of 2023,2024, totaling $468$447 million as of June 30, 2023.March 31, 2024. Bullet advances aggregating $200$10.0 million were obtained during the first six monthsquarter of 2023, consisting of $160 million to fund loan growth and rebuild on-balance sheet liquidity, and $40.0 million to replace FHLBI2024, while bullet advance maturities.maturities aggregated $30.0 million. Payments on amortizing FHLBI advances totaled $0.4 million during the first six months of 2023.$0.8 million. Bullet FHLBI advances are generally obtained to provide funds for loan growth and are used to assist in managing interest rate risk, while amortizing FHLBI advances are generally acquired to match-fund specific longer-term fixed rate commercial loans, with the dollar amount and amortization structure of the underlying advances reflective of the associated commercial loans. FHLBI advances are collateralized by residential mortgage loans, first mortgage liens on multi-family residential property loans, first mortgage liens on commercial real estate property loans, and substantially all other assets of our bank, under a blanket lien arrangement. Our borrowing line of credit as of June 30, 2023March 31, 2024 totaled $860$908 million, with remaining availability based on collateral equaling $386$464 million.
Shareholders’ equity was $479increased $14.5 million during the first quarter of 2024, equaling $537 million at June 30, 2023, compared to $441 million at DecemberMarch 31, 2022.2024. Positively impacting shareholders’ equity during the first six months of 2023quarter was net income of $41.3$21.6 million, which was partially offset by the payment of a cash dividendsdividend totaling $10.3$5.5 million. Activity relating to the issuance and sale of common stock through various stock-based compensation programs and our dividend reinvestment plan positively impacted shareholders’ equity by $1.0 million. A $3.8$2.5 million after-tax increasedecrease in the market value of our available for sale securities portfolio, reflecting a declinean increase in market interest rates, positivelynegatively impacted shareholders’ equity during the first six monthsquarter of 2023.2024.
Liquidity
Liquidity is measured by our ability to raise funds through deposits, borrowed funds, and capital, or cash flow from the repayment of loans and securities. These funds are used to fund loans, meet deposit withdrawals, and operate our company. Liquidity is primarily achieved through local and out-of-area deposits and liquid assets such as securities available for sale, matured and called securities, federal funds sold and interest-earning deposits. Asset and liability management is the process of managing our balance sheet to achieve a mix of earning assets and liabilities that maximizes profitability, while providing adequate liquidity.
To assist in providing needed funds and managing interest rate risk, we periodically obtain monies from wholesale funding sources. Wholesale funds, comprised of out-of-area deposits and FHLBI advances, from the FHLBI, totaled $579$620 million, or about 13% of combined deposits and borrowedtotal funds, as of June 30, 2023,March 31, 2024, compared to $308$636 million, or about 7%14% of combined deposits and borrowedtotal funds, as of December 31, 2022.2023.
Sweep accounts increased $25.1decreased $1.1 million during the first six monthsquarter of 2023,2024, totaling $219$229 million as of June 30, 2023.March 31, 2024. The aggregate balance of this funding typesweep accounts is subject to relatively large daily fluctuations given the nature of the customers utilizing this product and the sizable balances maintained bythat many of the customers.customers maintain. The average balance of sweep accounts equaled $214$217 million during the first six monthsquarter of 2023,2024, with a high balance of $263$247 million and a low balance of $181$166 million. Our sweep account program entails transferring collected funds from certain business noninterest-bearing checking accounts and savings deposits into overnight interest-bearing repurchase agreements. Such sweep accounts are not deposit accounts and are not afforded federal deposit insurance, and are accounted for as secured borrowings. All of our repurchase agreements are accounted for as secured borrowings.
Information regarding our repurchase agreements as of June 30, 2023March 31, 2024 and during the first sixthree months of 20232024 is as follows:
Outstanding balance at June 30, 2023 | $ | 219,457,000 | ||
Weighted average interest rate at June 30, 2023 | 1.52 | % | ||
Maximum daily balance six months ended June 30, 2023 | $ | 262,992,000 | ||
Average daily balance for six months ended June 30, 2023 | $ | 213,853,000 | ||
Weighted average interest rate for six months ended June 30, 2023 | 1.17 | % |
(Dollars in thousands) | ||||
Outstanding balance at March 31, 2024 | $ | 228,618 | ||
Weighted average interest rate at March 31, 2024 | 3.30 | % | ||
Maximum daily balance three months ended March 31, 2024 | $ | 247,056 | ||
Average daily balance for three months ended March 31, 2024 | $ | 216,674 | ||
Weighted average interest rate for three months ended March 31, 2024 | 3.06 | % |
FHLBI advances increased $160decreased $20.8 million during the first six monthsquarter of 2023,2024, totaling $468$447 million as of June 30, 2023.March 31, 2024. Bullet advances aggregating $200$10.0 million were obtained during the first six monthsquarter of 2023, consisting of $160 million to fund loan growth and rebuild on-balance sheet liquidity, and $40.0 million to replace FHLBI2024, while bullet advance maturities.maturities aggregated $30.0 million. Payments on amortizing FHLBI advances totaled $0.4 million during the first six months of 2023.$0.8 million. Bullet FHLBI advances are generally obtained to provide funds for loan growth and are used to assist in managing interest rate risk, while amortizing FHLBI advances are generally acquired to match-fund specific longer-term fixed rate commercial loans, with the dollar amount and amortization structure of the underlying advances reflective of the associated commercial loans. FHLBI advances are collateralized by residential mortgage loans, first mortgage liens on multi-family residential property loans, first mortgage liens on commercial real estate property loans, and substantially all other assets of our bank, under a blanket lien arrangement. Our borrowing line of credit as of June 30, 2023March 31, 2024 totaled $860$908 million, with remaining availability based on collateral equaling $386$464 million.
We also have the ability to borrow up to an aggregate $70.0 million on a daily basis through correspondent banks using established unsecured federal funds purchased lines of credit. We accessed one of thedid not access these lines of credit during the first six monthsquarter of 2023, with an average balance of $4.8 million.2024. In contrast, our interest-earning deposit balance with the Federal Reserve Bank of Chicago averaged $42.1$140 million during the first six monthsquarter of 2023.2024. We also have a line of credit through the Discount Window of the Federal Reserve Bank of Chicago. Using certain municipal bonds as collateral, we could have borrowed up to $26.7$26.6 million as of June 30, 2023.March 31, 2024. We did not utilize this line of credit during the first six monthsquarter of 20232024 or at any time during the previous 1415 fiscal years, and do not plan to access this line of credit in future periods.
