LOANS | NOTE 3 – LOANS Portfolio loans were as follows (dollars in thousands): June 30, 2019 December 31, 2018 Commercial and industrial $ 466,590 $ 513,345 Commercial real estate: Residential developed 14,582 14,825 Unsecured to residential developers — — Vacant and unimproved 37,455 44,169 Commercial development 689 712 Residential improved 98,608 98,500 Commercial improved 292,381 295,618 Manufacturing and industrial 120,228 114,887 Total commercial real estate 563,943 568,711 Consumer Residential mortgage 233,271 238,174 Unsecured 338 130 Home equity 72,676 78,503 Other secured 6,694 6,795 Total consumer 312,979 323,602 Total loans 1,343,512 1,405,658 Allowance for loan losses (16,886 ) (16,876 ) $ 1,326,626 $ 1,388,782 Activity in the allowance for loan losses by portfolio segment was as follows (dollars in thousands): Three months ended June 30, 2019 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Beginning balance $ 6,989 $ 6,447 $ 3,426 $ 30 $ 16,892 Charge-offs — — (41 ) — (41 ) Recoveries 141 67 27 — 235 Provision for loan losses 101 (205 ) (116 ) 20 (200 ) Ending Balance $ 7,231 $ 6,309 $ 3,296 $ 50 $ 16,886 Three months ended June 30, 2018 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Beginning balance $ 6,506 $ 6,532 $ 3,603 $ 34 $ 16,675 Charge-offs — — (30 ) — (30 ) Recoveries 55 257 38 — 350 Provision for loan losses (412 ) 87 40 (15 ) (300 ) Ending Balance $ 6,149 $ 6,876 $ 3,651 $ 19 $ 16,695 Six months ended June 30, 2019 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Beginning balance $ 6,856 $ 6,544 $ 3,449 $ 27 $ 16,876 Charge-offs — (132 ) (66 ) — (198 ) Recoveries 277 291 90 — 658 Provision for loan losses 98 (394 ) (177 ) 23 (450 ) Ending Balance $ 7,231 $ 6,309 $ 3,296 $ 50 $ 16,886 Six months ended June 30, 2018 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Beginning balance $ 6,478 $ 6,590 $ 3,494 $ 38 $ 16,600 Charge-offs (66 ) — (60 ) — (126 ) Recoveries 89 460 72 — 621 Provision for loan losses (352 ) (174 ) 145 (19 ) (400 ) Ending Balance $ 6,149 $ 6,876 $ 3,651 $ 19 $ 16,695 The following table presents the balance in the allowance for loan losses and the recorded investment in loans by portfolio segment and based on impairment method (dollars in thousands): June 30, 2019 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Allowance for loan losses: Ending allowance attributable to loans: Individually reviewed for impairment $ 779 $ 34 $ 417 $ — $ 1,230 Collectively evaluated for impairment 6,452 6,275 2,879 50 15,656 Total ending allowance balance $ 7,231 $ 6,309 $ 3,296 $ 50 $ 16,886 Loans: Individually reviewed for impairment $ 2,910 $ 3,303 $ 5,466 $ — $ 11,679 Collectively evaluated for impairment 463,680 560,640 307,513 — 1,331,833 Total ending loans balance $ 466,590 $ 563,943 $ 312,979 $ — $ 1,343,512 December 31, 2018 Commercial and Industrial Commercial Real Estate Consumer Unallocated Total Allowance for loan losses: Ending allowance attributable to loans: Individually reviewed for impairment $ 449 $ 181 $ 468 $ — $ 1,098 Collectively evaluated for impairment 6,407 6,363 2,981 27 15,778 Total ending allowance balance $ 6,856 $ 6,544 $ 3,449 $ 27 $ 16,876 Loans: Individually reviewed for impairment $ 7,375 $ 3,499 $ 6,347 $ — $ 17,221 Collectively evaluated for impairment 505,970 565,212 317,255 — 1,388,437 Total ending loans balance $ 513,345 $ 568,711 $ 323,602 $ — $ 1,405,658 The following table presents loans individually evaluated for impairment by class of loans as of June 30, 2019 (dollars in thousands): June 30, 2019 Unpaid Principal Balance Recorded Investment Allowance Allocated With no related allowance recorded: Commercial and industrial $ 1,180 $ 1,180 $ — Commercial real estate: Residential developed — — — Unsecured to residential developers — — — Vacant and unimproved 124 124 — Commercial development — — — Residential improved 491 491 — Commercial improved 1,501 1,501 — Manufacturing and industrial — — — 2,116 2,116 — Consumer: Residential mortgage — — — Unsecured — — — Home equity — — — Other secured — — — — — — Total with no related allowance recorded $ 3,296 $ 3,296 $ — With an allowance recorded: Commercial and industrial $ 1,730 $ 1,730 $ 779 Commercial real estate: Residential developed 170 170 3 Unsecured to residential developers — — — Vacant and unimproved — — — Commercial development — — — Residential improved 60 60 5 Commercial improved 589 589 16 Manufacturing and industrial 368 368 10 1,187 1,187 34 Consumer: Residential mortgage 4,443 4,443 328 Unsecured — — — Home equity 1,023 1,023 89 Other secured — — — 5,466 5,466 417 Total with an allowance recorded $ 8,383 $ 8,383 $ 1,230 Total $ 11,679 $ 11,679 $ 1,230 The following table presents loans individually evaluated for impairment by class of loans as of December 31, 2018 (dollars in thousands): December 31, 2018 Unpaid Principal Balance Recorded Investment Allowance Allocated With no related allowance recorded: Commercial and industrial $ 2,515 $ 1,375 $ — Commercial real estate: Residential developed — — — Unsecured to residential developers — — — Vacant and unimproved 143 143 — Commercial development — — — Residential improved 140 140 — Commercial improved 1,675 1,675 — Manufacturing and industrial — — — 1,958 1,958 — Consumer: Residential mortgage — — — Unsecured — — — Home equity — — — Other secured — — — — — — Total with no related allowance recorded $ 4,473 $ 3,333 $ — With an allowance recorded: Commercial and industrial $ 6,000 $ 6,000 $ 449 Commercial real estate: Residential developed 172 172 2 Unsecured to residential developers — — — Vacant and unimproved — — — Commercial development — — — Residential improved 193 193 13 Commercial improved 794 794 155 Manufacturing and industrial 382 382 11 1,541 1,541 181 Consumer: Residential mortgage 5,029 5,029 371 Unsecured — — — Home equity 1,318 1,318 97 Other secured — — — 6,347 6,347 468 Total with an allowance recorded $ 13,888 $ 13,888 $ 1,098 Total $ 18,361 $ 17,221 $ 1,098 The following table presents information regarding average balances of impaired loans and interest recognized on impaired loans for the three and six month periods ended June 30, 2019 and 2018 (dollars in thousands): Three Months Ended June 30, 2019 Three Months Ended June 30, 2018 Six Months Ended June 30, 2019 Six Months Ended June 30, 2018 Average of impaired loans during the period: Commercial and industrial $ 5,039 $ 3,959 $ 5,833 $ 5,872 Commercial real estate: Residential developed 170 176 171 177 Unsecured to residential developers — — — — Vacant and unimproved 131 254 135 211 Commercial development — — — 63 Residential improved 417 1,175 374 1,315 Commercial improved 2,138 3,327 2,239 3,529 Manufacturing and industrial 371 399 374 326 Consumer 5,880 7,487 6,034 7,777 Interest income recognized during impairment: Commercial and industrial 230 215 518 517 Commercial real estate 52 61 96 135 Consumer 65 70 140 155 Cash-basis interest income recognized Commercial and industrial 265 230 547 524 Commercial real estate 52 50 101 129 Consumer 63 65 139 152 Nonaccrual loans include both smaller balance homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans. The following tables present the recorded investment in nonaccrual and loans past due over 90 days still on accrual by class of loans as of June 30, 2019 and December 31, 2018: June 30, 2019 Nonaccrual Over 90 days Accruing Commercial and industrial $ — $ — Commercial real estate: Residential developed — — Unsecured to residential developers — — Vacant and unimproved — — Commercial development — — Residential improved 102 — Commercial improved — — Manufacturing and industrial — — 102 — Consumer: Residential mortgage 109 82 Unsecured — — Home equity — — Other secured — — 109 82 Total $ 211 $ 82 December 31, 2018 Nonaccrual Over 90 days Accruing Commercial and industrial $ 874 $ — Commercial real estate: Residential developed — — Unsecured to residential developers — — Vacant and unimproved — — Commercial development — — Residential improved 