LOANS AND THE ALLOWANCE FOR LOAN LOSSES | NOTE 4 - LOANS AND THE ALLOWANCE FOR LOAN LOSSES The following presents a summary of the Company’s loans as of the dates noted (in thousands): June 30, December 31, 2020 2019 Cash, Securities and Other (1) $ 371,111 $ 146,701 Construction and Development 74,793 28,120 1-4 Family Residential 418,409 400,134 Non-Owner Occupied CRE 229,150 165,179 Owner Occupied CRE 117,426 127,968 Commercial and Industrial 213,271 128,457 Total loans 1,424,160 996,559 Deferred costs (fees) and unamortized premium/(unaccreted discounts), net (1,720) 1,448 Allowance for loan losses (10,354) (7,875) Loans, net $ 1,412,086 $ 990,132 ______________________________________ (1) As of June 30, 2020, total loans include $123.8 million of performing loans purchased as part of the Branch Acquisition. See Note 2 – Acquisitions for more information. The CARES Act created the PPP, which is administered by the SBA. The PPP is intended to provide loans to small businesses to pay their employees, rent, mortgage interest and utilities. The loans may be forgiven conditioned upon the client providing payroll documentation evidencing their compliant use of funds and otherwise complying with the terms of the program. The Bank is an approved SBA lender and at June 30, 2020 the Cash, Securities and Other portion of the loan portfolio included $204.6 million of PPP loans, or 55.1% of the total category. Loan Modifications As a result of the COVID-19 pandemic, a loan modification program was designed and implemented to assist our clients experiencing financial stress resulting from the economic impacts caused by the global pandemic. The Company was offering loan extensions, temporary payment moratoriums, and financial covenant waivers for commercial and consumer borrowers impacted by the pandemic who have a pass risk rating and have not been delinquent over 30 days on payments in the last two years. The Company modified 98 loans, including acquired loans, across multiple industries in the amount of $176.9 million during the six months ended June 30, 2020. Total Loans # of Loans Modified Outstanding Balance of Modified Loans % of Total Loan Balance Modified Cash, Securities and Other $ 371,111 7 $ 5,570 1.50 % Construction and Development 74,793 1 3,814 5.10 1-4 Family Residential 418,409 31 41,690 9.96 Non-Owner Occupied CRE 229,150 30 65,491 28.58 Owner Occupied CRE 117,426 10 17,524 14.92 Commercial and Industrial 213,271 19 42,765 20.05 Total Loans $ 1,424,160 98 $ 176,854 12.42 % The CARES Act provides banks optional, temporary relief from accounting for certain loan modifications as a TDR. The modifications must be related to the adverse effects of COVID-19, and certain other criteria are required to be met in order to apply the relief. Interagency guidance from Federal Reserve and the FDIC confirmed with the FASB that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs. We believe our loan modification program meets that definition. In accordance with that guidance, the Company is recognizing interest income on all loans modified for temporary payment moratoriums, primarily for a period of 180 days or less. All loans modified in response to COVID-19 are classified as performing and pass rated as of June 30, 2020. These loans are included in the allowance for loan loss general reserve in accordance with ASC 450-20. Management has increased our loan level reviews and portfolio monitoring to address the changing environment. The Company continues to meet regularly with clients who could be more highly impacted by the recent COVID-19 pandemic. These are borrowers in industries we believe may be more impacted by the pandemic, for instance those loans where there may be a greater than 50% probability of a downgrade, covenant violation or 20% reduction in collateral position. Management believes the diversity of the loan portfolio is prudent and remains consistent with the credit culture and goals of the Bank. The following presents, by class, an aging analysis of the recorded investments (excluding accrued interest receivable, deferred loan fees, deferred costs, unamortized premium, and unaccreted discounts which are not material) in loans past due as of June 30, 2020 and December 31, 2019 (in thousands): 30-59 60-89 90 or Total Total Days Days More