The following table reflects, as of June 30, 2023,March 31, 2024, significant fixed and determinable contractual obligations to third parties by payment date, excluding accrued interest:
One Year | One to | Three to | Over | One Year | One to | Three to | Over | |||||||||||||||||||||||||||||||||
or Less | Three Years | Five Years | Five Years | Total | ||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | or Less | Three Years | Five Years | Five Years | Total | |||||||||||||||||||||||||||||||||||
Deposits without a stated maturity | $ | 3,154,550,000 | $ | 0 | $ | 0 | $ | 0 | $ | 3,154,550,000 | $ | 3,154,715 | $ | 0 | $ | 0 | $ | 0 | $ | 3,154,715 | ||||||||||||||||||||
Time deposits | 432,582,000 | 106,508,000 | 63,149,000 | 0 | 602,239,000 | 716,554 | 91,791 | 44,750 | 0 | 853,095 | ||||||||||||||||||||||||||||||
Short-term borrowings | 219,457,000 | 0 | 0 | 0 | 219,457,000 | 228,618 | 0 | 0 | 0 | 228,618 | ||||||||||||||||||||||||||||||
Federal Home Loan Bank advances | 90,826,000 | 171,762,000 | 181,917,000 | 23,405,000 | 467,910,000 | 80,862 | 181,838 | 162,000 | 22,383 | 447,083 | ||||||||||||||||||||||||||||||
Subordinated debentures | 0 | 0 | 0 | 49,301,000 | 49,301,000 | 0 | 0 | 0 | 49,815 | 49,815 | ||||||||||||||||||||||||||||||
Subordinated notes | 0 | 0 | 0 | 88,800,000 | 88,800,000 | 0 | 0 | 0 | 89,057 | 89,057 | ||||||||||||||||||||||||||||||
Other borrowed money | 0 | 0 | 0 | 1,090,000 | 1,090,000 | 0 | 0 | 0 | 1,171 | 1,171 | ||||||||||||||||||||||||||||||
Property leases | 1,174,000 | 1,279,000 | 820,000 | 1,472,000 | 4,745,000 | |||||||||||||||||||||||||||||||||||
Premises and equipment leases | 1,186 | 1,929 | 1,500 | 1,360 | 5,975 | |||||||||||||||||||||||||||||||||||
The balance of certificates of deposit exceeding the FDIC insured limit and their maturity profile as of March 31, 2024 and December 31, 2023 were as follows:
(Dollars in thousands) | March 31, 2024 | December 31, 2023 | ||||||
Up to three months | $ | 85,365 | $ | 104,400 | ||||
Three months to six months | 85,200 | 86,500 | ||||||
Six months to twelve months | 151,613 | 133,800 | ||||||
Over twelve months | 103,251 | 104,200 | ||||||
Total certificates of deposit | $ | 425,429 | $ | 428,900 | ||||
In addition to normal loan funding and deposit flow, we must maintain liquidity to meet the demands of certain unfunded loan commitments and standby letters of credit. As of June 30, 2023,March 31, 2024, we had a total of $2.15$2.06 billion in unfunded loan commitments and $24.1$19.5 million in unfunded standby letters of credit. Of the total unfunded loan commitments, $1.80$1.83 billion were commitments available as lines of credit to be drawn at any time as customers’ cash needs vary, and $351$235 million were for loan commitments generally expected to be accepted and closedclose and become funded within the next 12 to 18 months. We regularly monitor fluctuations in loan balances and commitment levels, and include such data in our overall liquidity management.
While we have observed the well-publicized liquidity problems at certain financial institutions during the first six months of 2023, we do not believe that we are subject to the same circumstances that apparently caused those crises. We monitor our liquidity position and funding strategies on an ongoing basis, but recognize that unexpected events, changes in economic or market conditions, a reduction in earnings performance, declining capital levels or situations beyond our control could cause liquidity challenges. We have developed contingency funding plans that provide a framework for meeting liquidity disruptions.
Capital Resources
Shareholders’ equity was $479increased $14.5 million during the first quarter of 2024, equaling $537 million at June 30, 2023, compared to $441 million at DecemberMarch 31, 2022.2024. Positively impacting shareholders’ equity during the first six months of 2023quarter was net income of $41.3$21.6 million, which was partially offset by the payment of a cash dividendsdividend totaling $10.3$5.5 million. Activity relating to the issuance and sale of common stock through various stock-based compensation programs and our dividend reinvestment plan positively impacted shareholders’ equity by $1.0 million. A $3.8$2.5 million after-tax increasedecrease in the market value of our available for sale securities portfolio, reflecting a declinean increase in market interest rates, positivelynegatively impacted shareholders’ equity during the first six monthsquarter of 2023.2024.
We and our bank are subject to regulatory capital requirements administered by state and federal banking agencies. Failure to meet the various capital requirements can initiate regulatory action that could have a direct material effect on the financial statements. Under the final BASEL III capital rules that became effective on January 1, 2015, there is a requirement for a common equity Tier 1 capital conservation buffer of 2.5% of risk-weighted assets which is in addition to the other minimum risk-based capital standards in the rule. Institutions that do not meet this required capital buffer will become subject to progressively more stringent limitations on the percentage of earnings that can be paid out in cash dividends or used for stock repurchases and on the payment of discretionary bonuses to senior executive management. The capital buffer requirement was phased in over three years beginning in 2016. The capital buffer requirement raised the minimum required common equity Tier 1 capital ratio to 7.0%, the Tier 1 capital ratio to 8.5% and the total capital ratio to 10.5% on a fully phased-in basis on January 1, 2019. We believe that, as of June 30, 2023, our bank met all capital adequacy requirements under the BASEL III capital rules on a fully phased-in basis.
MERCANTILE BANK CORPORATION
As of June 30, 2023,March 31, 2024, our bank’s total risk-based capital ratio was 13.7%13.8%, unchanged fromcompared to 13.4% at December 31, 2022.2023. Our bank’s total regulatory capital increased $36.1$18.3 million during the first six monthsquarter of 2023,2024, in large part reflecting net income totaling $46.5$24.3 million, which was partially offset by cash dividends paid to us aggregating $13.0$7.3 million. Our bank’s total risk-based capital ratio was also impacted by a $251$9.4 million increasedecrease in total risk-weighted assets, primarily resulting from net growth in commercial and residential mortgage loans.assets. As of June 30, 2023,March 31, 2024, our bank’s total regulatory capital equaled $655$713 million, or $177$196 million in excess of the 10.0% minimum that is among the requirements to be categorized as “well capitalized.” Our and our bank’s capital ratios as of June 30, 2023March 31, 2024 and December 31, 20222023 are disclosed in Note 12 of the Notes to Consolidated Financial Statements.
Results of Operations
We recorded net income of $20.4$21.6 million, or $1.27 per basic and diluted share, for the second quarter of 2023, compared with net income of $11.7 million, or $0.74 per basic and diluted share, for the second quarter of 2022. We recorded net income of $41.3 million, or $2.58$1.34 per basic and diluted share, for the first six monthsquarter of 2023,2024, compared with net income of $23.2$21.0 million, or $1.47$1.31 per basic and diluted share, for the first six months of 2022. Diluted earnings per share increased $0.53, or 71.6%, during the second quarter of 2023, and $1.11, or 75.5%, during the first six months of 2023 compared with the respective prior-year periods.2023.
