Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | Apr. 25, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Veritex Holdings, Inc. | |
Entity Central Index Key | 1,501,570 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding (in shares) | 24,148,706 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Cash and due from banks | $ 26,861 | $ 38,243 |
Interest bearing deposits in other banks | 168,333 | 110,801 |
Total cash and cash equivalents | 195,194 | 149,044 |
Investment securities | 243,164 | 228,117 |
Loans held for sale | 893 | 841 |
Loans, net of allowance for loan losses of $13,401 and $12,808, respectively | 2,302,664 | 2,220,682 |
Accrued interest receivable | 7,127 | 7,676 |
Bank-owned life insurance | 21,620 | 21,476 |
Bank premises, furniture and equipment, net | 76,045 | 75,251 |
Non-marketable equity securities | 20,806 | 13,732 |
Investment in unconsolidated subsidiary | 352 | 352 |
Other real estate owned | 10 | 449 |
Intangible assets, net of accumulated amortization of $4,673 and $3,468, respectively | 18,372 | 20,441 |
Goodwill | 161,685 | 159,452 |
Other assets | 13,634 | 14,518 |
Branch assets held for sale | 1,753 | 33,552 |
Total assets | 3,063,319 | 2,945,583 |
Deposits: | ||
Noninterest-bearing | 597,236 | 612,830 |
Interest-bearing | 1,896,558 | 1,665,800 |
Total deposits | 2,493,794 | 2,278,630 |
Accounts payable and accrued expenses | 3,862 | 5,098 |
Accrued interest payable and other liabilities | 3,412 | 5,446 |
Advances from Federal Home Loan Bank | 48,128 | 71,164 |
Junior subordinated debentures | 11,702 | 11,702 |
Subordinated notes | 4,988 | 4,987 |
Other borrowings | 0 | 15,000 |
Branch liabilities held for sale | 0 | 64,627 |
Total liabilities | 2,565,886 | 2,456,654 |
Commitments and contingencies (Note 6) | ||
Stockholders’ equity: | ||
Common stock, $0.01 par value; 75,000,000 shares authorized at March 31, 2018 and December 31, 2017; 24,148,484 and 24,109,515 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively (excluding 10,000 shares held in treasury) | 241 | 241 |
Additional paid-in capital | 445,964 | 445,517 |
Retained earnings | 55,015 | 44,627 |
Unallocated Employee Stock Ownership Plan shares; 9,771 shares at March 31, 2018 and December 31, 2017 | (106) | (106) |
Accumulated other comprehensive loss | (3,611) | (1,280) |
Treasury stock, 10,000 shares at cost | (70) | (70) |
Total stockholders’ equity | 497,433 | 488,929 |
Total liabilities and stockholders’ equity | $ 3,063,319 | $ 2,945,583 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for loan losses | $ 13,401 | $ 12,808 |
Intangible assets, accumulated amortization | $ 4,673 | $ 3,468 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 75,000,000 | 75,000,000 |
Common stock, shares issued (in shares) | 24,148,484 | 24,109,515 |
Common stock, shares outstanding (in shares) | 24,148,484 | 24,109,515 |
Unallocated Employee Stock Ownership Plan shares, shares (in shares) | 9,771 | 9,771 |
Treasury stock, shares (in shares) | 10,000 | 10,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Interest income: | ||
Interest and fees on loans | $ 32,067 | $ 11,883 |
Interest on investment securities | 1,328 | 575 |
Interest on deposits in other banks | 687 | 610 |
Interest on other | 5 | 1 |
Total interest income | 34,087 | 13,069 |
Interest expense: | ||
Interest on deposit accounts | 4,293 | 1,647 |
Interest on borrowings | 692 | 169 |
Total interest expense | 4,985 | 1,816 |
Net interest income | 29,102 | 11,253 |
Provision for loan losses | 678 | 890 |
Net interest income after provision for loan losses | 28,424 | 10,363 |
Noninterest income: | ||
Service charges and fees on deposit accounts | 933 | 509 |
Gain on sales of investment securities | 8 | 0 |
Net gain on sales of loans and other assets owned | 581 | 747 |
Bank-owned life insurance | 189 | 187 |
Other | 1,070 | 92 |
Total noninterest income | 2,781 | 1,535 |
Noninterest expense: | ||
Salaries and employee benefits | 7,930 | 3,908 |
Occupancy and equipment | 3,234 | 1,011 |
Professional fees | 1,802 | 798 |
Data processing and software expense | 828 | 360 |
FDIC assessment fees | 302 | 258 |
Marketing | 461 | 244 |
Other assets owned expenses and write-downs | 172 | 25 |
Amortization of intangibles | 978 | 95 |
Telephone and communications | 426 | 102 |
Other | 1,173 | 649 |
Total noninterest expense | 17,306 | 7,450 |
Net income from operations | 13,899 | 4,448 |
Income tax expense | 3,511 | 1,350 |
Net income | $ 10,388 | $ 3,098 |
Basic earnings per share (in dollars per share) | $ 0.43 | $ 0.20 |
Diluted earnings per share (in dollars per share) | $ 0.42 | $ 0.20 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Statement of Comprehensive Income [Abstract] | ||
Net income | $ 10,388 | $ 3,098 |
Other comprehensive (loss) income: | ||
Unrealized (losses) gains on securities available for sale arising during the period, net | (2,943) | 304 |
Reclassification adjustment for net gains included in net income | 8 | 0 |
Other comprehensive income (loss) before tax | (2,951) | 304 |
Income tax (benefit) expense | (620) | 104 |
Other comprehensive (loss) income, net of tax | (2,331) | 200 |
Comprehensive income | $ 8,057 | $ 3,298 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings | Accumulated Other Comprehensive (Loss) Income | Unallocated Employee Stock Ownership Plan Shares | Treasury Stock |
Beginning balance (in shares) at Dec. 31, 2016 | 15,195,328 | ||||||
Beginning balance at Dec. 31, 2016 | $ 239,088 | $ 152 | $ 211,173 | $ 29,290 | $ (1,248) | $ (209) | $ (70) |
Increase (Decrease) in Stockholders' Equity | |||||||
Restricted stock units vested, net of shares withheld to cover tax withholdings (in shares) | 34,108 | ||||||
Restricted stock units vested, net of shares withheld to cover tax withholdings | (41) | (41) | |||||
Stock based compensation | 396 | 396 | |||||
Deferred offering costs | (16) | (16) | |||||
Net income | 3,098 | 3,098 | |||||
Other comprehensive loss | 200 | 200 | |||||
Ending balance (in shares) at Mar. 31, 2017 | 15,229,436 | ||||||
Ending balance at Mar. 31, 2017 | $ 242,725 | $ 152 | 211,512 | 32,388 | (1,048) | (209) | (70) |
Beginning balance (in shares) at Dec. 31, 2017 | 24,109,515 | 24,109,515 | |||||
Beginning balance at Dec. 31, 2017 | $ 488,929 | $ 241 | 445,517 | 44,627 | (1,280) | (106) | (70) |
Increase (Decrease) in Stockholders' Equity | |||||||
Restricted stock units vested, net of shares withheld to cover tax withholdings (in shares) | 34,068 | ||||||
Restricted stock units vested, net of shares withheld to cover tax withholdings | (269) | (269) | |||||
Exercise of employee stock options, net of 4,391 shares for cashless exercise and net of shares 1,691 withheld to cover tax withholdings (in shares) | 4,901 | ||||||
Exercise of employee stock options, net of 4,391 shares for cashless exercise and net of shares 1,691 withheld to cover tax withholdings | (55) | (55) | |||||
Stock based compensation | 771 | 771 | |||||
Net income | 10,388 | 10,388 | |||||
Other comprehensive loss | $ (2,331) | (2,331) | |||||
Ending balance (in shares) at Mar. 31, 2018 | 24,148,484 | 24,148,484 | |||||
Ending balance at Mar. 31, 2018 | $ 497,433 | $ 241 | $ 445,964 | $ 55,015 | $ (3,611) | $ (106) | $ (70) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) (Parenthetical) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Restricted Stock Units | ||
Shares withheld to cover tax withholdings (in shares) | 9,704 | 7,103,000 |
Employee Stock Options | ||
Shares withheld to cover tax withholdings (in shares) | 1,691 | |
Shares paid for cashless exercise (in shares) | 4,391 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net income | $ 10,388 | $ 3,098 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 1,986 | 446 |
Provision for loan losses | 678 | 890 |
Accretion of loan purchase discount | (1,823) | (55) |
Stock-based compensation expense | 771 | 396 |
Excess tax benefit from stock compensation | (84) | (172) |
Net amortization of premiums on investment securities | 491 | 304 |
Change in cash surrender value of bank-owned life insurance | (144) | (147) |
Net gain on sales of investment securities | (8) | 0 |
Gain on sales of loans held for sale | (223) | (237) |
Gain on sales of SBA loans | (358) | (510) |
Amortization of subordinated note discount and debt issuance costs | 1 | 2 |
Net originations of loans held for sale | (9,965) | (7,875) |
Write down on other real estate owned | 156 | 0 |
Proceeds from sales of loans held for sale | 10,136 | 11,395 |
Gain on sale of branches | (355) | 0 |
Decrease (increase) in accrued interest receivable and other assets | 4,247 | (409) |
(Decrease) increase in accounts payable, accrued expenses, accrued interest payable and other liabilities | (2,625) | 7,838 |
Net cash provided by operating activities | 13,269 | 14,964 |
Cash flows from investing activities: | ||
Cash settlement for sale of branches | (33,557) | 0 |
Purchases of securities available for sale | (54,999) | (40,355) |
Sales of securities available for sale | 30,149 | 0 |
Proceeds from maturities, calls and pay downs of investment securities | 6,369 | 4,216 |
Purchases of non-marketable equity securities, net | (7,074) | (9) |
Net loans originated | (115,464) | (38,008) |
Proceeds from sale of SBA loans | 30,355 | 8,559 |
Net additions to bank premises and equipment | (295) | (397) |
Proceeds from sales of other real estate owned | 291 | 0 |
Net cash used in investing activities | (144,225) | (65,994) |
Cash flows from financing activities: | ||
Net change in deposits | 215,466 | 102,066 |
Net decrease in advances from Federal Home Loan Bank | (23,036) | (35) |
Net change in other borrowings | (15,000) | 0 |
Payments to tax authorities for stock-based compensation | (324) | (41) |
Offering costs paid in connection with acquisition | 0 | (16) |
Net cash provided by financing activities | 177,106 | 101,974 |
Net increase in cash and cash equivalents | 46,150 | 50,944 |
Cash and cash equivalents at beginning of period | 149,044 | 234,791 |
Cash and cash equivalents at end of period | $ 195,194 | $ 285,735 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Nature of Organization Veritex Holdings, Inc. (“Veritex” or the “Company”), a Texas corporation and bank holding company, was incorporated in July 2009 and was formed for the purpose of acquiring one or more financial institutions located in Dallas, Texas and surrounding areas. Veritex through its wholly-owned subsidiary, Veritex Community Bank (the “Bank”), is a Texas state banking organization, with corporate offices in Dallas, Texas, and currently operates 20 branches and one mortgage office located in the Dallas-Fort Worth metroplex and one branch in the Houston metropolitan area. The Bank provides a full range of banking services to individual and corporate customers, which include commercial and retail lending, and the acceptance of checking and savings deposits. The Texas Department of Banking and the Board of Governors of the Federal Reserve System are the primary regulators of the Company and the Bank, which perform periodic examinations to ensure regulatory compliance. Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Veritex and the Bank as its wholly-owned subsidiary. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), but do not include all of the information and footnotes required for complete financial statements. In management’s opinion, these interim unaudited condensed consolidated financial statements include all adjustments of a normal recurring nature necessary for a fair statement of the Company’s condensed consolidated financial position at March 31, 2018 and December 31, 2017 , condensed consolidated results of operations for the three months ended March 31, 2018 and 2017 , condensed consolidated stockholders’ equity for the three months ended March 31, 2018 and 2017 and condensed consolidated cash flows for the three months ended March 31, 2018 and 2017 . Accounting measurements at interim dates inherently involve greater reliance on estimates than at year end and the results for the interim periods shown herein are not necessarily indicative of results to be expected for the full year due in part to global economic and financial market conditions, interest rates, access to sources of liquidity, market competition and interruptions of business processes. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2017 included within the Company’s Form 10-K as filed with the Securities and Exchange Commission on March 14, 2018. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. These estimates and assumptions may also affect disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Segment Reporting The Company has one reportable segment. All of the Company’s activities are interrelated, and each activity is dependent and assessed based on how each of the activities of the Company supports the others. For example, lending is dependent upon the ability of the Company to fund itself with deposits and borrowings while managing the interest rate and credit risk. Accordingly, all significant operating decisions are based upon analysis of the Bank as one segment or unit. The Company’s chief operating decision-maker, the Chief Executive Officer, uses the consolidated results to make operating and strategic decisions. Reclassifications Some items in the prior year financial statements were reclassified to conform to the current presentation. Revenue from Contracts with Customers The Company records revenue from contracts with customers in accordance with Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“Topic 606”). Under Topic 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) the Company satisfies a performance obligation. Significant revenue has not been recognized in the current reporting period that results from performance obligations satisfied in previous periods. The Company’s primary sources of revenue are derived from interest income on financial assets that are not within the scope of Topic 606. The Company has evaluated the nature of its contracts with customers and determined that further disaggregation of revenue from contracts with customers into more granular categories beyond what is presented in the Condensed Consolidated Statements of Income was not necessary. The Company generally fully satisfies its performance obligations on its contracts with customers as services are rendered and the transaction prices are typically fixed; charged either on a periodic basis or based on activity. Because performance obligations are satisfied as services are rendered and the transaction prices are fixed, there is little judgment involved in applying Topic 606 that significantly affects the determination of the amount and timing of revenue from contracts with customers. Earnings Per Share Earnings per share (“EPS”) are based upon the weighted-average shares outstanding. The table below sets forth the reconciliation between weighted average shares used for calculating basic and diluted EPS for the three months ended March 31, 2018 and 2017 : Three Months Ended March 31, 2018 2017 Earnings (numerator) Net income $ 10,388 $ 3,098 Shares (denominator) in thousands Weighted average shares outstanding for basic EPS 24,120 15,200 Dilutive effect of employee stock-based awards 419 432 Adjusted weighted average shares outstanding 24,539 15,632 Earnings per share: Basic $ 0.43 $ 0.20 Diluted $ 0.42 $ 0.20 For the three months ended March 31, 2018 and 2017 , there were no antidilutive shares excluded from the diluted EPS weighted average shares. Adoption of New Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU replaces most existing revenue recognition guidance in GAAP. The new standard was effective for the Company on January 1, 2018. Adoption of ASU 2014-09 did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures as the Company’s primary sources of revenues are derived from interest income on financial assets that are not within the scope of ASU 2014-09. The Company’s revenue recognition pattern for revenue streams within the scope of ASU 2014-09, including but not limited to service charges on deposit accounts, did not change significantly from current practice. The standard permits the use of either the full retrospective or modified retrospective transition method. The Company elected to use the modified retrospective transition method which requires application of ASU 2014-09 to uncompleted contracts at the date of adoption. However, periods prior to the date of adoption will not be retrospectively revised as the impact of the ASU on uncompleted contracts at the date of adoption was not material. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”) which amends certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. ASU 2016-01, among other things, (i) requires equity investments, with certain exceptions, to be measured at fair value with changes in fair value recognized in net income, (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment, (iii) eliminates the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet, (iv) requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, (v) requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments, (vi) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or the accompanying notes to the financial statements and (vii) clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale. The adoption of ASU 2016-01 on January 1, 2018 did not have a material impact on the Company’s condensed consolidated financial statements. In accordance with (iv) above, the Company measured the fair value of its loan portfolio prospectively as of March 31, 2018 using an exit price notion. See Note 7 – Fair Value Disclosures for further information regarding the valuation of these loans. Recent Accounting Pronouncements ASU 2017-04 “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”) eliminates Step 2 from the goodwill impairment test. In addition, the amendment eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. For public companies, ASU 2017-04 is effective for fiscal years beginning after December 15, 2019 with early adoption permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is in process of evaluating the impact of this pronouncement, which is not expected to have a significant impact on the consolidated financial statements. ASU 2016-13 “Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, Topic 326 eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial assets to present the net amount expected to be collected. For available for sale debt securities, credit losses should be measured in a manner similar to current GAAP, however Topic 326 will require that credit losses be presented as an allowance rather than as a write-down. ASU 2016-13 affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. For public business entities, ASU 2016-13 is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods therein. The Company is continuing to evaluate the impact of the adoption of ASU 2016-13 and is uncertain of the impact on the consolidated financial statements at this point in time. ASU 2016-02 “Leases (Topic 842)” (“ASU 2016-02”) is intended to improve the reporting of leasing transactions to provide users of financial statements with more decision-useful information. ASU 2016-02 will require organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. Adoption of ASU 2016-02 is not expected to have a material impact on the Company’s consolidated financial statements. The Company leases certain properties and equipment under operating leases that will result in the recognition of lease assets and lease liabilities on the Company’s balance sheet under ASU 2016-02, however, the majority of the Company’s properties and equipment are owned, not leased. We expect recorded assets and liabilities to increase upon adoption of the standard as it relates to operating leases in which we are the lessee. |
Supplemental Statement of Cash
Supplemental Statement of Cash Flows | 3 Months Ended |
Mar. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Statement of Cash Flows | Supplemental Statement of Cash Flows Other supplemental cash flow information is presented below: Three Months Ended March 31, 2018 2017 Supplemental Disclosures of Cash Flow Information: Cash paid for interest $ 4,928 $ 1,834 Supplemental Disclosures of Non-Cash Flow Information: Net foreclosure of other real estate owned and repossessed assets $ 8 $ 336 Non-cash assets acquired (1) Loans $ (4,622 ) $ — Bank premises, furniture and equipment 1,162 — Intangible assets (956 ) — Goodwill 2,233 — Other assets 1,934 — Non-cash liabilities assumed (1) Deposits $ (303 ) $ — Accrued interest payable and other liabilities 54 — (1) Represents adjustments to provision estimates recorded for acquisitions of Sovereign Bancshares, Inc. and Liberty Bancshares, Inc.. Refer to Note 12. Business Combinations for further discussion. |
Investment Securities
