LOANS | LOANS Commercial real estate loans consist of term loans secured by a mortgage lien on the real property such as apartment buildings, office and industrial buildings, retail shopping centers, and farmland. The credit underwriting for both owner-occupied and non-owner occupied commercial real estate loans includes detailed market analysis, historical and projected cash flow analysis, appropriate equity margins, assessment of lessees and lessors, type of real estate and other analysis. Risk of loss is managed by adherence to standard loan policies that establish certain levels of performance prior to the extension of a loan to the borrower. Geographic diversification, as well as diversification across industries, are other means by which the risk of loss is managed by the Company. Residential real estate loans represent loans to consumers for the purchase or refinance of a residence. These loans are generally financed over a 15 - to 30 -year term, and in most cases, are extended to borrowers to finance their primary residence with both fixed-rate and adjustable-rate terms. The majority of these loans originated by the Company conform to secondary market underwriting standards and are sold within a short timeframe to unaffiliated third parties. As such, the credit underwriting standards adhere to the underwriting standards and documentation requirements established by the respective investor or correspondent bank. Residential real estate loans also include home equity loans and lines of credit that are secured by a first or second lien on the borrower’s residence. Home equity lines of credit consist mainly of revolving lines of credit secured by residential real estate. Home equity lines of credit are generally governed by the same lending policies and subject to the same credit risk as described previously for residential real estate loans. Commercial and industrial loans include financing for commercial purposes in various lines of business, including manufacturing, service industry, professional service areas and agricultural. The Company works with businesses to meet their short-term working capital needs while also providing long-term financing for their business plans. Credit risk is managed through standardized loan policies, established and authorized credit limits, centralized portfolio management and the diversification of market area and industries. The overall strength of the borrower is evaluated through the credit underwriting process and includes a variety of analytical activities including the review of historical and projected cash flows, historical financial performance, financial strength of the principals and guarantors, and collateral values, where applicable. Commercial and industrial loans are generally secured with the assets of the company and/or the personal guarantee of the business owners. Real estate construction loans are term loans to individuals, companies or developers used for the construction of a commercial or residential property for which repayment will be generated by the sale or permanent financing of the property. Generally, these loans are for construction projects that have been either pre-sold, pre-leased, or have secured permanent financing, as well as loans to real estate companies with significant equity invested in the project. Consumer loans include loans made to individuals not secured by real estate, including loans secured by automobiles or watercraft, and personal unsecured loans. Risk elements in the consumer loan portfolio are primarily focused on the borrower’s cash flow and credit history, key indicators of the ability to repay and borrower credit scores. A certain level of security is provided through liens on automobile or watercraft titles, where applicable. Economic conditions that affect consumers in the Company’s markets have a direct impact on the credit quality of these loans. Higher levels of unemployment, lower levels of income growth and weaker economic growth are factors that may adversely impact consumer loan credit quality. Loans at June 30, 2016 and December 31, 2015 were as follows: (Dollars in thousands) Accounted for under ASC 310-30 Excluded from ASC 310-30 accounting Total loans June 30, 2016 Commercial real estate $ 213,727 $ 1,448,063 $ 1,661,790 Residential real estate 242,025 1,432,590 1,674,615 Commercial and industrial 20,809 1,261,832 1,282,641 Real estate construction 7,879 249,232 257,111 Consumer 8,279 163,678 171,957 Total $ 492,719 $ 4,555,395 $ 5,048,114 (1) December 31, 2015 Commercial real estate $ 250,497 $ 1,317,600 $ 1,568,097 Residential real estate 273,845 1,273,954 1,547,799 Commercial and industrial 24,724 1,232,682 1,257,406 Real estate construction 10,783 230,820 241,603 Consumer 9,417 182,378 191,795 Total $ 569,266 $ 4,237,434 $ 4,806,700 (1) (1) Includes net deferred costs totaling $5.6 