LOANS | Note 5 – Loans The following table presents total loans outstanding by portfolio, which includes non-purchased credit impaired (“Non-PCI”) loans and purchased credit impaired (“PCI”) loans, as of March 31, 2019 and December 31, 2018: March 31, 2019 December 31, 2018 Non-PCI PCI Non-PCI PCI (dollars in thousands) Loans Loans (1) Total Loans Loans (1) Total Commercial $ 839,731 $ 3,358 $ 843,089 $ 806,027 $ 4,857 $ 810,884 Commercial real estate 1,542,997 17,430 1,560,427 1,619,903 19,252 1,639,155 Construction and land development 233,332 6,044 239,376 223,898 8,331 232,229 Total commercial loans 2,616,060 26,832 2,642,892 2,649,828 32,440 2,682,268 Residential real estate 560,427 8,624 569,051 569,289 8,759 578,048 Consumer 599,151 1,480 600,631 611,408 1,776 613,184 Lease financing 279,532 — 279,532 264,051 — 264,051 Total loans $ 4,055,170 $ 36,936 $ 4,092,106 $ 4,094,576 $ 42,975 $ 4,137,551 (1) The unpaid principal balance for PCI loans totaled $50.5 million and $56.9 million as of March 31, 2019 and December 31, 2018, respectively. Total loans include net deferred loan fees of $7.3 million and $11.6 million at March 31, 2019 and December 31, 2018, respectively, and unearned income of $32.9 million and $29.2 million within the lease financing portfolio at March 31, 2019 and December 31, 2018, respectively. At March 31, 2019 and December 31, 2018, the Company had commercial and residential loans held for sale totaling $16.9 million and $30.4 million, respectively. During the three months ended March 31, 2019 and 2018, the Company sold commercial and residential real estate loans with proceeds totaling $99.3 million and $154.0 million, respectively. The aggregate loans outstanding to the directors, executive officers, principal shareholders and their affiliates totaled $23.5 million and $26.5 million at March 31, 2019 and December 31, 2018, respectively. During the three months ended March 31, 2019, there were $1.5 million of new loans and other additions, while repayments and other reductions totaled $4.5 million. Credit Quality Monitoring The Company maintains loan policies and credit underwriting standards as part of the process of managing credit risk. These standards include making loans generally within the Company’s four main regions, which include eastern, northern and southern Illinois and the St. Louis metropolitan area. Our equipment leasing business provides financing to business customers across the country. The Company has a loan approval process involving underwriting and individual and group loan approval authorities to consider credit quality and loss exposure at loan origination. The loans in the Company’s commercial loan portfolio are risk rated at origination based on the grading system set forth below. All loan authority is based on the aggregate credit to a borrower and its related entities. The Company’s consumer loan portfolio is primarily comprised of both secured and unsecured loans that are relatively small and are evaluated at origination on a centralized basis against standardized underwriting criteria. The ongoing measurement of credit quality of the consumer loan portfolio is largely done on an exception basis. If payments are made on schedule, as agreed, then no further monitoring is performed. However, if delinquency occurs, the delinquent loans are turned over to the Company’s Consumer Collections Group for resolution. Credit quality for the entire consumer loan portfolio is measured by the periodic delinquency rate, nonaccrual amounts and actual losses incurred. Loans in the commercial loan portfolio tend to be larger and more complex than those in the other loan portfolio, and therefore, are subject to more intensive monitoring. All loans in the commercial loan portfolio have an assigned relationship manager, and most borrowers provide periodic financial and operating information that allows the relationship managers to stay abreast of credit quality during the life of the loans. The risk ratings of loans in the commercial loan portfolio are reassessed at least annually, with loans below an acceptable risk rating reassessed more frequently and reviewed