Investment Securities | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment Securities | Investment Securities Debt and equity securities have been classified in the condensed consolidated balance sheets according to management’s intent. The amortized cost, related gross unrealized gains and losses recognized in accumulated other comprehensive income (loss), and the fair value of securities are as follows: March 31, 2018 Amortized Gross Gross Fair Value Available for Sale U.S. government agencies $ 10,362 $ — $ 181 $ 10,181 Corporate bonds 20,852 98 10 20,940 Municipal securities 44,878 44 445 44,477 Mortgage-backed securities 94,406 37 2,448 91,995 Collateralized mortgage obligations 76,651 6 1,678 74,979 Asset-backed securities 586 6 — 592 $ 247,735 $ 191 $ 4,762 $ 243,164 December 31, 2017 Amortized Gross Gross Fair Value Available for Sale U.S. government agencies $ 10,829 $ 9 $ 18 $ 10,820 Corporate bonds 17,500 330 — 17,830 Municipal securities 55,499 189 211 55,477 Mortgage-backed securities 91,734 58 1,068 90,724 Collateralized mortgage obligations 53,559 9 925 52,643 Asset-backed securities 616 7 — 623 $ 229,737 $ 602 $ 2,222 $ 228,117 The following tables disclose the Company’s investment securities that have been in a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 or more months: March 31, 2018 Less Than 12 Months 12 Months or More Totals Fair Unrealized Fair Unrealized Fair Unrealized Available for Sale U.S. government agencies $ 9,606 $ 161 $ 576 $ 20 $ 10,182 $ 181 Corporate bonds 3,990 10 — — 3,990 10 Municipal securities 27,412 257 5,406 188 32,818 445 Mortgage-backed securities 61,666 1,592 23,140 856 84,806 2,448 Collateralized mortgage obligations 28,317 756 23,024 922 51,341 1,678 $ 130,991 $ 2,776 $ 52,146 $ 1,986 $ 183,137 $ 4,762 December 31, 2017 Less Than 12 Months 12 Months or More Totals Fair Unrealized Fair Unrealized Fair Unrealized Value Loss Value Loss Value Loss Available for Sale U.S. government agencies $ 3,470 $ 4 $ 629 $ 14 $ 4,099 $ 18 Municipal securities 14,593 79 7,092 132 21,685 211 Mortgage-backed securities 52,075 513 29,485 555 81,560 1,068 Collateralized mortgage obligations 31,581 395 20,305 530 51,886 925 $ 101,719 $ 991 $ 57,511 $ 1,231 $ 159,230 $ 2,222 The number of investment positions in an unrealized loss position totaled 142 and 118 at March 31, 2018 and December 31, 2017 , respectively. The Company does not believe these unrealized losses are “other than temporary.” In estimating other-than-temporary impairment losses, management considers, among other things, the length of time and the extent to which the fair value has been less than cost and the Company’s financial condition and near-term prospects. Additionally, (i) management does not have the intent to sell investment securities prior to recovery and/or maturity, (ii) it is more likely than not that the Company will not have to sell these securities prior to recovery and/or maturity and (iii) that the length of time and extent that fair value has been less than cost is not indicative of recoverability. The unrealized losses noted are interest rate related due to the level of interest rates at March 31, 2018 compared to the time of purchase. The Company has reviewed the ratings of the issuers and has not identified any issues related to the ultimate repayment of principal as a result of credit concerns on these securities. The amortized costs and estimated fair values of securities available for sale, by contractual maturity, as of the dates indicated, are shown in the table below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayments penalties. Mortgage-backed securities, collateralized mortgage obligations, and asset-backed securities typically are issued with stated principal amounts, and the securities are backed by pools of mortgage loans and other loans that have varying maturities. The term of mortgage-backed, collateralized mortgage obligations and asset-backed securities thus approximates the term of the underlying mortgages and loans and can vary significantly due to prepayments. Therefore, these securities are not included in the maturity categories below. March 31, 2018 Available For Sale Amortized Fair Due in one year or less $ 2,265 $ 2,271 Due from one year to five years 23,624 23,548 Due from five years to ten years 27,624 27,449 Due after ten years 22,579 22,330 76,092 75,598 Mortgage-backed securities 94,406 91,995 Collateralized mortgage obligations 76,651 74,979 Asset-backed securities 586 592 $ 247,735 $ 243,164 December 31, 2017 Available For Sale Amortized Fair Due in one year or less $ 2,328 $ 2,330 Due from one year to five years 29,654 29,991 Due from five years to ten years 34,480 34,474 Due after ten years 17,366 17,332 83,828 84,127 Mortgage-backed securities 91,734 90,724 Collateralized mortgage obligations 53,559 52,643 Asset-backed securities 616 623 $ 229,737 $ 228,117 Proceeds from sales of investment securities available for sale and gross gains and losses for the three months ended March 31, 2018 and 2017 were as follows: Three Months Ended March 31, 2018 2017 Proceeds from sales $ 30,149 $ — Gross realized gains 323 — Gross realized losses 315 — There was a blanket floating lien on all securities held by the Company to secure Federal Home Loan Bank advances as of March 31, 2018 and December 31, 2017 . |
Loans and Allowance for Loan Lo
Loans and Allowance for Loan Losses | 3 Months Ended |
Mar. 31, 2018 | |
Receivables [Abstract] | |
Loans and Allowance for Loan Losses | Loans and Allowance for Loan Losses Loans in the accompanying condensed consolidated balance sheets are summarized as follows: March 31, December 31, Real estate: Construction and land $ 301,023 $ 277,825 Farmland 9,366 9,385 1 - 4 family residential 246,806 236,542 Multi-family residential 122,482 106,275 Commercial Real Estate 955,541 909,292 Commercial 672,820 684,551 Consumer 8,051 9,648 2,316,089 2,233,518 Deferred loan fees (24 ) (28 ) Allowance for loan losses (13,401 ) (12,808 ) $ 2,302,664 $ 2,220,682 Included in the net loan portfolio as of March 31, 2018 and December 31, 2017 is an accretable discount related to purchased performing and purchased credit impaired (“PCI”) loans acquired within a business combination in the approximate amounts of $14,571 and $12,135 , respectively. The discount is being accreted into income on a level-yield basis over the life of the loans. In addition, included in the net loan portfolio as of March 31, 2018 and December 31, 2017 is a discount on retained loans from sale of originated Small Business Administration (“SBA”) loans of $1,771 and $1,189 , respectively. The majority of the loan portfolio is comprised of loans to businesses and individuals in the Dallas-Fort Worth metroplex and the Houston metropolitan area. This geographic concentration subjects the loan portfolio to the general economic conditions within these areas. The risks created by this concentration have been considered by management in the determination of the adequacy of the allowance for loan losses. Management believes the allowance for loan losses was adequate to cover estimated losses on loans as of March 31, 2018 and December 31, 2017 . Non-Accrual and Past Due Loans Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Loans are placed on non-accrual status when, in management’s opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provisions. Loans may be placed on non-accrual status regardless of whether or not such loans are considered past due. When interest accrual is discontinued, all unpaid accrued interest is reversed. Interest income is subsequently recognized only to the extent cash payments are received in excess of principal due. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Non-accrual loans aggregated by class of loans, as of March 31, 2018 and December 31, 2017 , are as follows: Non-Accrual Loans (1) March 31, December 31, Real estate: Construction and land $ 2,769 $ — Farmland — — 1 - 4 family residential — — Multi-family residential — — Commercial Real Estate 59 61 Commercial 605 398 Consumer 5 6 $ 3,438 $ 465 (1 ) Excludes PCI loans. PCI loans are generally reported as accrual loans unless significant concerns exist related to the predictability of the timing and amount of future cash flows. During the three months ended March 31, 2018 and 2017, interest income not recognized on non-accrual loans was minimal. An age analysis of past due loans, aggregated by class of loans, as of March 31, 2018 and December 31, 2017 is as follows: March 31, 2018 30 to 59 Days 60 to 89 Days 90 Days or Greater Total Past Due Total Current (1) Total Total 90 Days Past Due and Still Accruing (2) Real estate: Construction and land $ — $ — $ 2,769 $ 2,769 $ 298,254 $ 301,023 $ — Farmland — — — — 9,366 9,366 — 1 - 4 family residential 23 37 — 60 246,746 246,806 — Multi-family residential — — — — 122,482 122,482 — Commercial Real Estate 874 — — 874 954,667 955,541 — Commercial 982 49 451 1,482 671,338 672,820 374 Consumer 47 48 — 95 7,956 8,051 — $ 1,926 $ 134 $ 3,220 $ 5,280 $ 2,310,809 $ 2,316,089 $ 374 (1) Includes all PCI loans. (2) Loans 90 days past due and still accruing excludes $2,000 of PCI loans as of March 31, 2018 . No PCI loans were considered non-performing loans as of March 31, 2018 . December 31, 2017 30 to 59 Days 60 to 89 Days 90 Days or Greater Total Past Due Total Current (1)(3) Total Total 90 Days Past Due and Still Accruing Real estate: Construction and land $ 320 $ — $ — $ 320 $ 277,505 $ 277,825 $ — Farmland 104 — — 104 9,281 9,385 — 1 - 4 family residential 1,274 139 — 1,413 235,129 236,542 — Multi-family residential — — — — 106,275 106,275 — Commercial Real Estate 1,830 — — 1,830 907,462 909,292 — Commercial 1,849 389 389 2,627 681,924 684,551 — Consumer 39 51 18 108 9,540 9,648 18 $ 5,416 $ 579 $ 407 $ 6,402 $ 2,227,116 $ 2,233,518 $ 18 (1) Includes all PCI loans. (2) Loans 90 days past due and still accruing excludes $3,300 of PCI loans as of December 31, 2017 . No PCI loans were considered non-performing loans as of December 31, 2017 . (3) To conform to the current period presentation, $15,123 was reclassified from 1-4 family residential to multi-family residential within the total current column. Loans past due 90 days and still accruing increase d from $18 as of December 31, 2017 to $374 as of March 31, 2018 . These loans are also considered well-secured and in the process of collection with plans in place for the borrowers to bring the notes fully current. The Company believes that it will collect all principal and interest due on each of the loans past due 90 days and still accruing. Impaired Loans Impaired loans are those loans where it is probable the Company will be unable to collect all amounts due in accordance with the original contractual terms of the loan agreement, including scheduled principal and interest payments. All troubled debt restructurings (“TDRs”) are considered impaired loans. Impaired loans are measured based on either the present value of expected future cash flows discounted at the loan’s effective interest rate; the loan’s observable market price; or the fair value of the collateral if the loan is collateral dependent. Substantially all of the Company’s impaired loans are measured at the fair value of the collateral. Impaired loans, or portions thereof, are charged off when deemed uncollectible. Impaired loans, including PCI loans that have experienced further deterioration in credit quality subsequent to the acquisitions and TDRs, at March 31, 2018 and December 31, 2017 , are summarized in the following tables. March 31, 2018 (1) Unpaid Recorded Recorded Total Related Average Real estate: Construction and land $ 2,769 $ 2,769 $ — $ 2,769 $ — $ 2,769 Farmland — — — — — — 1 - 4 family residential 161 161 — 161 — 161 Multi-family residential — — — — — — Commercial Real Estate 429 429 — 429 — 434 Commercial 605 346 259 605 66 638 Consumer 74 74 — 74 — 78 Total $ 4,038 $ 3,779 $ 259 $ 4,038 $ 66 $ 4,080 (1) Excludes PCI loans that have not experienced further deterioration in credit quality subsequent to the acquisition date. December 31, 2017 (1) Unpaid Recorded Recorded Total Related Average Real estate: Construction and land $ — $ — $ — $ — $ — $ — Farmland — — — — — — 1 - 4 family residential 161 161 — 161 — 163 Multi-family residential — — — — — — Commercial Real Estate 434 434 — 434 — 445 Commercial 398 282 116 398 12 499 Consumer 75 75 — 75 — 87 Total $ 1,068 $ 952 $ 116 $ 1,068 $ 12 $ 1,194 (1) Excludes PCI loans that have not experienced further deterioration in credit quality subsequent to the acquisition date. Interest payments on impaired loans are typically applied to principal unless collectability of the principal amount is reasonably assured, in which case interest is recognized on a cash basis. During the three months ended March 31, 2018 and 2017 , total interest income and cash-based interest income recognized on impaired loans was minimal. Troubled Debt Restructuring Modifications of terms for the Company’s loans and their inclusion as TDRs are based on individual facts and circumstances. Loan modifications that are included as TDRs may involve a reduction of the stated interest rate of the loan, an extension of the maturity date at a stated rate of interest lower than the current market rate for new debt with similar risk, or deferral of principal payments, regardless of the period of the modification. The recorded investment in TDRs was $613 and $618 as of March 31, 2018 and December 31, 2017 , respectively. There were no new TDRs during the three months ended March 31, 2018 and 2017. There were no loans modified as TDR loans within the previous 12 months and for which there was a payment default during the three months ended March 31, 2018 and 2017. A default for purposes of this disclosure is a TDR loan in which the borrower is 90 days past due or results in the foreclosure and repossession of the applicable collateral. Interest income recorded during the three months ended March 31, 2018 and 2017 on TDR loans and interest income that would have been recorded had the terms of the loans not been modified was minimal. The Company has not committed to lend additional amounts to customers with outstanding loans classified as TDRs as of March 31, 2018 or December 31, 2017 . Credit Quality Indicators From a credit risk standpoint, the Company classifies its loans in one of the following categories: (i) pass, (ii) special mention, (iii) substandard or (iv) doubtful. Loans classified as loss are charged-off. Loans not rated special mention, substandard, doubtful, or loss are classified as pass loans. The classifications of loans reflect a judgment about the risks of default and loss associated with the loan. The Company reviews the ratings on criticized credits monthly. Ratings are adjusted to reflect the degree of risk and loss that is felt to be inherent in each credit as of each monthly reporting period. All classified credits are evaluated for impairments. If impairment is determined to exist, a specific reserve is established. The Company’s methodology is structured so that specific reserves are increased in accordance with deterioration in credit quality (and a corresponding increase in risk and loss) or decreased in accordance with improvement in credit quality (and a corresponding decrease in risk and loss). Credits rated special mention show clear signs of financial weaknesses or deterioration in credit worthiness, however, such concerns are not so pronounced that the Company generally expects to experience significant loss within the short-term. Such credits typically maintain the ability to perform within standard credit terms and credit exposure is not as prominent as credits with a lower rating. Credits rated substandard are those in which the normal repayment of principal and interest may be, or has been, jeopardized by reason of adverse trends or developments of a financial, managerial, economic or political nature, or important weaknesses which exist in collateral. A protracted workout on these credits is a distinct possibility. Prompt corrective action is therefore required to strengthen the Company’s position, and/or to reduce exposure and to assure that adequate remedial measures are taken by the borrower. Credit exposure becomes more likely in such credits and a serious evaluation of the secondary support to the credit is performed. Credits rated doubtful are those in which full collection of principal appears highly questionable, and in which some degree of loss is anticipated, even though the ultimate amount of loss may not yet be certain and/or other factors exist which could affect collection of debt. Based upon available information, positive action by the Company is required to avert or minimize loss. Credits rated doubtful are generally also placed on non-accrual. Credits classified as PCI are those that, at acquisition date, had the characteristics of substandard loans and it was probable, at acquisition, that all contractually required principal and interest payments would not be collected. The Company evaluates these loans on a projected cash flow basis with this evaluation performed quarterly. The following tables summarize the Company’s internal ratings of its loans, including PCI loans, as of March 31, 2018 and December 31, 2017 : March 31, 2018 Pass Special Substandard Doubtful PCI Total Real estate: Construction and land $ 297,572 $ 682 $ 2,769 $ — $ — $ 301,023 Farmland 9,328 — — — 38 9,366 1 - 4 family residential 246,103 410 197 — 96 246,806 Multi-family residential 122,482 — — — — 122,482 Commercial Real Estate 929,170 8,608 762 — 17,001 955,541 Commercial 629,792 17,039 1,174 — 24,815 672,820 Consumer 7,952 — 99 — — 8,051 Total $ 2,242,399 $ 26,739 $ 5,001 $ — $ 41,950 $ 2,316,089 December 31, 2017 (1) Pass Special Mention Substandard Doubtful PCI Total Real estate: Construction and land $ 277,186 $ 639 $ — $ — $ — $ 277,825 Farmland 9,336 — — — 49 9,385 1 - 4 family residential 235,781 462 200 — 99 236,542 Multi-family residential 106,275 — — — — 106,275 Commercial Real Estate 882,523 8,771 681 — 17,317 909,292 Commercial 634,796 18,337 1,155 116 30,147 684,551 Consumer 9,540 — 108 — — 9,648 Total $ 2,155,437 $ 28,209 $ 2,144 $ 116 $ 47,612 $ 2,233,518 (1) To conform to the current period presentation, $15,123 was reclassified from 1-4 family residential to multi-family residential within the pass column. There were no reclassifications between internal rating buckets. An analysis of the allowance for loan losses for the three months ended March 31, 2018 and 2017 and year ended December 31, 2017 is as follows: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Three Months Ended March 31, 2017 Balance at beginning of period $ 12,808 $ 8,524 $ 8,524 Provision charged to earnings 678 5,114 890 Charge-offs (94 ) (839 ) (603 ) Recoveries 9 9 5 Net charge-offs (85 ) (830 ) (598 ) Balance at end of period $ 13,401 $ 12,808 $ 8,816 The allowance for loan losses as a percentage of total loans was 0.58% , 0.57% and 0.86% as of March 31, 2018 , December 31, 2017 , and March 31, 2017 , respectively. The following tables summarize the activity in the allowance for loan losses by portfolio segment for the periods indicated: For the Three Months Ended March 31, 2018 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Balance at beginning of period $ 1,315 $ 1,473 $ 4,410 $ 5,588 $ 22 $ 12,808 Provision (recapture) charged to earnings 111 117 552 (102 ) — 678 Charge-offs — — — (94 ) — (94 ) Recoveries — — — 9 — 9 Net charge-offs (recoveries) — — — (85 ) — (85 ) Balance at end of period $ 1,426 $ 1,590 $ 4,962 $ 5,401 $ 22 $ 13,401 Period-end amount allocated to: Specific reserves: — — — 66 — 66 General reserves 1,426 1,590 4,962 5,335 22 13,335 Total $ 1,426 $ 1,590 $ 4,962 $ 5,401 $ 22 $ 13,401 For the Year Ended December 31, 2017 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Balance at beginning of period $ 1,415 $ 1,116 $ 3,003 $ 2,955 $ 35 $ 8,524 Provision (recapture) charged to earnings (100 ) 368 1,407 3,452 (13 ) 5,114 Charge-offs — (11 ) — (828 ) — (839 ) Recoveries — — — 9 — 9 Net charge-offs (recoveries) — (11 ) — (819 ) — (830 ) Balance at end of period $ 1,315 $ 1,473 $ 4,410 $ 5,588 $ 22 $ 12,808 Period-end amount allocated to: Specific reserves: — — — 12 — 12 General reserves 1,315 1,473 4,410 5,576 22 12,796 Total $ 1,315 $ 1,473 $ 4,410 $ 5,588 $ 22 $ 12,808 For the Three Months Ended March 31, 2017 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Balance at beginning of year $ 1,415 $ 1,116 $ 3,003 $ 2,955 $ 35 $ 8,524 Provision (recapture) charged to earnings (114 ) 38 28 939 (1 ) 890 Charge-offs — — — (603 ) — (603 ) Recoveries — — — 5 — 5 Net charge-offs (recoveries) — — — (598 ) — (598 ) Balance at end of period $ 1,301 $ 1,154 $ 3,031 $ 3,296 $ 34 $ 8,816 Period-end amount allocated to: Specific reserves: — — — 133 3 136 General reserves 1,301 1,154 3,031 3,163 31 8,680 Total $ 1,301 $ 1,154 $ 3,031 $ 3,296 $ 34 $ 8,816 The Company’s recorded investment in loans as of March 31, 2018 and December 31, 2017 related to the balance in the allowance for loan losses on the basis of the Company’s impairment methodology is as follows: March 31, 2018 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Loans individually evaluated for impairment $ 2,769 $ 161 $ 429 $ 605 $ 74 $ 4,038 Loans collectively evaluated for impairment 307,582 369,031 938,111 647,400 7,977 2,270,101 PCI loans 38 96 17,001 24,815 — 41,950 Total $ 310,389 $ 369,288 $ 955,541 $ 672,820 $ 8,051 $ 2,316,089 December 31, 2017 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Loans individually evaluated for impairment $ — $ 161 $ 434 $ 398 $ 75 $ 1,068 Loans collectively evaluated for impairment 287,161 342,557 891,541 654,006 9,573 2,184,838 PCI loans 49 99 17,317 30,147 — 47,612 Total $ 287,210 $ 342,817 $ 909,292 $ 684,551 $ 9,648 $ 2,233,518 Loans acquired with evidence of credit quality deterioration at acquisition, for which it was probable that the Company would not be able to collect all contractual amounts due, were accounted for as PCI loans. The carrying amount of PCI loans included in the condensed consolidated balance sheets and the related outstanding balances at March 31, 2018 and December 31, 2017 are set forth in the table below. The outstanding balance represents the total amount owed, including accrued but unpaid interest, and any amounts previously charged off. March 31, 2018 December 31, 2017 Carrying amount $ 41,950 $ 47,612 Outstanding balance 54,690 63,940 Changes in the accretable yield for PCI loans for the three months ended March 31, 2018 are included in table below. There was no accretable yield balance for PCI loans for the three months ended March 31, 2017. Three Months Ended March 31, 2018 Balance at beginning of period $ 2,723 Purchase accounting adjustments 1,414 Reclassifications from nonaccretable 5,870 Accretion (1,868 ) Balance at end of period $ 8,139 Servicing Assets The Company was servicing loans of approximately $74,946 and $38,671 as of March 31, 2018 and 2017, respectively. A summary of the changes in the related servicing assets are as follows: Three Months Ended March 31, 2018 2017 Balance at beginning of period $ 1,215 $ 601 Increase from loan sales 92 137 Amortization charged to income (102 ) (56 ) Balance at end of period $ 1,205 $ 682 The estimated fair value of the servicing assets approximated the carrying amount at March 31, 2018 , December 31, 2017 , and March 31, 2017 . Fair value is estimated by discounting estimated future cash flows from the servicing assets using discount rates that approximate current market rates over the expected lives of the loans being serviced. A valuation allowance is recorded when the fair value is below the carrying amount of the asset. As of March 31, 2018 and 2017, there was no valuation allowance recorded. The Company may also receive a portion of subsequent interest collections on loans sold that exceed the contractual servicing fee. In that case, the Company records an interest-only strip based on its relative fair market value and the other components of the loans. There was no interest-only strip receivable recorded at March 31, 2018 and December 31, 2017 . |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s estimated annual effective tax rate, before the net impact of discrete items, was approximately 20.5% and 34.2% for the three months ended March 31, 2018 and 2017 , respectively. The Company’s effective tax rate, after including the net impact of discrete tax items, was approximately 25.3% and 30.4% , respectively, for the three months ended March 31, 2018 and 2017 . The decrease in the effective tax rate was primarily due to the enactment of the Tax Cuts and Jobs Act (the “Tax Act”) on December 22, 2017 which lowered our federal statutory tax rate, effective on January 1, 2018. Authoritative guidance and interpretation by regulatory bodies is ongoing and as such, the accounting for the effects of the Tax Act is not final and the full impact of the new regulation is still being evaluated. The Company’s provision for the three months ended March 31, 2018 was primarily impacted by the re-measurement of the Company’s deferred taxes of $820 related to changes made to recorded provisional estimates for the Sovereign Bancshares, Inc. (“Sovereign”) and Liberty Bancshares, Inc. (“Liberty”) acquisitions that were updated based on information obtained during the three months ended March 31, 2018 . The tax re-measurement impact was partially offset by the recognition of excess tax benefits on share-based payment awards. Deferred income taxes reflect the net tax effects of temporary differences between the recorded amounts of assets and liabilities for financial reporting purposes, and the amounts used for income tax purposes. Included in the accompanying condensed consolidated balance sheet as of March 31, 2018 is a current tax receivable of approximately $4,048 and a net deferred tax asset of approximately $6,681 in other assets. Included in the accompanying condensed consolidated balance sheets as of December 31, 2017 is a current tax receivable of $7,085 and a net deferred tax asset of $4,937 in other assets. The Company also has a deferred tax liability of $327 classified as branch liabilities held for sale in the accompanying condensed consolidated sheets as of December 31, 2017 . See Note 14 - Branch Assets and Liabilities Held for Sale for additional information. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation The Company may from time to time be involved in legal actions arising from normal business activities. Management believes that these actions are without merit or that the ultimate liability, if any, resulting from them will not materially affect the financial position or results of operations of the Company. Lessee: Cease-Use Liability As part of the Sovereign acquisition and the Company’s evaluation of its acquired facilities owned or leased for ongoing economic benefit, a decision was made to cease using two acquired leases in the fourth quarter of 2017 for leases that expire between 2026 and 2029. In accordance with accounting for exit and disposal activities, the Company recognized a liability in 2017 for lease exit costs incurred when it no longer derived economic benefits from the related leases. In January 2018, the Company entered into an assignment agreement to assign one of our branch leases to a third party for one of the two leases that the Company ceased using during 2017. As a result of the lease assignment, the Company reversed $669 of the cease-use liability during the three months ended March 31, 2018. A cease-use liability of $703 and $1,407 is included in accrued interest payable and other liabilities in the condensed consolidated balance sheets as of March 31, 2018 and December 31, 2017, respectively. The below table is a roll-forward of the cease-use liability from December 31, 2017 to March 31, 2018. Cease-Use Liability Balance as of December 31, 2017 $ 1,407 Payments (35 ) Reversal upon lease assignment (669 ) Balance as of March 31, 2018 $ 703 Qualified Affordable Housing Investment On July 26, 2017, the Company began investing in a qualified housing project. As of March 31, 2018 and December 31, 2017, the balance of the investment for qualified affordable housing projects was $1,938 and $1,982 , respectively. This balance is reflected in non-marketable equity securities on the condensed consolidated balance sheets. The total unfunded commitment related to the investment in a qualified housing project totaled $1,652 and $1,765 as of March 31, 2018 and December 31, 2017, respectively. The Company expects to fulfill this commitment during the year ending 2031. |