million and $1.9 million at June 30, 2016 and December 31, 2015 , respectively. We recorded our acquired loans at fair value as of the acquisition date, which includes loans we acquired in our acquisitions of CF Bancorp, First Banking Center, Peoples State Bank, Community Central Bank, First Place Bank, Talmer West Bank and First Huron. At the acquisition date, where a loan exhibits evidence of credit deterioration since origination and it is probable at the date of acquisition that the Company will not collect all principal and interest payments in accordance with the terms of the loan agreement, which we refer to as purchased credit impaired loans, the Company accounts for these loans under ASC 310-30 and recognizes the expected shortfall of expected future cash flows, as compared to the contractual amount due, as a nonaccretable discount. Any excess of the net present value of expected future cash flows over the acquisition date fair value is recognized as the accretable discount, or accretable yield. We recognize accretion of the accretable discount as interest income over the expected remaining life of the purchased credit impaired loan. Acquired loans that are not purchased credit impaired loans are accounted for under ASC 310-20 and fair value discounts/premiums are accreted/amortized into interest income over the remaining term of the loan as an adjustment to the related loans yield. Changes in the carrying amount of accretable discount for purchased loans accounted for under ASC 310-30 were as follows: For the three months ended For the six months ended (Dollars in thousands) 2016 2015 2016 2015 Balance at beginning of period $ 211,467 $ 278,825 $ 223,214 $ 277,058 Additions due to acquisitions — — — 5,268 Discount accretion (14,281 ) (19,242 ) (29,154 ) (40,206 ) Reclassifications from nonaccretable discount and other additions to accretable discount due to results of cash flow re-estimations 9,645 21,642 25,370 51,073 Other activity, net (1) (10,023 ) (21,161 ) (22,622 ) (33,129 ) Balance at end of period $ 196,808 $ 260,064 $ 196,808 $ 260,064 (1) Primarily includes changes in the accretable discount due to loan payoffs, foreclosures and charge-offs. For purchased credit impaired loans accounted for under ASC 310-30, the Company remeasures expected cash flows on a quarterly basis. For loans where the remeasurement process results in a decline in expected cash flows, impairment is recorded. Alternatively, when a loan’s remeasurement results in an increase in expected cash flows, the effective yield of the related loan is increased through an addition to the accretable discount. The total identified improvement in the cash flow expectations resulting in yield adjustments on a prospective basis during the three months ended June 30, 2016 and 2015 for purchased credit impaired loans was $9.6 million and $21.6 million , respectively. During the six months ended June 30, 2016 and 2015 , the total identified improvement in cash flow expectations was $25.4 million and $51.1 million , respectively. The Company also identified declines in the cash flow expectations of certain purchased credit impaired loans. A decline in the present value of current expected cash flows compared to the previously estimated expected cash flows, due in any part to change in credit, is referred to as credit impairment and recorded as provision for loan losses during the period. Declines in the present value of expected cash flows only from the expected timing of such cash flows is referred to as timing impairment and recognized prospectively as a decrease in the yield on the loan. Below is the composition of the recorded investment for purchased credit impaired loans accounted for under ASC 310-30 at June 30, 2016 and December 31, 2015 . (Dollars in thousands) June 30, December 31, Contractual cash flows $ 911,735 $ 1,019,407 Non-accretable difference (222,208 ) (226,927 ) Accretable yield (196,808 ) (223,214 ) Loans accounted for under ASC 310-30 $ 492,719 $ 569,266 Nonperforming Assets and Past Due Loans Nonperforming assets consist of loans for which the accrual of interest has been discontinued, other real estate owned acquired through acquisitions, other real estate owned obtained through foreclosure and other repossessed assets. Loans are considered past due or delinquent when the contractual principal or interest due in accordance with the terms of the loan agreement or any portion thereof remains unpaid after the due date of the scheduled payment. Loans outside of those accounted for under ASC 310-30 are classified as nonaccrual when, in the opinion of management, collection of principal or interest is doubtful. The accrual of interest income is discontinued when a loan is placed in nonaccrual status and any payments received reduce the carrying value of the loan. A loan may be placed back on accrual