The higher levelslevel of net income during the secondfirst quarter and first six months of 20232024 compared to the respective prior-year periods2023 period resulted from increased net interestnoninterest income, which more than offset decreased net interest income and higher overhead costs and credit loss provisions, as well as lower noninterest income.provision expense. The increasesgrowth in net interest income during the 2023 periods mainly resulted from significantly improved net interest margins and loan growth. The higher levels of overhead costs during the 2023 periods primarily reflected increases in compensation costs, credit reserves for unfunded loan commitments, interest rate swap credit reserves and associated collateral interest costs, and Federal Deposit Insurance Corporation (“FDIC”) deposit insurance premiums. The credit loss provisions recorded during the current-year periods mainly reflected allocations commanded by net loan growth and adjustments to historical loss factors to better represent our expectations for future credit losses. Continuing strong loan quality measures, including low levels of loan charge-offs, during the 2023 and 2022 periods largely mitigated additional reserves associated with these factors. Excluding the impact of a bank owned life insurance claim recorded during the second quarter of 2022, noninterest income increased $0.4 million, or 6.0%, during the second quarter of 2023 compared with the prior-year second quarter. The higher level of noninterest income mainly stemmed from increased mortgage banking income, treasury management fees, interest rate swap revenue, and bank owned life insurance income, credit and debit cardalong with profits generated from an investment in a private equity fund. The increase in bank owned life insurance income and payroll servicing fees, whichprimarily resulted from the receipt of death benefit claims during the first three months of 2024. Net interest income declined as increased yields on, along with growth in, earning assets were more than offset decreased service charges on accountsby a higher cost of funds. The increase in overhead costs mainly reflected larger salary and mortgage banking income.benefit costs and contributions to the Foundation. The lower level of noninterest incomeprovision expense recorded during the first six monthsquarter of 20232024 primarily reflected decreasesan individual allocation for a nonperforming commercial loan relationship, allocations necessitated by net loan growth, and a change in mortgage banking income and service charges on accounts, which more than offset increases in credit and debit card income and payroll servicing fees.a commercial loan environmental factor.
Interest income during the secondfirst quarter of 20232024 was $65.9$76.7 million, an increase of $26.4$16.2 million, or 66.7%26.8%, from the $39.5$60.5 million earned during the secondfirst quarter of 2022.2023. The increase mainly resulted from a higher yield on, and growth in, average earning assets. The yield on average earning assets was 5.61%6.06% during the secondfirst quarter of 2023,2024, up from 3.32%5.35% during the respective 20222023 period. The higher yield primarily resulted from an increased yield on loans, reflecting the rising interest rate environment. The yield on loans was 6.19%6.65% during the second quarterfirst three months of 2023,2024, up from 3.97%5.90% during the respective prior-year second quarterperiod mainly due to higher interest rates on variable-rate commercial loans stemming from the Federal Open Market Committee (“FOMC”)FOMC significantly raising the targeted federal funds rate in an effort to curb elevated inflation levels. The FOMC increased the targeted federal funds rate by 475100 basis points during the period of May 2022February 2023 through May 2023. During the period of March 2022 through JuneJuly 2023, during which time average variable-rate commercial loans represented approximately 64%65% of average total commercial loans on an average basis. A change in earning asset mix, comprised of a decrease in lower-yielding interest-earning deposits and an increase in higher-yielding loans as a percentage of earning assets, along with increasedloans. Increased yields on securities and interest-earning deposits, reflecting the rising interest rate environment, also contributed to the higher yield on average earning assets. On average, lower-yielding interest-earning deposits represented 1.4% of earning assets during the second quarter of 2023, down from 11.1% during the respective 2022 period, while higher-yielding loans represented 85.2% of earning assets during the current-year second quarter, up from 76.0% during the second quarter of 2022.
MERCANTILE BANK CORPORATION
A significant volume of excess on-balance sheet liquidity, which initially surfaced in the second quarter of 2020 in large part due to government stimulus programs related to the Covid-19 environment, negatively impacted the yield on average earning assets by 28 basis points during the second quarter of 2022. The excess funds, consisting almost entirely of low-yielding depositsalong with the Federal Reserve Bank of Chicago, were mainly a product of local deposit growth and the Paycheck Protection Program.
Average earning assets equaled $4.72 billion during the second quarter of 2023, down $62.6 million, or 1.3%, from the level of $4.78 billion during the second quarter of 2022; average loans and average securities were up $384 million and $18.9 million, respectively, while average interest-earning deposits were down $466 million.
Interest income during the first six months of 2023 was $126 million, an increase of $51.0 million, or 67.6%, from the $75.4 million earned during the first six months of 2022. The increase primarily resulted from a higher yield on average earning assets. The yield on average earning assets was 5.48% during the first six months of 2023, up from 3.16% during the respective 2022 period. The higher yield mainly resulted from an increased yield on loans, reflecting the rising interest rate environment. The yield on loans was 6.05% during the first six months of 2023, up from 3.92% during the first six months of 2022 primarily due to higher interest rates on variable-rate commercial loans stemming from FOMC rate hikes. A change in earning asset mix, comprised of a decrease in lower-yielding interest-earning deposits and an increase in higher-yielding loanssecurities as a percentage of earning assets, along with increased yields on securities and interest-earning deposits, depicting the rising interest rate environment, also contributed to the higher yield on average earning assets. On average, lower-yielding interest-earning deposits represented 1.0% of earning assets during the first six months of 2023, down from 13.6% during the respective 2022 period, while higher-yielding loans represented 85.4% of earning assets during the first six months of 2023, up from 73.7% during the first six months of 2022. The significant volume of excess on-balance sheet liquidity negatively impacted the yield on average earning assets by 37 basis points during the first six months of 2022.
Average earning assets equaled $4.65$5.08 billion during the first six monthsquarter of 2023, down $1782024, up $496 million, or 3.7%10.8%, from the level of $4.83$4.59 billion during the first six monthsquarter of 2022;2023; average loans were up $371 million, average interest-earning deposits declined $609 million, average loans increased $414grew $119 million, and average securities were up $16.6increased $6.5 million.