by various individuals within the Company at least quarterly. The Company maintains a centralized independent loan review function that monitors the approval process and ongoing asset quality of the loan portfolio, including the accuracy of loan grades. The Company also maintains an independent appraisal review function that participates in the review of all appraisals obtained by the Company. Credit Quality Indicators The Company uses a ten grade risk rating system to monitor the ongoing credit quality of its commercial loan portfolio. These loan grades rank the credit quality of a borrower by measuring liquidity, debt capacity, and coverage and payment behavior as shown in the borrower’s financial statements. The risk grades also measure the quality of the borrower’s management and the repayment support offered by any guarantors. The Company considers all loans with Risk Grades of 1 – 6 as acceptable credit risks and structures and manages such relationships accordingly. Periodic financial and operating data combined with regular loan officer interactions are deemed adequate to monitor borrower performance. Loans with Risk Grades of 7 are considered “watch credits” and the frequency of loan officer contact and receipt of financial data is increased to stay abreast of borrower performance. Loans with Risk Grades of 8 – 10 are considered problematic and require special care. Further, loans with Risk Grades of 7 – 10 are managed and monitored regularly through a number of processes, procedures and committees, including oversight by a loan administration committee comprised of executive and senior management of the Company, which includes highly structured reporting of financial and operating data, intensive loan officer intervention and strategies to exit, as well as potential management by the Company’s Special Assets Group. Loans not graded in the commercial loan portfolio are monitored by aging status and payment activity. The following table presents the recorded investment of the commercial loan portfolio (excluding PCI loans) by risk category as of March 31, 2019 and December 31, 2018: March 31, 2019 December 31, 2018 Commercial Construction Commercial Construction Real and Land Real and Land (dollars in thousands) Commercial Estate Development Total Commercial Estate Development Total Acceptable credit quality $ 788,619 $ 1,449,480 $ 227,953 $ 2,466,052 $ 748,296 $ 1,536,127 $ 218,798 $ 2,503,221 Special mention 21,121 14,627 2,522 38,270 35,103 15,306 3,448 53,857 Substandard 21,498 51,574 890 73,962 14,139 46,976 — 61,115 Substandard – nonaccrual 8,493 27,316 1,168 36,977 8,489 21,494 1,171 31,154 Doubtful — — — — — — — — Not graded — — 799 799 — — 481 481 Total (excluding PCI) $ 839,731 $ 1,542,997 $ 233,332 $ 2,616,060 $ 806,027 $ 1,619,903 $ 223,898 $ 2,649,828 The Company evaluates the credit quality of its other loan portfolio based primarily on the aging status of the loan and payment activity. Accordingly, loans on nonaccrual status, loans past due 90 days or more and still accruing interest, and loans modified under troubled debt restructurings are considered to be impaired for purposes of credit quality evaluation. The following table presents the recorded investment of our other loan portfolio (excluding PCI loans) based on the credit risk profile of loans that are performing and loans that are impaired as of March 31, 2019 and December 31, 2018: March 31, 2019 December 31, 2018 Residential Lease Residential Lease (dollars in thousands) Real Estate Consumer Financing Total Real Estate Consumer Financing Total Performing $ 552,674 $ 598,618 $ 278,284 $ 1,429,576 $ 562,019 $ 610,839 $ 263,094 $ 1,435,952 Impaired 7,753 533 1,248 9,534 7,270 569 957 8,796 Total (excluding PCI) $ 560,427 $ 599,151 $ 279,532 $ 1,439,110 $ 569,289 $ 611,408 $ 264,051 $ 1,444,748 Impaired Loans Impaired loans include loans on nonaccrual status, loans past due 90 days or more and still accruing interest and loans modified under troubled debt restructurings. Impaired loans at March 31, 2019 and December 31, 2018 do not include $36.9 million and $43.0 million, respectively, of PCI loans. The risk of