status if all contractual payments have been received and collection of future principal and interest payments are no longer doubtful. Purchased credit impaired loans accounted for under ASC 310-30 are classified as performing, even though they may be contractually past due, as any nonpayment of contractual principal or interest is considered in the quarterly re-estimation of expected cash flows and is included in the resulting recognition of current period provision for loan losses or future yield adjustments. Information as to nonperforming assets was as follows: (Dollars in thousands) June 30, December 31, Nonperforming assets Nonaccrual loans Commercial real estate $ 12,525 $ 16,798 Residential real estate 15,846 18,390 Commercial and industrial 17,282 21,668 Real estate construction 203 413 Consumer 98 206 Total nonaccrual loans 45,954 57,475 Other real estate owned and repossessed assets (1) 20,461 28,157 Total nonperforming assets 66,415 85,632 Loans 90 days or more past due and still accruing, excluding loans accounted for under ASC 310-30 Commercial real estate $ 686 $ — Residential real estate 63 58 Commercial and industrial — 14 Consumer 74 225 Total loans 90 days or more past due and still accruing, excluding loans accounted for under ASC 310-30 $ 823 $ 297 (1) Excludes closed branches and operating facilities. Loan delinquency, excluding loans accounted for under ASC 310-30 was as follows: June 30, 2016 (Dollars in thousands) 30-59 days past due 60-89 days past due 90 days or more past due Total past due Current Total loans 90 days or more past due and still accruing Loans, excluding loans accounted for under ASC 310-30 Commercial real estate $ 2,717 $ 704 $ 9,803 $ 13,224 $ 1,434,839 $ 1,448,063 $ 686 Residential real estate 3,781 1,710 5,697 11,188 1,421,402 1,432,590 63 Commercial and industrial 1,182 85 10,852 12,119 1,249,713 1,261,832 — Real estate construction — — 37 37 249,195 249,232 — Consumer 1,128 317 103 1,548 162,130 163,678 74 Total $ 8,808 $ 2,816 $ 26,492 $ 38,116 $ 4,517,279 $ 4,555,395 $ 823 December 31, 2015 (Dollars in thousands) 30-59 days past due 60-89 days past due 90 days or more past due Total past due Current Total loans 90 days or more past due and still accruing Loans, excluding loans accounted for under ASC 310-30 Commercial real estate $ 2,662 $ 1,378 $ 13,520 $ 17,560 $ 1,300,040 $ 1,317,600 $ — Residential real estate 10,582 2,539 7,377 20,498 1,253,456 1,273,954 58 Commercial and industrial 9,079 2,099 4,955 16,133 1,216,549 1,232,682 14 Real estate construction 2,046 — 304 2,350 228,470 230,820 — Consumer 1,287 402 287 1,976 180,402 182,378 225 Total $ 25,656 $ 6,418 $ 26,443 $ 58,517 $ 4,178,917 $ 4,237,434 $ 297 Impaired Loans A loan is impaired when, based on current information and events, it is probable that we will be unable to collect all amounts due according to the contractual terms of the loan agreement. Impaired loans included nonperforming loans (including nonperforming troubled debt restructurings (TDRs) and performing TDRs. Impaired loans are accounted for at the lower of the present value of expected cash flows or the estimated fair value of the collateral. When the present value of expected cash flows or the fair value of the collateral of an impaired loan not accounted for under ASC 310-30 is less than the amount of unpaid principal outstanding on the loan, the recorded principal balance of the loan is reduced to its carrying value through either a specific allowance for loan loss or a partial charge-off of the loan balance. Information as to total impaired loans is as follows: (Dollars in thousands) June 30, December 31, Nonaccrual loans $ 45,954 $ 57,475 Performing troubled debt restructurings: Commercial real estate 19,102 15,340 Residential real estate 8,468 5,749 Commercial and industrial 3,319 3,438 Real estate construction 266 420 Consumer 318 242 Total performing troubled debt restructurings 31,473 25,189 Total impaired loans $ 77,427 $ 82,664 Troubled Debt Restructurings (TDRs) The Company assesses all loan modifications to determine whether a modification constitutes a TDR. For loans excluded from ASC 310-30 accounting, a modification is considered a TDR when a borrower is experiencing financial difficulties and the Company grants a concession to the borrower. For purchased credit impaired loans accounted for individually under ASC 310-30, a modification is considered a TDR when a borrower is experiencing financial difficulties and the effective yield after the modification is less than the effective yield at the time the loan was acquired in association with consideration of qualitative factors included within ASC 310-40, “Receivables — Troubled Debt Restructurings by Creditors” (“ASC 310-40”). All TDRs are considered impaired loans. The nature and extent of impairment of TDRs, including those which have experienced a