Fair Value Disclosures
Fair Value Disclosures | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | Fair Value Disclosures The following table summarizes assets measured at fair value on a recurring basis as of March 31, 2018 and December 31, 2017 , segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value: Fair Value Level 1 Level 2 Level 3 Total As of March 31, 2018 Investment securities available for sale $ — $ 243,164 $ — $ 243,164 As of December 31, 2017 Investment securities available for sale $ — $ 228,117 $ — $ 228,117 There were no liabilities measured at fair value on a recurring basis as of March 31, 2018 or December 31, 2017 . There were no transfers between Level 2 and Level 3 during the three months ended March 31, 2018 and 2017 . The following table summarizes assets measured at fair value on a non-recurring basis as of March 31, 2018 and December 31, 2017 , segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value: Fair Value Level 1 Level 2 Level 3 Total As of March 31, 2018 Assets: Impaired loans $ — $ — $ 259 $ 259 Other real estate owned $ — $ — $ 10 $ 10 As of December 31, 2017 Assets: Impaired loans $ — $ — $ 116 $ 116 Other real estate owned $ — $ — $ 449 $ 449 At March 31, 2018 , impaired loans had a carrying value of $259 , with $66 specific allowance for loan loss allocated. At December 31, 2017 , impaired loans had a carrying value of $116 , with $12 specific allowance for loan loss allocated. There were no liabilities measured at fair value on a non-recurring basis as of March 31, 2018 or December 31, 2017 . For Level 3 financial assets measured at fair value as of March 31, 2018 and December 31, 2017 , the significant unobservable inputs used in the fair value measurements were as follows: March 31, 2018 Valuation Unobservable Weighted Assets/Liabilities Fair Value Technique Input(s) Average Impaired loans $ 259 Collateral Method Adjustments for selling costs 8 % Other real estate owned $ 10 Collateral Method Adjustments for selling costs 8 % December 31, 2017 Valuation Unobservable Weighted Assets/Liabilities Fair Value Technique Input(s) Average Impaired loans $ 116 Collateral Method Adjustments for selling costs 8 % Other real estate owned $ 449 Collateral Method Adjustments for selling costs 8 % Fair Value of Financial Instruments Please refer to Note 16 of the Company’s 2017 Annual Report on Form 10-K for our methods of determining the fair value of financial instruments presented in this note. The methods are consistent with our methodologies disclosed in the Company’s 2017 Annual Report on Form 10-K, except for the valuation of loans which was impact by the adoption of ASU 2016-01. In accordance with ASU 2016-01, the fair value of loans, excluding previously presented impaired loans measured at fair value on a non-recurring basis, is estimated using a discounted cash flow analyses. The discount rates used to determine fair value use interest rate spreads that reflect factors such as liquidity, credit, and prepayment risk of the loans. Loans are considered a Level 3 classification. As of March 31, 2018, branch assets held for sale is solely comprised of bank premises, furniture and equipment with its fair value determined based on a third party appraisal of similar properties. As of December 31, 2017, branch assets held for sale included loans, accrued interest, bank premises, furniture and equipment, intangible assets and the cash balances related to branches that were held for sale. The carrying amount of cash and cash equivalents, accrued interest and intangible assets approximated their fair value. The fair value of the bank premises, furniture and equipment was determined based on third party appraisals of similar properties. The fair value of the loans held for sale was estimated using discounted cash flow analysis, using interest rates currently being offered for loans with similar terms to borrowers of similar credit quality. See Note 14 - Branch Assets and Liabilities Held for Sale for for additional information. The estimated fair values and carrying values of all financial instruments under current authoritative guidance as of March 31, 2018 and December 31, 2017 were as follows: Fair Value Carrying Level 1 Level 2 Level 3 March 31, 2018 Financial assets: Cash and cash equivalents $ 195,194 $ — $ 195,194 $ — Loans held for sale 893 — 893 — Loans, net 2,302,664 — — 2,316,438 Accrued interest receivable 7,127 — 7,127 — Bank-owned life insurance 21,620 — 21,620 — Servicing asset 1,205 — 1,205 — Non-marketable equity securities 20,806 — 20,806 — Financial instruments, assets held for sale 1,753 — 1,753 — Financial liabilities: Deposits $ 2,493,794 $ — $ 2,425,559 $ — Advances from FHLB 48,128 — 48,173 — Accrued interest payable 471 — 471 — Junior subordinated debentures 11,702 — 11,702 — Subordinated notes 4,988 — 4,988 — December 31, 2017 Financial assets: Cash and cash equivalents $ 149,044 $ — $ 149,044 $ — Loans held for sale 841 — 841 — Loans, net 2,220,682 — 2,234,094 Accrued interest receivable 7,676 — 7,676 — Bank-owned life insurance 21,476 — 21,476 — Servicing asset 1,243 — 1,243 — Non-marketable equity securities 13,732 — 13,732 — Financial instruments, assets held for sale 31,828 5,515 26,313 Financial liabilities: Deposits $ 2,278,630 $ — $ 2,164,498 $ — Advances from FHLB 71,164 — 70,110 — Accrued interest payable 445 — 445 — Junior subordinated debentures 11,702 — 11,702 — Subordinated notes 4,987 — 4,987 — Other borrowings 15,000 — 15,000 — Financial instruments, liabilities held for sale 64,300 — 64,300 — |
Financial Instruments with Off-
Financial Instruments with Off-Balance Sheet Risk | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments with Off-Balance Sheet Risk | Financial Instruments with Off-Balance Sheet Risk The Company is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the condensed consolidated balance sheets. The Company’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amount of those instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for on balance sheet instruments. The following table sets forth the approximate amounts of these financial instruments as of March 31, 2018 and December 31, 2017 : March 31, December 31, 2018 2017 Commitments to extend credit $ 625,590 $ 606,451 Standby and commercial letters of credit 10,147 9,299 $ 635,737 $ 615,750 Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since many of the commitments may expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. Management evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary upon extension of credit, is based on management’s credit evaluation of the borrower. Standby 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 have fixed expiration dates or other termination clauses and may require payment of a fee. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Company’s policy for obtaining collateral and the nature of such collateral is essentially the same as that involved in making commitments to extend credit. Although the maximum exposure to loss is the amount of such commitments, management currently anticipates no material losses from such activities. |
Stock and Incentive Plans
Stock and Incentive Plans | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock and Incentive Plans | Stock and Incentive Plans 2010 Stock Option and Equity Incentive Plan During the three months ended March 31, 2018 and 2017 , the Company did not award any restricted stock units, non-performance based stock options or performance-based stock options under the 2010 Incentive Plan. Stock compensation expense related to the 2010 Incentive Plan recognized in the accompanying condensed consolidated statements of income totaled $5 and $22 for the three months ended March 31, 2018 and 2017 , respectively. A summary of option activity under the 2010 Incentive Plan for the three months ended March 31, 2018 and 2017 , and changes during the period then ended is presented below: 2010 Incentive Plan Non-Performance Based Stock Options Shares Underlying Options Weighted Exercise Price Weighted Average Contractual Term Aggregate Intrinsic Value Outstanding at January 1, 2017 325,500 $ 10.15 4.56 years Exercised (15,000 ) 10.00 Outstanding at March 31, 2017 310,500 $ 10.16 4.34 years Outstanding at January 1, 2018 305,000 $ 10.16 3.59 years Exercised (9,000 ) 10.38 156 Outstanding at March 31, 2018 296,000 $ 10.16 3.31 years $ 5,183 Options exercisable at March 31, 2018 290,000 $ 10.12 3.25 years $ 5,091 As of March 31, 2018 , December 31, 2017 and March 31, 2017 , there was approximately $7 , $8 and $18 , respectively, of unrecognized compensation expense related to non-performance based stock options. The unrecognized compensation expense at March 31, 2018 is expected to be recognized over the remaining weighted average requisite service period of 1.02 years . A summary of the status of the Company’s restricted stock units under the 2010 Incentive Plan as of March 31, 2018 and 2017 , and changes during the three months then ended is as follows: 2010 Incentive Plan Units Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 27,750 $ 11.92 Vested (1,000 ) 10.85 Outstanding at March 31, 2017 26,750 $ 11.96 Outstanding at January 1, 2018 24,250 $ 13.19 Vested into shares (8,750 ) 10.85 Forfeited (500 ) 10.85 Outstanding at March 31, 2018 15,000 $ 14.99 As of March 31, 2018 , December 31, 2017 and March 31, 2017 there was $12 , $15 and $71 of total unrecognized compensation expense related to nonvested restricted stock units. A summary of the fair value of the Company’s stock options exercised and restricted stock units vested under the 2010 Incentive Plan as of March 31, 2018 and 2017 is presented below: Fair Value of Options Exercised or Restricted Stock Units Vested as of March 31, 2018 2017 Non-performance based stock options exercised 255 422 Non-performance based restricted stock units vested 245 26 2014 Omnibus Plan During the three months ended March 31, 2018 , the Company awarded 34,500 non-performance restricted stock units, 40,269 performance based restricted stock units, and 112,593 non-performance based stock options under the 2014 Omnibus Plan. During the three months ended March 31, 2017 , the Company awarded 22,500 non-performance based restricted stock units, and 25,522 performance based restricted stock units, and 55,440 non-performance-based stock options under the 2014 Omnibus Plan. The non-performance options granted during the three months ended March 31, 2018 vest equally over three years from the grant date. The performance based restricted stock units granted during the three months ended March 31, 2018 include a performance criteria based on the Company’s total shareholder return relative to a market index that determines the number of restricted stock units that may vest equally over a three -year period from the date of grant. The non-performance restricted stock units granted during the three months ended March 31, 2018 vest equally over a three -year period from the date of grant. For the three months ended March 31, 2018 and 2017 , compensation expense for option and restricted stock unit awards granted under the 2014 Omnibus Plan was approximately $766 and $375 , respectively. The fair value of each option award is estimated on the grant date using the Black-Scholes option-pricing model with the following assumptions used for the grants for the three months ended March 31, 2018 and 2017 : For the Three Months Ended March 31, 2018 2017 Dividend yield 0.00% 0.00% Expected life 5.0 to 7.5 years 5.0 to 7.5 years Expected volatility 27.87% to 37.55% 32.82% to 37.55% Risk-free interest rate 1.06% to 2.73% 1.06% to 2.32% The expected life is based on the amount of time that options granted are expected to be outstanding. The dividend yield assumption is based on the Company’s history. The expected volatility is based on historical volatility of the Company as well as the volatility of certain comparable public company peers. The risk-free interest rates are based upon yields of U.S. Treasury issues with a term equal to the expected life of the option being valued. A summary of the status of the Company’s stock options under the 2014 Omnibus Plan as of March 31, 2018 and 2017 , and changes during the three months ended is as follows: 2014 Omnibus Plan Non-performance Based Stock Options Shares Weighted Weighted Aggregate Intrinsic Value Outstanding at January 1, 2017 128,366 $ 15.32 8.69 years Granted 55,440 26.92 Outstanding at March 31, 2017 183,806 $ 18.82 8.85 years Outstanding at January 1, 2018 332,706 $ 22.71 8.86 years $ 1,614 Granted 112,593 27.63 Exercised (1,983 ) 14.95 25 Outstanding at March 31, 2018 443,316 $ 23.95 8.89 years $ 1,629 Options exercisable at March 31, 2018 104,396 $ 17.21 7.56 years $ 1,092 Weighted average fair value of options granted during the period $ 9.38 As of March 31, 2018 and December 31, 2017 there was $2,806 and $1,958 of total unrecognized compensation expense related to options awarded under the 2014 Omnibus Plan, respectively. The unrecognized compensation expense at March 31, 2018 is expected to be recognized over the remaining weighted average requisite service period of 2.68 years . A summary of the status of the Company’s non-performance based restricted stock units under the 2014 Omnibus Plan as of March 31, 2018 and 2017 , and changes during the three months ended is as follows: 2014 Omnibus Plan Non-performance Based Restricted Stock Units Units Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 67,956 $ 13.79 Granted 22,500 27.84 Vested into shares (5,350 ) 4.38 Outstanding at March 31, 2017 85,106 $ 18.09 Outstanding at January 1, 2018 150,722 $ 13.29 Granted 34,500 28.05 Vested into shares (8,399 ) 25.13 Outstanding at March 31, 2018 176,823 $ 15.61 A summary of the status of the Company’s performance based restricted stock units under the 2014 Omnibus Plan as of March 31, 2018 and 2017 , and changes during the three months ended is as follows: 2014 Omnibus Plan Performance Based Restricted Stock Units Units Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 51,197 $ 8.72 Granted 25,522 24.34 Vested into shares (19,861 ) 15.34 Outstanding at March 31, 2017 56,858 $ 13.42 Outstanding at January 1, 2018 53,594 $ 8.72 Granted 40,269 27.59 Vested into shares (26,623 ) 18.83 Outstanding at March 31, 2018 67,240 $ 16.01 As of March 31, 2018 , December 31, 2017 and March 31, 2017 there was $5,097 , $3,592 and $2,058 of total unrecognized compensation related to restricted stock units awarded under the 2014 Omnibus Plan, respectively. A summary of the fair value of the Company’s stock options exercised and restricted stock units vested under the 2014 Omnibus Plan as of March 31, 2018 and 2017 is presented below: Fair Value of Options Exercised or Restricted Stock Units Vested as of March 31, 2018 2017 Non-performance based stock options exercised 54 — Non-performance based restricted stock units vested 745 530 Performance based restricted stock units vested 234 150 |
Significant Concentrations of C
Significant Concentrations of Credit Risk | 3 Months Ended |
Mar. 31, 2018 | |
Risks and Uncertainties [Abstract] | |
Significant Concentrations of Credit Risk | Significant Concentrations of Credit Risk Most of the Company’s business activity is with customers located within the Dallas-Fort Worth metroplex and Houston metropolitan area. Such customers are normally also depositors of the Company. The distribution of commitments to extend credit approximates the distribution of loans outstanding. Commercial and standby letters of credit were granted primarily to commercial borrowers. The contractual amounts of credit related financial instruments such as commitments to extend credit, credit card arrangements, and letters of credit represent the amounts of potential accounting loss should the contract be fully drawn upon, the customer default, and the value of any existing collateral become worthless. |
Capital Requirements and Restri
Capital Requirements and Restrictions on Retained Earnings | 3 Months Ended |
Mar. 31, 2018 | |
Banking and Thrift [Abstract] | |
Capital Requirements and Restrictions on Retained Earnings | Capital Requirements and Restrictions on Retained Earnings Under U.S. banking law, there are legal restrictions limiting the amount of dividends the Company can declare. Approval of the regulatory authorities is required if the effect of the dividends declared would cause regulatory capital of the Company to fall below specified minimum levels. The Company on a consolidated basis and the Bank are subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities, and certain off balance sheet items as calculated under regulatory accounting practices. The Company’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors. In July 2013, the Federal Reserve published final rules for the adoption of the Basel III regulatory capital framework (the “Basel III Capital Rules”). The Basel III Capital Rules, among other things, (i) introduce a new capital measure called “Common Equity Tier 1” (“CET1”), (ii) specify that Tier 1 capital consist of Common Equity Tier 1 and “Additional Tier 1 Capital” instruments meeting specified requirements, (iii) define Common Equity Tier 1 narrowly by requiring that most deductions/adjustments to regulatory capital measures be made to Common Equity Tier 1 and not to the other components of capital and (iv) expand the scope of the deductions/adjustments as compared to existing regulations. The Basel III Capital Rules became effective for the Company on January 1, 2015 with certain transition provisions to be fully phased in by January 1, 2019. Starting in January 2016, the implementation of the capital conservation buffer became effective for the Company starting at the 0.625% level and increasing 0.625% each year thereafter, until it reaches 2.5% on January 1, 2019. The capital conservation buffer is designed to absorb losses during periods of economic stress and effectively increases the minimum required risk-weighted capital ratios. Failure to meet the full amount of the buffer will result in restrictions on the Company’s ability to make capital distributions, including dividend payments and stock repurchases, and to pay discretionary bonuses to executive officers. Quantitative measures established by regulation to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios (set forth in the table below) of total, CET1 and Tier 1 capital (as defined in the regulations) to risk weighted assets (as defined), and of Tier 1 capital (as defined) to average assets (as defined). Management believes, as of March 31, 2018 and December 31, 2017 that the Company and the Bank met all capital adequacy requirements to which they were subject. As of March 31, 2018 and December 31, 2017 , the Company’s and the Bank’s capital ratios exceeded those levels necessary to be categorized as “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well capitalized,” the Company and the Bank must maintain minimum total risk-based, CET1, Tier 1 risk-based and Tier 1 leverage ratios as set forth in the table. There are no conditions or events since March 31, 2018 that management believes have changed the Company’s categorization as “well capitalized.” A comparison of the Company’s and Bank’s actual capital amounts and ratios to required capital amounts and ratios is presented in the following table: Actual For Capital Adequacy Purposes To Be Well Capitalized Under Prompt Corrective Action Provisions Amount Ratio Amount Ratio Amount Ratio As of March 31, 2018 Total capital (to risk-weighted assets) Company $ 351,078 13.17 % $ 213,259 8.0 % n/a n/a Bank 305,561 11.45 % 213,492 8.0 % $ 266,866 10.0 % Tier 1 capital (to risk-weighted assets) Company 332,690 12.48 % 159,947 6.0 % n/a n/a Bank 292,160 10.94 % 160,234 6.0 % 213,645 8.0 Common equity tier 1 to risk-weighted assets Company 320,987 12.04 % 119,970 4.5 % n/a n/a Bank 292,160 10.94 % 120,176 4.5 % 173,587 6.5 Tier 1 capital (to average assets) Company 332,690 11.84 % 112,395 4.0 % n/a n/a Bank 292,160 10.39 % 112,477 4.0 % 140,597 5.0 As of December 31, 2017 Total capital (to risk-weighted assets) Company $ 342,521 13.16 % $ 208,219 8.0 % n/a n/a Bank 296,207 11.37 % 208,413 8.0 % $ 260,516 10.0 % Tier 1 capital (to risk-weighted assets) Company 324,726 12.48 % 156,118 6.0 % n/a n/a Bank 283,399 10.88 % 156,286 6.0 % 208,382 8.0 Common equity tier 1 to risk-weighted assets Company 313,024 12.03 % 11,791 4.5 % n/a n/a Bank 283,399 10.88 % 117,215 4.5 % 169,310 6.5 Tier 1 capital (to average assets) Company 324,726 12.92 % 100,534 4.0 % n/a n/a Bank 283,399 11.28 % 100,496 4.0 % 125,620 5.0 |