credit loss on acquired loans was recognized as part of the fair value adjustment at the acquisition date. There was no interest income recognized on nonaccrual loans during the three months ended March 31, 2019 and 2018 while the loans were in nonaccrual status. Additional interest income that would have been recorded on nonaccrual loans had they been current in accordance with their original terms was $653,000 and $500,000 for the three months ended March 31, 2019 and 2018, respectively. The Company recognized interest income on commercial and commercial real estate loans modified under troubled debt restructurings of $32,000 and $30,000 for the three months ended March 31, 2019 and 2018, respectively. The following table presents impaired loans (excluding PCI loans) by portfolio and related valuation allowance as of March 31, 2019 and December 31, 2018: March 31, 2019 December 31, 2018 Unpaid Related Unpaid Related Recorded Principal Valuation Recorded Principal Valuation (dollars in thousands) Investment Balance Allowance Investment Balance Allowance Impaired loans with a valuation allowance: Commercial $ 8,191 $ 8,356 $ 4,730 $ 7,945 $ 8,102 $ 4,448 Commercial real estate 5,592 6,221 2,437 7,496 13,844 523 Construction and land development 125 169 14 171 171 54 Residential real estate 4,457 5,203 512 4,055 4,662 554 Consumer 522 547 41 428 444 45 Lease financing 436 436 146 766 766 361 Total impaired loans with a valuation allowance 19,323 20,932 7,880 20,861 27,989 5,985 Impaired loans with no related valuation allowance: Commercial 708 4,124 — 983 4,392 — Commercial real estate 24,019 30,492 — 16,372 16,921 — Construction and land development 1,093 1,093 — 1,136 1,136 — Residential real estate 3,296 3,557 — 3,215 3,516 — Consumer 11 13 — 141 145 — Lease financing 812 813 — 191 191 — Total impaired loans with no related valuation allowance 29,939 40,092 — 22,038 26,301 — Total impaired loans: Commercial 8,899 12,480 4,730 8,928 12,494 4,448 Commercial real estate 29,611 36,713 2,437 23,868 30,765 523 Construction and land development 1,218 1,262 14 1,307 1,307 54 Residential real estate 7,753 8,760 512 7,270 8,178 554 Consumer 533 560 41 569 589 45 Lease financing 1,248 1,249 146 957 957 361 Total impaired loans (excluding PCI) $ 49,262 $ 61,024 $ 7,880 $ 42,899 $ 54,290 $ 5,985 The difference between a loan’s recorded investment and the unpaid principal balance represents: (1) a partial charge-off resulting from a confirmed loss due to the value of the collateral securing the loan being below the loan’s principal balance and management’s assessment that the full collection of the loan balance is not likely and/or (2) payments received on nonaccrual loans that are fully applied to principal on the loan’s recorded investment as compared to being applied to principal and interest on the unpaid customer principal and interest balance. The difference between the recorded investment and the unpaid principal balance on loans was $11.8 million and $11.4 million at March 31, 2019 and December 31, 2018, respectively. The average balance of impaired loans (excluding PCI loans) and interest income recognized on impaired loans during the three months ended March 31, 2019 and 2018 are included in the table below: Three Months Ended March 31, 2019 2018 Interest Income Interest Income Average Recognized Average Recognized Recorded While on Recorded While on (dollars in thousands) Investment Impaired Status Investment Impaired Status Impaired loans with a valuation allowance: Commercial $ 8,240 $ 6 $ 2,291 $ 10 Commercial real estate 5,563 27 2,104 20 Construction and land development 141 — 101 1 Residential real estate 4,465 10 3,579 10 Consumer 527 — 208 — Lease financing 436 — 1,014 — Total impaired loans with a valuation allowance 19,372 43 9,297 41 Impaired loans with no related valuation allowance: Commercial 723 — 518 — Commercial real estate 24,153 — 13,731 — Construction and land development 1,110 1 739 — Residential real estate 3,306 2 2,370 1 Consumer 12 — 42 — Lease financing 813 — 247 — Total impaired loans with no related valuation allowance 30,117 3 17,647 1 Total impaired loans: Commercial 