subsequent default, is considered in the determination of an appropriate level of charge off and/or allowance for loan losses. As of June 30, 2016 , there were $13.7 million of nonperforming TDRs and $31.5 million of performing TDRs included in impaired loans. As of December 31, 2015 , there were $14.5 million of nonperforming TDRs and $25.2 million of performing TDRs included in impaired loans. All TDRs are considered impaired loans in the calendar year of their restructuring. In subsequent years, a restructured obligation modified at a market rate and compliant with its modified terms for a minimum period of six months is no longer reported as a TDR. A loan that has been modified at a rate other than market will return to performing status if it satisfies the six month performance requirement; however, it will continue to be reported as a TDR and will be considered impaired. If a TDR is subsequently restructured under current market terms, no cumulative concession has been granted to the borrower and the borrower is not experiencing financial difficulties, which is documented by a current credit evaluation, the loan is no longer required to be reported as a TDR. The following tables present the recorded investment of loans modified in TDRs during the three and six months ended June 30, 2016 and 2015 by type of concession granted. In cases where more than one type of concession was granted, the loans were categorized based on the most significant concession. Concession type Financial effects of modification (Dollars in thousands) Principal deferral Principal reduction (1) Interest rate Forbearance agreement Total number of loans Total recorded Net charge-offs (recoveries) Provision (benefit) for loan losses For the three months ended June 30, 2016 Commercial real estate $ 1,178 $ — $ 1,129 $ 1,596 11 $ 3,903 $ — $ (12 ) Residential real estate 566 521 1,248 202 25 2,537 2 46 Commercial and industrial 83 — 62 69 5 214 — 1 Consumer 18 — — — 1 18 — — Total loans $ 1,845 $ 521 $ 2,439 $ 1,867 42 $ 6,672 $ 2 $ 35 For the six months ended June 30, 2016 Commercial real estate $ 1,178 $ — $ 1,552 $ 1,596 16 $ 4,326 $ — $ (199 ) Residential real estate 790 642 1,902 254 39 3,588 57 137 Commercial and industrial 2,400 — 166 475 14 3,041 — (140 ) Consumer 24 — — — 2 24 — — Total loans $ 4,392 $ 642 $ 3,620 $ 2,325 71 $ 10,979 $ 57 $ (202 ) (1) Loan forgiveness related to loans modified in TDRs for the three and six months ended June 30, 2016 totaled $608 thousand and $750 thousand , respectively. Concession type (1) Financial effects of modification (Dollars in thousands) Principal deferral Principal reduction (1) Interest rate Forbearance agreement Total number of loans Total recorded Net charge-offs (recoveries) Provision (benefit) for loan losses For the three months ended June 30, 2015 Commercial real estate $ 93 $ — $ 3,746 $ 532 17 $ 4,371 $ — $ 2 Residential real estate 1,150 114 336 — 23 1,600 — 167 Commercial and industrial 231 — 542 152 14 925 192 232 Real estate construction 90 — 148 — 4 238 30 30 Consumer 17 — — — 1 17 — — Total loans $ 1,581 $ 114 $ 4,772 $ 684 59 $ 7,151 $ 222 $ 431 For the six months ended June 30, 2015 Commercial real estate $ 93 $ — $ 4,096 $ 1,639 22 $ 5,828 $ 37 $ 210 Residential real estate 2,098 114 972 — 35 3,184 6 269 Commercial and industrial 567 — 1,349 178 23 2,094 192 372 Real estate construction 90 — 148 130 5 368 (8 ) (8 ) Consumer 32 — — — 2 32 — — Total loans $ 2,880 $ 114 $ 6,565 $ 1,947 87 $ 11,506 $ 227 $ 843 (1) Loan forgiveness related to loans modified in TDRs for both the three and six months ended June 30, 2015 totaled $187 thousand. When a modification qualifies as a TDR and the loan was initially a purchased credit impaired loan individually accounted for under ASC 310-30, the loan is required to be moved from ASC 310-30 accounting and accounted for under ASC 310-40. In order to accomplish the transfer of the accounting for the TDR from ASC 310-30 to ASC 310-40, the loan is essentially retained in the ASC 310-30 accounting model and subject to the quarterly cash flow re-estimation process. Similar to loans accounted for under ASC 310-30, deterioration in expected cash flows result in the recognition of allowance for loan losses. However, unlike loans accounted for under ASC 310-30, improvements in estimated cash flows on these loans result only in recapturing previously recognized allowance for loan losses and the yield remains at the last yield recognized under ASC 310-30. On an ongoing basis, the Company monitors the performance of TDRs to their modified terms. The following table presents the number of loans modified in TDRs during the previous 12 months for which there was payment default during the three and six months ended June 30, 2016 and 2015 , including the recorded investment as of June 30, 2016 and 2015 . A payment on a TDR is