Business Combinations
Business Combinations | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Business Combinations | Business Combinations All acquisitions were accounted for using the acquisition method of accounting. Accordingly, the assets and liabilities of the acquired entities were recorded at their estimated fair values at the acquisition date. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market willing participants at the measurement date. The Company determines the estimated fair values after review and consideration of relevant information, including discounted cash flows, quoted market prices, third party valuations, and estimates made by management. The excess of the purchase price over the estimated fair value of the net assets for tax-free acquisitions is recorded as goodwill, none of which is deductible for tax purposes. Acquisition-related costs are recognized separately from the acquisition and are expensed as incurred. The results of operations for each acquisition have been included in the Company’s consolidated financial results beginning on the respective acquisition date. Sovereign Bancshares, Inc. On August 1, 2017, the Company acquired Sovereign, a Texas corporation and parent company of Sovereign Bank. The Company issued 5,117,642 shares of its common stock and paid out $ 56,215 in cash to Sovereign in consideration for the acquisition. Additionally, under the terms of the merger agreement, each share of Sovereign SBLF Preferred Stock, no par value, issued and outstanding immediately prior to the effective time was converted into one share of Veritex Series D Preferred Stock. The business combination was accounted for under the acquisition method of accounting. Under this method of accounting, assets acquired and liabilities assumed are recorded at their estimated fair values. The excess cost over fair value of net assets acquired is recorded as goodwill. As the consideration paid for Sovereign exceeded the provisional value of the net assets acquired, goodwill of $ 111,301 was recorded related to the acquisition. This goodwill resulted from the combination of expected operational synergies and increased market share in the Dallas-Fort Worth metroplex and Houston metropolitan area. Goodwill is not tax deductible. Fair Value The following table presents the amounts recorded on the condensed consolidated balance sheets on the acquisition date of August 1, 2017, showing the estimated fair value as reported at December 31, 2017 and the revised final fair value at March 31, 2018. Initial Estimate Adjustments Revised Final Fair Value Assets Cash and cash equivalents $ 44,775 $ — $ 44,775 Investment securities 166,307 — 166,307 Loans 752,450 (4,622 ) 747,828 Accrued interest receivable 3,102 — 3,102 Bank premises, furniture and equipment 17,805 474 18,279 Non-marketable equity securities 6,751 — 6,751 Other real estate owned 282 — 282 Intangible assets 8,454 749 9,203 Goodwill 109,091 2,210 111,301 Other assets 13,148 1,189 14,337 Total Assets $ 1,122,165 $ — $ 1,122,165 Liabilities Deposits $ 809,366 $ — $ 809,366 Accounts payable and accrued expenses 6,284 — 6,284 Accrued interest payable and other liabilities 806 — 806 Advances from Federal Home Loan Bank 80,000 — 80,000 Junior subordinated debentures 8,609 — 8,609 Total liabilities $ 905,065 $ — $ 905,065 Preferred stock - series D 24,500 — 24,500 Total stockholders’ equity 24,500 — 24,500 Consideration Market value of common stock issued $ 136,385 $ — $ 136,385 Cash paid 56,215 — 56,215 Total fair value of consideration $ 192,600 $ — $ 192,600 Acquisition-related Expenses For the three months ended March 31, 2018 and 2017, the Company incurred $0 and $89 , respectively, of pre-tax merger and acquisition expenses related to the Sovereign acquisition. Acquisition expenses are included in professional fees in the condensed consolidated statements of income. Acquired Loans and Purchased Credit Impaired Loans Acquired loans were recorded at fair value based on a discounted cash flow valuation methodology that considers, among other things, projected default rates, loss given defaults and recovery rates. No allowance for credit losses was carried over from Sovereign. The Company has identified certain acquired loans as PCI. PCI loan identification considers payment history and past due status, debt service coverage, loan grading, collateral values and other factors that may indicate deterioration of credit quality since origination. The following table discloses the fair value and contractual value of loans acquired from Sovereign on August 1, 2017: PCI loans Other Acquired Loans Total Acquired Loans Real Estate $ 17,708 $ 518,261 $ 535,969 Commercial 29,877 180,730 210,607 Consumer — 1,252 1,252 Total fair value 47,585 700,243 747,828 Contractual principal balance $ 67,985 $ 707,071 $ 775,056 The following table presents additional information about PCI loans acquired from Sovereign on August 1, 2017: PCI Loans Contractually required principal and interest $ 85,125 Non-accretable difference 33,064 Cash flows expected to be collected $ 52,061 Accretable difference 4,476 Fair value of PCI loans $ 47,585 Intangible Assets The following table discloses the fair value of intangible assets acquired from Sovereign on August 1, 2017: Gross Intangible Assets Core deposit intangibles (1) $ 8,452 Servicing asset (2) 317 Intangible lease assets (3) 434 $ 9,203 (1) The Company estimated a useful life of 7.7 years for core deposit intangibles. (2) The Company estimated a weighted-average useful life of 6.1 years for servicing asset which will be amortized on a straight line basis. (3) The Company estimated a weighted-average useful life of 5.0 years for intangible lease assets which will be amortized on a straight line basis Advances from Federal Home Loan Bank The Company assumed from Sovereign $80,000 in advances from the Federal Home Loan Bank as of August 1, 2017 that matured in full from August 1, 2017 to December 31, 2017. Redemption of Veritex Series D Preferred Stock On August 8, 2017, the Company redeemed all 24,500 shares of the Veritex Series D Preferred Stock at its liquidation value of $1,000 per share plus accrued dividends for a total redemption amount of $ 24,727 . The Company assumed $ 185 of accrued dividends in connection with the acquisition of Sovereign on August 1, 2017 out of the $ 227 in dividends paid in 2017. The redemption was approved by the Company’s primary federal regulator and was funded with the Company’s surplus capital. The redemption terminates the Company’s participation in the Small Business Lend Fund (“SBLF”) program. Liberty Bancshares, Inc. On December 1, 2017, the Company acquired Liberty, a Texas corporation and parent company of Liberty Bank. The Company issued 1,449,944 shares of its common stock and paid out $25,009 in cash to Liberty in consideration for the acquisition. The business combination was accounted for under the acquisition method of accounting. As the consideration paid for Liberty exceeded the provisional value of the net assets acquired, goodwill of $ 23,519 was recorded related to the acquisition. This goodwill resulted from the combination of expected operational synergies and increased market share in Tarrant County. Goodwill is not tax deductible. Fair Value The measurement period for the Company to determine the fair values of acquired identifiable assets and assumed liabilities will end at the earlier of (i) twelve months from the date of the acquisition or (ii) as soon as the Company receives the information it was seeking about facts and circumstances that existed as of the acquisition date or learns that more information is not obtainable. Provisional estimates for loans, goodwill, intangible assets, accrued expenses, deposits and deferred taxes have been recorded for the acquisition, as independent valuations have not been finalized. The Company does not expect any significant differences from estimated values upon completion of the valuations. Estimated fair values of the assets acquired and liabilities assumed in this transaction as of the closing date are as follows: Initial Estimate Adjustments Revised Fair Value Assets Cash and cash equivalents $ 57,384 $ — $ 57,384 Investment securities 54,137 — 54,137 Loans 312,608 — 312,608 Accrued interest receivable 1,191 — 1,191 Bank premises, furniture and equipment 6,145 688 6,833 Non-marketable equity securities 2,096 — 2,096 Other real estate owned 166 — 166 Intangible assets 7,519 (1,705 ) 5,814 Goodwill 23,496 23 23,519 Other assets 2,509 745 3,254 Total assets $ 467,251 $ — $ 467,002 Liabilities Deposits $ 395,851 $ (303 ) $ 395,548 Accounts payable and accrued expenses 1,287 54 1,341 Accrued interest payable and other liabilities 142 — 142 Subordinated notes (1) 4,625 — 4,625 Total liabilities $ 401,905 $ — $ 401,656 Consideration Market value of common stock issued $ 40,337 $ — $ 40,337 Cash paid 25,009 — 25,009 Total fair value of consideration $ 65,346 $ — $ 65,346 (1) The subordinated note was paid off in full on December 1, 2017, subsequent to closing. Acquisition-related Expenses For the three months ended March 31, 2018, the Company incurred $ 335 of pre-tax merger and acquisition expenses related to the Liberty acquisition. The Company incurred no acquisition expenses related to the Liberty acquisition for the three months ended March 31, 2017. Acquisition expenses are included in professional fees in the consolidated statements of income. Acquired Loans and Purchased Credit Impaired Loans Acquired loans were recorded at fair value based on a discounted cash flow valuation methodology that considers, among other things, projected default rates, loss given defaults and recovery rates. No allowance for credit losses was carried over from Liberty. The Company has identified certain acquired loans as PCI. PCI loan identification considers payment history and past due status, debt service coverage, loan grading, collateral values and other factors that may indicate deterioration of credit quality since origination. Accretion of purchase discounts on PCI loans is based on estimated future cash flows, regardless of contractual maturities, that include undiscounted expected principal and interest payments and use credit risk, interest rate and prepayment risk models to incorporate management’s best estimate of current key assumptions such as default rates, loss severity and payment speeds. Accretion of purchase discounts on acquired non-impaired loans will be recognized on a level-yield basis based on contractual maturity of individual loans per ASC 310-20. The following table discloses the preliminary fair value and contractual value of loans acquired from Liberty on December 1, 2017: PCI loans Other acquired loans Total Acquired Loans Real Estate $ 868 $ 257,026 $ 257,894 Commercial 307 49,660 49,967 Consumer — 4,747 4,747 Total fair value 1,175 311,433 312,608 Contractual principal balance $ 1,748 $ 316,119 $ 317,867 The following table presents additional preliminary information about PCI loans acquired from Liberty on December 1, 2017: PCI Loans Contractually required principal and interest $ 2,316 Non-accretable difference 711 Cash flows expected to be collected $ 1,605 Accretable difference 430 Fair value of PCI loans $ 1,175 Intangible Assets The acquisition also resulted in a core deposit intangible of $ 5,814 , which will be amortized on an accelerated basis over the estimated life, currently expected to be 10.0 years. Deferred Taxes Related to Business Combinations Due to the provisional estimates used for the Liberty acquisition as indicated above, the Company has made a reasonable estimate related to amounts recorded for the re-measurement of deferred taxes acquired in accordance with SAB 118. These estimates may be refined in future periods as the valuation of all assets and liabilities acquired in acquisitions are finalized and recorded. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | Intangible Assets and Goodwill Intangible assets in the accompanying condensed consolidated balance sheets are summarized as follows: As of March 31, 2018 Weighted Gross Net Amortization Intangible Accumulated Intangible Period Assets Amortization Assets Core deposit intangibles 8.5 years $ 16,051 $ 3,081 $ 12,970 Servicing asset 5.6 years 1,713 508 1,205 Intangible lease assets 3.1 years 5,281 1,084 — 4,197 $ 23,045 $ 4,673 $ 18,372 As of December 31, 2017 Weighted Gross Net Amortization Intangible Accumulated Intangible Period Assets Amortization Assets Core deposit intangibles 8.7 years $ 17,007 $ 2,694 $ 14,313 Servicing asset 6.8 years 1,621 406 1,215 Intangible lease assets 3.3 years 5,281 368 4,913 $ 23,909 $ 3,468 $ 20,441 For the three months ended March 31, 2018 and March 31, 2017 , amortization expense related to intangible assets of approximately $1,205 and $157 , respectively, is included within amortization of intangibles, occupancy and equipment, and other income within the condensed consolidated statements of income. Changes in the carrying amount of goodwill are summarized as follows for the three months ended March 31, 2018: March 31, 2018 Beginning of period $ 159,452 Effect of Sovereign acquisition 2,210 Effect of Liberty acquisition 23 End of period $ 161,685 |
Branch Assets and Liabilities H
Branch Assets and Liabilities Held For Sale | 3 Months Ended |
Mar. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Branch Assets and Liabilities Held For Sale | Branch Assets and Liabilities Held for Sale On October 23, 2017, the Company entered into a Purchase and Assumption Agreement to sell certain assets and liabilities associated with two branch locations in the Austin metropolitan market. On January 1, 2018, the Company completed the sale of these assets and liabilities to Horizon Bank, SSB (“buyer”), resulting in a $33,557 cash settlement payment to the buyer for the three months ended March 31, 2018, which included the repayment of a $1,000 deposit liability recorded within other liabilities as of December 31, 2017, and the recognition of a $355 gain on the sale reported in other non-interest income for the three months ended March 31, 2018. The associated assets and liabilities are included in branch assets and liabilities held for sale as of December 31, 2017. The completion of this sale resulted in the Company exiting the Austin metropolitan market. Additionally, in the fourth quarter of 2017, the Company ceased using one of its Dallas, Texas branch buildings. The Company currently expects to complete a sale of the building in the second or third quarter of 2018. The associated building and improvements are included in branch assets held for sale as of March 31, 2018 and December 31, 2017. The following table presents the assets and liabilities held for sale as of March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Assets Cash and cash equivalents $ — $ 334 Loans — 26,313 Accrued interest receivable — 63 Bank premises, furniture and equipment 1,753 5,118 Intangible assets — 1,724 Total assets $ 1,753 $ 33,552 Liabilities Deposits $ — $ 64,282 Accounts payable and accrued expenses — 2 Deferred tax liability — 327 Accrued interest payable and other liabilities — 16 Total liabilities $ — $ 64,627 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of Veritex and the Bank as its wholly-owned subsidiary. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”), but do not include all of the information and footnotes required for complete financial statements. In management’s opinion, these interim unaudited condensed consolidated financial statements include all adjustments of a normal recurring nature necessary for a fair statement of the Company’s condensed consolidated financial position at March 31, 2018 and December 31, 2017 , condensed consolidated results of operations for the three months ended March 31, 2018 and 2017 , condensed consolidated stockholders’ equity for the three months ended March 31, 2018 and 2017 and condensed consolidated cash flows for the three months ended March 31, 2018 and 2017 . Accounting measurements at interim dates inherently involve greater reliance on estimates than at year end and the results for the interim periods shown herein are not necessarily indicative of results to be expected for the full year due in part to global economic and financial market conditions, interest rates, access to sources of liquidity, market competition and interruptions of business processes. These interim unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto for the year ended December 31, 2017 included within the Company’s Form 10-K as filed with the Securities and Exchange Commission on March 14, 2018. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. These estimates and assumptions may also affect disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. |
Segment Reporting | Segment Reporting The Company has one reportable segment. All of the Company’s activities are interrelated, and each activity is dependent and assessed based on how each of the activities of the Company supports the others. For example, lending is dependent upon the ability of the Company to fund itself with deposits and borrowings while managing the interest rate and credit risk. Accordingly, all significant operating decisions are based upon analysis of the Bank as one segment or unit. The Company’s chief operating decision-maker, the Chief Executive Officer, uses the consolidated results to make operating and strategic decisions. |
Reclassifications | Reclassifications Some items in the prior year financial statements were reclassified to conform to the current presentation. |
Revenue From Contracts With Customers | Revenue from Contracts with Customers The Company records revenue from contracts with customers in accordance with Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“Topic 606”). Under Topic 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) the Company satisfies a performance obligation. Significant revenue has not been recognized in the current reporting period that results from performance obligations satisfied in previous periods. The Company’s primary sources of revenue are derived from interest income on financial assets that are not within the scope of Topic 606. The Company has evaluated the nature of its contracts with customers and determined that further disaggregation of revenue from contracts with customers into more granular categories beyond what is presented in the Condensed Consolidated Statements of Income was not necessary. The Company generally fully satisfies its performance obligations on its contracts with customers as services are rendered and the transaction prices are typically fixed; charged either on a periodic basis or based on activity. Because performance obligations are satisfied as services are rendered and the transaction prices are fixed, there is little judgment involved in applying Topic 606 that significantly affects the determination of the amount and timing of revenue from contracts with customers. |
Earnings Per Share | Earnings Per Share Earnings per share (“EPS”) are based upon the weighted-average shares outstanding. |
