Loans and Leases | Note 3 Loans and Leases Loans and Leases at December 31, 2015 and December 31, 2014 were as follows: December 31, 2015 December 31, 2014 (in thousands) Originated Acquired Total Originated Acquired Total Commercial and industrial Agriculture $ 88,299 $ 0 $ 88,299 $ 78,507 $ 0 $ 78,507 Commercial and industrial other 768,024 84,810 852,834 688,529 97,034 785,563 Subtotal commercial and industrial 856,323 84,810 941,133 767,036 97,034 864,070 Commercial real estate Construction 103,037 4,892 107,929 72,427 35,906 108,333 Agriculture 86,935 2,095 89,030 58,994 3,182 62,176 Commercial real estate other 1,167,250 284,952 1,452,202 979,621 308,488 1,288,109 Subtotal commercial real estate 1,357,222 291,939 1,649,161 1,111,042 347,576 1,458,618 Residential real estate Home equity 202,578 42,092 244,670 186,957 56,008 242,965 Mortgages 823,841 27,491 851,332 710,904 32,282 743,186 Subtotal residential real estate 1,026,419 69,583 1,096,002 897,861 88,290 986,151 Consumer and other Indirect 17,829 0 17,829 18,298 0 18,298 Consumer and other 40,904 911 41,815 35,874 1,095 36,969 Subtotal consumer and other 58,733 911 59,644 54,172 1,095 55,267 Leases 14,861 0 14,861 12,251 0 12,251 Covered loans 0 14,031 14,031 0 19,319 19,319 Total loans and leases 3,313,558 461,274 3,774,832 2,842,362 553,314 3,395,676 Less: unearned income and deferred costs and fees (2,790 ) 0 (2,790 ) (2,388 ) 0 (2,388 ) Total loans and leases, net of unearned income and deferred costs and fees $ 3,310,768 $ 461,274 $ 3,772,042 $ 2,839,974 $ 553,314 $ 3,393,288 The outstanding principal balance and the related carrying amount of the Companys loans acquired in the VIST Acquisition were as follows at December 31: (in thousands) 2015 2014 Acquired Credit Impaired Loans Outstanding principal balance $ 32,752 $ 44,273 Carrying amount 26,507 34,410 Acquired Non-Credit Impaired Loans Outstanding principal balance 439,389 525,182 Carrying amount 434,767 518,904 Total Acquired Loans Outstanding principal balance 472,141 569,455 Carrying amount 461,274 553,314 The following tables present changes in accretable yield on loans acquired from VIST Bank that were considered credit impaired. (in thousands) Balance at January 1, 2014 $ 10,954 Accretion (4,598 ) Disposals (loans paid in full) (250 ) Reclassifications to/from nonaccretable difference 2,498 Balance at December 31, 2014 $ 8,604 (in thousands) Balance at January 1, 2015 $ 8,604 Accretion (2,696 ) Disposals (loans paid in full) (331 ) Reclassifications to/from nonaccretable difference 1 1,215 Balance at December 31, 2015 $ 6,792 1 At December 31, 2015, acquired loans included $14.0 million of covered loans. VIST Financial had previously acquired these loans in an FDIC assisted transaction in the fourth quarter of 2010. In accordance with a loss sharing agreement with the FDIC, certain losses and expenses relating to covered loans may be reimbursed by the FDIC at 70% or, if net losses exceed certain levels specified in the loss sharing agreements, 80%. See Note 5 FDIC Indemnification Asset Related to Covered Loans for further discussion of the loss sharing agreements and related FDIC indemnification asset. The Company has adopted comprehensive lending policies, underwriting standards and loan review procedures. The Company reviewed the lending policies of Tompkins and VIST Financial, and adopted a uniform policy for the Company. There were no significant changes to the Companys existing policies, underwriting standards and loan review. The Companys Board of Directors approves the lending policies at least annually. The Company recognizes that exceptions to policy guidelines may occasionally occur and has established procedures for approving exceptions to these policy guidelines. Management has also implemented reporting systems to monitor loan originations, loan quality, concentrations of credit, loan delinquencies and nonperforming loans and potential problem loans. Residential real estate loans The Companys policy is to underwrite residential real estate loans in accordance with secondary market guidelines in effect at the time of origination, including loan-to-value (LTV) and documentation requirements. LTVs exceeding 80% for fixed rate loans and 85% for adjustable rate loans require private mortgage insurance to reduce the exposure to 78%. The Company verifies applicants income, obtains credit reports and independent real estate appraisals in the underwriting process to ensure adequate collateral coverage and that loans are extended to individuals with good credit and income sufficient to repay the loan. The Company originates both fixed rate and adjustable rate residential real estate loans. Over the past two years, the vast majority of residential loan originations have been fixed rate loans, most of which have been sold in the secondary market on a non-recourse basis with related servicing rights retained. Adjustable rate residential real estate loans may