Off- Balance Sheet Activities | LOANS The following table presents the recorded investment in loans at September 30, 2021 and December 31, 2020. The recorded investment in loans excludes accrued interest receivable. (Dollars in thousands) Originated Acquired Total September 30, 2021 Commercial real estate $ 660,255 $ 114,606 $ 774,861 Commercial and industrial 494,689 45,857 540,546 Residential real estate 381,515 22,002 403,517 Consumer 686 107 793 Total $ 1,537,145 $ 182,572 $ 1,719,717 December 31, 2020 Commercial real estate $ 587,631 $ 133,201 $ 720,832 Commercial and industrial 629,434 56,070 685,504 Residential real estate 280,645 34,831 315,476 Consumer 748 977 1,725 Total $ 1,498,458 $ 225,079 $ 1,723,537 At September 30, 2021 and December 31, 2020, the Company had residential loans held for sale, which were originated with the intent to sell, totaling $15.4 million and $43.5 million, respectively. During the three months ended September 30, 2021 and 2020, the Company sold residential real estate loans with proceeds totaling $101.3 million and $157.2 million, respectively, and $371.4 million and $377.2 million during the nine months ended September 30, 2021 and 2020, respectively. At September 30, 2021 and December 31, 2020, $147.6 million and $290.1 million, respectively, of PPP loans were included in the commercial and industrial loan balance. Nonperforming Assets Nonperforming assets consist of loans for which the accrual of interest has been discontinued and other real estate owned obtained through foreclosure and other repossessed assets. Loans outside of those accounted for under ASC 310-30 are classified as nonaccrual when, in the opinion of management, it is probable that the Company will be unable to collect all the contractual interest and principal payments as scheduled in the loan agreement. The accrual of interest 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 is no longer doubtful. Acquired loans that are not performing in accordance with contractual terms are not reported as nonperforming because these loans are recorded at their net realizable value based on the principal and interest the Company expects to collect on these loans. There were $216 thousand and $12 thousand in commitments to lend additional funds to borrowers whose loans were classified as nonaccrual as of September 30, 2021 and December 31, 2020, respectively. Information as to nonperforming assets was as follows: (Dollars in thousands) September 30, 2021 December 31, 2020 Nonaccrual loans: Commercial real estate $ 3,768 $ 7,320 Commercial and industrial 4,746 7,490 Residential real estate 3,610 3,991 Consumer 9 15 Total nonaccrual loans 12,133 18,816 Total nonperforming assets $ 12,133 $ 18,816 Loans 90 days or more past due and still accruing $ 162 $ 269 At September 30, 2021 and December 31, 2020, the loans that were 90 days or more past due and still accruing were PCI loans. Loan delinquency as of the dates presented below was as follows: (Dollars in thousands) Current 30 - 59 Days 60 - 89 Days 90+ Days Total September 30, 2021 Commercial real estate $ 773,426 $ 1,435 $ — $ — $ 774,861 Commercial and industrial 540,441 105 — — 540,546 Residential real estate 401,281 851 226 1,159 403,517 Consumer 783 9 1 — 793 Total $ 1,715,931 $ 2,400 $ 227 $ 1,159 $ 1,719,717 December 31, 2020 Commercial real estate $ 714,196 $ 4,863 $ 1,773 $ — $ 720,832 Commercial and industrial 681,106 893 3,505 — 685,504 Residential real estate 305,800 5,420 1,110 3,146 315,476 Consumer 1,723 — — 2 1,725 Total $ 1,702,825 $ 11,176 $ 6,388 $ 3,148 $ 1,723,537 Impaired Loans: Information as to impaired loans, excluding PCI loans, was as follows: (Dollars in thousands) September 30, 2021 December 31, 2020 Nonaccrual loans $ 12,133 $ 18,816 Performing troubled debt restructurings: Commercial and industrial 336 546 Residential real estate 426 432 Total performing troubled debt restructurings 762 978 Total impaired loans, excluding purchase credit impaired loans $ 12,895 $ 19,794 Troubled Debt Restructurings: The Company assesses loan modifications to determine whether a modification constitutes a troubled debt restructuring ("TDR"). This applies to all loan modifications except for modifications to loans accounted for in pools under ASC 310-30, which are not subject to TDR accounting/classification. 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 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 or less than the effective yield of any re-estimation of cash flows subsequent to acquisition in association with consideration of qualitative factors included within 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, are considered in the determination of an appropriate level of allowance for loan losses. The CARES Act was signed into law on March 27, 2020, which provides a variety of provisions, including, among other things, a small business lending program to originate paycheck protection loans, temporary relief for the community bank leverage ratio, and temporary relief for financial institutions related to troubled debt restructurings. On December 27, 2020, the Consolidated Appropriations Act, 2021 was signed into law and extends the relief related