Days Loans Recorded June 30, 2020 Past Due Past Due Past Due Past Due Current Investment Cash, Securities and Other $ 1,199 $ 400 $ 1,493 $ 3,092 $ 368,019 $ 371,111 Construction and Development 2,567 — — 2,567 72,226 74,793 1-4 Family Residential 3,151 737 — 3,888 414,521 418,409 Non-Owner Occupied CRE — — — — 229,150 229,150 Owner Occupied CRE — — — — 117,426 117,426 Commercial and Industrial 379 — 3,506 3,885 209,386 213,271 Total $ 7,296 $ 1,137 $ 4,999 $ 13,432 $ 1,410,728 $ 1,424,160 30-59 60-89 90 or Total Total Days Days More Days Loans Recorded December 31, 2019 Past Due Past Due Past Due Past Due Current Investment Cash, Securities and Other $ 525 $ — $ — $ 525 $ 146,176 $ 146,701 Construction and Development — — — — 28,120 28,120 1-4 Family Residential 5,688 — — 5,688 394,446 400,134 Non-Owner Occupied CRE — — — — 165,179 165,179 Owner Occupied CRE — — — — 127,968 127,968 Commercial and Industrial — 3,110 907 4,017 124,440 128,457 Total $ 6,213 $ 3,110 $ 907 $ 10,230 $ 986,329 $ 996,559 At June 30, 2020 and December 31, 2019, the Company did not have any loans which were more than 90 days delinquent and accruing interest. Non-Accrual Loans and Troubled Debt Restructurings The following presents the recorded investment in non-accrual loans by class as of the dates noted (in thousands): June 30, December 31, 2020 2019 Cash, Securities and Other $ 1,493 $ 2,803 Commercial and Industrial 4,325 4,412 Total $ 5,818 $ 7,215 Non-accrual loans classified as TDR accounted for $5.8 million of the recorded investment at June 30, 2020 and $7.2 million at December 31, 2019, respectively. Non-accrual loans are classified as impaired loans and individually evaluated for impairment. The following presents a summary of the unpaid principal balance of loans classified as TDRs by loan type and delinquency status as of the dates noted (in thousands): June 30, December 31, 2020 2019 Accruing Commercial and Industrial $ 5,636 $ 5,055 Non-accrual Cash, Securities, and Other 1,493 2,803 Commercial and Industrial 4,325 4,412 Allowance for loan associated with TDR (1,179) (833) Net recorded investment $ 10,275 $ 11,437 At June 30, 2020 and December 31, 2019, the Company had extended an additional $0.8 million and $0.2 million to a Commercial and Industrial borrower with a loan classified as a TDR for operational needs as allowed under the commitment. The majority owner for this borrower provided $1.5 million of pledged cash as collateral in 2019 which is still held by the Company, in exchange for this additional funding. The Company modified one loan into a TDR during the three and six months ended June 30, 2020. The Borrower was struggling to make payments in accordance with the original contract terms. The Company restructured the loan including receiving a large paydown and extended the maturity and lowered the interest rate as a result of the Borrower’s financial difficulties. The loan was making payments as agreed for the three and six months ended June 30, 2020. The Company modified one borrower relationship with two loans into a TDR for the year ended December 31, 2019. The borrower, who has loans that are classified as Commercial and Industrial, was not making payments in accordance with the original contract terms. The modification included an extension of the maturity date that the Company would not have otherwise considered as a result of the Borrower’s difficulties. The extension of maturity was for a period of approximately nine months. The borrower was not making payments as agreed for the three and six months ended June 30, 2020. TDRs are reviewed individually for impairment and are included in the Company’s specific reserves in the allowance for loan losses. If charged off, the amount of the charge-off is included in the Company’s charge-off factors, which impact the Company’s reserves on non-impaired loans. The following table presents impaired loans by portfolio and related valuation allowance as of the periods presented (in thousands): June 30, 2020 December 31, 2019 Unpaid Allowance Unpaid Allowance Total Contractual for Total Contractual for Recorded Principal Loan Recorded Principal Loan Investment Balance Losses Investment Balance Losses Impaired loans with a valuation allowance: Commercial and Industrial $ 3,434 $ 3,434 $ 1,179 $ 4,412 $ 4,412 $ 833 Total $ 3,434 $ 3,434 $ 1,179 $ 4,412 $ 4,412 $ 833 Impaired loans with no related valuation allowance: Cash, Securities, and Other $ 1,493 $ 1,493 $ — $ 2,803 $ 2,803 $ — Commercial and Industrial 6,527 6,527 — 5,055 5,055 — Total $ 8,020 $ 8,020 $ — $ 7,858 $ 7,858 $ — Total impaired loans: Cash, Securities, and Other $ 1,493 $ 1,493 $ — $ 2,803 $ 2,803 $ — Commercial and Industrial 9,961 9,961 1,179 9,467 9,467 833 Total $ 11,454 $ 11,454 $ 1,179 $ 12,270 $ 12,270 $ 833 The recorded investment in loans in the previous tables excludes accrued interest, deferred loan fees and costs and unamortized premium/discounts which are not material. Interest income, if any, was recognized on the cash basis on non-accrual loans. The average balance of impaired loans and interest income recognized on impaired loans during the three months ended June 30, 2020 and 2019 are included in the table below (in thousands): Three Months Ended June 30, 2020 2019 Average Interest Average Interest Recorded Income Recorded Income Investment Recognized Investment Recognized Impaired loans with a valuation allowance: Commercial and Industrial $ 3,462 $ — $ 1,235 $ — Total $ 3,462 $ — $ 1,235 $ — Impaired loans with no related valuation allowance: Cash, Securities, and Other $ 1,493 $ — $ 8,042 $ — Commercial and Industrial 5,998 84 5,268 68 1-4 Family Residential — — 412 26 Total $ 7,491 $ 84 $ 13,722 $ 94 Total impaired loans: Cash, Securities, and Other $ 1,493 $ — $ 8,042 $ — Commercial and Industrial 9,460 84 6,503 68 1-4 Family Residential — — 412 26 Total $ 10,953 $ 84 $ 14,957 $ 94 The average balance of impaired loans and interest income recognized on impaired loans during the six months ended June 30, 2020 and 2019 are included in the table below (in thousands): Six Months Ended June 30, 2020 2019 Average Interest Average Interest Recorded Income Recorded Income Investment Recognized Investment Recognized Impaired loans with a valuation allowance: Commercial and Industrial $ 3,476 $ — $ 1,398 $ — Total $ 3,476 $ — $ 1,398 $ — Impaired loans with no related valuation allowance: Cash, Securities, and Other $ 1,925 $ — $ 9,072 $ — Commercial and Industrial 5,991 165 5,131 188 1-4 Family Residential — — 412 51 Total $ 7,916 $ 165 $ 14,615 $ 239 Total impaired loans: Cash, Securities, and Other $ 1,925 $ — $ 9,072 $ — Commercial and Industrial 9,467 165 6,529 188 1-4 Family Residential — — 412 51 Total $ 11,392 $ 165 $ 16,013 $ 239 Allowance for Loan Losses The provision for loan losses for the six months ended June 30, 2020 was $2.5 million compared to $0.1 million for the same period in 2019, primarily reflecting strong loan growth along with an increase based on the additional variability surrounding the COVID-19 loan modifications made during the quarter and increased economic uncertainty. Allocation of a portion of the allowance for loan losses to one category of loans does not preclude its availability to absorb losses in other categories. The following presents the activity in the Company’s allowance for loan losses by portfolio class for the periods presented (in thousands): Cash, Construction 1-4 Non-Owner Owner Commercial Securities and Family Occupied Occupied and and Other Development Residential CRE CRE Industrial Total Changes in allowance for loan losses for the three months ended June 30, 2020 Beginning balance $ 1,092 $ 186 $ 3,008 $ 1,403 $ 884 $ 1,669 $ 8,242 Provision for (recovery of) loan losses 1,345 298 (300) 80 (124) 825 2,124 Charge-offs (24) — — — — — (24) Recoveries 12 — — — — — 12 Ending balance $ 2,425 $ 484 $ 2,708 $ 1,483 $ 760 $ 2,494 $ 10,354 Changes in allowance for loan losses for the six months ended June 30, 2020 Beginning balance $ 1,058 $ 200 $ 2,850 $ 1,176 $ 911 $ 1,680 $ 7,875 Provision for (recovery of) loan losses 1,379 $ 284 $ (142) $ 307 $ (151) $ 814 2,491 Charge-offs (24) $ — $ — $ — $ — $ — (24) Recoveries 12 $ — $ — $ — $ — $ — 12 Ending balance $ 2,425 $ 484 $ 2,708 $ 1,483 $ 760 $ 2,494 $ 10,354 Allowance for loan losses at June 30, 2020 allocated to loans evaluated for impairment: Individually $ — $ — $ — $ — $ — $ 1,179 $ 1,179 Collectively 2,425 484 2,708 1,483 760 1,315 9,175 Ending balance $ 2,425 $ 484 $ 2,708 $ 1,483 $ 760 $ 2,494 $ 10,354 Loans at June 30, 2020, evaluated for impairment: Individually $ 1,493 $ — $ — $ — $ — $ 9,961 $ 11,454 Collectively 369,618 74,793 418,409 229,150 117,426 203,310 1,412,706 Ending balance $ 371,111 $ 74,793 $ 418,409 $ 229,150 $ 117,426 $ 213,271 $ 1,424,160 Cash, Construction 1-4 Non-Owner Owner Commercial Securities and Family Occupied Occupied and and Other Development Residential CRE CRE Industrial Total Changes in allowance for loan losses for the three months ended June 30, 2019 Beginning balance $ 877 $ 266 $ 2,588 $ 1,235 $ 780 $ 1,899 $ 7,645 Provision for (recovery of) loan losses 164 24 62 (149) 20 (199) (78) Charge-offs — — — — — — — Recoveries 8 — — — — — 8 Ending balance $ 1,049 $ 290 $ 2,650 $ 1,086 $ 800 $ 1,700 $ 7,575 Changes in allowance for loan losses for the six months ended June 30, 2019 Beginning balance $ 764 $ 232 $ 2,552 $ 1,264 $ 789 $ 1,850 $ 7,451 Provision for (recovery of) loan losses 277 58 98 (178) 11 (150) 116 Charge-offs — — — — — — — Recoveries 8 — — — — — 8 Ending balance $ 1,049 $ 290 $ 2,650 $ 1,086 $ 800 $ 1,700 $ 7,575 Allowance for loan losses at December 31, 2019 allocated to loans evaluated for impairment: Individually $ — $ — $ — $ — $ — $ 833 $ 833 Collectively 1,058 200 2,850 1,176 911 847 7,042 Ending balance $ 1,058 $ 200 $ 2,850 $ 1,176 $ 911 $ 1,680 $ 7,875 Loans at December 31, 2019, evaluated for impairment: Individually $ 2,803 $ — $ — $ — $ — $ 9,467 $ 12,270 Collectively 143,898 28,120 400,134 165,179 127,968 118,990 984,289 Ending balance $ 146,701 $ 28,120 $ 400,134 $ 165,179 $ 127,968 $ 128,457 $ 996,559 The Company categorizes loans into risk categories based on relevant information about the ability of the borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans individually by classifying the loans by credit risk on a quarterly basis. The Company uses the following definitions for risk ratings: Special Mention—Loans classified as special mention have a potential weakness or borrowing relationships that require more than the usual amount of management attention. Adverse industry conditions, deteriorating financial conditions, declining trends, management problems, documentation deficiencies or other similar weaknesses may be evident. Ability to meet current payment schedules may be questionable, even though interest and principal are still being paid as agreed. The asset has potential weaknesses that may result in deteriorating repayment prospects if left uncorrected. Loans in this risk grade are not considered adversely classified. Substandard—Substandard loans are considered “classified” and are inadequately protected by the current net worth and paying capacity of the obligor or by the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardizes the liquidation of the debt. They are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected. Loans in this category may be placed on non-accrual status and may individually be evaluated for impairment if indicators of impairment exist. Doubtful—Loans graded doubtful are considered “classified” and have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions and values, highly questionable and improbable. However, the amount of certainty of eventual loss is not known because of specific pending factors. Loans not meeting any of the three criteria above are considered to be pass-rated loans. The following presents, by class and by credit quality indicator, the recorded investment in the Company’s loans as of June 30, 2020 and December 31, 2019 (in thousands): Special June 30, 2020 Pass Mention Substandard Total Cash, Securities and Other $ 369,618 $ — $ 1,493 $ 371,111 Construction and Development 74,793 — — 74,793 1-4 Family Residential 413,514 — 4,895 418,409 Non-Owner Occupied CRE 223,903 5,247 — 229,150 Owner Occupied CRE 116,933 493 — 117,426 Commercial and Industrial 200,556 — 12,715 213,271 Total $ 1,399,317 $ 5,740 $ 19,103 $ 1,424,160 Special December 31, 2019 Pass Mention Substandard Total Cash, Securities and Other $ 143,898 $ — $ 2,803 $ 146,701 Construction and Development 28,120 — — 28,120 1-4 Family Residential 395,224 — 4,910 400,134 Non-Owner Occupied CRE 164,021 1,158 — 165,179 Owner Occupied CRE 127,968 — — 127,968 Commercial and Industrial 114,241 — 14,216 128,457 Total $ 973,472 $ 1,158 $ 21,929 $ 996,559 The Company had no loans graded doubtful as of June 30, 2020 and December 31, 2019. |