Interest expense during the secondfirst quarter of 20232024 was $18.4$29.4 million, an increase of $13.2$17.3 million, or 252%143%, from the $5.2$12.1 million expensed during the secondfirst quarter of 2022.2023. The increase is mainly attributable to a higher average weighted cost of interest-bearing liabilities, which rose from 0.72%1.72% during the second quarterfirst three months of 20222023 to 2.37%3.27% during the respective current-year second quarterperiod primarily due to increased costs ofhigher rates on deposits and borrowings. Reflecting the rising interest rate environment, the cost of interest-bearing, non-time deposits increased from 0.24%1.27% during the secondfirst quarter of 20222023 to 1.85%2.61% during the secondfirst quarter of 2023,2024, while the cost of time deposits increased from 0.83%2.29% to 3.27%4.60% during the respective periods. The higher cost of interest-bearing, non-time deposits primarilymainly resulted from increased rates paid on money market and interest-bearing business checking accounts. A change in funding mix, primarily consisting of a decrease in noninterest-bearing and lower-cost deposits and an increase in higher-cost money market accounts and time deposits stemming from deposit migration and new deposit relationships, also contributed to the increased cost of funds. The cost of borrowed funds increased from 1.90%2.51% during the secondfirst quarter of 20222023 to 2.90%3.51% during the secondfirst quarter of 20232024 mainly due to higher costs of sweep accounts and FHLBI advances, and subordinated debentures.advances. The cost of sweep accounts increased from 0.10%0.84% during the second quarterfirst three months of 20222023 to 1.45%3.06% during the second quarterfirst three months of 2023,2024, while the cost of FHLBI advances increased from 2.02%2.12% to 2.68%2.92% during the respective periods, reflecting the rising interest rate environment. The cost of subordinated debentures was 9.57% during the second quarter of 2023, up from 4.63% during the respective 2022 period due to increasesGrowth in the 90-Day Libor Rate.
A change in funding mix, consisting of increases in higher-costing time deposits and borrowings as a percentage of interest-bearing liabilities also contributed to the higher cost of interest-bearing liabilitiesincrease in interest expense during the secondfirst quarter of 2023.2024 compared to the prior-year first quarter. Average interest-bearing liabilities totaled $3.11$3.61 billion during the current-year secondfirst quarter, compared to $2.91$2.86 billion during the secondfirst quarter of 2022,2023, representing an increase of $198$746 million, or 6.8%26.1%.
MERCANTILE BANK CORPORATION
Interest expense during the first six months of 2023 was $30.5 million, an increase of $20.3 million, or 198%, from the $10.2 million expensed during the first six months of 2022. The increase is attributable to a higher average weighted cost of interest-bearing liabilities, which rose from 0.69% during the first six months of 2022 to 2.06% during the first six months of 2023 primarily due to increased costs of deposits and borrowings. Reflecting the rising interest rate environment, the cost of interest-bearing, non-time deposits increased from 0.22% during the first six months of 2022 to 1.56% during the first six months of 2023, while the cost of time deposits increased from 0.86% to 2.84% during the respective periods. The higher cost of interest-bearing, non-time deposits primarily resulted from increased rates paid on money market accounts. The cost of borrowed funds increased from 1.86% during the first six months of 2022 to 2.73% during the first six months of 2023 mainly due to higher costs of subordinated debentures, sweep accounts, and FHLBI advances. The cost of subordinated debentures was 9.31% during the first six months of 2023, up from 4.22% during the respective 2022 period due to increases in the 90-Day Libor Rate. The cost of sweep accounts increased from 0.10% during the first six months of 2022 to 1.17% during the first six months of 2023, while the cost of FHLBI advances increased from 2.01% to 2.44% during the respective periods, reflecting the rising interest rate environment.
A change in funding mix, consisting of increases in higher-costing time deposits and borrowings as a percentage of interest-bearing liabilities, also contributed to the higher cost of interest-bearing liabilities during the first six months of 2023. Average interest-bearing liabilities totaled $2.98 billion during the first six months of 2023, down slightly from $2.99 billion during the respective 2022 period.
Net interest income during the secondfirst quarter of 20232024 was $47.6$47.4 million, an increasea decrease of $13.3$1.0 million, or 38.5%2.1%, from the $34.3$48.4 million earned during the respective 20222023 period. The increase primarily resulted fromdecline reflected a significantly improvedlower net interest margin.margin, which more than offset growth in earning assets. The net interest margin increased from 2.88%was 3.74% in the secondfirst quarter of 2022 to 4.05%2024, down from 4.28% in the current-year secondprior-year first quarter due to a higher yield on average earning assets,cost of funds, which more than offset an increase in the cost of funds. The increased yield primarily stemmed from a higher yield on commercial loans.earning assets. The cost of funds equaled 1.56%2.32% in the secondfirst quarter of 2023,2024, up from 0.44%1.07% in the secondfirst quarter of 20222023 primarily due to higher costs of deposits and borrowed funds, reflecting the impact of the rising interest rate environment, and a change in funding mix, consisting of a decrease in lower-cost non-time deposits and increases in higher-cost time deposits and borrowings as a percentage of interest-bearing liabilities. The significant level of excess on-balance sheet liquidity negatively impacted the net interest margin by 23 basis points during the second quarter of 2022.
Net interest income during the first six months of 2023 was $95.9 million, an increase of $30.7 million, or 47.1%, from the $65.2 million earned during the first six months of 2022. The increase mainly resulted from a substantially improved net interest margin. The net interest margin increased from 2.73% in the first six months of 2022 to 4.16% in the respective 2023 period due to a higher yield on average earning assets, which more than offset an increase in the cost of funds.environment. The increased yield on average earning assets primarilymainly resulted from a higher yield on commercial loans. The cost of funds equaled 1.32% duringloans primarily stemming from the first six months of 2023, up from 0.43% during the respective prior-year period mainly due to higher costs of deposits and borrowed funds, reflecting the impact of the increasing interestaforementioned FOMC rate environment, and a change in funding mix, consisting of a decrease in lower-cost non-time deposits and increases in higher-cost time deposits and borrowings as a percentage of interest-bearing liabilities. The significant level of excess on-balance sheet liquidity negatively impacted the net interest margin by 32 basis points during the first six months of 2022.hikes.
The following tables settable sets forth certain information relating to our consolidated average interest-earning assets and interest-bearing liabilities and reflectreflects the average yield on assets and average cost of liabilities for the secondfirst quarters of 2024 and first six months of 2023 and 2022.2023. Such yields and costs are derived by dividing income or expense by the average daily balance of assets or liabilities, respectively, for the period presented. Tax-exempt securities interest income and yield for the secondfirst quarters of 2024 and first six months of 2023 and 2022 have been computed on a tax equivalent basis using a marginal tax rate of 21.0%. Securities interest income was increased by $60,000 in the second quarterfirst quarters of both2024 and 2023 and 2022 and $120,000 in the first six months of both 2023 and 2022 for this non-GAAP, but industry standard, adjustment. These adjustments equated to increases in our net interest margin of less than one basis point for each of the 2023 and 2022both periods.