15 — Commercial improved 303 — Manufacturing and industrial — — 318 — Consumer: Residential mortgage 111 — Unsecured — — Home equity — 1 Other secured — — 111 1 Total $ 1,303 $ 1 The following table presents the aging of the recorded investment in past due loans as of June 30, 2019 and December 31, 2018 by class of loans (dollars in thousands): June 30, 2019 30-90 Days Greater Than 90 Days Total Past Due Loans Not Past Due Total Commercial and industrial $ — $ — $ — $ 466,590 $ 466,590 Commercial real estate: Residential developed — — — 14,582 14,582 Unsecured to residential developers — — — — — Vacant and unimproved — — — 37,455 37,455 Commercial development — — — 689 689 Residential improved — 102 102 98,506 98,608 Commercial improved — — — 292,381 292,381 Manufacturing and industrial — — — 120,228 120,228 — 102 102 563,841 563,943 Consumer: Residential mortgage — 190 190 233,081 233,271 Unsecured 6 — 6 332 338 Home equity 62 — 62 72,614 72,676 Other secured — — — 6,694 6,694 68 190 258 312,721 312,979 Total $ 68 $ 292 $ 360 $ 1,343,152 $ 1,343,512 December 31, 2018 30-90 Days Greater Than 90 Days Total Past Due Loans Not Past Due Total Commercial and industrial $ — $ — $ — $ 513,345 $ 513,345 Commercial real estate: Residential developed — — — 14,825 14,825 Unsecured to residential developers — — — — — Vacant and unimproved 57 — 57 44,112 44,169 Commercial development — — — 712 712 Residential improved 86 16 102 98,398 98,500 Commercial improved 100 303 403 295,215 295,618 Manufacturing and industrial — — — 114,887 114,887 243 319 562 568,149 568,711 Consumer: Residential mortgage — 110 110 238,064 238,174 Unsecured 7 — 7 123 130 Home equity 67 1 68 78,435 78,503 Other secured 130 — 130 6,665 6,795 204 111 315 323,287 323,602 Total $ 447 $ 430 $ 877 $ 1,404,781 $ 1,405,658 The Company had allocated $1,230,000 and $1,098,000 of specific reserves to customers whose loan terms have been modified in troubled debt restructurings (“TDRs”) as of June 30, 2019 and December 31, 2018, respectively. These loans may have involved the restructuring of terms to allow customers to mitigate the risk of foreclosure by meeting a lower loan payment requirement based upon their current cash flow. These may also include loans that renewed at existing contractual rates, but below market rates for comparable credit. The Company has been active at utilizing these programs and working with its customers to reduce the risk of foreclosure. For commercial loans, these modifications typically include an interest only period and, in some cases, a lowering of the interest rate on the loan. In some cases, the modification will include separating the note into two notes with the first note structured to be supported by current cash flows and collateral, and the second note made for the remaining unsecured debt. The second note is charged off immediately and collected only after the first note is paid in full. This modification type is commonly referred to as an A-B note structure. For consumer mortgage loans, the restructuring typically includes a lowering of the interest rate to provide payment and cash flow relief. For each restructuring, a comprehensive credit underwriting analysis of the borrower’s financial condition and prospects of repayment under the revised terms is performed to assess whether the structure can be successful and that cash flows will be sufficient to support the restructured debt. An analysis is also performed to determine whether the restructured loan should be on accrual status. Generally, if the loan is on accrual at the time of restructure, it will remain on accrual after the restructuring. In some cases, a nonaccrual loan may be placed on accrual at restructuring if the loan’s actual payment history demonstrates it would have cash flowed under the restructured terms. After six consecutive payments under the restructured terms, a nonaccrual restructured loan is reviewed for possible upgrade to accruing status. In situations where there is