considered to be in default once it is greater than 30 days past due. For the three months ended June 30, 2016 For the six months ended June 30, 2016 (Dollars in thousands) Total number Total recorded Charged off following Total number Total recorded Charged off following Commercial real estate 4 $ 202 $ — 5 $ 520 $ — Residential real estate 9 920 2 11 952 2 Commercial and industrial 2 219 — 2 219 — Consumer 3 29 — 3 29 3 Total loans 18 $ 1,370 $ 2 21 $ 1,720 $ 5 For the three months ended June 30, 2015 For the six months ended June 30, 2015 (Dollars in thousands) Total number Total recorded Charged off following Total number Total recorded Charged off following Commercial real estate 12 $ 2,942 $ 144 12 $ 2,942 $ 218 Residential real estate 17 1,812 — 21 1,986 29 Commercial and industrial 4 125 — 4 125 — Total loans 33 $ 4,879 $ 144 37 $ 5,053 $ 247 At June 30, 2016 , commitments to lend additional funds to borrowers whose terms have been modified in TDRs totaled $172 thousand . The terms of certain other loans that were modified during the three months ended June 30, 2016 and 2015 that did not meet the definition of a TDR generally involved a modification of the terms of a loan to borrowers who were not deemed to be experiencing financial difficulties or a loan accounted for under ASC 310-30 that did not result in a lower effective yield than at the date of acquisition after the modification in association with consideration of qualitative factors included within ASC 310-40. The evaluation of whether or not a borrower is deemed to be experiencing financial difficulty is completed during loan committee meetings at the time of the loan approval. Credit Quality Indicators Credit risk monitoring and management is a continuous process to manage the quality of the loan portfolio. The Company categorizes commercial and industrial, commercial real estate and real estate construction loans into risk categories based on relevant information about the ability of borrowers to service their debt including, current financial information, historical payment experience, credit documentation and current economic trends, among other factors. The risk rating system is used as a tool to analyze and monitor loan portfolio quality. Risk ratings meeting an internally specified exposure threshold are updated annually, or more frequently upon the occurrence of a circumstance that affects the credit risk of the loan. The following describes each risk category: Pass: Includes all loans without weaknesses or potential weaknesses identified in the categories of special mention, substandard or doubtful. Special Mention: Loans with potential credit weakness or credit deficiency, which, if not corrected, pose an unwarranted financial risk that could weaken the loan by adversely impacting the future repayment ability of the borrower. Substandard: Loans with a well-defined weakness, or weaknesses, such as loans to borrowers who may be experiencing losses from operations or inadequate liquidity of a degree and duration that jeopardizes the orderly repayment of the loan. Substandard loans also are distinguished by the distinct possibility of loss in the future if these weaknesses are not corrected. Doubtful: Loans with all the characteristics of a loan classified as Substandard, with the added characteristic that credit weaknesses make collection in full highly questionable and improbable. Commercial real estate, commercial and industrial and real estate construction loans by credit risk category were as follows: (Dollars in thousands) Pass Special Mention Substandard Doubtful Total June 30, 2016 Commercial real estate $ 1,523,429 $ 67,230 $ 71,131 $ — $ 1,661,790 Commercial and industrial 1,183,709 47,053 51,879 — 1,282,641 Real estate construction 253,944 367 2,800 — 257,111 Total $ 2,961,082 $ 114,650 $ 125,810 $ — $ 3,201,542 December 31, 2015 Commercial real estate $ 1,408,238 $ 60,130 $ 99,343 $ 386 $ 1,568,097 Commercial and industrial 1,177,354 24,129 55,923 — 1,257,406 Real estate construction 235,479 259 5,865 — 241,603 Total $ 2,821,071 $ 84,518 $ 161,131 $ 386 $ 3,067,106 For residential real estate loans and consumer loans, the Company evaluates credit quality based on the aging status of the loan and by payment activity. Residential real estate loans and consumer loans secured by a residence where the debt has been discharged but the borrower continues to make payments are considered nonperforming. The following table presents residential real estate and consumer loans by credit quality: (Dollars in thousands) Performing Nonperforming Total June 30, 2016 Residential real estate $ 1,658,769 $ 15,846 $ 1,674,615 Consumer 171,859 98 171,957 Total $ 1,830,628 $ 15,944 $ 1,846,572 December 31, 2015 Residential real estate $ 1,529,409 $ 18,390 $ 1,547,799 Consumer 191,589 206 191,795 Total $ 1,720,998 $ 18,596 $ 1,739,594 |