Quarters ended June 30, | Quarters ended March 31, | |||||||||||||||||||||||||||||||||||||||||||||||
2 0 2 3 | 2 0 2 2 | 2024 | 2023 | |||||||||||||||||||||||||||||||||||||||||||||
Average | Average | Average | Average | Average | Average | Average | Average | |||||||||||||||||||||||||||||||||||||||||
Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | Balance | Interest | Rate | |||||||||||||||||||||||||||||||||||||
(dollars in thousands) | (dollars in thousands) | |||||||||||||||||||||||||||||||||||||||||||||||
ASSETS | ||||||||||||||||||||||||||||||||||||||||||||||||
Loans | $ | 4,017,690 | $ | 62,006 | 6.19 | % | $ | 3,633,587 | $ | 36,003 | 3.97 | % | $ | 4,299,163 | $ | 71,270 | 6.65 | % | $ | 3,928,329 | $ | 57,154 | 5.90 | % | ||||||||||||||||||||||||
Investment securities | 634,607 | 3,171 | 2.00 | 615,733 | 2,589 | 1.68 | 634,099 | 3,481 | 2.20 | 627,628 | 3,067 | 1.95 | ||||||||||||||||||||||||||||||||||||
Interest-earning deposits | 64,958 | 801 | 4.88 | 530,571 | 1,018 | 0.76 | 150,234 | 2,033 | 5.35 | 31,081 | 324 | 4.18 | ||||||||||||||||||||||||||||||||||||
Total interest - earning assets | 4,717,255 | 65,978 | 5.61 | 4,779,891 | 39,610 | 3.32 | 5,083,496 | 76,784 | 6.06 | 4,587,038 | 60,545 | 5.35 | ||||||||||||||||||||||||||||||||||||
Allowance for credit losses | (44,025 | ) | (35,681 | ) | (51,046 | ) | (43,076 | ) | ||||||||||||||||||||||||||||||||||||||||
Other assets | 315,244 | 333,248 | 352,225 | 311,915 | ||||||||||||||||||||||||||||||||||||||||||||
Total assets | $ | 4,988,474 | $ | 5,077,458 | $ | 5,384,675 | $ | 4,855,877 | ||||||||||||||||||||||||||||||||||||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||||||||||||||||||||||||||||||||||||||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||||||||||||||||||||||||||||||||||||||||||
Interest-bearing deposits | $ | 2,278,877 | $ | 12,379 | 2.18 | % | $ | 2,201,797 | $ | 1,873 | 0.34 | % | $ | 2,790,307 | $ | 22,224 | 3.19 | % | $ | 2,184,406 | $ | 7,907 | 1.47 | % | ||||||||||||||||||||||||
Short-term borrowings | 237,270 | 914 | 1.55 | 193,735 | 49 | 0.10 | 216,674 | 1,654 | 3.06 | 199,880 | 459 | 0.93 | ||||||||||||||||||||||||||||||||||||
Federal Home Loan Bank advances | 450,767 | 3,051 | 2.68 | 373,911 | 1,911 | 2.02 | 460,251 | 3,399 | 2.92 | 338,026 | 1,794 | 2.12 | ||||||||||||||||||||||||||||||||||||
Other borrowings | 139,068 | 2,023 | 5.75 | 138,127 | 1,391 | 4.04 | 139,923 | 2,086 | 5.90 | 138,818 | 1,941 | 5.59 | ||||||||||||||||||||||||||||||||||||
Total interest-bearing liabilities | 3,105,982 | 18,367 | 2.37 | 2,907,570 | 5,224 | 0.72 | 3,607,155 | 29,363 | 3.27 | 2,861,130 | 12,101 | 1.72 | ||||||||||||||||||||||||||||||||||||
Noninterest-bearing deposits | 1,361,901 | 1,706,349 | 1,175,884 | 1,491,477 | ||||||||||||||||||||||||||||||||||||||||||||
Other liabilities | 46,608 | 34,666 | 74,455 | 49,746 | ||||||||||||||||||||||||||||||||||||||||||||
Shareholders’ equity | 473,983 | 428,873 | 527,181 | 453,524 | ||||||||||||||||||||||||||||||||||||||||||||
Total liabilities and shareholders’ equity | $ | 4,988,474 | $ | 5,077,458 | $ | 5,384,675 | $ | 4,855,877 | ||||||||||||||||||||||||||||||||||||||||
Net interest income | $ | 47,611 | $ | 34,386 | $ | 47,421 | $ | 48,444 | ||||||||||||||||||||||||||||||||||||||||
Net interest rate spread | 3.24 | % | 2.60 | % | 2.79 | % | 3.63 | % | ||||||||||||||||||||||||||||||||||||||||
Net interest spread on average assets | 3.82 | % | 2.72 | % | 3.53 | % | 4.05 | % | ||||||||||||||||||||||||||||||||||||||||
Net interest margin on earning assets | 4.05 | % | 2.88 | % | 3.74 | % | 4.28 | % | ||||||||||||||||||||||||||||||||||||||||
MERCANTILE BANK CORPORATION
Six months ended June 30, | ||||||||||||||||||||||||
2 0 2 3 | 2 0 2 2 | |||||||||||||||||||||||
Average | Average | Average | Average | |||||||||||||||||||||
Balance | Interest | Rate | Balance | Interest | Rate | |||||||||||||||||||
(dollars in thousands) | ||||||||||||||||||||||||
ASSETS | ||||||||||||||||||||||||
Loans | $ | 3,973,255 | $ | 119,159 | 6.05 | % | $ | 3,559,461 | $ | 69,254 | 3.92 | % | ||||||||||||
Investment securities | 631,137 | 6,238 | 1.98 | 614,532 | 4,914 | 1.60 | ||||||||||||||||||
Interest-earning deposits | 48,113 | 1,125 | 4.65 | 656,682 | 1,384 | 0.42 | ||||||||||||||||||
Total interest - earning assets | 4,652,505 | 126,522 | 5.48 | 4,830,675 | 75,552 | 3.16 | ||||||||||||||||||
Allowance for credit losses | (43,553 | ) | (35,486 | ) | ||||||||||||||||||||
Other assets | 313,590 | 327,569 | ||||||||||||||||||||||
Total assets | $ | 4,922,542 | $ | 5,122,758 | ||||||||||||||||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||||||||||||||||||
Interest-bearing deposits | $ | 2,231,902 | $ | 20,286 | 1.83 | % | $ | 2,282,667 | $ | 3,698 | 0.33 | % | ||||||||||||
Short-term borrowings | 218,678 | 1,373 | 1.27 | 196,328 | 99 | 0.10 | ||||||||||||||||||
Federal Home Loan Bank advances | 394,708 | 4,845 | 2.44 | 373,290 | 3,774 | 2.01 | ||||||||||||||||||
Other borrowings | 138,944 | 3,963 | 5.67 | 137,004 | 2,650 | 3.90 | ||||||||||||||||||
Total interest-bearing liabilities | 2,984,232 | 30,467 | 2.06 | 2,989,289 | 10,221 | 0.69 | ||||||||||||||||||
Noninterest-bearing deposits | 1,426,331 | 1,666,125 | ||||||||||||||||||||||
Other liabilities | 48,169 | 28,034 | ||||||||||||||||||||||
Shareholders’ equity | 463,810 | 439,310 | ||||||||||||||||||||||
Total liabilities and shareholders’ equity | $ | 4,922,542 | $ | 5,122,758 | ||||||||||||||||||||
Net interest income | $ | 96,055 | $ | 65,331 | ||||||||||||||||||||
Net interest rate spread | 3.42 | % | 2.47 | % | ||||||||||||||||||||
Net interest spread on average assets | 3.93 | % | 2.57 | % | ||||||||||||||||||||
Net interest margin on earning assets | 4.16 | % | 2.73 | % | ||||||||||||||||||||
Provisions for credit losses of $2.0$1.3 million and $0.5$0.6 million were recorded during the secondfirst quarters of 2024 and 2023, and 2022, respectively. A provision for credit losses of $2.6 million was recorded during the first six months of 2023, compared with a provision of $0.6 million during the first six months of 2022. The provision expense recorded during the 2023 periods mainlycurrent-year first quarter primarily reflected an individual allocation for a nonperforming commercial loan relationship, allocations necessitated by net loan growth, and adjustmentsa change in a commercial loan environmental factor, which more than offset the impacts of an improved economic forecast and changes to historical loss factors to better represent our expectations for future credit losses.the loan portfolio composition. The provision expense recorded during the prior-year periods primarilyfirst quarter of 2023 mainly reflected allocations requirednecessitated by loan growth. The recording of net loan growth, increased specific reserves for certain problem commercial loan relationships,recoveries and a higher reserve for residential mortgage loans stemming from slower principal prepayment rates and the associated extended average life of the portfolio. Ongoingongoing strong loan quality metrics including low levels of loan charge-offs, during the 2023 and 2022both periods largelyin large part mitigated additional reserves associated with the previously mentioned factors.loan growth.