a subsequent modification or renewal and the loan is brought to market terms, including a contractual interest rate not less than a market interest rate for new debt with similar credit risk characteristics, the TDR and impaired loan designations may be removed. In addition, the TDR designation may also be removed from loans modified under an A-B note structure. If the remaining “A” note is at a market rate at the time of restructuring (taking into account the borrower’s credit risk and prevailing market conditions), the loan can be removed from TDR designation in a subsequent calendar year after six months of performance in accordance with the new terms. The market rate relative to the borrower’s credit risk is determined through analysis of market pricing information gathered from peers and use of a loan pricing model. The general objective of the model is to achieve a consistent return on equity from one credit to the next, taking into consideration differences in credit risk. In the model, credits with higher risk receive a higher potential loss allocation, and therefore require a higher interest rate to achieve the target return on equity. As with other impaired loans, an allowance for loan loss is estimated for each TDR based on the most likely source of repayment for each loan. For impaired commercial real estate loans that are collateral dependent, the allowance is computed based on the fair value of the underlying collateral, less estimated costs to sell. For impaired commercial loans where repayment is expected from cash flows from business operations, the allowance is computed based on a discounted cash flow computation. Certain groups of TDRs, such as residential mortgages, have common characteristics and for them the allowance is computed based on a discounted cash flow computation on the change in weighted rate for the pool. The allowance allocations for commercial TDRs where we have reduced the contractual interest rate are computed by measuring cash flows using the new payment terms discounted at the original contractual rate. The following table presents information regarding troubled debt restructurings as of June 30, 2019 and December 31, 2018 (dollars in thousands): June 30, 2019 December 31, 2018 Number of Loans Outstanding Recorded Balance Number of Loans Outstanding Recorded Balance Commercial and industrial 9 $ 2,910 18 $ 6,502 Commercial real estate 17 3,146 22 3,305 Consumer 73 5,466 83 6,346 99 $ 11,522 123 $ 16,153 The following table presents information related to accruing troubled debt restructurings as of June 30, 2019 and December 31, 2018. The table presents the amount of accruing troubled debt restructurings that were on nonaccrual status prior to the restructuring, accruing at the time of restructuring and those that were upgraded to accruing status after receiving six consecutive monthly payments in accordance with the restructured terms as of each period reported (dollars in thousands): June 30, 2019 December 31, 2018 Accruing TDR - nonaccrual at restructuring $ — $ — Accruing TDR - accruing at restructuring 8,947 10,336 Accruing TDR - upgraded to accruing after six consecutive payments 2,473 5,693 $ 11,420 $ 16,029 The following tables present information regarding troubled debt restructurings executed during the three and six month periods ended June 30, 2019 and 2018 (dollars in thousands): Three Months Ended June 30, 2019 Three Months Ended June 30, 2018 # of Loans Pre-TDR Balance Writedown Upon TDR # of Loans Pre-TDR Balance Writedown Upon TDR Commercial and industrial — $ — $ — — $ — $ — Commercial real estate — — — — — — Consumer 1 24 — 2 24 — 1 $ 24 $ — 2 $ 24 $ — Six Months Ended June 30, 2019 Six Months Ended June 30, 2018 # of Loans Pre-TDR Balance Writedown Upon TDR # of Loans Pre-TDR Balance Writedown Upon TDR Commercial and industrial — $ — $ — — $ — $ — Commercial real estate — — — 3 492 — Consumer 1 24 — 4 92 — 1 $ 24 $ — 7 $ 584 $ — According to the accounting standards, not all loan