to troubled debt restructurings to the earlier of January 1, 2022 or 60 days after the national emergency termination date. As a result of the COVID-19 pandemic, the Company is currently working with borrowers to provide short-term payment modifications. Any short-term modifications made on a good-faith basis in response to the COVID-19 pandemic to borrowers who were current prior to any relief are not considered TDRs based on interagency guidance. This includes short-term modifications such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant. As of September 30, 2021, we had $1.1 million of loans that remained on a COVID-related deferral, and no loans that had payments deferred greater than six months. Borrowers considered current are those that are less than 30 days past due on their contractual payments at the time a modification program was implemented. The Company’s modification programs are designed to provide temporary relief for current borrowers affected by the COVID-19 pandemic. The Company has presumed that borrowers that are current on payments are not experiencing financial difficulties at the time of the modification for purposes of determining TDR status, and thus no further TDR analysis is required for each loan modification in the program. As of September 30, 2021 and December 31, 2020, the Company had a recorded investment in troubled debt restructurings of $4.3 million and $4.8 million, respectively. The Company allocated a specific reserve of $351 thousand for those loans at September 30, 2021 and a specific reserve of $317 thousand for those loans at December 31, 2020. The Company had not committed to lend additional amounts to borrowers whose loans have been modified. As of September 30, 2021, there were $3.5 million of nonperforming TDRs and $762 thousand of performing TDRs included in impaired loans. As of December 31, 2020, there were $3.8 million of nonperforming TDRs and $978 thousand of performing TDRs included in impaired loans. All TDRs are considered impaired loans in the calendar year of their restructuring. A loan that has been modified can return to performing status if it satisfies a six-month performance requirement; however, it will continue to be reported as a TDR and considered impaired. The following table presents the recorded investment of loans modified as TDRs during the three and nine months ended September 30, 2020 by type of concession granted. There were no loans modified as TDRs during the three months ended September 30, 2021. There were three loans modified as TDRs during the nine months ended September 30, 2021 which were subsequently paid off during the three months ended September 30, 2021. 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 (Dollars in thousands) Principal Interest Forbearance Total Total Net Provision Three Months Ended September 30, 2020 Commercial and industrial $ — $ — $ 148 1 $ 148 $ — $ — Total $ — $ — $ 148 1 $ 148 $ — $ — Nine Months Ended September 30, 2020 Commercial and industrial $ — $ — $ 148 1 $ 148 $ — $ — Residential real estate — 75 — 1 75 — — Total $ — $ 75 $ 148 2 $ 223 $ — $ — On an ongoing basis, the Company monitors the performance of TDRs to their modified terms. The following table presents the number of loans modified as TDRs during the twelve months ended September 30, 2021 for which there was a subsequent payment default during the nine months ended September 30, 2021 and the recorded investment as of September 30, 2021. There were no loans modified as TDRs within the previous twelve months that subsequently defaulted during the three months ended September 30, 2021 and the three or nine months ended September 30, 2020. A payment on a TDR is considered to be in default once it is greater than 30 days past due. For the nine months ended September 30, 2021 (Dollars in thousands) Total number of Total recorded Provision for loan losses following a Commercial real estate 2 $ 1,556 $ — Total 2 $ 1,556 $ — Credit Quality Indicators: The Company categorizes loans into risk categories based on relevant information about the ability of 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 as to credit risk. This analysis includes commercial and industrial and commercial real estate loans and is performed on an annual basis. The Company uses the following definitions for risk ratings: Pass. Loans classified as pass are higher quality loans that do not fit any of the other categories described below. This category includes loans risk rated with the following ratings: cash/stock secured, excellent credit risk, superior credit risk, good credit risk, satisfactory credit risk, and marginal credit risk. Special Mention. Loans classified as special mention have a potential weakness that deserves management's close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the Company's credit position at some future date. Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Doubtful. Loans classified as doubtful 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 existing facts, conditions, and values, highly questionable and improbable. Based on the most recent analysis performed, the risk category of loans by class of loans was as follows: (Dollars in thousands) Pass Special Substandard Doubtful Total September 30, 2021 Commercial real estate $ 748,486 $ 15,683 $ 10,204 $ 488 $ 774,861 Commercial and industrial 476,728 48,959 13,790 1,069 540,546 Total $ 1,225,214 $ 64,642 $ 23,994 $ 1,557 $ 1,315,407 December 31, 2020 Commercial real estate $ 685,690 $ 21,570 $ 13,045 $ 527 $ 720,832 Commercial and industrial 637,285 25,727 21,876 616 685,504 Total $ 1,322,975 $ 47,297 $ 34,921 $ 1,143 $ 1,406,336 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 are considered nonperforming if they are 90 days or more past due. Consumer loan types are continuously monitored for changes in delinquency trends and other asset quality indicators. The following presents residential real estate and consumer loans by credit quality: (Dollars in thousands) Performing Nonperforming Total September 30, 2021 Residential real estate $ 399,907 $ 3,610 $ 403,517 Consumer 784 9 793 Total $ 400,691 $ 3,619 $ 404,310 December 31, 2020 Residential real estate $ 311,485 $ 3,991 $ 315,476 Consumer 1,710 15 1,725 Total $ 313,195 $ 4,006 $ 317,201 Purchased Credit Impaired Loans: As part of the Company's previous five acquisitions, the Company acquired purchase credit impaired ("PCI") loans for which there was evidence of credit quality deterioration since origination, and we determined that it was probable that the Company would be unable to collect all contractually required principal and interest payments. The total balance of all PCI loans from these acquisitions was as follows: (Dollars in thousand) Unpaid Principal Balance Recorded Investment September 30, 2021 Commercial real estate $ 3,656 $ 1,663 Commercial and industrial 4,545 — Residential real estate 255 2,698 Total PCI loans $ 8,456 $ 4,361 December 31, 2020 Commercial real estate $ 5,109 $ 1,773 Commercial and industrial 643 274 Residential real estate 4,017 2,949 Total PCI loans $ 9,769 $ 4,996 The following table reflects the activity in the accretable yield of PCI loans from past acquisitions, which includes total expected cash flows, including interest, in excess of the recorded investment. For the three months ended September 30, For the nine months ended September 30, (Dollars in thousands) 2021 2020 2021 2020 Accretable yield at beginning of period $ 6,242 $ 8,374 $ 7,097 $ 9,141 Additions due to acquisitions — — — 35 Accretion of income (368) (482) (1,160) (1,350) Adjustments to accretable yield — — (63) 66 Accretable yield at end of period $ 5,874 $ 7,892 $ 5,874 $ 7,892 "Additions due to acquisitions" represents the accretable yield added as a result of the AAB acquisition. "Accretion of income" represents the income earned on these loans for the year. In the normal course of business, the Company offers a variety of financial instruments with off-balance sheet risk to meet the financing needs of its customers. These financial instruments include outstanding commitments to extend credit, credit lines, commercial letters of credit and standby letters of credit. Commitments to extend credit are agreements to provide credit to a customer, as long as conditions established in the contract are met, and usually have expiration dates. Commitments may expire without being used and the total commitment amounts do not necessarily represent future cash flow requirements. Standby letters of credit and commercial letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Standby letters of credit generally are contingent upon the failure of the customer to perform according to the terms of the underlying contract with the third party, while commercial letters of credit are issued specifically to facilitate commerce and typically result in the commitment being drawn on when the underlying transaction is consummated between the customer and the third party. These financial standby letters of credit irrevocably obligate the Company to pay a third-party beneficiary when a customer fails to repay an outstanding loan or debt instrument. Off-balance sheet risk to credit loss exists up to the face amount of these instruments, although material losses are not anticipated. The same credit policies used for loans are used to make such commitments, including obtaining collateral at exercise of the commitment. We maintain an allowance to cover probable losses inherent in our financial instruments with off-balance sheet risk. At September 30, 2021, the allowance for off-balance sheet risk was $318 thousand, compared to $490 thousand at December 31, 2020, and was included in "Other liabilities" on our consolidated balance sheets. A summary of the contractual amounts of the Company's exposure to off-balance sheet risk is as follows: September 30, 2021 December 31, 2020 (Dollars in thousands) Fixed Variable Fixed Variable Commitments to make loans $ 9,087 $ 6,600 $ 18,269 $ 17,058 Unused lines of credit 33,383 397,716 28,898 385,307 Unused standby letters of credit and commercial letters of credit 3,353 — 2,340 1,992 Commitments to make loans are generally made for periods of 90 days or less. The fixed rate loan commitments of $9.1 million as of September 30, 2021, had interest rates ranging from 3.5% to 5.00% and maturities ranging from 1 year to 20 years. |