8,963 6 2,809 10 Commercial real estate 29,716 27 15,835 20 Construction and land development 1,251 1 840 1 Residential real estate 7,771 12 5,949 11 Consumer 539 — 250 — Lease financing 1,249 — 1,261 — Total impaired loans (excluding PCI) $ 49,489 $ 46 $ 26,944 $ 42 The aging status of the recorded investment in loans by portfolio (excluding PCI loans) as of March 31, 2019 and December 31, 2018 were as follows: Accruing 30-59 60-89 Past Due Days Days 90 Days Total Total (dollars in thousands) Past Due Past Due or More Nonaccrual Past Due Current Loans March 31, 2019 Commercial $ 2,323 $ 2,147 $ — $ 8,493 $ 12,963 $ 826,768 $ 839,731 Commercial real estate 4,862 1,160 — 27,316 33,338 1,509,659 1,542,997 Construction and land development 1,020 160 — 1,168 2,348 230,984 233,332 Residential real estate 1,305 716 — 6,884 8,905 551,522 560,427 Consumer 4,735 3,365 — 431 8,531 590,620 599,151 Lease financing 1,829 377 255 993 3,454 276,078 279,532 Total (excluding PCI) $ 16,074 $ 7,925 $ 255 $ 45,285 $ 69,539 $ 3,985,631 $ 4,055,170 December 31, 2018 Commercial $ 4,013 $ 2,581 $ 4 $ 8,489 $ 15,087 $ 790,940 $ 806,027 Commercial real estate 1,667 945 149 21,494 24,255 1,595,648 1,619,903 Construction and land development 989 — 85 1,171 2,245 221,653 223,898 Residential real estate 1,292 728 566 5,894 8,480 560,809 569,289 Consumer 5,211 2,533 51 388 8,183 603,225 611,408 Lease financing 4,322 932 206 751 6,211 257,840 264,051 Total (excluding PCI) $ 17,494 $ 7,719 $ 1,061 $ 38,187 $ 64,461 $ 4,030,115 $ 4,094,576 Troubled Debt Restructurings Loans modified as TDRs for commercial and commercial real estate loans generally consist of allowing commercial borrowers to defer scheduled principal payments and make interest only payments for a specified period of time at the stated interest rate of the original loan agreement or lower payments due to a modification of the loans’ contractual terms. TDRs that continue to accrue interest and are greater than $50,000 are individually evaluated for impairment on a quarterly basis, and transferred to nonaccrual status when it is probable that any remaining principal and interest payments due on the loan will not be collected in accordance with the contractual terms of the loan. TDRs that subsequently default are individually evaluated for impairment at the time of default. The allowance for loan losses on TDRs totaled $446,000 and $557,000 as of March 31, 2019 and December 31, 2018, respectively. The Company had no unfunded commitments in connection with TDRs at March 31, 2019 and December 31, 2018. The Company’s TDRs are identified on a case-by-case basis in connection with the ongoing loan collection processes. The following table presents TDRs by loan portfolio (excluding PCI loans) as of March 31, 2019 and December 31, 2018: March 31, 2019 December 31, 2018 (dollars in thousands) Accruing (1) Non-accrual (2) Total Accruing (1) Non-accrual (2) Total Commercial $ 406 $ 399 $ 805 $ 435 $ 406 $ 841 Commercial real estate 2,295 10,713 13,008 2,225 9,103 11,328 Construction and land development 50 17 67 51 — 51 Residential real estate 869 1,398 2,267 810 853 1,663 Consumer 102 — 102 130 — 130 Lease financing — — — — — — Total loans (excluding PCI) $ 3,722 $ 12,527 $ 16,249 $ 3,651 $ 10,362 $ 14,013 (1) These loans are still accruing interest. (2) These loans are included in non-accrual loans in the preceding tables. The following table presents a summary of loans by portfolio that were restructured during the three months ended March 31, 2019 and the loans by portfolio that were modified as TDRs within the previous twelve months that subsequently defaulted during the three months ended March 31, 2019: Commercial Loan Portfolio Other Loan Portfolio Commercial Construction Residential Real and Land Real Lease (dollars in thousands) Commercial Estate Development Estate Consumer Financing Total For the three months ended March 31, 2019 Troubled debt restructurings: Number of loans — 3 1 7 1 — 12 Pre-modification outstanding balance $ — $ 1,924 $ 62 $ 224 $ 15 $ — $ 2,225 Post-modification outstanding balance — 1,838 17 222 15 — 2,092 Troubled debt restructurings that