modifications are TDRs. TDRs are modifications or renewals where the Company has granted a concession to a borrower in financial distress. The Company reviews all modifications and renewals for determination of TDR status. In some situations a borrower may be experiencing financial distress, but the Company does not provide a concession. These modifications are not considered TDRs. In other cases, the Company might provide a concession, such as a reduction in interest rate, but the borrower is not experiencing financial distress. This could be the case if the Company is matching a competitor’s interest rate. These modifications would also not be considered TDRs. Finally, any renewals at existing terms for borrowers not experiencing financial distress would not be considered TDRs. As with other loans not considered TDR or impaired, allowance allocations are based on the historical based allocation for the applicable loan grade and loan class. Payment defaults on TDRs have been minimal and during the three and six month periods ended June 30, 2019 and 2018, the balance of loans that became delinquent by more than 90 days past due or that were transferred to nonaccrual within 12 months of restructuring were not material. Credit Quality Indicators: 1. Excellent 2. Above Average 3. Good Quality 4. Acceptable Risk 5. Marginally Acceptable 6. Substandard 7. Doubtful 8. Loss As of June 30, 2019 and December 31, 2018, the risk grade category of commercial loans by class of loans were as follows (dollars in thousands): June 30, 2019 1 2 3 4 5 6 7 8 Total Commercial and industrial $ 15,000 $ 16,225 $ 143,986 $ 276,700 $ 12,149 $ 2,530 $ — $ — $ 466,590 Commercial real estate: Residential developed — — — 14,164 418 — — — 14,582 Unsecured to residential developers — — — — — — — — — Vacant and unimproved — 5,382 7,072 24,894 107 — — — 37,455 Commercial development — — 83 606 — — — — 689 Residential improved — — 15,424 82,511 233 338 102 — 98,608 Commercial improved — 5,515 63,888 217,824 4,795 359 — — 292,381 Manufacturing & industrial — 3,256 29,105 83,303 4,564 — — — 120,228 $ 15,000 $ 30,378 $ 259,558 $ 700,002 $ 22,266 $ 3,227 $ 102 $ — $ 1,030,533 December 31, 2018 1 2 3 4 5 6 7 8 Total Commercial and industrial $ 15,000 $ 15,708 $ 164,901 $ 299,622 $ 11,186 $ 6,054 $ 874 $ — $ 513,345 Commercial real estate: Residential developed — — — 14,220 605 — — — 14,825 Unsecured to residential developers — — — — — — — — — Vacant and unimproved — 7,635 3,543 30,688 2,303 — — — 44,169 Commercial development — — 86 626 — — — — 712 Residential improved — — 19,645 78,337 311 192 15 — 98,500 Commercial improved — 5,292 62,756 222,152 4,751 364 303 — 295,618 Manufacturing & industrial — 3,372 24,799 81,261 5,455 — — — 114,887 $ 15,000 $ 32,007 $ 275,730 $ 726,906 $ 24,611 $ 6,610 $ 1,192 $ — $ 1,082,056 Commercial loans rated a 6 or worse per the Company’s internal risk rating system are considered substandard, doubtful or loss. Commercial loans classified as substandard or worse were as follows at period-end (dollars in thousands): June 30, 2019 December 31, 2018 Not classified as impaired $ — $ — Classified as impaired 3,329 7,802 Total commercial loans classified substandard or worse $ 3,329 $ 7,802 The Company considers the performance of the loan portfolio and its impact on the allowance for loan losses. For consumer loan classes, the Company also evaluates credit quality based on the aging status of the loan, which was previously presented, and by payment activity. The following table presents the recorded investment in consumer loans based on payment activity (dollars in thousands): June 30, 2019 Residential Mortgage Consumer Unsecured Home Equity Consumer Other Performing $ 233,080 $ 338 $ 72,676 $ 6,694 Nonperforming 191 — — — Total $ 233,271 $ 338 $ 72,676 $ 6,694 December 31, 2018 Residential Mortgage Consumer Unsecured Home Equity Consumer Other Performing $ 238,064 $ 130 $ 78,502 $ 6,795 Nonperforming 110 — 1 — Total $ 238,174 $ 130 $ 78,503 $ 6,795 |