be underwritten based upon an initial rate which is below the fully indexed rate; however, the initial rate is generally less than 100 basis points below the fully indexed rate. As such, the Company does not believe that this practice creates any significant credit risk. The Company may sell residential real estate loans in the secondary market based on interest rate considerations. These residential real estate loans are generally sold to Federal Home Loan Mortgage Corporation (FHLMC) or State of New York Mortgage Agency (SONYMA) without recourse in accordance with standard secondary market loan sale agreements. These residential real estate loan sales are subject to customary representations and warranties, including representations and warranties related to gross incompetence and fraud. The Company has not had to repurchase any loans as a result of these general representations and warranties. While in the past, in rare circumstances, the Company agreed to sell residential real estate loans with recourse, the Company has not done so in the past several years and the amount of such loans is insignificant. The Company has never had to repurchase a loan sold with recourse. During 2015, 2014, and 2013, the Company sold residential mortgage loans totaling $3.2 million, $19.9 million, and $13.2 million, respectively, and realized net gains on these sales of $54,000, $362,000, and $301,000, respectively. These residential real estate loans are generally sold without recourse in accordance with standard secondary market loan sale agreements. When residential mortgage loans are sold to FHLMC or SONYMA, the Company typically retains all servicing rights, which provides the Company with a source of fee income. In connection with the sales in 2015, 2014, and 2013, the Company recorded mortgage-servicing assets of $18,000, $146,000, and $85,000, respectively. Amortization of mortgage servicing assets amounted to $146,000 in 2015, $149,000 in 2014, and $232,000 in 2013. At December 31, 2015 and 2014, the Company serviced residential mortgage loans aggregating $135.9 million and $158.3 million, including loans securitized and held as available-for-sale securities. Mortgage servicing rights, at amortized basis, totaled $894,000 at December 31, 2015 and $1.0 million at 2014. These mortgage servicing rights were evaluated for impairment at year-end 2015 and 2014 and no impairment was recognized. Loans held for sale, which are included in residential real estate totaled $546,000 and $0 at December 31, 2015 and 2014, respectively. As members of the FHLB, the Companys subsidiary banks may use unencumbered mortgage related assets to secure borrowings from the FHLB. At December 31, 2015 and 2014, the Company had $250.0 million and $111.0 million, respectively, of term advances from the FHLB that were secured by residential mortgage loans. Commercial and industrial loans The Companys policy sets forth guidelines for debt service coverage ratios, LTVs and documentation standards. Commercial and industrial loans are primarily made based on identified cash flows of the borrower with consideration given to underlying collateral and personal or government guarantees. The Companys policy establishes debt service coverage ratio limits that require a borrowers cash flow to be sufficient to cover principal and interest payments on all new and existing debt. Commercial and industrial loans are generally secured by the assets being financed or other business assets such as accounts receivable or inventory. Many of the loans in the commercial portfolio have variable interest rates tied to Prime Rate, FHLBNY borrowing rates, or U.S. Treasury indices. Commercial real estate The Companys policy sets forth guidelines for debt service coverage ratios, LTVs and documentation standards. Commercial real estate loans are primarily made based on identified cash flows of the borrower with consideration given to underlying real estate collateral and personal or government guarantees. The Companys policy establishes a maximum LTV of 75% and debt service coverage ratio limits that require a borrowers cash flow to be sufficient to cover principal and interest payments on all new and existing debt. Commercial real estate loans may be fixed or variable rate loans with interest rates tied to Prime Rate, FHLBNY borrowing rates, or U.S. Treasury indices. Agriculture loans Agriculturally-related loans include loans to dairy farms and vegetable crop farms. Agriculturally-related loans are primarily made based on identified cash flows of the borrower with consideration given to underlying collateral, personal guarantees, and government related guarantees. Agriculturally-related loans are generally secured by the assets or property being financed or other business assets such as accounts receivable, livestock, equipment, or commodities/crops. The Companys policy establishes a maximum LTV of 75% for real estate secured loans and debt service