Adoption of New Accounting Standards and Recent Accounting Pronouncements | Revenue from Contracts with Customers The Company records revenue from contracts with customers in accordance with Accounting Standards Codification Topic 606, “Revenue from Contracts with Customers” (“Topic 606”). Under Topic 606, the Company must identify the contract with a customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract, and recognize revenue when (or as) the Company satisfies a performance obligation. Significant revenue has not been recognized in the current reporting period that results from performance obligations satisfied in previous periods. The Company’s primary sources of revenue are derived from interest income on financial assets that are not within the scope of Topic 606. The Company has evaluated the nature of its contracts with customers and determined that further disaggregation of revenue from contracts with customers into more granular categories beyond what is presented in the Condensed Consolidated Statements of Income was not necessary. The Company generally fully satisfies its performance obligations on its contracts with customers as services are rendered and the transaction prices are typically fixed; charged either on a periodic basis or based on activity. Because performance obligations are satisfied as services are rendered and the transaction prices are fixed, there is little judgment involved in applying Topic 606 that significantly affects the determination of the amount and timing of revenue from contracts with customers. Adoption of New Accounting Standards In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, “Revenue from Contracts with Customers” (“ASU 2014-09”), which requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The ASU replaces most existing revenue recognition guidance in GAAP. The new standard was effective for the Company on January 1, 2018. Adoption of ASU 2014-09 did not have a material impact on the Company’s condensed consolidated financial statements and related disclosures as the Company’s primary sources of revenues are derived from interest income on financial assets that are not within the scope of ASU 2014-09. The Company’s revenue recognition pattern for revenue streams within the scope of ASU 2014-09, including but not limited to service charges on deposit accounts, did not change significantly from current practice. The standard permits the use of either the full retrospective or modified retrospective transition method. The Company elected to use the modified retrospective transition method which requires application of ASU 2014-09 to uncompleted contracts at the date of adoption. However, periods prior to the date of adoption will not be retrospectively revised as the impact of the ASU on uncompleted contracts at the date of adoption was not material. In January 2016, the FASB issued ASU No. 2016-01, “Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities” (“ASU 2016-01”) which amends certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. ASU 2016-01, among other things, (i) requires equity investments, with certain exceptions, to be measured at fair value with changes in fair value recognized in net income, (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment, (iii) eliminates the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet, (iv) requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, (v) requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments, (vi) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or the accompanying notes to the financial statements and (vii) clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale. The adoption of ASU 2016-01 on January 1, 2018 did not have a material impact on the Company’s condensed consolidated financial statements. In accordance with (iv) above, the Company measured the fair value of its loan portfolio prospectively as of March 31, 2018 using an exit price notion. See Note 7 – Fair Value Disclosures for further information regarding the valuation of these loans. Recent Accounting Pronouncements ASU 2017-04 “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” (“ASU 2017-04”) eliminates Step 2 from the goodwill impairment test. In addition, the amendment eliminates the requirements for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. For public companies, ASU 2017-04 is effective for fiscal years beginning after December 15, 2019 with early adoption permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is in process of evaluating the impact of this pronouncement, which is not expected to have a significant impact on the consolidated financial statements. ASU 2016-13 “Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”) amends guidance on reporting credit losses for assets held at amortized cost basis and available for sale debt securities. For assets held at amortized cost basis, Topic 326 eliminates the probable initial recognition threshold in current GAAP and, instead, requires an entity to reflect its current estimate of all expected credit losses. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial assets to present the net amount expected to be collected. For available for sale debt securities, credit losses should be measured in a manner similar to current GAAP, however Topic 326 will require that credit losses be presented as an allowance rather than as a write-down. ASU 2016-13 affects entities holding financial assets and net investment in leases that are not accounted for at fair value through net income. The amendments affect loans, debt securities, trade receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. For public business entities, ASU 2016-13 is effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods therein. The Company is continuing to evaluate the impact of the adoption of ASU 2016-13 and is uncertain of the impact on the consolidated financial statements at this point in time. ASU 2016-02 “Leases (Topic 842)” (“ASU 2016-02”) is intended to improve the reporting of leasing transactions to provide users of financial statements with more decision-useful information. ASU 2016-02 will require organizations that lease assets to recognize on the balance sheet the assets and liabilities for the rights and obligations created by those leases. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Early adoption is permitted. Adoption of ASU 2016-02 is not expected to have a material impact on the Company’s consolidated financial statements. The Company leases certain properties and equipment under operating leases that will result in the recognition of lease assets and lease liabilities on the Company’s balance sheet under ASU 2016-02, however, the majority of the Company’s properties and equipment are owned, not leased. We expect recorded assets and liabilities to increase upon adoption of the standard as it relates to operating leases in which we are the lessee. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Reconciliation Between Weighted Average Shares Used for Calculating Basic and Diluted EPS | The table below sets forth the reconciliation between weighted average shares used for calculating basic and diluted EPS for the three months ended March 31, 2018 and 2017 : Three Months Ended March 31, 2018 2017 Earnings (numerator) Net income $ 10,388 $ 3,098 Shares (denominator) in thousands Weighted average shares outstanding for basic EPS 24,120 15,200 Dilutive effect of employee stock-based awards 419 432 Adjusted weighted average shares outstanding 24,539 15,632 Earnings per share: Basic $ 0.43 $ 0.20 Diluted $ 0.42 $ 0.20 |
Supplemental Statement of Cas25
Supplemental Statement of Cash Flows (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Schedule of Other Supplemental Cash Flow Information | Other supplemental cash flow information is presented below: Three Months Ended March 31, 2018 2017 Supplemental Disclosures of Cash Flow Information: Cash paid for interest $ 4,928 $ 1,834 Supplemental Disclosures of Non-Cash Flow Information: Net foreclosure of other real estate owned and repossessed assets $ 8 $ 336 Non-cash assets acquired (1) Loans $ (4,622 ) $ — Bank premises, furniture and equipment 1,162 — Intangible assets (956 ) — Goodwill 2,233 — Other assets 1,934 — Non-cash liabilities assumed (1) Deposits $ (303 ) $ — Accrued interest payable and other liabilities 54 — (1) Represents adjustments to provision estimates recorded for acquisitions of Sovereign Bancshares, Inc. and Liberty Bancshares, Inc.. Refer to Note 12. Business Combinations for further discussion. |
Investment Securities (Tables)
Investment Securities (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Carrying Amount and Approximate Fair Values of Available-for-Sale Securities | The amortized cost, related gross unrealized gains and losses recognized in accumulated other comprehensive income (loss), and the fair value of securities are as follows: March 31, 2018 Amortized Gross Gross Fair Value Available for Sale U.S. government agencies $ 10,362 $ — $ 181 $ 10,181 Corporate bonds 20,852 98 10 20,940 Municipal securities 44,878 44 445 44,477 Mortgage-backed securities 94,406 37 2,448 91,995 Collateralized mortgage obligations 76,651 6 1,678 74,979 Asset-backed securities 586 6 — 592 $ 247,735 $ 191 $ 4,762 $ 243,164 December 31, 2017 Amortized Gross Gross Fair Value Available for Sale U.S. government agencies $ 10,829 $ 9 $ 18 $ 10,820 Corporate bonds 17,500 330 — 17,830 Municipal securities 55,499 189 211 55,477 Mortgage-backed securities 91,734 58 1,068 90,724 Collateralized mortgage obligations 53,559 9 925 52,643 Asset-backed securities 616 7 — 623 $ 229,737 $ 602 $ 2,222 $ 228,117 |
Schedule of Investment Securities That Have Been in a Continuous Unrealized Loss Position | The following tables disclose the Company’s investment securities that have been in a continuous unrealized loss position for less than 12 months and those that have been in a continuous unrealized loss position for 12 or more months: March 31, 2018 Less Than 12 Months 12 Months or More Totals Fair Unrealized Fair Unrealized Fair Unrealized Available for Sale U.S. government agencies $ 9,606 $ 161 $ 576 $ 20 $ 10,182 $ 181 Corporate bonds 3,990 10 — — 3,990 10 Municipal securities 27,412 257 5,406 188 32,818 445 Mortgage-backed securities 61,666 1,592 23,140 856 84,806 2,448 Collateralized mortgage obligations 28,317 756 23,024 922 51,341 1,678 $ 130,991 $ 2,776 $ 52,146 $ 1,986 $ 183,137 $ 4,762 December 31, 2017 Less Than 12 Months 12 Months or More Totals Fair Unrealized Fair Unrealized Fair Unrealized Value Loss Value Loss Value Loss Available for Sale U.S. government agencies $ 3,470 $ 4 $ 629 $ 14 $ 4,099 $ 18 Municipal securities 14,593 79 7,092 132 21,685 211 Mortgage-backed securities 52,075 513 29,485 555 81,560 1,068 Collateralized mortgage obligations 31,581 395 20,305 530 51,886 925 $ 101,719 $ 991 $ 57,511 $ 1,231 $ 159,230 $ 2,222 |
Schedule of Amortized Costs and Estimated Fair Values of Securities Available for Sale, By Contractual Maturity | The amortized costs and estimated fair values of securities available for sale, by contractual maturity, as of the dates indicated, are shown in the table below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayments penalties. Mortgage-backed securities, collateralized mortgage obligations, and asset-backed securities typically are issued with stated principal amounts, and the securities are backed by pools of mortgage loans and other loans that have varying maturities. The term of mortgage-backed, collateralized mortgage obligations and asset-backed securities thus approximates the term of the underlying mortgages and loans and can vary significantly due to prepayments. Therefore, these securities are not included in the maturity categories below. March 31, 2018 Available For Sale Amortized Fair Due in one year or less $ 2,265 $ 2,271 Due from one year to five years 23,624 23,548 Due from five years to ten years 27,624 27,449 Due after ten years 22,579 22,330 76,092 75,598 Mortgage-backed securities 94,406 91,995 Collateralized mortgage obligations 76,651 74,979 Asset-backed securities 586 592 $ 247,735 $ 243,164 December 31, 2017 Available For Sale Amortized Fair Due in one year or less $ 2,328 $ 2,330 Due from one year to five years 29,654 29,991 Due from five years to ten years 34,480 34,474 Due after ten years 17,366 17,332 83,828 84,127 Mortgage-backed securities 91,734 90,724 Collateralized mortgage obligations 53,559 52,643 Asset-backed securities 616 623 $ 229,737 $ 228,117 |
Schedule of Proceeds From Sales of Investment Securities Available for Sale and Gross Gains and Losses | Proceeds from sales of investment securities available for sale and gross gains and losses for the three months ended March 31, 2018 and 2017 were as follows: Three Months Ended March 31, 2018 2017 Proceeds from sales $ 30,149 $ — Gross realized gains 323 — Gross realized losses 315 — |
Loans and Allowance for Loan 27
Loans and Allowance for Loan Losses (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Receivables [Abstract] | |
Summary of Loans in the Accompanying Consolidated Balance Sheets | Loans in the accompanying condensed consolidated balance sheets are summarized as follows: March 31, December 31, Real estate: Construction and land $ 301,023 $ 277,825 Farmland 9,366 9,385 1 - 4 family residential 246,806 236,542 Multi-family residential 122,482 106,275 Commercial Real Estate 955,541 909,292 Commercial 672,820 684,551 Consumer 8,051 9,648 2,316,089 2,233,518 Deferred loan fees (24 ) (28 ) Allowance for loan losses (13,401 ) (12,808 ) $ 2,302,664 $ 2,220,682 The outstanding balance represents the total amount owed, including accrued but unpaid interest, and any amounts previously charged off. March 31, 2018 December 31, 2017 Carrying amount $ 41,950 $ 47,612 Outstanding balance 54,690 63,940 Changes in the accretable yield for PCI loans for the three months ended March 31, 2018 are included in table below. There was no accretable yield balance for PCI loans for the three months ended March 31, 2017. Three Months Ended March 31, 2018 Balance at beginning of period $ 2,723 Purchase accounting adjustments 1,414 Reclassifications from nonaccretable 5,870 Accretion (1,868 ) Balance at end of period $ 8,139 |
Schedule of Non-Accrual Loans | Non-accrual loans aggregated by class of loans, as of March 31, 2018 and December 31, 2017 , are as follows: Non-Accrual Loans (1) March 31, December 31, Real estate: Construction and land $ 2,769 $ — Farmland — — 1 - 4 family residential — — Multi-family residential — — Commercial Real Estate 59 61 Commercial 605 398 Consumer 5 6 $ 3,438 $ 465 (1 ) Excludes PCI loans. PCI loans are generally reported as accrual loans unless significant concerns exist related to the predictability of the timing and amount of future cash flows. |
Schedule of Age Analysis of Past Due Loans, Aggregated by Class of Loans | An age analysis of past due loans, aggregated by class of loans, as of March 31, 2018 and December 31, 2017 is as follows: March 31, 2018 30 to 59 Days 60 to 89 Days 90 Days or Greater Total Past Due Total Current (1) Total Total 90 Days Past Due and Still Accruing (2) Real estate: Construction and land $ — $ — $ 2,769 $ 2,769 $ 298,254 $ 301,023 $ — Farmland — — — — 9,366 9,366 — 1 - 4 family residential 23 37 — 60 246,746 246,806 — Multi-family residential — — — — 122,482 122,482 — Commercial Real Estate 874 — — 874 954,667 955,541 — Commercial 982 49 451 1,482 671,338 672,820 374 Consumer 47 48 — 95 7,956 8,051 — $ 1,926 $ 134 $ 3,220 $ 5,280 $ 2,310,809 $ 2,316,089 $ 374 (1) Includes all PCI loans. (2) Loans 90 days past due and still accruing excludes $2,000 of PCI loans as of March 31, 2018 . No PCI loans were considered non-performing loans as of March 31, 2018 . December 31, 2017 30 to 59 Days 60 to 89 Days 90 Days or Greater Total Past Due Total Current (1)(3) Total Total 90 Days Past Due and Still Accruing Real estate: Construction and land $ 320 $ — $ — $ 320 $ 277,505 $ 277,825 $ — Farmland 104 — — 104 9,281 9,385 — 1 - 4 family residential 1,274 139 — 1,413 235,129 236,542 — Multi-family residential — — — — 106,275 106,275 — Commercial Real Estate 1,830 — — 1,830 907,462 909,292 — Commercial 1,849 389 389 2,627 681,924 684,551 — Consumer 39 51 18 108 9,540 9,648 18 $ 5,416 $ 579 $ 407 $ 6,402 $ 2,227,116 $ 2,233,518 $ 18 (1) Includes all PCI loans. (2) Loans 90 days past due and still accruing excludes $3,300 of PCI loans as of December 31, 2017 . No PCI loans were considered non-performing loans as of December 31, 2017 . (3) To conform to the current period presentation, $15,123 was reclassified from 1-4 family residential to multi-family residential within the total current column. |
Summary of Impaired Loans, Including Purchased Credit Impaired Loans and TDRs | Impaired loans, including PCI loans that have experienced further deterioration in credit quality subsequent to the acquisitions and TDRs, at March 31, 2018 and December 31, 2017 , are summarized in the following tables. March 31, 2018 (1) Unpaid Recorded Recorded Total Related Average Real estate: Construction and land $ 2,769 $ 2,769 $ — $ 2,769 $ — $ 2,769 Farmland — — — — — — 1 - 4 family residential 161 161 — 161 — 161 Multi-family residential — — — — — — Commercial Real Estate 429 429 — 429 — 434 Commercial 605 346 259 605 66 638 Consumer 74 74 — 74 — 78 Total $ 4,038 $ 3,779 $ 259 $ 4,038 $ 66 $ 4,080 (1) Excludes PCI loans that have not experienced further deterioration in credit quality subsequent to the acquisition date. December 31, 2017 (1) Unpaid Recorded Recorded Total Related Average Real estate: Construction and land $ — $ — $ — $ — $ — $ — Farmland — — — — — — 1 - 4 family residential 161 161 — 161 — 163 Multi-family residential — — — — — — Commercial Real Estate 434 434 — 434 — 445 Commercial 398 282 116 398 12 499 Consumer 75 75 — 75 — 87 Total $ 1,068 $ 952 $ 116 $ 1,068 $ 12 $ 1,194 (1) Excludes PCI loans that have not experienced further deterioration in credit quality subsequent to the acquisition date. |
Summary of Internal Ratings of Loans, Including Purchased Credit Impaired Loans | The following tables summarize the Company’s internal ratings of its loans, including PCI loans, as of March 31, 2018 and December 31, 2017 : March 31, 2018 Pass Special Substandard Doubtful PCI Total Real estate: Construction and land $ 297,572 $ 682 $ 2,769 $ — $ — $ 301,023 Farmland 9,328 — — — 38 9,366 1 - 4 family residential 246,103 410 197 — 96 246,806 Multi-family residential 122,482 — — — — 122,482 Commercial Real Estate 929,170 8,608 762 — 17,001 955,541 Commercial 629,792 17,039 1,174 — 24,815 672,820 Consumer 7,952 — 99 — — 8,051 Total $ 2,242,399 $ 26,739 $ 5,001 $ — $ 41,950 $ 2,316,089 December 31, 2017 (1) Pass Special Mention Substandard Doubtful PCI Total Real estate: Construction and land $ 277,186 $ 639 $ — $ — $ — $ 277,825 Farmland 9,336 — — — 49 9,385 1 - 4 family residential 235,781 462 200 — 99 236,542 Multi-family residential 106,275 — — — — 106,275 Commercial Real Estate 882,523 8,771 681 — 17,317 909,292 Commercial 634,796 18,337 1,155 116 30,147 684,551 Consumer 9,540 — 108 — — 9,648 Total $ 2,155,437 $ 28,209 $ 2,144 $ 116 $ 47,612 $ 2,233,518 (1) To conform to the current period presentation, $15,123 was reclassified from 1-4 family residential to multi-family residential within the pass column. There were no reclassifications between internal rating buckets. |
Schedule of Analysis of the Allowance for Loan Losses | An analysis of the allowance for loan losses for the three months ended March 31, 2018 and 2017 and year ended December 31, 2017 is as follows: Three Months Ended March 31, 2018 Year Ended December 31, 2017 Three Months Ended March 31, 2017 Balance at beginning of period $ 12,808 $ 8,524 $ 8,524 Provision charged to earnings 678 5,114 890 Charge-offs (94 ) (839 ) (603 ) Recoveries 9 9 5 Net charge-offs (85 ) (830 ) (598 ) Balance at end of period $ 13,401 $ 12,808 $ 8,816 |
Summary of Activity in the Allowance for Loan Losses by Class of Loans | The following tables summarize the activity in the allowance for loan losses by portfolio segment for the periods indicated: For the Three Months Ended March 31, 2018 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Balance at beginning of period $ 1,315 $ 1,473 $ 4,410 $ 5,588 $ 22 $ 12,808 Provision (recapture) charged to earnings 111 117 552 (102 ) — 678 Charge-offs — — — (94 ) — (94 ) Recoveries — — — 9 — 9 Net charge-offs (recoveries) — — — (85 ) — (85 ) Balance at end of period $ 1,426 $ 1,590 $ 4,962 $ 5,401 $ 22 $ 13,401 Period-end amount allocated to: Specific reserves: — — — 66 — 66 General reserves 1,426 1,590 4,962 5,335 22 13,335 Total $ 1,426 $ 1,590 $ 4,962 $ 5,401 $ 22 $ 13,401 For the Year Ended December 31, 2017 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Balance at beginning of period $ 1,415 $ 1,116 $ 3,003 $ 2,955 $ 35 $ 8,524 Provision (recapture) charged to earnings (100 ) 368 1,407 3,452 (13 ) 5,114 Charge-offs — (11 ) — (828 ) — (839 ) Recoveries — — — 9 — 9 Net charge-offs (recoveries) — (11 ) — (819 ) — (830 ) Balance at end of period $ 1,315 $ 1,473 $ 4,410 $ 5,588 $ 22 $ 12,808 Period-end amount allocated to: Specific reserves: — — — 12 — 12 General reserves 1,315 1,473 4,410 5,576 22 12,796 Total $ 1,315 $ 1,473 $ 4,410 $ 5,588 $ 22 $ 12,808 For the Three Months Ended March 31, 2017 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Balance at beginning of year $ 1,415 $ 1,116 $ 3,003 $ 2,955 $ 35 $ 8,524 Provision (recapture) charged to earnings (114 ) 38 28 939 (1 ) 890 Charge-offs — — — (603 ) — (603 ) Recoveries — — — 5 — 5 Net charge-offs (recoveries) — — — (598 ) — (598 ) Balance at end of period $ 1,301 $ 1,154 $ 3,031 $ 3,296 $ 34 $ 8,816 Period-end amount allocated to: Specific reserves: — — — 133 3 136 General reserves 1,301 1,154 3,031 3,163 31 8,680 Total $ 1,301 $ 1,154 $ 3,031 $ 3,296 $ 34 $ 8,816 |
Schedule of Recorded Investment in Loans Related to the Balance in the Allowance for Loan Losses on the Basis of the Company's Impairment Methodology | The Company’s recorded investment in loans as of March 31, 2018 and December 31, 2017 related to the balance in the allowance for loan losses on the basis of the Company’s impairment methodology is as follows: March 31, 2018 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Loans individually evaluated for impairment $ 2,769 $ 161 $ 429 $ 605 $ 74 $ 4,038 Loans collectively evaluated for impairment 307,582 369,031 938,111 647,400 7,977 2,270,101 PCI loans 38 96 17,001 24,815 — 41,950 Total $ 310,389 $ 369,288 $ 955,541 $ 672,820 $ 8,051 $ 2,316,089 December 31, 2017 Real Estate Construction, Residential Commercial Real Estate Commercial Consumer Total Loans individually evaluated for impairment $ — $ 161 $ 434 $ 398 $ 75 $ 1,068 Loans collectively evaluated for impairment 287,161 342,557 891,541 654,006 9,573 2,184,838 PCI loans 49 99 17,317 30,147 — 47,612 Total $ 287,210 $ 342,817 $ 909,292 $ 684,551 $ 9,648 $ 2,233,518 |
Schedule of Summary of Changes in Servicing Assets | The Company was servicing loans of approximately $74,946 and $38,671 as of March 31, 2018 and 2017, respectively. A summary of the changes in the related servicing assets are as follows: Three Months Ended March 31, 2018 2017 Balance at beginning of period $ 1,215 $ 601 Increase from loan sales 92 137 Amortization charged to income (102 ) (56 ) Balance at end of period $ 1,205 $ 682 |
Commitments and Contingencies C
Commitments and Contingencies Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Rollforward of Cease-use Liability | The below table is a roll-forward of the cease-use liability from December 31, 2017 to March 31, 2018. Cease-Use Liability Balance as of December 31, 2017 $ 1,407 Payments (35 ) Reversal upon lease assignment (669 ) Balance as of March 31, 2018 $ 703 |
Fair Value Disclosures (Tables)
Fair Value Disclosures (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets Measured at Fair Value on a Recurring Basis | The following table summarizes assets measured at fair value on a recurring basis as of March 31, 2018 and December 31, 2017 , segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value: Fair Value Level 1 Level 2 Level 3 Total As of March 31, 2018 Investment securities available for sale $ — $ 243,164 $ — $ 243,164 As of December 31, 2017 Investment securities available for sale $ — $ 228,117 $ — $ 228,117 |
Schedule of Assets Measured at Fair Value on a Non-Recurring Basis | The following table summarizes assets measured at fair value on a non-recurring basis as of March 31, 2018 and December 31, 2017 , segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value: Fair Value Level 1 Level 2 Level 3 Total As of March 31, 2018 Assets: Impaired loans $ — $ — $ 259 $ 259 Other real estate owned $ — $ — $ 10 $ 10 As of December 31, 2017 Assets: Impaired loans $ — $ — $ 116 $ 116 Other real estate owned $ — $ — $ 449 $ 449 |
Schedule of Significant Unobservable Inputs Used in the Fair Value Measurements | For Level 3 financial assets measured at fair value as of March 31, 2018 and December 31, 2017 , the significant unobservable inputs used in the fair value measurements were as follows: March 31, 2018 Valuation Unobservable Weighted Assets/Liabilities Fair Value Technique Input(s) Average Impaired loans $ 259 Collateral Method Adjustments for selling costs 8 % Other real estate owned $ 10 Collateral Method Adjustments for selling costs 8 % December 31, 2017 Valuation Unobservable Weighted Assets/Liabilities Fair Value Technique Input(s) Average Impaired loans $ 116 Collateral Method Adjustments for selling costs 8 % Other real estate owned $ 449 Collateral Method Adjustments for selling costs 8 % |
Schedule of Estimated Fair Values and Carrying Values of All Financial Instruments | The estimated fair values and carrying values of all financial instruments under current authoritative guidance as of March 31, 2018 and December 31, 2017 were as follows: Fair Value Carrying Level 1 Level 2 Level 3 March 31, 2018 Financial assets: Cash and cash equivalents $ 195,194 $ — $ 195,194 $ — Loans held for sale 893 — 893 — Loans, net 2,302,664 — — 2,316,438 Accrued interest receivable 7,127 — 7,127 — Bank-owned life insurance 21,620 — 21,620 — Servicing asset 1,205 — 1,205 — Non-marketable equity securities 20,806 — 20,806 — Financial instruments, assets held for sale 1,753 — 1,753 — Financial liabilities: Deposits $ 2,493,794 $ — $ 2,425,559 $ — Advances from FHLB 48,128 — 48,173 — Accrued interest payable 471 — 471 — Junior subordinated debentures 11,702 — 11,702 — Subordinated notes 4,988 — 4,988 — December 31, 2017 Financial assets: Cash and cash equivalents $ 149,044 $ — $ 149,044 $ — Loans held for sale 841 — 841 — Loans, net 2,220,682 — 2,234,094 Accrued interest receivable 7,676 — 7,676 — Bank-owned life insurance 21,476 — 21,476 — Servicing asset 1,243 — 1,243 — Non-marketable equity securities 13,732 — 13,732 — Financial instruments, assets held for sale 31,828 5,515 26,313 Financial liabilities: Deposits $ 2,278,630 $ — $ 2,164,498 $ — Advances from FHLB 71,164 — 70,110 — Accrued interest payable 445 — 445 — Junior subordinated debentures 11,702 — 11,702 — Subordinated notes 4,987 — 4,987 — Other borrowings 15,000 — 15,000 — Financial instruments, liabilities held for sale 64,300 — 64,300 — |