MERCANTILE BANK CORPORATION
Noninterest income during the second quarter of 2023 was $7.6 million, compared to $7.7totaled $10.9 million during the respective 2022 period, while noninterestfirst quarter of 2024, compared to $7.0 million during the first quarter of 2023. Noninterest income during the first sixthree months of 2023 was $14.6 million, compared to $17.0 million during the first six months of 2022. Noninterest income during the second quarter and first six months of 20222024 included a $0.5 million bank owned life insurance claim.death benefit claims totaling $0.7 million. Excluding the impact of this transaction,these transactions, noninterest income increased $0.4$3.2 million, or 6.0%45.6%, duringin the secondfirst quarter of 20232024 compared withto the prior-year second quarter, and decreased $1.9 million, or 11.5%,first quarter. The growth primarily stemmed from a higher level of mortgage banking income, mainly reflecting an increased loan sold percentage, which equaled approximately 74% during the first six monthsquarter of 20232024 compared with the first six months of 2022. The higher level of noninterest incometo approximately 35% during the secondprior-year first quarter, and higher loan production. Increases in all treasury management fee income categories, consisting of 2023 primarily stemmed from increased interest rate swap income,service charges on accounts, payroll servicing fees, and credit and debit card income, and payroll servicing fees, which more than offset decreased service charges on accounts and mortgage banking income. Growth in credit and debit card income and payroll servicing fees during the first six months of 2023 was outweighed by lower levels of mortgage banking income and service charges on accounts, resultingrevenue associated with an investment in a decline in noninterest income comparedprivate equity fund also contributed to the respective prior-year period.higher level of noninterest income. The declinesgrowth in service charges on accounts reflected increased earnings credit rates in response to the increasing interest rate environment, while the reductions in mortgage banking income reflected higher residential mortgage loan rates stemmingtreasury management fees primarily resulted from the rising interest rate environment, resulting in significantly lower levelssuccessful marketing of refinance activity.products and services to existing and new customers.
Noninterest expense totaled $27.8$29.9 million during the secondfirst quarter of 2023,2024, compared to $26.9$28.6 million during the prior-year secondfirst quarter. Noninterest expense totaled $56.4 million during the first six months of 2023, compared to $52.7 million during the first six months of 2022. The increases in noninterest expense mainly resulted from larger compensation costs, including salary increases and higher bonus and commercial lender incentive accruals, which outweighed reductions in residential mortgage lender commissions and incentives. The higher levels of salary expense primarily stemmed from annual merit pay increases and market adjustments, as well as lower residential mortgage loan deferred salary costs. The reduced residential mortgage lender commissions and incentives mainly resulted from decreased loan production. The increases in overhead costs also resulted from the recording of increased credit reserves for unfunded loan commitments and higher levels of FDIC deposit insurance premiums, reflecting a higher industry-wide assessment rate, interest rate swap credit reserves and associated collateral interest costs, and health insurance accruals. Overhead costs during the first sixthree months of 2024 included contributions to the Foundation totaling $0.7 million, while overhead costs during the respective 2023 period included a $0.4 million write-down of a former branch facility infacility. Excluding these transactions, noninterest expense increased $1.0 million, or 3.6%, during the first quarter of 2024 compared to the year, while overheadfirst quarter of 2023. The increase in noninterest expense mainly stemmed from larger salary and benefit costs, during the second quarterreflecting annual merit pay increases, market adjustments, lower residential mortgage loan deferred salary costs, higher payroll taxes, and first six months of 2022 included a $0.4 million expense associated with the sale of a branch facility.increased health insurance claims, which more than offset decreased credit reserves for unfunded loan commitments.
During the secondfirst quarter of 2024, we recorded income before federal income tax of $27.0 million and a federal income tax expense of $5.4 million. During the first quarter of 2023, we recorded income before federal income tax of $25.4$26.1 million and a federal income tax expense of $5.0 million. During the second quarter of 2022, we recorded income before federal income tax of $14.6 million and a federal income tax expense of $2.9 million. During the first six months of 2023, we recorded income before federal income tax of $51.5 million and a federal income tax expense of $10.2 million. During the first six months of 2022, we recorded income before federal income tax of $28.9 million and a federal income tax expense of $5.7$5.1 million. The increase in federal income tax expense in both 2023 periodsduring the current-year first quarter resulted from a higher levelslevel of income before federal income tax. Our effective tax rate was 20.1% during the first three months of 2024, compared to 19.8% during the second quarter and first six months of 2023 and the respective 2022 periods.prior-year period.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Our primary market risk exposure is interest rate risk and, to a lesser extent, liquidity risk. All of our transactions are denominated in U.S. dollars with no specific foreign exchange exposure. We have only limited agricultural-related loan assets and therefore have no significant exposure to changes in commodity prices. Any impact that changes in foreign exchange rates and commodity prices would have on interest rates is assumed to be insignificant. Interest rate risk is the exposure of our financial condition to adverse movements in interest rates. We derive our income primarily from the excess of interest collected on our interest-earning assets over the interest paid on our interest-bearing liabilities. The rates of interest we earn on our assets and owe on our liabilities generally are established contractually for a period of time. Since market interest rates change over time, we are exposed to lower profitability if we cannot adapt to interest rate changes. Accepting interest rate risk can be an important source of profitability and shareholder value; however, excessive levels of interest rate risk could pose a significant threat to our earnings and capital base. Accordingly, effective risk management that maintains interest rate risk at prudent levels is essential to our safety and soundness.