coverage ratio limits that require a borrowers cash flow to be sufficient to cover principal and interest payments on all new and existing debt. The policy also establishes maximum LTV ratios for non-real estate collateral, such as livestock, commodities/crops, equipment and accounts receivable. Agriculturally-related loans may be fixed or variable rate loans with interest tied to Prime Rate, FHLBNY borrowing rates, or U.S. Treasury indices. Consumer and other loans The consumer loan portfolio includes personal installment loans, direct and indirect automobile financing, and overdraft lines of credit. The majority of the consumer portfolio consists of indirect and direct automobile loans. Consumer loans are generally short-term and have fixed rates of interest that are set giving consideration to current market interest rates, the financial strength of the borrower, and internal profitability targets. The policy establishes maximum debt to income ratios and includes guidelines for verification of applicants income and receipt of credit reports. Leases Leases are primarily made to commercial customers and the origination criteria typically includes the value of the underlying assets being financed, the useful life of the assets being financed, and identified cash flows of the borrower. Most leases carry a fixed rate of interest that is set giving consideration to current market interest rates, the financial strength of the borrower, and internal profitability targets. Loan and Lease Customers The Companys loan and lease customers are located primarily in the upstate New York communities served by its three subsidiary banks and in the Pennsylvania communities served by recently acquired VIST Bank. The Trust Company operates fifteen banking offices in the counties of Tompkins, Cayuga, Cortland, and Schuyler, New York. The Bank of Castile operates seventeen banking offices in the Genesee Valley region of New York State as well as Monroe County. Mahopac National Bank is located in Putnam County, New York, and operates five offices in that county, three offices in neighboring Dutchess County, New York, and six offices in Westchester County, New York. VIST Bank operates 20 offices in Southeastern Pennsylvania. Other than general economic risks, management is not aware of any material concentrations of credit risk to any industry or individual borrower. Directors and officers of the Company and its affiliated companies were customers of, and had other transactions with, the Companys banking subsidiaries in the ordinary course of business. Such loans and commitments were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with other persons not related to the Company, and did not involve more than normal risk of collectability or present other unfavorable features. Loans to Related Parties Loan transactions with related parties at December 31 are summarized as follows: (in thousands) 2015 2014 Balance at beginning of year $ 20,842 $ 30,582 New Directors/Executive Officers 308 445 New loans and advancements 604 9,387 Loan Payments (10,372 ) (19,572 ) Balance at end of year $ 11,382 $ 20,842 Nonaccrual Loans and Leases Loans are considered past due if the required principal and interest payments have not been received as of the date such payments are due. Loans are placed on nonaccrual status either due to the delinquency status of principal and/or interest (generally when past due 90 or more days) or a judgment by management that the full repayment of principal and interest is unlikely. When interest accrual is discontinued, all unpaid accrued interest is reversed. Payments received on loans on nonaccrual are generally applied to reduce the principal balance of the loan. Loans are generally returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. When management determines that the collection of principal in full is improbable, management will charge-off a partial amount or full amount of the loan balance. Management considers specific facts and circumstances relative to each individual credit in making such a determination. For residential and consumer loans, management uses specific regulatory guidance and thresholds for determining charge-offs. Acquired loans that met the criteria for nonaccrual of interest prior to the acquisition may be considered performing upon acquisition, regardless of whether the customer is contractually delinquent, if we can reasonably estimate the timing and amount of the expected cash flows on such loans and if the Company expects to fully collect the new carrying value of the loans. As such, we may no longer consider the loan to be nonaccrual or nonperforming and may accrue interest on these loans, including the impact of any accretable discount. The Company has determined that it can reasonably estimate future cash flows on our current portfolio of acquired loans that are past due 90 days or more and on which the Company is accruing interest and expect to fully