Financial Instruments with Of30
Financial Instruments with Off-Balance Sheet Risk (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of the Approximate Amounts of Financial Instruments with Off-Balance Sheet Risk | The following table sets forth the approximate amounts of these financial instruments as of March 31, 2018 and December 31, 2017 : March 31, December 31, 2018 2017 Commitments to extend credit $ 625,590 $ 606,451 Standby and commercial letters of credit 10,147 9,299 $ 635,737 $ 615,750 |
Stock and Incentive Plans (Tabl
Stock and Incentive Plans (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Option Activity | A summary of option activity under the 2010 Incentive Plan for the three months ended March 31, 2018 and 2017 , and changes during the period then ended is presented below: 2010 Incentive Plan Non-Performance Based Stock Options Shares Underlying Options Weighted Exercise Price Weighted Average Contractual Term Aggregate Intrinsic Value Outstanding at January 1, 2017 325,500 $ 10.15 4.56 years Exercised (15,000 ) 10.00 Outstanding at March 31, 2017 310,500 $ 10.16 4.34 years Outstanding at January 1, 2018 305,000 $ 10.16 3.59 years Exercised (9,000 ) 10.38 156 Outstanding at March 31, 2018 296,000 $ 10.16 3.31 years $ 5,183 Options exercisable at March 31, 2018 290,000 $ 10.12 3.25 years $ 5,091 A summary of the status of the Company’s stock options under the 2014 Omnibus Plan as of March 31, 2018 and 2017 , and changes during the three months ended is as follows: 2014 Omnibus Plan Non-performance Based Stock Options Shares Weighted Weighted Aggregate Intrinsic Value Outstanding at January 1, 2017 128,366 $ 15.32 8.69 years Granted 55,440 26.92 Outstanding at March 31, 2017 183,806 $ 18.82 8.85 years Outstanding at January 1, 2018 332,706 $ 22.71 8.86 years $ 1,614 Granted 112,593 27.63 Exercised (1,983 ) 14.95 25 Outstanding at March 31, 2018 443,316 $ 23.95 8.89 years $ 1,629 Options exercisable at March 31, 2018 104,396 $ 17.21 7.56 years $ 1,092 Weighted average fair value of options granted during the period $ 9.38 |
Summary of Status of the Company's Restricted Shares or Restricted Stock Units | A summary of the status of the Company’s non-performance based restricted stock units under the 2014 Omnibus Plan as of March 31, 2018 and 2017 , and changes during the three months ended is as follows: 2014 Omnibus Plan Non-performance Based Restricted Stock Units Units Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 67,956 $ 13.79 Granted 22,500 27.84 Vested into shares (5,350 ) 4.38 Outstanding at March 31, 2017 85,106 $ 18.09 Outstanding at January 1, 2018 150,722 $ 13.29 Granted 34,500 28.05 Vested into shares (8,399 ) 25.13 Outstanding at March 31, 2018 176,823 $ 15.61 A summary of the status of the Company’s performance based restricted stock units under the 2014 Omnibus Plan as of March 31, 2018 and 2017 , and changes during the three months ended is as follows: 2014 Omnibus Plan Performance Based Restricted Stock Units Units Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 51,197 $ 8.72 Granted 25,522 24.34 Vested into shares (19,861 ) 15.34 Outstanding at March 31, 2017 56,858 $ 13.42 Outstanding at January 1, 2018 53,594 $ 8.72 Granted 40,269 27.59 Vested into shares (26,623 ) 18.83 Outstanding at March 31, 2018 67,240 $ 16.01 A summary of the status of the Company’s restricted stock units under the 2010 Incentive Plan as of March 31, 2018 and 2017 , and changes during the three months then ended is as follows: 2010 Incentive Plan Units Weighted Average Grant Date Fair Value Outstanding at January 1, 2017 27,750 $ 11.92 Vested (1,000 ) 10.85 Outstanding at March 31, 2017 26,750 $ 11.96 Outstanding at January 1, 2018 24,250 $ 13.19 Vested into shares (8,750 ) 10.85 Forfeited (500 ) 10.85 Outstanding at March 31, 2018 15,000 $ 14.99 |
Schedule of Assumptions Used to Measure Fair Value of Each Option Award Estimated On Grant Date Using Black-Scholes Option-Pricing Model | The fair value of each option award is estimated on the grant date using the Black-Scholes option-pricing model with the following assumptions used for the grants for the three months ended March 31, 2018 and 2017 : For the Three Months Ended March 31, 2018 2017 Dividend yield 0.00% 0.00% Expected life 5.0 to 7.5 years 5.0 to 7.5 years Expected volatility 27.87% to 37.55% 32.82% to 37.55% Risk-free interest rate 1.06% to 2.73% 1.06% to 2.32% |
Schedule of Share-based Compensation, Employee Stock Purchase Plan, Activity | A summary of the fair value of the Company’s stock options exercised and restricted stock units vested under the 2010 Incentive Plan as of March 31, 2018 and 2017 is presented below: Fair Value of Options Exercised or Restricted Stock Units Vested as of March 31, 2018 2017 Non-performance based stock options exercised 255 422 Non-performance based restricted stock units vested 245 26 A summary of the fair value of the Company’s stock options exercised and restricted stock units vested under the 2014 Omnibus Plan as of March 31, 2018 and 2017 is presented below: Fair Value of Options Exercised or Restricted Stock Units Vested as of March 31, 2018 2017 Non-performance based stock options exercised 54 — Non-performance based restricted stock units vested 745 530 Performance based restricted stock units vested 234 150 |
Capital Requirements and Rest32
Capital Requirements and Restrictions on Retained Earnings (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Banking and Thrift [Abstract] | |
Schedule of Comparison of the Company's and Bank's Actual Capital Amounts and Ratios to Required Capital Amounts and Ratios | A comparison of the Company’s and Bank’s actual capital amounts and ratios to required capital amounts and ratios is presented in the following table: Actual For Capital Adequacy Purposes To Be Well Capitalized Under Prompt Corrective Action Provisions Amount Ratio Amount Ratio Amount Ratio As of March 31, 2018 Total capital (to risk-weighted assets) Company $ 351,078 13.17 % $ 213,259 8.0 % n/a n/a Bank 305,561 11.45 % 213,492 8.0 % $ 266,866 10.0 % Tier 1 capital (to risk-weighted assets) Company 332,690 12.48 % 159,947 6.0 % n/a n/a Bank 292,160 10.94 % 160,234 6.0 % 213,645 8.0 Common equity tier 1 to risk-weighted assets Company 320,987 12.04 % 119,970 4.5 % n/a n/a Bank 292,160 10.94 % 120,176 4.5 % 173,587 6.5 Tier 1 capital (to average assets) Company 332,690 11.84 % 112,395 4.0 % n/a n/a Bank 292,160 10.39 % 112,477 4.0 % 140,597 5.0 As of December 31, 2017 Total capital (to risk-weighted assets) Company $ 342,521 13.16 % $ 208,219 8.0 % n/a n/a Bank 296,207 11.37 % 208,413 8.0 % $ 260,516 10.0 % Tier 1 capital (to risk-weighted assets) Company 324,726 12.48 % 156,118 6.0 % n/a n/a Bank 283,399 10.88 % 156,286 6.0 % 208,382 8.0 Common equity tier 1 to risk-weighted assets Company 313,024 12.03 % 11,791 4.5 % n/a n/a Bank 283,399 10.88 % 117,215 4.5 % 169,310 6.5 Tier 1 capital (to average assets) Company 324,726 12.92 % 100,534 4.0 % n/a n/a Bank 283,399 11.28 % 100,496 4.0 % 125,620 5.0 |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Business Combinations [Abstract] | |
Schedule of Acquired Assets and Assumed Liabilities | The following table presents the amounts recorded on the condensed consolidated balance sheets on the acquisition date of August 1, 2017, showing the estimated fair value as reported at December 31, 2017 and the revised final fair value at March 31, 2018. Initial Estimate Adjustments Revised Final Fair Value Assets Cash and cash equivalents $ 44,775 $ — $ 44,775 Investment securities 166,307 — 166,307 Loans 752,450 (4,622 ) 747,828 Accrued interest receivable 3,102 — 3,102 Bank premises, furniture and equipment 17,805 474 18,279 Non-marketable equity securities 6,751 — 6,751 Other real estate owned 282 — 282 Intangible assets 8,454 749 9,203 Goodwill 109,091 2,210 111,301 Other assets 13,148 1,189 14,337 Total Assets $ 1,122,165 $ — $ 1,122,165 Liabilities Deposits $ 809,366 $ — $ 809,366 Accounts payable and accrued expenses 6,284 — 6,284 Accrued interest payable and other liabilities 806 — 806 Advances from Federal Home Loan Bank 80,000 — 80,000 Junior subordinated debentures 8,609 — 8,609 Total liabilities $ 905,065 $ — $ 905,065 Preferred stock - series D 24,500 — 24,500 Total stockholders’ equity 24,500 — 24,500 Consideration Market value of common stock issued $ 136,385 $ — $ 136,385 Cash paid 56,215 — 56,215 Total fair value of consideration $ 192,600 $ — $ 192,600 Estimated fair values of the assets acquired and liabilities assumed in this transaction as of the closing date are as follows: Initial Estimate Adjustments Revised Fair Value Assets Cash and cash equivalents $ 57,384 $ — $ 57,384 Investment securities 54,137 — 54,137 Loans 312,608 — 312,608 Accrued interest receivable 1,191 — 1,191 Bank premises, furniture and equipment 6,145 688 6,833 Non-marketable equity securities 2,096 — 2,096 Other real estate owned 166 — 166 Intangible assets 7,519 (1,705 ) 5,814 Goodwill 23,496 23 23,519 Other assets 2,509 745 3,254 Total assets $ 467,251 $ — $ 467,002 Liabilities Deposits $ 395,851 $ (303 ) $ 395,548 Accounts payable and accrued expenses 1,287 54 1,341 Accrued interest payable and other liabilities 142 — 142 Subordinated notes (1) 4,625 — 4,625 Total liabilities $ 401,905 $ — $ 401,656 Consideration Market value of common stock issued $ 40,337 $ — $ 40,337 Cash paid 25,009 — 25,009 Total fair value of consideration $ 65,346 $ — $ 65,346 (1) The subordinated note was paid off in full on December 1, 2017, subsequent to closing. |
Summary of Loans Acquired in a Business Combination | The following table discloses the fair value and contractual value of loans acquired from Sovereign on August 1, 2017: PCI loans Other Acquired Loans Total Acquired Loans Real Estate $ 17,708 $ 518,261 $ 535,969 Commercial 29,877 180,730 210,607 Consumer — 1,252 1,252 Total fair value 47,585 700,243 747,828 Contractual principal balance $ 67,985 $ 707,071 $ 775,056 The following table presents additional information about PCI loans acquired from Sovereign on August 1, 2017: PCI Loans Contractually required principal and interest $ 85,125 Non-accretable difference 33,064 Cash flows expected to be collected $ 52,061 Accretable difference 4,476 Fair value of PCI loans $ 47,585 The following table discloses the preliminary fair value and contractual value of loans acquired from Liberty on December 1, 2017: PCI loans Other acquired loans Total Acquired Loans Real Estate $ 868 $ 257,026 $ 257,894 Commercial 307 49,660 49,967 Consumer — 4,747 4,747 Total fair value 1,175 311,433 312,608 Contractual principal balance $ 1,748 $ 316,119 $ 317,867 The following table presents additional preliminary information about PCI loans acquired from Liberty on December 1, 2017: PCI Loans Contractually required principal and interest $ 2,316 Non-accretable difference 711 Cash flows expected to be collected $ 1,605 Accretable difference 430 Fair value of PCI loans $ 1,175 |
Summary of Finite-Lived Intangible Assets Acquired | The following table discloses the fair value of intangible assets acquired from Sovereign on August 1, 2017: Gross Intangible Assets Core deposit intangibles (1) $ 8,452 Servicing asset (2) 317 Intangible lease assets (3) 434 $ 9,203 (1) The Company estimated a useful life of 7.7 years for core deposit intangibles. (2) The Company estimated a weighted-average useful life of 6.1 years for servicing asset which will be amortized on a straight line basis. (3) The Company estimated a weighted-average useful life of 5.0 years for intangible lease assets which will be amortized on a straight line basis |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Intangible Assets | Intangible assets in the accompanying condensed consolidated balance sheets are summarized as follows: As of March 31, 2018 Weighted Gross Net Amortization Intangible Accumulated Intangible Period Assets Amortization Assets Core deposit intangibles 8.5 years $ 16,051 $ 3,081 $ 12,970 Servicing asset 5.6 years 1,713 508 1,205 Intangible lease assets 3.1 years 5,281 1,084 — 4,197 $ 23,045 $ 4,673 $ 18,372 As of December 31, 2017 Weighted Gross Net Amortization Intangible Accumulated Intangible Period Assets Amortization Assets Core deposit intangibles 8.7 years $ 17,007 $ 2,694 $ 14,313 Servicing asset 6.8 years 1,621 406 1,215 Intangible lease assets 3.3 years 5,281 368 4,913 $ 23,909 $ 3,468 $ 20,441 |
Summary of Changes in the Carrying Amount of Goodwill | Changes in the carrying amount of goodwill are summarized as follows for the three months ended March 31, 2018: March 31, 2018 Beginning of period $ 159,452 Effect of Sovereign acquisition 2,210 Effect of Liberty acquisition 23 End of period $ 161,685 |
Branch Assets and Liabilities35
Branch Assets and Liabilities Held For Sale (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of Branch Assets and Liabilities Held for Sale | The following table presents the assets and liabilities held for sale as of March 31, 2018 and December 31, 2017: March 31, 2018 December 31, 2017 Assets Cash and cash equivalents $ — $ 334 Loans — 26,313 Accrued interest receivable — 63 Bank premises, furniture and equipment 1,753 5,118 Intangible assets — 1,724 Total assets $ 1,753 $ 33,552 Liabilities Deposits $ — $ 64,282 Accounts payable and accrued expenses — 2 Deferred tax liability — 327 Accrued interest payable and other liabilities — 16 Total liabilities $ — $ 64,627 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2018segmentmortgage_officebranch | |
Nature of Organization: | |
Number of reportable segments | segment | 1 |
Dallas-Fort Worth | |
Nature of Organization: | |
Number of branches | 20 |
Number of mortgage offices | mortgage_office | 1 |
Houston | |
Nature of Organization: | |
Number of branches | 1 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Earnings (numerator) | ||
Net income | $ 10,388 | $ 3,098 |
Shares (denominator) in thousands | ||
Weighted average shares outstanding for basic EPS (thousands) (in shares) | 24,120 | 15,200 |
Dilutive effect of employee stock based awards (in shares) | 419 | 432 |
Adjusted weighted average shares outstanding (in shares) | 24,539 | 15,632 |
Earnings per share: | ||
Basic (in dollars per share) | $ 0.43 | $ 0.20 |
Diluted (in dollars per share) | $ 0.42 | $ 0.20 |
Summary of Significant Accoun38
Summary of Significant Accounting Policies - Antidilutive Securities (Details) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Accounting Policies [Abstract] | ||
Excluded from diluted EPS weighted average shares (in shares) | 0 | 0 |
Supplemental Statement of Cas39
Supplemental Statement of Cash Flows (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Supplemental Disclosures of Cash Flow Information: | ||
Cash paid for interest | $ 4,928 | $ 1,834 |
Supplemental Disclosures of Non-Cash Flow Information: | ||
Net foreclosure of other real estate owned and repossessed assets | 8 | 336 |
Noncash assets acquired | ||
Loans | (4,622) | 0 |
Bank premises, furniture and equipment | 1,162 | 0 |
Intangible assets | (956) | 0 |
Goodwill | 2,233 | 0 |
Other assets | 1,934 | 0 |
Noncash liabilities assumed: | ||
Deposits | (303) | 0 |
Accrued interest payable and other liabilities | $ 54 | $ 0 |
Investment Securities - Carryin
Investment Securities - Carrying Amount and Fair Values (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Available for Sale securities | ||
Amortized Cost | $ 247,735 | $ 229,737 |
Gross Unrealized Gains | 191 | 602 |
Gross Unrealized Losses | 4,762 | 2,222 |
Fair Value | 243,164 | 228,117 |
U.S. government agencies | ||
Available for Sale securities | ||
Amortized Cost | 10,362 | 10,829 |
Gross Unrealized Gains | 0 | 9 |
Gross Unrealized Losses | 181 | 18 |
Fair Value | 10,181 | 10,820 |
Corporate bonds | ||
Available for Sale securities | ||
Amortized Cost | 20,852 | 17,500 |
Gross Unrealized Gains | 98 | 330 |
Gross Unrealized Losses | 10 | 0 |
Fair Value | 20,940 | 17,830 |
Municipal securities | ||
Available for Sale securities | ||
Amortized Cost | 44,878 | 55,499 |
Gross Unrealized Gains | 44 | 189 |
Gross Unrealized Losses | 445 | 211 |
Fair Value | 44,477 | 55,477 |
Mortgage-backed securities | ||
Available for Sale securities | ||
Amortized Cost | 94,406 | 91,734 |
Gross Unrealized Gains | 37 | 58 |
Gross Unrealized Losses | 2,448 | 1,068 |
Fair Value | 91,995 | 90,724 |
Collateralized mortgage obligations | ||
Available for Sale securities | ||
Amortized Cost | 76,651 | 53,559 |
Gross Unrealized Gains | 6 | 9 |
Gross Unrealized Losses | 1,678 | 925 |
Fair Value | 74,979 | 52,643 |
Asset-backed securities | ||
Available for Sale securities | ||
Amortized Cost | 586 | 616 |
Gross Unrealized Gains | 6 | 7 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | $ 592 | $ 623 |
Investment Securities - Unreali
Investment Securities - Unrealized Loss Position (Details) $ in Thousands | Mar. 31, 2018USD ($)investment | Dec. 31, 2017USD ($)investment |
Fair Value | ||
Less Than 12 Months, Fair Value | $ 130,991 | $ 101,719 |
12 Months or More, Fair Value | 52,146 | 57,511 |
Total Fair Value | 183,137 | 159,230 |
Unrealized Loss | ||
Less Than 12 Months, Unrealized Loss | 2,776 | 991 |
12 Months or More, Unrealized Loss | 1,986 | 1,231 |
Total Unrealized Loss | $ 4,762 | $ 2,222 |
Number of investment positions in an unrealized loss position | investment | 142 | 118 |
U.S. government agencies | ||
Fair Value | ||
Less Than 12 Months, Fair Value | $ 9,606 | $ 3,470 |
12 Months or More, Fair Value | 576 | 629 |
Total Fair Value | 10,182 | 4,099 |
Unrealized Loss | ||
Less Than 12 Months, Unrealized Loss | 161 | 4 |
12 Months or More, Unrealized Loss | 20 | 14 |
Total Unrealized Loss | 181 | 18 |
Corporate bonds | ||
Fair Value | ||
Less Than 12 Months, Fair Value | 3,990 | |
12 Months or More, Fair Value | 0 | |
Total Fair Value | 3,990 | |
Unrealized Loss | ||
Less Than 12 Months, Unrealized Loss | 10 | |
12 Months or More, Unrealized Loss | 0 | |
Total Unrealized Loss | 10 | |
Municipal securities | ||
Fair Value | ||
Less Than 12 Months, Fair Value | 27,412 | 14,593 |
12 Months or More, Fair Value | 5,406 | 7,092 |
Total Fair Value | 32,818 | 21,685 |
Unrealized Loss | ||
Less Than 12 Months, Unrealized Loss | 257 | 79 |
12 Months or More, Unrealized Loss | 188 | 132 |
Total Unrealized Loss | 445 | 211 |
Mortgage-backed securities | ||
Fair Value | ||
Less Than 12 Months, Fair Value | 61,666 | 52,075 |
12 Months or More, Fair Value | 23,140 | 29,485 |
Total Fair Value | 84,806 | 81,560 |
Unrealized Loss | ||
Less Than 12 Months, Unrealized Loss | 1,592 | 513 |
12 Months or More, Unrealized Loss | 856 | 555 |
Total Unrealized Loss | 2,448 | 1,068 |
Collateralized mortgage obligations | ||
Fair Value | ||
Less Than 12 Months, Fair Value | 28,317 | 31,581 |
12 Months or More, Fair Value | 23,024 | 20,305 |
Total Fair Value | 51,341 | 51,886 |
Unrealized Loss | ||
Less Than 12 Months, Unrealized Loss | 756 | 395 |
12 Months or More, Unrealized Loss | 922 | 530 |
Total Unrealized Loss | $ 1,678 | $ 925 |
Investment Securities - Maturit
Investment Securities - Maturities (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Amortized Cost | ||
Due in one year or less | $ 2,265 | $ 2,328 |
Due from one year to five years | 23,624 | 29,654 |
Due from five years to ten years | 27,624 | 34,480 |
Due after ten years | 22,579 | 17,366 |
Total investment securities available for sale, single maturity date | 76,092 | 83,828 |
Total investment securities available for sale, amortized cost basis | 247,735 | 229,737 |
Fair Value | ||
Due in one year or less | 2,271 | 2,330 |
Due from one year to five years | 23,548 | 29,991 |
Due from five years to ten years | 27,449 | 34,474 |
Due after ten years | 22,330 | 17,332 |
Total investment securities available for sale | 75,598 | 84,127 |
Total investment securities available for sale, fair value | 243,164 | 228,117 |
Mortgage-backed securities | ||
Amortized Cost | ||
Amortized cost | 94,406 | 91,734 |
Fair Value | ||
Fair value | 91,995 | 90,724 |
Collateralized mortgage obligations | ||
Amortized Cost | ||
Amortized cost | 76,651 | 53,559 |
Fair Value | ||
Fair value | 74,979 | 52,643 |
Asset-backed securities | ||
Amortized Cost | ||
Amortized cost | 586 | 616 |
Fair Value | ||
Fair value | $ 592 | $ 623 |
Investment Securities - Proceed
Investment Securities - Proceeds and Gross Gains/Losses (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Proceeds from sales of investment securities available for sale and gross gains and losses | ||
Proceeds from sales | $ 30,149 | $ 0 |
Gross realized gains | 323 | 0 |
Gross realized losses | $ 315 | $ 0 |
Loans and Allowance for Loan 44
Loans and Allowance for Loan Losses - Balance Sheet Summary (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | Dec. 31, 2016 |
Loans and Allowance for Loan Losses | ||||
Loans, gross | $ 2,316,089 | $ 2,233,518 | ||
Deferred loan fees | (24) | (28) | ||
Allowance for loan losses | 13,401 | 12,808 | $ 8,816 | $ 8,524 |
Loans, net | 2,302,664 | 2,220,682 | ||
Accretable discount related to loans acquired within a business combination | 14,571 | 12,135 | ||
Loans and Leases Receivable, Retained Loans from Loan Sales, Discount | 1,771 | 1,189 | ||
Commercial | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | 672,820 | 684,551 | ||
Allowance for loan losses | 5,401 | 5,588 | 3,296 | 2,955 |
Consumer | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | 8,051 | 9,648 | ||
Allowance for loan losses | 22 | 22 | 34 | 35 |
Construction and land | Real Estate | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | 301,023 | 277,825 | ||
Farmland | Real Estate | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | 9,366 | 9,385 | ||
Real estate | Real Estate | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | 369,288 | 342,817 | ||
Allowance for loan losses | 1,590 | 1,473 | 1,154 | 1,116 |
Commercial Real Estate | Real Estate | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | 955,541 | 909,292 | ||
Allowance for loan losses | 4,962 | 4,410 | $ 3,031 | $ 3,003 |
1 - 4 family residential | Real estate | Real Estate | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | 246,806 | 236,542 | ||
Multi-family residential | Real estate | Real Estate | ||||
Loans and Allowance for Loan Losses | ||||
Loans, gross | $ 122,482 | $ 106,275 |
Loans and Allowance for Loan 45
Loans and Allowance for Loan Losses - Nonaccrual (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Loans and Allowance for Loan Losses | ||