Evaluating the exposure to changes in interest rates includes assessing both the adequacy of the process used to control interest rate risk and the quantitative level of exposure. Our interest rate risk management process seeks to ensure that appropriate policies, procedures, management information systems and internal control procedures are in place to maintain interest rate risk at prudent levels with consistency and continuity. In evaluating the quantitative level of interest rate risk, we assess the existing and potential future effects of changes in interest rates on our financial condition, including capital adequacy, earnings, liquidity and asset quality.
We use two interest rate risk measurement techniques. The first, which is commonly referred to as GAP analysis, measures the difference between the dollar amounts of interest sensitive assets and liabilities that will be refinanced or repriced during a given time period. A significant repricing gap could result in a negative impact to our net interest margin during periods of changing market interest rates.
The following table depicts our GAP position as of June 30, 2023:March 31, 2024:
Within | Three to | One to | After | Within | Three to | One to | After | |||||||||||||||||||||||||||||||||
Three | Twelve | Five | Five | Three | Twelve | Five | Five | |||||||||||||||||||||||||||||||||
Months | Months | Years | Years | Total | ||||||||||||||||||||||||||||||||||||
(Dollars in thousands) | Months | Months | Years | Years | Total | |||||||||||||||||||||||||||||||||||
Assets: | ||||||||||||||||||||||||||||||||||||||||
Commercial loans | $ | 2,075,911,000 | $ | 101,646,000 | $ | 888,657,000 | $ | 179,209,000 | $ | 3,245,423,000 | ||||||||||||||||||||||||||||||
Residential real estate loans | 56,645,000 | 19,615,000 | 208,513,000 | 509,009,000 | 793,782,000 | |||||||||||||||||||||||||||||||||||
Consumer loans | 2,279,000 | 511,000 | 8,936,000 | 912,000 | 12,638,000 | |||||||||||||||||||||||||||||||||||
Securities (1) | 23,997,000 | 31,668,000 | 243,153,000 | 331,667,000 | 630,485,000 | |||||||||||||||||||||||||||||||||||
Loans (1) | $ | 2,443,512 | $ | 104,065 | $ | 1,119,946 | $ | 654,483 | $ | 4,322,006 | ||||||||||||||||||||||||||||||
Securities available for sale (2) | 39,064 | 41,673 | 244,685 | 305,244 | 630,666 | |||||||||||||||||||||||||||||||||||
Interest-earning deposits | 134,661,000 | 1,252,000 | 2,750,000 | 0 | 138,663,000 | 179,871 | 504 | 4,250 | 0 | 184,625 | ||||||||||||||||||||||||||||||
Mortgage loans held for sale | 14,393 | 0 | 0 | 0 | 14,393 | |||||||||||||||||||||||||||||||||||
Allowance for credit losses | 0 | 0 | 0 | 0 | (44,721,000 | ) | 0 | 0 | 0 | 0 | (51,638 | ) | ||||||||||||||||||||||||||||
Other assets | 0 | 0 | 0 | 0 | 361,317,000 | 0 | 0 | 0 | 0 | 365,901 | ||||||||||||||||||||||||||||||
Total assets | 2,293,493,000 | 154,692,000 | 1,352,009,000 | 1,020,797,000 | $ | 5,137,587,000 | 2,676,840 | 146,242 | 1,368,881 | 959,727 | $ | 5,465,953 | ||||||||||||||||||||||||||||
Liabilities: | ||||||||||||||||||||||||||||||||||||||||
Interest-bearing checking | 541,168,000 | 0 | 0 | 0 | 541,168,000 | |||||||||||||||||||||||||||||||||||
Savings deposits | 314,606,000 | 0 | 0 | 0 | 314,606,000 | |||||||||||||||||||||||||||||||||||
Money market accounts | 927,143,000 | 0 | 0 | 0 | 927,143,000 | |||||||||||||||||||||||||||||||||||
Time deposits under $100,000 | 26,241,000 | 83,253,000 | 34,558,000 | 0 | 144,052,000 | |||||||||||||||||||||||||||||||||||
Time deposits $100,000 & over | 80,036,000 | 243,052,000 | 135,099,000 | 0 | 458,187,000 | |||||||||||||||||||||||||||||||||||
Interest-bearing deposits | 2,188,818 | 547,457 | 136,540 | 0 | 2,872,815 | |||||||||||||||||||||||||||||||||||
Short-term borrowings | 219,457,000 | 0 | 0 | 0 | 219,457,000 | 228,618 | 0 | 0 | 0 | 228,618 | ||||||||||||||||||||||||||||||
Federal Home Loan Bank advances | 10,000,000 | 80,826,000 | 353,679,000 | 23,405,000 | 467,910,000 | 20,000 | 60,862 | 343,838 | 22,383 | 447,083 | ||||||||||||||||||||||||||||||
Other borrowed money | 50,391,000 | 0 | 88,800,000 | 0 | 139,191,000 | 50,986 | 0 | 89,057 | 0 | 140,043 | ||||||||||||||||||||||||||||||
Noninterest-bearing checking | 0 | 0 | 0 | 0 | 1,371,633,000 | 0 | 0 | 0 | 0 | 1,134,995 | ||||||||||||||||||||||||||||||
Other liabilities | 0 | 0 | 0 | 0 | 75,538,000 | 0 | 0 | 0 | 0 | 105,755 | ||||||||||||||||||||||||||||||
Total liabilities | 2,169,042,000 | 407,131,000 | 612,136,000 | 23,405,000 | 4,658,885,000 | 2,488,422 | 608,319 | 569,435 | 22,383 | 4,929,309 | ||||||||||||||||||||||||||||||
Shareholders' equity | 0 | 0 | 0 | 0 | 478,702,000 | 0 | 0 | 0 | 0 | 536,644 | ||||||||||||||||||||||||||||||
Total liabilities & shareholders' equity | 2,169,042,000 | 407,131,000 | 612,136,000 | 23,405,000 | $ | 5,137,587,000 | 2,488,422 | 608,319 | 569,435 | 22,383 | $ | 5,465,953 | ||||||||||||||||||||||||||||
Net asset (liability) GAP | $ | 124,451,000 | $ | (252,439,000 | ) | $ | 739,873,000 | $ | 997,392,000 | $ | 188,418 | $ | (462,077 | ) | $ | 799,446 | $ | 937,344 | ||||||||||||||||||||||
Cumulative GAP | $ | 124,451,000 | $ | (127,988,000 | ) | $ | 611,885,000 | $ | 1,609,277,000 | $ | 188,418 | $ | (273,659 | ) | $ | 525,787 | $ | 1,463,131 | ||||||||||||||||||||||
Percent of cumulative GAP to total assets | 2.4 | % | (2.5 | %) | 11.9 | % | 31.3 | % | 3.4 | % | (5.0 | )% | 9.6 | % | 26.8 | % | ||||||||||||||||||||||||
(1) | Floating rate loans that are currently at interest rate floors are treated as fixed rate loans and are reflected using maturity date and not repricing frequency. |
| (2) | Mortgage-backed securities are categorized by |
The second interest rate risk measurement we use is commonly referred to as net interest income simulation analysis. We believe that this methodology provides a more accurate measurement of interest rate risk than the GAP analysis, and therefore, it serves as our primary interest rate risk measurement technique. The simulation model assesses the direction and magnitude of variations in net interest income resulting from potential changes in market interest rates.