collect the carrying value of the loans net of the allowance for acquired loan losses. The below table is an age analysis of past due loans, segregated by originated and acquired loan and lease portfolios, and by class of loans, as of December 31, 2015 and 2014. December 31, 2015 (in thousands) 30-89 days 90 days or more Current Loans Total Loans 90 days and 1 Nonaccrual Originated Loans and Leases Commercial and industrial Agriculture $ 0 $ 0 $ 88,299 $ 88,299 $ 0 $ 0 Commercial and industrial other 507 867 766,650 768,024 0 1,091 Subtotal commercial and industrial 507 867 854,949 856,323 0 1,091 Commercial real estate Construction 0 0 103,037 103,037 0 0 Agriculture 0 0 86,935 86,935 0 106 Commercial real estate other 225 3,580 1,163,445 1,167,250 0 4,365 Subtotal commercial real estate 225 3,580 1,353,417 1,357,222 0 4,471 Residential real estate Home equity 729 1,868 199,981 202,578 58 1,873 Mortgages 1,161 5,140 817,540 823,841 0 5,889 Subtotal residential real estate 1,890 7,008 1,017,521 1,026,419 58 7,762 Consumer and other Indirect 494 250 17,085 17,829 0 107 Consumer and other 164 0 40,740 40,904 0 75 Subtotal consumer and other 658 250 57,825 58,733 0 182 Leases 0 0 14,861 14,861 0 0 Total loans and leases 3,280 11,705 3,298,573 3,313,558 58 13,506 Less: unearned income and deferred costs and fees 0 0 (2,790 ) (2,790 ) 0 0 Total originated loans and leases, net of unearned income and deferred costs and fees $ 3,280 $ 11,705 $ 3,295,783 $ 3,310,768 $ 58 $ 13,506 Acquired Loans and Leases Commercial and industrial Commercial and industrial other $ 20 $ 936 $ 83,854 $ 84,810 $ 338 $ 647 Subtotal commercial and industrial 20 936 83,854 84,810 338 647 Commercial real estate Construction 0 359 4,533 4,892 0 359 Agriculture 0 0 2,095 2,095 0 0 Commercial real estate other 150 1,671 283,131 284,952 550 1,224 Subtotal commercial real estate 150 2,030 289,759 291,939 550 1,583 Residential real estate Home equity 426 364 41,302 42,092 0 712 Mortgages 336 1,926 25,229 27,491 1,103 1,389 Subtotal residential real estate 762 2,290 66,531 69,583 1,103 2,101 Consumer and other Consumer and other 1 0 910 911 0 0 Subtotal consumer and other 1 0 910 911 0 0 Covered loans 276 524 13,231 14,031 524 0 Total acquired loans and leases, net of unearned income and deferred costs and fees $ 1,209 $ 5,780 $ 454,285 $ 461,274 $ 2,515 $ 4,331 1 Includes acquired loans that were recorded at fair value at the acquisition date. December 31, 2014 (in thousands) 30-89 days 90 days or more Current Loans Total Loans 90 days and 1 Nonaccrual Originated loans and leases Commercial and industrial Agriculture $ 0 $ 0 $ 78,507 $ 78,507 $ 0 $ 0 Commercial and industrial other 889 1,329 686,311 688,529 0 1,435 Subtotal commercial and industrial 889 1,329 764,818 767,036 0 1,435 Commercial real estate Construction 206 0 72,221 72,427 0 0 Agriculture 0 105 58,889 58,994 0 131 Commercial real estate other 760 3,247 975,614 979,621 0 4,911 Subtotal commercial real estate 966 3,352 1,106,724 1,111,042 0 5,042 Residential real estate Home equity 1,414 1,061 184,482 186,957 59 1,279 Mortgages 2,963 5,308 702,633 710,904 47 6,194 Subtotal residential real estate 4,377 6,369 887,115 897,861 106 7,473 Consumer and other Indirect 542 75 17,681 18,298 0 101 Consumer and other 75 4 35,795 35,874 0 248 Subtotal consumer and other 617 79 53,476 54,172 0 349 Leases 0 0 12,251 12,251 0 0 Total loans and leases 6,849 11,129 2,824,384 2,842,362 106 14,299 Less: unearned income and deferred costs and fees 0 0 0 (2,388 ) 0 0 Total originated loans and leases, net of unearned income and deferred costs and fees $ 6,849 $ 11,129 $ 2,824,384 $ 2,839,974 $ 106 $ 14,299 Acquired loans and leases Commercial and industrial Commercial and industrial other $ 5 $ 1,156 $ 95,873 $ 97,034 $ 475 $ 681 Subtotal commercial and industrial 5 1,156 95,873 97,034 475 681 Commercial real estate Construction 0 1,759 34,147 35,906 1,385 436 Agriculture 0 0 3,182 3,182 0 0 Commercial real estate other 0 1,918 306,570 308,488 77 2,042 Subtotal commercial real estate 0 3,677 343,899 347,576 1,462 2,478 Residential real estate Home equity 135 704 55,169 56,008 177 592 Mortgages 1,041 907 30,334 32,282 500 978 Subtotal residential real estate 1,176 1,611 85,503 88,290 677 1,570 Consumer and other Consumer and other 5 0 1,090 1,095 0 0 Subtotal consumer and other 5 0 1,090 1,095 0 0 Covered loans 533 914 17,872 19,319 914 0 Total acquired loans and leases, net of unearned income and deferred costs and fees $ 1,719 $ 7,358 $ 544,237 $ 553,314 $ 3,528 $ 4,729 1 The difference between the interest income that would have been recorded if nonaccrual loans and leases had paid in accordance with their original terms and the interest income that was recorded for the year ended December 31, 2015, 2014 and 2013 was $1.2 million, $1.7 million and $1.2 million, respectively. The Company had no material commitments to make additional advances to borrowers with nonperforming loans. |