Non-accrual loans | $ 3,438 | $ 465 |
Commercial | ||
Loans and Allowance for Loan Losses | ||
Non-accrual loans | 605 | 398 |
Consumer | ||
Loans and Allowance for Loan Losses | ||
Non-accrual loans | 5 | 6 |
Construction and land | Real Estate | ||
Loans and Allowance for Loan Losses | ||
Non-accrual loans | 2,769 | 0 |
Farmland | Real Estate | ||
Loans and Allowance for Loan Losses | ||
Non-accrual loans | 0 | 0 |
Real estate | 1 - 4 family residential | Real Estate | ||
Loans and Allowance for Loan Losses | ||
Non-accrual loans | 0 | 0 |
Real estate | Multi-family residential | Real Estate | ||
Loans and Allowance for Loan Losses | ||
Non-accrual loans | 0 | 0 |
Commercial Real Estate | Real Estate | ||
Loans and Allowance for Loan Losses | ||
Non-accrual loans | $ 59 | $ 61 |
Loans and Allowance for Loan 46
Loans and Allowance for Loan Losses - Past Due (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | $ 5,280,000 | $ 6,402,000 |
Total Current | 2,310,809,000 | 2,227,116,000 |
Total Loans | 2,316,089,000 | 2,233,518,000 |
Total 90 Days Past Due and Still Accruing | 374,000 | 18,000 |
30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 1,926,000 | 5,416,000 |
60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 134,000 | 579,000 |
90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 3,220,000 | 407,000 |
Commercial | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 1,482,000 | 2,627,000 |
Total Current | 671,338,000 | 681,924,000 |
Total Loans | 672,820,000 | 684,551,000 |
Total 90 Days Past Due and Still Accruing | 374,000 | 0 |
Commercial | 30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 982,000 | 1,849,000 |
Commercial | 60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 49,000 | 389,000 |
Commercial | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 451,000 | 389,000 |
Consumer | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 95,000 | 108,000 |
Total Current | 7,956,000 | 9,540,000 |
Total Loans | 8,051,000 | 9,648,000 |
Total 90 Days Past Due and Still Accruing | 0 | 18,000 |
Consumer | 30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 47,000 | 39,000 |
Consumer | 60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 48,000 | 51,000 |
Consumer | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 18,000 |
Construction and land | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 2,769,000 | 320,000 |
Total Current | 298,254,000 | 277,505,000 |
Total Loans | 301,023,000 | 277,825,000 |
Total 90 Days Past Due and Still Accruing | 0 | 0 |
Construction and land | Real Estate | 30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 320,000 |
Construction and land | Real Estate | 60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Construction and land | Real Estate | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 2,769,000 | 0 |
Farmland | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 104,000 |
Total Current | 9,366,000 | 9,281,000 |
Total Loans | 9,366,000 | 9,385,000 |
Total 90 Days Past Due and Still Accruing | 0 | 0 |
Farmland | Real Estate | 30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 104,000 |
Farmland | Real Estate | 60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Farmland | Real Estate | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Real estate | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Loans | 369,288,000 | 342,817,000 |
Commercial Real Estate | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 874,000 | 1,830,000 |
Total Current | 954,667,000 | 907,462,000 |
Total Loans | 955,541,000 | 909,292,000 |
Total 90 Days Past Due and Still Accruing | 0 | 0 |
Commercial Real Estate | Real Estate | 30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 874,000 | 1,830,000 |
Commercial Real Estate | Real Estate | 60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Commercial Real Estate | Real Estate | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
1 - 4 family residential | Real estate | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 60,000 | 1,413,000 |
Total Current | 246,746,000 | 235,129,000 |
Total Loans | 246,806,000 | 236,542,000 |
Total 90 Days Past Due and Still Accruing | 0 | 0 |
1 - 4 family residential | Real estate | Real Estate | 30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 23,000 | 1,274,000 |
1 - 4 family residential | Real estate | Real Estate | 60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 37,000 | 139,000 |
1 - 4 family residential | Real estate | Real Estate | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Multi-family residential | Real estate | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Total Current | 122,482,000 | 106,275,000 |
Total Loans | 122,482,000 | 106,275,000 |
Total 90 Days Past Due and Still Accruing | 0 | 0 |
Multi-family residential | Real estate | Real Estate | 30 to 59 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Multi-family residential | Real estate | Real Estate | 60 to 89 Days | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
Multi-family residential | Real estate | Real Estate | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Past Due | 0 | 0 |
PCI loans | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Loans | 54,690,000 | 63,940,000 |
PCI loans | 90 Days or Greater | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total 90 Days Past Due and Still Accruing | 2,000,000 | 3,300 |
Nonperforming financial instruments | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Loans | $ 0 | 0 |
Scenario, Adjustment | 1 - 4 family residential | Real estate | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Current | (15,123,000) | |
Scenario, Adjustment | Multi-family residential | Real estate | Real Estate | ||
Age analysis of past due loans, excluding purchased credit impaired loans, aggregated by class of loans | ||
Total Current | $ 15,123,000 |
Loans and Allowance for Loan 47
Loans and Allowance for Loan Losses - Impaired Loans (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2016 | Dec. 31, 2017 | |
Impaired Loans | |||
Unpaid Contractual Principal Balance | $ 4,038 | $ 1,068 | |
Recorded Investment with No Allowance | 3,779 | 952 | |
Recorded Investment With Allowance | 259 | 116 | |
Total Recorded Investment | 4,038 | 1,068 | |
Related Allowance | 66 | 12 | |
Average Recorded Investment YTD | 4,080 | $ 1,194 | |
Commercial | |||
Impaired Loans | |||
Unpaid Contractual Principal Balance | 605 | 398 | |
Recorded Investment with No Allowance | 346 | 282 | |
Recorded Investment With Allowance | 259 | 116 | |
Total Recorded Investment | 605 | 398 | |
Related Allowance | 66 | 12 | |
Average Recorded Investment YTD | 638 | 499 | |
Consumer | |||
Impaired Loans | |||
Unpaid Contractual Principal Balance | 74 | 75 | |
Recorded Investment with No Allowance | 74 | 75 | |
Recorded Investment With Allowance | 0 | 0 | |
Total Recorded Investment | 74 | 75 | |
Related Allowance | 0 | 0 | |
Average Recorded Investment YTD | 78 | 87 | |
Construction and land | Real Estate | |||
Impaired Loans | |||
Unpaid Contractual Principal Balance | 2,769 | 0 | |
Recorded Investment with No Allowance | 2,769 | 0 | |
Recorded Investment With Allowance | 0 | 0 | |
Total Recorded Investment | 2,769 | 0 | |
Related Allowance | 0 | 0 | |
Average Recorded Investment YTD | 2,769 | 0 | |
Farmland | Real Estate | |||
Impaired Loans | |||
Unpaid Contractual Principal Balance | 0 | 0 | |
Recorded Investment with No Allowance | 0 | 0 | |
Recorded Investment With Allowance | 0 | 0 | |
Total Recorded Investment | 0 | 0 | |
Related Allowance | 0 | 0 | |
Average Recorded Investment YTD | 0 | 0 | |
Commercial Real Estate | Real Estate | |||
Impaired Loans | |||
Unpaid Contractual Principal Balance | 429 | 434 | |
Recorded Investment with No Allowance | 429 | 434 | |
Recorded Investment With Allowance | 0 | 0 | |
Total Recorded Investment | 429 | 434 | |
Related Allowance | 0 | 0 | |
Average Recorded Investment YTD | 434 | 445 | |
1 - 4 family residential | Real estate | Real Estate | |||
Impaired Loans | |||
Unpaid Contractual Principal Balance | 161 | 161 | |
Recorded Investment with No Allowance | 161 | 161 | |
Recorded Investment With Allowance | 0 | 0 | |
Total Recorded Investment | 161 | 161 | |
Related Allowance | 0 | 0 | |
Average Recorded Investment YTD | 161 | 163 | |
Multi-family residential | Real estate | Real Estate | |||
Impaired Loans | |||
Unpaid Contractual Principal Balance | 0 | 0 | |
Recorded Investment with No Allowance | 0 | 0 | |
Recorded Investment With Allowance | 0 | 0 | |
Total Recorded Investment | 0 | 0 | |
Related Allowance | 0 | $ 0 | |
Average Recorded Investment YTD | $ 0 | $ 0 |
Loans and Allowance for Loan 48
Loans and Allowance for Loan Losses - Troubled Debt Restructuring (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018USD ($)Loan | Mar. 31, 2017Loan | Dec. 31, 2017USD ($) | |
Receivables [Abstract] | |||
Recorded investment in TDRs | $ | $ 613 | $ 618 | |
Number of loans modified as TDRs for which there was a payment default | Loan | 0 | 0 |
Loans and Allowance for Loan 49
Loans and Allowance for Loan Losses - Credit Quality Indicators (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Credit Quality Indicators | ||
Loans | $ 2,316,089 | $ 2,233,518 |
Pass | ||
Credit Quality Indicators | ||
Loans | 2,242,399 | 2,155,437 |
Special Mention | ||
Credit Quality Indicators | ||
Loans | 26,739 | 28,209 |
Substandard | ||
Credit Quality Indicators | ||
Loans | 5,001 | 2,144 |
Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 116 |
PCI | ||
Credit Quality Indicators | ||
Loans | 41,950 | 47,612 |
Commercial | ||
Credit Quality Indicators | ||
Loans | 672,820 | 684,551 |
Commercial | Pass | ||
Credit Quality Indicators | ||
Loans | 629,792 | 634,796 |
Commercial | Special Mention | ||
Credit Quality Indicators | ||
Loans | 17,039 | 18,337 |
Commercial | Substandard | ||
Credit Quality Indicators | ||
Loans | 1,174 | 1,155 |
Commercial | Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 116 |
Commercial | PCI | ||
Credit Quality Indicators | ||
Loans | 24,815 | 30,147 |
Consumer | ||
Credit Quality Indicators | ||
Loans | 8,051 | 9,648 |
Consumer | Pass | ||
Credit Quality Indicators | ||
Loans | 7,952 | 9,540 |
Consumer | Special Mention | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Consumer | Substandard | ||
Credit Quality Indicators | ||
Loans | 99 | 108 |
Consumer | Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Consumer | PCI | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Construction and land | Real Estate | ||
Credit Quality Indicators | ||
Loans | 301,023 | 277,825 |
Construction and land | Real Estate | Pass | ||
Credit Quality Indicators | ||
Loans | 297,572 | 277,186 |
Construction and land | Real Estate | Special Mention | ||
Credit Quality Indicators | ||
Loans | 682 | 639 |
Construction and land | Real Estate | Substandard | ||
Credit Quality Indicators | ||
Loans | 2,769 | 0 |
Construction and land | Real Estate | Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Construction and land | Real Estate | PCI | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Farmland | Real Estate | ||
Credit Quality Indicators | ||
Loans | 9,366 | 9,385 |
Farmland | Real Estate | Pass | ||
Credit Quality Indicators | ||
Loans | 9,328 | 9,336 |
Farmland | Real Estate | Special Mention | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Farmland | Real Estate | Substandard | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Farmland | Real Estate | Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Farmland | Real Estate | PCI | ||
Credit Quality Indicators | ||
Loans | 38 | 49 |
Real estate | Real Estate | ||
Credit Quality Indicators | ||
Loans | 369,288 | 342,817 |
Real estate | 1 - 4 family residential | Real Estate | ||
Credit Quality Indicators | ||
Loans | 246,806 | 236,542 |
Real estate | 1 - 4 family residential | Real Estate | Pass | ||
Credit Quality Indicators | ||
Loans | 246,103 | 235,781 |
Real estate | 1 - 4 family residential | Real Estate | Special Mention | ||
Credit Quality Indicators | ||
Loans | 410 | 462 |
Real estate | 1 - 4 family residential | Real Estate | Substandard | ||
Credit Quality Indicators | ||
Loans | 197 | 200 |
Real estate | 1 - 4 family residential | Real Estate | Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Real estate | 1 - 4 family residential | Real Estate | PCI | ||
Credit Quality Indicators | ||
Loans | 96 | 99 |
Real estate | Multi-family residential | Real Estate | ||
Credit Quality Indicators | ||
Loans | 122,482 | 106,275 |
Real estate | Multi-family residential | Real Estate | Pass | ||
Credit Quality Indicators | ||
Loans | 122,482 | 106,275 |
Real estate | Multi-family residential | Real Estate | Special Mention | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Real estate | Multi-family residential | Real Estate | Substandard | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Real estate | Multi-family residential | Real Estate | Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Real estate | Multi-family residential | Real Estate | PCI | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Commercial Real Estate | Real Estate | ||
Credit Quality Indicators | ||
Loans | 955,541 | 909,292 |
Commercial Real Estate | Real Estate | Pass | ||
Credit Quality Indicators | ||
Loans | 929,170 | 882,523 |
Commercial Real Estate | Real Estate | Special Mention | ||
Credit Quality Indicators | ||
Loans | 8,608 | 8,771 |
Commercial Real Estate | Real Estate | Substandard | ||
Credit Quality Indicators | ||
Loans | 762 | 681 |
Commercial Real Estate | Real Estate | Doubtful | ||
Credit Quality Indicators | ||
Loans | 0 | 0 |
Commercial Real Estate | Real Estate | PCI | ||
Credit Quality Indicators | ||
Loans | 17,001 | 17,317 |
PCI loans | ||
Credit Quality Indicators | ||
Loans | $ 54,690 | 63,940 |
Scenario, Adjustment | Real estate | 1 - 4 family residential | Real Estate | Pass | ||
Credit Quality Indicators | ||
Loans | (15,123) | |
Scenario, Adjustment | Real estate | Multi-family residential | Real Estate | Pass | ||
Credit Quality Indicators | ||
Loans | $ 15,123 |
Loans and Allowance for Loan 50
Loans and Allowance for Loan Losses - Allowance (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2017 | |
Analysis of allowance for loan losses | ||||||
Balance at beginning of period | $ 12,808 | $ 8,524 | ||||
Provision (recapture) charged to earnings | 678 | 890 | $ 5,114 | |||
Charge-offs | (94) | (603) | (839) | |||
Recoveries | 9 | 5 | 9 | |||
Net charge-offs (recoveries) | (85) | (598) | (830) | |||
Balance at end of period | 13,401 | 8,816 | 8,524 | |||
Specific reserves: | ||||||
Total specific reserves | $ 66 | $ 12 | $ 136 | |||
General reserves | 13,335 | 12,796 | 8,680 | |||
Total | 12,808 | 8,524 | 8,524 | $ 13,401 | $ 12,808 | $ 8,816 |
Allowance for loan losses (as a percent) | 0.58% | 0.57% | 0.86% | |||
Commercial | ||||||
Analysis of allowance for loan losses | ||||||
Balance at beginning of period | 5,588 | 2,955 | ||||
Provision (recapture) charged to earnings | (102) | 939 | 3,452 | |||
Charge-offs | (94) | (603) | (828) | |||
Recoveries | 9 | 5 | 9 | |||
Net charge-offs (recoveries) | (85) | (598) | (819) | |||
Balance at end of period | 5,401 | 3,296 | 2,955 | |||
Specific reserves: | ||||||
Total specific reserves | $ 66 | $ 12 | $ 133 | |||
General reserves | 5,335 | 5,576 | 3,163 | |||
Total | 5,588 | 2,955 | 2,955 | 5,401 | 5,588 | 3,296 |
Consumer | ||||||
Analysis of allowance for loan losses | ||||||
Balance at beginning of period | 22 | 35 | ||||
Provision (recapture) charged to earnings | 0 | (1) | (13) | |||
Charge-offs | 0 | 0 | 0 | |||
Recoveries | 0 | 0 | 0 | |||
Net charge-offs (recoveries) | 0 | 0 | 0 | |||
Balance at end of period | 22 | 34 | 35 | |||
Specific reserves: | ||||||
Total specific reserves | 0 | 0 | 3 | |||
General reserves | 22 | 22 | 31 | |||
Total | 22 | 35 | 35 | 22 | 22 | 34 |
Construction, Land and Farmland | Real Estate | ||||||
Analysis of allowance for loan losses | ||||||
Balance at beginning of period | 1,315 | 1,415 | ||||
Provision (recapture) charged to earnings | 111 | (114) | (100) | |||
Charge-offs | 0 | 0 | 0 | |||
Recoveries | 0 | 0 | 0 | |||
Net charge-offs (recoveries) | 0 | 0 | 0 | |||
Balance at end of period | 1,426 | 1,301 | 1,415 | |||
Specific reserves: | ||||||
Total specific reserves | 0 | 0 | 0 | |||
General reserves | 1,426 | 1,315 | 1,301 | |||
Total | 1,315 | 1,415 | 1,415 | 1,426 | 1,315 | 1,301 |
Residential | Real Estate | ||||||
Analysis of allowance for loan losses | ||||||
Balance at beginning of period | 1,473 | 1,116 | ||||
Provision (recapture) charged to earnings | 117 | 38 | 368 | |||
Charge-offs | 0 | 0 | (11) | |||
Recoveries | 0 | 0 | 0 | |||
Net charge-offs (recoveries) | 0 | 0 | (11) | |||
Balance at end of period | 1,590 | 1,154 | 1,116 | |||
Specific reserves: | ||||||
Total specific reserves | 0 | 0 | 0 | |||
General reserves | 1,590 | 1,473 | 1,154 | |||
Total | 1,473 | 1,116 | 1,116 | 1,590 | 1,473 | 1,154 |
Commercial Real Estate | Real Estate | ||||||
Analysis of allowance for loan losses | ||||||
Balance at beginning of period | 4,410 | 3,003 | ||||
Provision (recapture) charged to earnings | 552 | 28 | 1,407 | |||
Charge-offs | 0 | 0 | 0 | |||
Recoveries | 0 | 0 | 0 | |||
Net charge-offs (recoveries) | 0 | 0 | 0 | |||
Balance at end of period | 4,962 | 3,031 | 3,003 | |||
Specific reserves: | ||||||
Total specific reserves | 0 | 0 | 0 | |||
General reserves | 4,962 | 4,410 | 3,031 | |||
Total | $ 4,410 | $ 3,003 | $ 3,003 | $ 4,962 | $ 4,410 | $ 3,031 |
Loans and Allowance for Loan 51
Loans and Allowance for Loan Losses - Allowance, Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Allowance, impairment methodology | ||
Loans individually evaluated for impairment | $ 4,038 | $ 1,068 |
Loans collectively evaluated for impairment | 2,270,101 | 2,184,838 |
Loans, gross | 2,316,089 | 2,233,518 |
Commercial | ||
Allowance, impairment methodology | ||
Loans individually evaluated for impairment | 605 | 398 |
Loans collectively evaluated for impairment | 647,400 | 654,006 |
Loans, gross | 672,820 | 684,551 |
Consumer | ||
Allowance, impairment methodology | ||
Loans individually evaluated for impairment | 74 | 75 |
Loans collectively evaluated for impairment | 7,977 | 9,573 |
Loans, gross | 8,051 | 9,648 |
Construction, Land and Farmland | Real Estate | ||
Allowance, impairment methodology | ||
Loans individually evaluated for impairment | 2,769 | 0 |
Loans collectively evaluated for impairment | 307,582 | 287,161 |
Loans, gross | 310,389 | 287,210 |
Residential | Real Estate | ||
Allowance, impairment methodology | ||
Loans individually evaluated for impairment | 161 | 161 |
Loans collectively evaluated for impairment | 369,031 | 342,557 |
Loans, gross | 369,288 | 342,817 |
Commercial Real Estate | Real Estate | ||
Allowance, impairment methodology | ||
Loans individually evaluated for impairment | 429 | 434 |
Loans collectively evaluated for impairment | 938,111 | 891,541 |
Loans, gross | 955,541 | 909,292 |
PCI loans | ||
Allowance, impairment methodology | ||
Loans Receivable, Net | 41,950 | 47,612 |
Loans, gross | 54,690 | 63,940 |
PCI loans | Commercial | ||
Allowance, impairment methodology | ||
Loans Receivable, Net | 24,815 | 30,147 |
PCI loans | Consumer | ||
Allowance, impairment methodology | ||
Loans Receivable, Net | 0 | 0 |
PCI loans | Construction, Land and Farmland | Real Estate | ||
Allowance, impairment methodology | ||
Loans Receivable, Net | 38 | 49 |
PCI loans | Residential | Real Estate | ||
Allowance, impairment methodology | ||
Loans Receivable, Net | 96 | 99 |
PCI loans | Commercial Real Estate | Real Estate | ||
Allowance, impairment methodology | ||
Loans Receivable, Net | $ 17,001 | $ 17,317 |
Loans and Allowance For Loan 52
Loans and Allowance For Loan Losses - PCI Loans (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Financing Receivable, Allowance for Credit Losses [Line Items] | ||
Loans | $ 2,316,089 | $ 2,233,518 |
Receivables Acquired with Deteriorated Credit Quality | ||
Financing Receivable, Allowance for Credit Losses [Line Items] | ||
Loans Receivable, Net | 41,950 | 47,612 |
Loans | $ 54,690 | $ 63,940 |
Loans and Allowance for Loan 53
Loans and Allowance for Loan Losses - PCI Accretable Yield Rollforward (Details) | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Certain Loans Acquired in Transfer Accounted for as Debt Securities, Accretable Yield Movement Schedule [Roll Forward] | |
Balance at beginning of period | $ 2,723 |
Purchase accounting adjustments | 1,414 |
Reclassifications from nonaccretable | 5,870 |
Accretion | (1,868) |
Balance at end of period | $ 8,139 |
Loans and Allowance for Loan 54
Loans and Allowance for Loan Losses - Servicing Assets (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Servicing Asset at Amortized Cost [Line Items] | |||
Servicing asset | $ 74,946,000 | $ 39,000 | |
Summary of changes in related servicing assets | |||
Balance at beginning of period | 1,215,000 | 601,000 | |
Increase from loan sales | 92,000 | 137,000 | |
Amortization charged to income | (102,000) | (56,000) | |
Balance at end of period | 1,205,000 | 682,000 | |
Valuation allowance recorded | 0 | $ 0 | |
Interest receivable | 7,127,000 | $ 7,676,000 | |
Interest-only strip | |||
Summary of changes in related servicing assets | |||
Interest receivable | $ 0 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Income Tax Examination [Line Items] | |||
Estimated annual effective tax rate (as a percent) | 20.50% | 34.20% | |
Effective tax rate (as a percent) | 25.30% | 30.40% | |
Tax receivable | $ 4,048 | ||
Net deferred tax asset | $ 4,937 | ||
Deferred tax liabilities, net | 327 | ||
Other assets | |||
Income Tax Examination [Line Items] | |||
Net deferred tax asset | 6,681 | ||
Accrued interest payable and other liabilities | |||
Income Tax Examination [Line Items] | |||
Current tax receivable | $ 7,085 | ||
Sovereign Bancshares, Inc and Liberty Bancshares, Inc. [Member] | |||
Income Tax Examination [Line Items] | |||
Effective income tax rate reconciliation, change in enacted tax rate, amount | $ 820 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Loss Contingency Accrual [Roll Forward] | ||
Qualified affordable housing investment | $ 1,938,000 | $ 1,982,000 |
Qualified affordable housing project investments, unfunded commitment | 1,652,000 | $ 1,765,000 |
Cease-Use | ||
Loss Contingency Accrual [Roll Forward] | ||
Balance as of December 31, 2017 | 1,407,000 | |
Payments | (35,000) | |
Reversal upon lease assignment | (669,000) | |
Balance as of March 31, 2018 | $ 703,000 |
Fair Value Disclosures - Recurr
Fair Value Disclosures - Recurring Basis (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Assets measured at fair value | |||
Investment securities available for sale | $ 243,164,000 | $ 228,117,000 | |
Recurring | |||
Assets measured at fair value | |||
Investment securities available for sale | 243,164,000 | 228,117,000 | |
Liabilities measured at fair value | 0 | 0 | |
Transfer of assets from Level 2 to Level 3 | 0 | $ 0 | |
Transfer of assets from Level 3 to Level 2 | 0 | $ 0 | |
Recurring | Level 1 Inputs | |||
Assets measured at fair value | |||