subsequently defaulted Number of loans — — 1 — — — 1 Recorded balance $ — $ — $ 43 $ — $ — $ — $ 43 During the three months ended March 31, 2018, there were no loans restructured. There were also no loans modified as TDRs within the previous twelve months that subsequently defaulted during the three months ended March 31, 2018. Purchased Credit Impaired Loans The Company has purchased loans for which there was, at acquisition, evidence of deterioration of credit quality since origination and it was probable, at acquisition, that all contractually required payments would not be collected. Accretable yield of PCI loans, or income expected to be collected, was as follows: Three Months Ended March 31, (dollars in thousands) 2019 2018 Balance, at beginning of period $ 12,240 $ 5,732 New loans purchased – Alpine acquisition — 842 Accretion (1,076) (1,161) Other adjustments (including maturities, charge-offs and impact of changes in timing of expected cash flows) (106) 660 Reclassification from non-accretable 5 1,154 Balance, at end of period $ 11,063 $ 7,227 Accretion recorded as loan interest income totaled $1.1 million and $1.2 million during the three months ended March 31, 2019 and 2018, respectively. Allowance for Loan Losses The Company’s loan portfolio is principally comprised of commercial, commercial real estate, construction and land development, residential real estate and consumer loans and lease financing receivables. The principal risks to each category of loans are as follows: Commercial – The principal risk of commercial loans is that these loans are primarily made based on the identified cash flow of the borrower and secondarily on the collateral underlying the loans. Most often, this collateral consists of accounts receivable, inventory and equipment. Inventory and equipment may depreciate over time, may be difficult to appraise and may fluctuate in value based on the success of the business. If the cash flow from business operations is reduced, the borrower’s ability to repay the loan may be impaired. As such, repayment of such loans is often more sensitive than other types of loans to adverse conditions in the general economy. Commercial real estate – As with commercial loans, repayment of commercial real estate loans is often dependent on the borrower’s ability to make repayment from the cash flow of the commercial venture. While commercial real estate loans are collateralized by the borrower’s underlying real estate, foreclosure on such assets may be more difficult than with other types of collateralized loans because of the possible effect the foreclosure would have on the borrower’s business, and property values may tend to be partially based upon the value of the business situated on the property. Construction and land development – Construction and land development lending involves additional risks not generally present in other types of lending because funds are advanced upon the estimated future value of the project, which is uncertain prior to its completion and at the time the loan is made, and costs may exceed realizable values in declining real estate markets. Moreover, if the estimate of the value of the completed project proves to be overstated or market values or rental rates decline, the collateral may prove to be inadequate security for the repayment of the loan. Additional funds may also be required to complete the project, and the project may have to be held for an unspecified period of time before a disposition can occur. Residential real estate – The principal risk to residential real estate lending is associated with residential loans not sold into the secondary market. In such cases, the value of the underlying property may have deteriorated as a result of a change in the residential real estate market, and the borrower may have little incentive to repay the loan or continue living in the property. Additionally, in areas with high vacancy rates, reselling the property without substantial loss may be difficult. Consumer – The repayment of consumer loans is typically dependent on the borrower remaining employed through the life of the loan, as well as the possibility