Key assumptions in the model include prepayment speeds on various loan and investment assets; cash flows and maturities of interest sensitive assets and liabilities; and changes in market conditions impacting loan and deposit volume and pricing. These assumptions are inherently uncertain, subject to fluctuation and revision in a dynamic environment; therefore, the model cannot precisely estimate net interest income or exactly predict the impact of higher or lower interest rates on net interest income. Actual results will differ from simulated results due to timing, magnitude, and frequency of interest rate changes and changes in market conditions and our strategies, among other factors.
We conducted multiple simulations as of June 30, 2023,March 31, 2024, in which it was assumed that changes in market interest rates occurred ranging from up 300 basis points to down 300 basis points in equal quarterly instalments over the next twelve months. The following table reflects the suggested dollar and percentage changes in net interest income over the next twelve months in comparison to the $199$197 million in net interest income projected using our balance sheet amounts and anticipated replacement rates as of June 30, 2023.March 31, 2024. The resulting estimates are generally within our policy parameters established to manage and monitor interest rate risk.
Dollar Change | Percent Change | |||||||||||||||
(Dollars in thousands) | Dollar Change | Percent Change | ||||||||||||||
In Net | In Net | In Net | In Net | |||||||||||||
Interest Rate Scenario | Interest Income | Interest Income | Interest Income | Interest Income | ||||||||||||
Interest rates down 300 basis points | $ | (19,900,000 | ) | (10.0 | %) | $ | (14,300 | ) | (7.3 | )% | ||||||
Interest rates down 200 basis points | (15,500,000 | ) | (7.8 | ) | (12,400 | ) | (6.3 | ) | ||||||||
Interest rates down 100 basis points | (6,700,000 | ) | (3.4 | ) | (5,600 | ) | (2.8 | ) | ||||||||
Interest rates up 100 basis points | 6,500,000 | 3.3 | 5,400 | 2.7 | ||||||||||||
Interest rates up 200 basis points | 13,600,000 | 6.8 | 11,200 | 5.7 | ||||||||||||
Interest rates up 300 basis points | 20,800,000 | 10.4 | 16,600 | 8.4 | ||||||||||||
The resulting estimates have been significantly impacted by the current interest rate and economic environments, as adjustments have been made to critical model inputs with regards to traditional interest rate relationships. This is especially important as it relates to floating rate commercial loans, which comprise a sizable portion of our balance sheet.
In addition to changes in interest rates, the level of future net interest income is also dependent on a number of other variables, including: the growth, composition and absolute levels of loans, deposits, and other earning assets and interest-bearing liabilities; level of nonperforming assets; economic and competitive conditions; potential changes in lending, investing, and deposit gathering strategies; client preferences; and other factors.
Item 4. Controls and Procedures
As of June 30, 2023,March 31, 2024, an evaluation was performed under the supervision of and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based on that evaluation, our management, including our Chief Executive Officer and Chief Financial Officer, concluded that our disclosure controls and procedures were effective as of June 30, 2023.March 31, 2024.
There have been no changes in our internal control over financial reporting during the quarter ended June 30, 2023March 31, 2024 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
From time to time, we may be involved in various legal proceedings that are incidental to our business. In our opinion, we are not a party to any current legal proceedings that are material to our financial condition, either individually or in the aggregate.
There have been no material changes in our risk factors from those previously disclosed in our annual report on Form 10-K for the year ended December 31, 2022.2023.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
We made no unregistered sales of equity securities during the quarter ended June 30, 2023.March 31, 2024.
Issuer Purchases of Equity Securities
On May 27, 2021, we announced that our Board of Directors had authorized a program to repurchase up to $20.0 million of our common stock from time to time in open market transactions at prevailing market prices or by other means in accordance with applicable regulations. The actual timing, number and value of shares repurchased under the program will be determined by management in its discretion and will depend on a number of factors, including the market price of our stock, general market and economic conditions, our capital position, financial performance and alternative uses of capital, and applicable legal requirements. The program may be discontinued at any time. No shares were repurchased during the first sixthree months of 2023.2024. Historically, stock repurchases have been funded from cash dividends paid to us from our bank. Additional repurchases may be made in future periods under the authorized plan or a new plan, which would also likely be funded from cash dividends paid to us from our bank. As of June 30, 2023,March 31, 2024, repurchases aggregating $6.8 million were available to be made under the current repurchase program.
Repurchases made during the secondfirst quarter of 20232024 are detailed in the table below.
Period | Total Number of Shares Purchased | Average Price Paid Per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Maximum Number of Shares or Approximate Dollar Value that May Yet Be Purchased Under the Plans or Programs | ||||||||||||
April 1 – 30 | 0 | $ | 0 | 0 | $ | 6,818,000 | ||||||||||
May 1 – 31 | 0 | 0 | 0 | 6,818,000 | ||||||||||||
June 1 – 30 | 0 | 0 | 0 | 6,818,000 | ||||||||||||
Total | 0 | $ | 0 | 0 | $ | 6,818,000 | ||||||||||
Maximum Number | ||||||||||||||||
of Shares or | ||||||||||||||||
| Approximate Dollar | ||||||||||||||||
Total Number of | Value that May Yet | |||||||||||||||
Total | Shares Purchased as | Be | ||||||||||||||
Number of | Average | Part of Publicly | Purchased Under the | |||||||||||||
Shares | Price Paid Per | Announced Plans or | Plans or Programs | |||||||||||||
Period | Purchased | Share | Programs | (Dollars in thousands) | ||||||||||||
January 1 – 31 | 0 | $ | 0 | 0 | $ | 6,818,000 | ||||||||||
February 1 – 29 | 0 | 0 | 0 | 6,818,000 | ||||||||||||
March 1 – 31 | 0 | 0 | 0 | 6,818,000 | ||||||||||||
Total | 0 | $ | 0 | 0 | $ | 6,818,000 | ||||||||||
Item 3. Defaults Upon Senior Securities.
Not applicable.
Item 4. Mine Safety Disclosures.
Not applicable.
Not applicable.
EXHIBIT NO. | EXHIBIT DESCRIPTION |
3.1 | |
3.2 | |
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31 | |
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32.1 | |
32.2 | |
101 | The following financial information from Mercantile’s Quarterly Report on Form 10-Q for the quarter ended |
104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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, on August 4, 2023.May 3, 2024.
MERCANTILE BANK CORPORATION | ||
By: /s/ Robert B. Kaminski, Jr. | ||
Robert B. Kaminski, Jr. | ||
President and Chief Executive Officer (Principal Executive Officer) | ||
By: /s/ Charles E. Christmas | ||
Charles E. Christmas | ||
Executive Vice President, Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) | ||