that the collateral underlying the loan, if applicable, may not be adequately maintained by the borrower. Lease financing – Our financing leases are primarily for business equipment leased to varying types of businesses, nationwide, for the purchase of business equipment and software. If the cash flow from business operations is reduced, the business’s ability to repay may become impaired. The following table represents, by loan portfolio, a summary of changes in the allowance for loan losses for the three months ended March 31, 2019 and 2018: Commercial Loan Portfolio Other Loan Portfolio Commercial Construction Residential Real and Land Real Lease (dollars in thousands) Commercial Estate Development Estate Consumer Financing Total Changes in allowance for loan losses for the three months ended March 31, 2019: Balance, beginning of period $ 9,524 $ 4,723 $ 372 $ 2,041 $ 2,154 $ 2,089 $ 20,903 Provision for loan losses 118 1,945 63 514 329 274 3,243 Charge-offs (112) (58) (44) (153) (556) (459) (1,382) Recoveries 15 7 7 22 210 66 327 Balance, end of period $ 9,545 $ 6,617 $ 398 $ 2,424 $ 2,137 $ 1,970 $ 23,091 Changes in allowance for loan losses for the three months ended March 31, 2018: Balance, beginning of period $ 5,256 $ 5,044 $ 518 $ 2,750 $ 1,344 $ 1,519 $ 16,431 Provision for loan losses 567 507 (215) (261) 304 1,104 2,006 Charge-offs (25) (160) — (36) (434) (486) (1,141) Recoveries 104 94 25 51 95 39 408 Balance, end of period $ 5,902 $ 5,485 $ 328 $ 2,504 $ 1,309 $ 2,176 $ 17,704 The following table represents, by loan portfolio, details regarding the balance in the allowance for loan losses and the recorded investment in loans as of March 31, 2019 and December 31, 2018 by impairment evaluation method: Commercial Loan Portfolio Other Loan Portfolio Commercial Construction Residential Real and Land Real Lease (dollars in thousands) Commercial Estate Development Estate Consumer Financing Total March 31, 2019: Allowance for loan losses: Loans individually evaluated for impairment $ 4,671 $ 2,391 $ — $ 177 $ — $ 114 $ 7,353 Loans collectively evaluated for impairment 59 46 14 335 41 32 527 Non-impaired loans collectively evaluated for impairment 4,797 3,375 384 1,481 1,898 1,824 13,759 Loans acquired with deteriorated credit quality (1) 18 805 — 431 198 — 1,452 Total allowance for loan losses $ 9,545 $ 6,617 $ 398 $ 2,424 $ 2,137 $ 1,970 $ 23,091 Recorded investment (loan balance): Impaired loans individually evaluated for impairment $ 8,354 $ 29,186 $ 1,093 $ 4,408 $ — $ 957 $ 43,998 Impaired loans collectively evaluated for impairment 545 425 125 3,345 533 291 5,264 Non-impaired loans collectively evaluated for impairment 830,832 1,513,386 232,114 552,674 598,618 278,284 4,005,908 Loans acquired with deteriorated credit quality (1) 3,358 17,430 6,044 8,624 1,480 — 36,936 Total recorded investment (loan balance) $ 843,089 $ 1,560,427 $ 239,376 $ 569,051 $ 600,631 $ 279,532 $ 4,092,106 December 31, 2018: Allowance for loan losses: Loans individually evaluated for impairment $ 4,405 $ 476 $ 48 $ 233 $ — $ 330 $ 5,492 Loans collectively evaluated for impairment 43 47 6 321 45 31 493 Non-impaired loans collectively evaluated for impairment 4,971 3,356 318 1,051 1,926 1,728 13,350 Loans acquired with deteriorated credit quality (1) 105 844 — 436 183 — 1,568 Total allowance for loan losses $ 9,524 $ 4,723 $ 372 $ 2,041 $ 2,154 $ 2,089 $ 20,903 Recorded investment (loan balance): Impaired loans individually evaluated for impairment $ 8,520 $ 23,431 $ 1,249 $ 3,929 $ 5 $ 668 $ 37,802 Impaired loans collectively evaluated for impairment 408 437 58 3,341 564 289 5,097 Non-impaired loans collectively evaluated for impairment 797,099 1,596,035 222,591 562,019 610,839 263,094 4,051,677 Loans acquired with deteriorated credit quality (1) 4,857 19,252 8,331 8,759 1,776 — 42,975 Total recorded investment (loan balance) $ 810,884 $ 1,639,155 $ 232,229 $ 578,048 $ 613,184 $ 264,051 $ 4,137,551 (1) Loans acquired with deteriorated credit quality were originally recorded at fair value at the acquisition date and the risk of credit loss was recognized at that date based on estimates of expected cash flows |