Investment securities available for sale | 0 | 0 | |
Recurring | Level 2 Inputs | |||
Assets measured at fair value | |||
Investment securities available for sale | 243,164,000 | 228,117,000 | |
Recurring | Level 3 Inputs | |||
Assets measured at fair value | |||
Investment securities available for sale | $ 0 | $ 0 |
Fair Value Disclosures - Non-re
Fair Value Disclosures - Non-recurring Basis (Details) - USD ($) | Mar. 31, 2018 | Dec. 31, 2017 |
Assets measured at fair value | ||
Impaired loans, specific allowance | $ 66,000 | $ 12,000 |
Non-recurring | ||
Assets measured at fair value | ||
Impaired loans | 259,000 | 116,000 |
Other real estate owned | 10,000 | 449,000 |
Liabilities measured at fair value | 0 | 0 |
Non-recurring | Level 1 Inputs | ||
Assets measured at fair value | ||
Impaired loans | 0 | 0 |
Other real estate owned | 0 | 0 |
Non-recurring | Level 2 Inputs | ||
Assets measured at fair value | ||
Impaired loans | 0 | 0 |
Other real estate owned | 0 | 0 |
Non-recurring | Level 3 Inputs | ||
Assets measured at fair value | ||
Impaired loans | 259,000 | 116,000 |
Other real estate owned | $ 10,000 | $ 449,000 |
Fair Value Disclosures - Level
Fair Value Disclosures - Level 3 (Details) - Collateral Method - Level 3 - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Impaired loans | ||
Significant unobservable inputs used in the fair value measurements | ||
Fair Value | $ 259 | $ 116 |
Weighted Average (as a percent) | 8.00% | 8.00% |
Other Real Estate Owned | ||
Significant unobservable inputs used in the fair value measurements | ||
Fair Value | $ 10 | $ 449 |
Weighted Average (as a percent) | 8.00% | 8.00% |
Fair Value Disclosures - Financ
Fair Value Disclosures - Financial Instruments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Financial assets: | ||
Financial instruments, assets held for sale | $ 1,753 | $ 31,828 |
Financial liabilities: | ||
Junior subordinated debentures | 11,702 | 11,702 |
Subordinated notes | 4,988 | 4,987 |
Other borrowings | 0 | 15,000 |
Branch liabilities held for sale | 0 | 64,627 |
Carrying Amount | ||
Financial assets: | ||
Cash and cash equivalents | 195,194 | 149,044 |
Loans held for sale | 893 | 841 |
Loans, net | 2,302,664 | 2,220,682 |
Accrued interest receivable | 7,127 | 7,676 |
Bank-owned life insurance | 21,620 | 21,476 |
Servicing asset | 1,205 | 1,243 |
Non-marketable equity securities | 20,806 | 13,732 |
Financial liabilities: | ||
Deposits | 2,493,794 | 2,278,630 |
Advances from FHLB | 48,128 | 71,164 |
Accrued interest payable | 471 | 445 |
Junior subordinated debentures | 11,702 | 11,702 |
Subordinated notes | 4,988 | 4,987 |
Other borrowings | 15,000 | |
Branch liabilities held for sale | 64,300 | |
Level 1 Inputs | Fair Value | ||
Financial assets: | ||
Cash and cash equivalents | 0 | 0 |
Loans held for sale | 0 | 0 |
Loans, net | 0 | 0 |
Accrued interest receivable | 0 | 0 |
Bank-owned life insurance | 0 | 0 |
Servicing asset | 0 | 0 |
Non-marketable equity securities | 0 | 0 |
Financial instruments, assets held for sale | 0 | |
Financial liabilities: | ||
Deposits | 0 | 0 |
Advances from FHLB | 0 | 0 |
Accrued interest payable | 0 | 0 |
Junior subordinated debentures | 0 | 0 |
Subordinated notes | 0 | 0 |
Other borrowings | 0 | |
Branch liabilities held for sale | 0 | |
Level 2 Inputs | Fair Value | ||
Financial assets: | ||
Cash and cash equivalents | 195,194 | 149,044 |
Loans held for sale | 893 | 841 |
Loans, net | 0 | |
Accrued interest receivable | 7,127 | 7,676 |
Bank-owned life insurance | 21,620 | 21,476 |
Servicing asset | 1,205 | 1,243 |
Non-marketable equity securities | 20,806 | 13,732 |
Financial instruments, assets held for sale | 1,753 | 5,515 |
Financial liabilities: | ||
Deposits | 2,425,559 | 2,164,498 |
Advances from FHLB | 48,173 | 70,110 |
Accrued interest payable | 471 | 445 |
Junior subordinated debentures | 11,702 | 11,702 |
Subordinated notes | 4,988 | 4,987 |
Other borrowings | 15,000 | |
Branch liabilities held for sale | 64,300 | |
Level 3 Inputs | Fair Value | ||
Financial assets: | ||
Cash and cash equivalents | 0 | 0 |
Loans held for sale | 0 | 0 |
Loans, net | 2,316,438 | 2,234,094 |
Accrued interest receivable | 0 | 0 |
Bank-owned life insurance | 0 | 0 |
Servicing asset | 0 | 0 |
Non-marketable equity securities | 0 | 0 |
Financial instruments, assets held for sale | 0 | 26,313 |
Financial liabilities: | ||
Deposits | 0 | 0 |
Advances from FHLB | 0 | 0 |
Accrued interest payable | 0 | 0 |
Junior subordinated debentures | 0 | 0 |
Subordinated notes | $ 0 | 0 |
Other borrowings | 0 | |
Branch liabilities held for sale | $ 0 |
Financial Instruments with Of61
Financial Instruments with Off-Balance Sheet Risk (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Financial instruments with off-balance sheet risk | ||
Total commitments | $ 635,737 | $ 615,750 |
Commitments to extend credit | ||
Financial instruments with off-balance sheet risk | ||
Total commitments | 625,590 | 606,451 |
Standby and commercial letters of credit | ||
Financial instruments with off-balance sheet risk | ||
Total commitments | $ 10,147 | $ 9,299 |
Stock and Incentive Plans - 201
Stock and Incentive Plans - 2010 Plan (Details) - 2010 Stock Option and Equity Incentive Plan - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock based compensation expense | $ 5 | $ 22 |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares awarded (in shares) | 0 | 0 |
Nonperformance-based stock options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares awarded under stock options (in shares) | 0 | 0 |
Performance Based Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares awarded under stock options (in shares) | 0 | 0 |
Stock and Incentive Plans - 263
Stock and Incentive Plans - 2010 Plan - Options (Details) - Nonperformance-based stock options - 2010 Stock Option and Equity Incentive Plan - USD ($) | Jan. 01, 2018 | Jan. 01, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Shares Underlying Options | |||||
Outstanding at beginning of period (in shares) | 305,000 | 325,500 | 305,000 | 325,500 | |
Exercised during the period (in shares) | (9,000) | (15,000) | |||
Outstanding at the end of period (in shares) | 296,000 | 310,500 | |||
Options exercisable at end of period (in shares) | 290,000 | ||||
Weighted Exercise Price | |||||
Outstanding at beginning of period (in dollars per share) | $ 10.16 | $ 10.15 | $ 10.16 | $ 10.15 | |
Exercised during the period (in dollars per share) | 10.38 | 10 | |||
Outstanding at the end of period (in dollars per share) | 10.16 | $ 10.16 | |||
Options exercisable at end of period (in dollars per share) | $ 10.12 | ||||
Weighted Average Contractual Term | |||||
Weighted Average Contractual Term | 3 years 7 months 2 days | 4 years 6 months 22 days | 3 years 3 months 22 days | 4 years 4 months 2 days | |
Weighted Average Contractual Term | 3 years 3 months | ||||
Additional disclosures | |||||
Aggregate intrinsic value of outstanding stock options | $ 5,183,000 | ||||
Aggregate intrinsic value of exercisable stock options | 5,091,000 | ||||
Unrecognized compensation expense | $ 7,000 | $ 18,000 | $ 8,000 | ||
Requisite service period to recognize compensation cost | 1 year 7 days | ||||
Share-based compensation arrangement by share-based payment award, options, exercises in period, intrinsic value | $ 156 | ||||
Fair Value of Options Exercised or Restricted Stock Units Vested | 255,000 | 422,000 | |||
Fair Value of Options Exercised or Restricted Stock Units Vested | $ 245,000 | $ 26,000 |
Stock and Incentive Plans - 264
Stock and Incentive Plans - 2010 Plan - Restricted Stock Units (Details) - Restricted Stock Units - 2010 Stock Option and Equity Incentive Plan - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Units | |||
Nonvested at the beginning of the period (in shares) | 24,250 | 27,750 | |
Vested during the period (in shares) | (8,750) | (1,000) | |
Forfeited during the period (in shares) | (500) | ||
Nonvested at the end of the period (in shares) | 15,000 | 26,750 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at the beginning of the period (in dollars per share) | $ 13.19 | $ 11.92 | |
Vested during the period (in dollars per share) | 10.85 | 10.85 | |
Forfeited during the period (in dollars per share) | 10.85 | ||
Nonvested at the end of the period (in dollars per share) | $ 14.99 | $ 11.96 | |
Additional disclosures | |||
Unrecognized compensation expense | $ 12 | $ 71 | $ 15 |
Stock and Incentive Plans - Omn
Stock and Incentive Plans - Omnibus Plan (Details) - Omnibus Plan - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Non-performance based restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares awarded (in shares) | 34,500 | 22,500 |
Non-performance based restricted stock units | Equal annual installments, tranche one | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Performance based restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares awarded (in shares) | 40,269 | 25,522 |
Performance based restricted stock units | Market condition based on the Company's total shareholder return relative to a market index | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Vesting period | 3 years | |
Stock option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares awarded under stock options (in shares) | 112,593 | 55,440 |
Stock based compensation expense | $ 766 | |
Market condition restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares awarded (in shares) | 25,522 | |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock based compensation expense | $ 375 |
Stock and Incentive Plans - O66
Stock and Incentive Plans - Omnibus Plan Black Scholes Assumptions - (Details) - Omnibus Plan | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Assumptions used to measure fair value of each option award estimated on grant date using Black-Scholes option-pricing model | ||
Dividend yield (as a percent) | 0.00% | 0.00% |
Expected volatility, minimum (as a percent) | 27.87% | 32.82% |
Expected volatility, maximum (as a percent) | 37.55% | 37.55% |
Risk-free interest rate, minimum (as a percent) | 1.06% | 1.06% |
Risk-free interest rate, maximum (as a percent) | 2.73% | 2.32% |
Minimum | ||
Assumptions used to measure fair value of each option award estimated on grant date using Black-Scholes option-pricing model | ||
Expected life | 5 years | 5 years |
Maximum | ||
Assumptions used to measure fair value of each option award estimated on grant date using Black-Scholes option-pricing model | ||
Expected life | 7 years 6 months | 7 years 6 months |
Stock and Incentive Plans - O67
Stock and Incentive Plans - Omnibus Plan - Options (Details) - Omnibus Plan - Nonperformance-based stock options - USD ($) $ / shares in Units, $ in Thousands | Jan. 01, 2018 | Jan. 01, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Shares Underlying Options | |||||
Outstanding at beginning of period (in shares) | 332,706 | 128,366 | 332,706 | 128,366 | |
Granted during the period (in shares) | 112,593 | 55,440 | |||
Exercised during the period (in shares) | (1,983) | ||||
Outstanding at the end of period (in shares) | 443,316 | 183,806 | |||
Options exercisable at end of period (in shares) | 104,395.62 | ||||
Weighted Exercise Price | |||||
Outstanding at beginning of period (in dollars per share) | $ 22.71 | $ 15.32 | $ 22.71 | $ 15.32 | |
Granted during the period (in dollars per share) | 27.63 | 26.92 | |||
Exercised during the period (in dollars per share) | 14.95 | ||||
Outstanding at the end of period (in dollars per share) | 23.95 | $ 18.82 | |||
Options exercisable at end of period (in dollars per share) | 17.21 | ||||
Weighted average fair value of options granted during the period (in dollars per share) | $ 9.38 | ||||
Weighted Average Contractual Term | |||||
Weighted Average Contractual Term | 8 years 10 months 10 days | 8 years 8 months 9 days | 8 years 10 months 21 days | 8 years 10 months 6 days | |
Weighted Average Contractual Term | 7 years 6 months 22 days | ||||
Additional disclosures | |||||
Aggregate intrinsic value of outstanding stock options | $ 1,629 | $ 1,614 | |||
Share-based compensation arrangement by share-based payment award, options, exercises in period, intrinsic value | 25 | ||||
Aggregate intrinsic value of exercisable stock options | $ 1,092 |
Stock and Incentive Plans - O68
Stock and Incentive Plans - Omnibus Plan - Restricted Stock Units (Details) - Omnibus Plan - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Non-performance based restricted stock units | |||
Units | |||
Nonvested at the beginning of the period (in shares) | 150,722 | 67,956 | |
Granted during the period (in shares) | 34,500 | 22,500 | |
Vested during the period (in shares) | (8,399) | (5,350) | |
Nonvested at the end of the period (in shares) | 176,823 | 85,106 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at the beginning of the period (in dollars per share) | $ 13.29 | $ 13.79 | |
Granted during the period (in dollars per share) | 28.05 | 27.84 | |
Vested during the period (in dollars per share) | 25.13 | 4.38 | |
Nonvested at the end of the period (in dollars per share) | $ 15.61 | $ 18.09 | |
Performance based restricted stock units | |||
Units | |||
Nonvested at the beginning of the period (in shares) | 53,594 | 51,197 | |
Granted during the period (in shares) | 40,269 | 25,522 | |
Vested during the period (in shares) | (26,623) | (19,861) | |
Nonvested at the end of the period (in shares) | 67,240 | 56,858 | |
Weighted Average Grant Date Fair Value | |||
Nonvested at the beginning of the period (in dollars per share) | $ 8.72 | $ 8.72 | |
Granted during the period (in dollars per share) | 27.59 | 24.34 | |
Vested during the period (in dollars per share) | 18.83 | 15.34 | |
Nonvested at the end of the period (in dollars per share) | $ 16.01 | $ 13.42 | |
Stock option | |||
Additional disclosures | |||
Unrecognized compensation expense | $ 2,806 | $ 1,958 | |
Requisite service period to recognize compensation cost | 2 years 8 months 5 days | ||
Restricted Stock Units | |||
Additional disclosures | |||
Unrecognized compensation expense | $ 5,097 | $ 2,058 | $ 3,592 |
Stock and Incentive Plans - Fai
Stock and Incentive Plans - Fair Value Options Exercised or Restricted Stock Units Vested (Details) - Omnibus Plan - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Non-performance based restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair Value of Options Exercised or Restricted Stock Units Vested | $ 0 | $ 0 |
Fair Value of Options Exercised or Restricted Stock Units Vested | 1 | 1 |
Performance based restricted stock units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Fair Value of Options Exercised or Restricted Stock Units Vested | $ 0 | $ 0 |
Capital Requirements and Rest70
Capital Requirements and Restrictions on Retained Earnings (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Total capital (to risk weighted assets) | ||
Actual Amount | $ 351,078 | $ 342,521 |
Actual Ratio (as a percent) | 13.17% | 13.16% |
For Capital Adequacy Purposes Amount | $ 213,259 | $ 208,219 |
For Capital Adequacy Purposes Ratio (as a percent) | 8.00% | 8.00% |
Tier 1 capital (to risk weighted assets) | ||
Actual Amount | $ 332,690 | $ 324,726 |
Actual Ratio (as a percent) | 12.48% | 12.48% |
For Capital Adequacy Purposes Amount | $ 159,947 | $ 156,118 |
For Capital Adequacy Purposes Ratio (as a percent) | 6.00% | 6.00% |
Common equity tier 1 to risk weighted assets | ||
Actual Amount | $ 320,987 | $ 313,024 |
Actual Ratio (as a percent) | 12.04% | 12.03% |
For Capital Adequacy Purposes Amount | $ 119,970 | $ 11,791 |
For Capital Adequacy Purposes Amount (as a percent) | 4.50% | 4.50% |
Tier 1 capital (to average assets) | ||
Actual Amount | $ 332,690 | $ 324,726 |
Actual Ratio (as a percent) | 11.84% | 12.92% |
For Capital Adequacy Purposes Amount | $ 112,395 | $ 100,534 |
For Capital Adequacy Purposes Ratio (as a percent) | 4.00% | 4.00% |
Bank | ||
Total capital (to risk weighted assets) | ||
Actual Amount | $ 305,561 | $ 296,207 |
Actual Ratio (as a percent) | 11.45% | 11.37% |
For Capital Adequacy Purposes Amount | $ 213,492 | $ 208,413 |
For Capital Adequacy Purposes Ratio (as a percent) | 8.00% | 8.00% |
To Be Well Capitalized Under Prompt Corrective Action Provisions Amount | $ 266,866 | $ 260,516 |
To Be Well Capitalized Under Prompt Corrective Action Provisions Ratio (as a percent) | 10.00% | 10.00% |
Tier 1 capital (to risk weighted assets) | ||
Actual Amount | $ 292,160 | $ 283,399 |
Actual Ratio (as a percent) | 10.94% | 10.88% |
For Capital Adequacy Purposes Amount | $ 160,234 | $ 156,286 |
For Capital Adequacy Purposes Ratio (as a percent) | 6.00% | 6.00% |
To Be Well Capitalized Under Prompt Corrective Action Provisions Amount | $ 213,645 | $ 208,382 |
To Be Well Capitalized Under Prompt Corrective Action Provisions Ratio (as a percent) | 8.00% | 8.00% |
Common equity tier 1 to risk weighted assets | ||
Actual Amount | $ 292,160 | $ 283,399 |
Actual Ratio (as a percent) | 10.94% | 10.88% |
For Capital Adequacy Purposes Amount | $ 120,176 | $ 117,215 |
For Capital Adequacy Purposes Amount (as a percent) | 4.50% | 4.50% |
To Be Well Capitalized Under Prompt Corrective Action Provisions Amount | $ 173,587 | $ 169,310 |
To Be Well Capitalized Under Prompt Corrective Action Provisions Ratio (as a percent) | 6.50% | 6.50% |
Tier 1 capital (to average assets) | ||
Actual Amount | $ 292,160 | $ 283,399 |
Actual Ratio (as a percent) | 10.39% | 11.28% |
For Capital Adequacy Purposes Amount | $ 112,477 | $ 100,496 |
For Capital Adequacy Purposes Ratio (as a percent) | 4.00% | 4.00% |
To Be Well Capitalized Under Prompt Corrective Action Provisions Amount | $ 140,597 | $ 125,620 |
To Be Well Capitalized Under Prompt Corrective Action Provisions Ratio (as a percent) | 5.00% | 5.00% |
Business Combinations - Narrati
Business Combinations - Narrative (Details) | Dec. 01, 2017USD ($)shares | Aug. 08, 2017USD ($)$ / shares | Aug. 01, 2017USD ($)shares | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2017USD ($) |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 161,685,000 | $ 159,452,000 | ||||
Sovereign Bancshares, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Number of shares issued in connection with acquisition (in shares) | shares | 5,117,642 | |||||
Cash paid to acquire business | $ 56,215,000 | 56,215,000 | ||||
Goodwill | 111,301,000 | |||||
Goodwill, expected to be tax deductible | 0 | |||||
Merger-related expenses | 0 | $ 0 | ||||
Accounts payable and accrued expenses | 6,284,000 | |||||
Preferred stock - series D | 24,500,000 | |||||
Intangible assets | $ 9,203,000 | 9,203,000 | ||||
Advances from Federal Home Loan Bank | 80,000,000 | |||||
Junior subordinated debentures | 8,609,000 | |||||
Liberty Bancshares, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Number of shares issued in connection with acquisition (in shares) | shares | 1,449,944 | |||||
Cash paid to acquire business | $ 25,009,000 | 25,009,000 | ||||
Goodwill | 23,519,000 | |||||
Merger-related expenses | 335,000 | $ 0 | ||||
Accounts payable and accrued expenses | 1,341,000 | |||||
Intangible assets | 5,814,000 | |||||
Junior subordinated debentures | $ 4,625,000 | |||||
Series D Preferred Stock | Sovereign Bancshares, Inc. | ||||||
Business Acquisition [Line Items] | ||||||
Shares to be converted, conversion ratio | 1 | |||||
Preferred stock - series D | $ 24,727,000 | |||||
Liquidation per share value (USD per share) | $ / shares | $ 1,000 | |||||
Preferred stock dividends | $ 185,000 | |||||
Payment of preferred stock dividends | $ 227,000 |
Business Combinations - Acquire
Business Combinations - Acquired Assets and Assumed Liabilities (Details) - USD ($) $ in Thousands | Dec. 01, 2017 | Aug. 01, 2017 | Mar. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2017 |
Assets | |||||
Goodwill | $ 161,685 | $ 159,452 | $ 159,452 | ||
Sovereign Bancshares, Inc. | |||||
Assets | |||||
Cash and cash equivalents | 44,775 | 44,775 | |||
Investment securities | 166,307 | 166,307 | |||
Loans | 747,828 | 747,828 | |||
Accrued interest receivable | 3,102 | 3,102 | |||
Bank premises, furniture and equipment | 18,279 | 18,279 | |||
Non-marketable equity securities | 6,751 | 6,751 | |||
Other real estate owned | 282 | 282 | |||
Intangible assets | $ 9,203 | 9,203 | 9,203 | ||
Goodwill | 111,301 | 111,301 | |||
Other assets | 14,337 | 14,337 | |||
Total Assets | 1,122,165 | 1,122,165 | |||
Liabilities | |||||
Deposits | 809,366 | 809,366 | |||
Accounts payable and accrued expenses | 6,284 | 6,284 | |||
Accrued interest payable and other liabilities | 806 | 806 | |||
Advances from Federal Home Loan Bank | 80,000 | 80,000 | |||
Junior subordinated debentures | 8,609 | 8,609 | |||
Total liabilities | 905,065 | 905,065 | |||
Preferred stock - series D | 24,500 | ||||
Consideration | |||||
Market value of common stock issued | 136,385 | ||||
Cash paid | 56,215 | 56,215 | |||
Total fair value of consideration | $ 192,600 | ||||
Initial accounting incomplete, adjustment, loans | (4,622) | ||||
Initial accounting incomplete, adjustment, property, plant, and equipment | 474 | ||||
Initial accounting incomplete, adjustment, intangibles | 749 | ||||
Adjustments to goodwill | 2,210 | ||||
Initial accounting incomplete, adjustment, other assets | $ 1,189 | ||||
Liberty Bancshares, Inc. | |||||
Assets | |||||
Cash and cash equivalents | 57,384 | ||||
Investment securities | 54,137 | ||||
Loans | 312,608 | ||||
Accrued interest receivable | 1,191 | ||||
Bank premises, furniture and equipment | 6,833 | ||||
Non-marketable equity securities | 2,096 | ||||
Other real estate owned | 166 | ||||
Intangible assets | 5,814 | ||||
Goodwill | 23,519 | ||||
Other assets | 3,254 | ||||
Total Assets | 467,002 | ||||
Liabilities | |||||
Deposits | 395,548 | ||||
Accounts payable and accrued expenses | 1,341 | ||||
Accrued interest payable and other liabilities | 142 | ||||
Junior subordinated debentures | 4,625 | ||||
Total liabilities | 401,656 | ||||
Consideration | |||||
Market value of common stock issued | 40,337 | ||||
Cash paid | $ 25,009 | 25,009 | |||
Total fair value of consideration | 65,346 | ||||
Initial accounting incomplete, adjustment, property, plant, and equipment | 688 | ||||
Initial accounting incomplete, adjustment, intangibles | (1,705) | ||||
Adjustments to goodwill | 23 | ||||
Initial accounting incomplete, adjustment, other assets | 745 | ||||
Initial accounting incomplete, adjustment, deposits | (303) | ||||
Initial accounting incomplete, adjustment, accounts payable and accrued expenses | $ 54 | ||||
Scenario, Previously Reported | Sovereign Bancshares, Inc. | |||||
Assets | |||||
Cash and cash equivalents | 44,775 | ||||
Investment securities | 166,307 | ||||
Loans | 752,450 | ||||
Accrued interest receivable | 3,102 | ||||
Bank premises, furniture and equipment | 17,805 | ||||
Non-marketable equity securities | 6,751 | ||||
Other real estate owned | 282 | ||||
Intangible assets | 8,454 | ||||
Goodwill | 109,091 | ||||
Other assets | 13,148 | ||||
Total Assets | 1,122,165 | ||||
Liabilities | |||||
Deposits | 809,366 | ||||
Accounts payable and accrued expenses | 6,284 | ||||
Accrued interest payable and other liabilities | 806 | ||||
Advances from Federal Home Loan Bank | 80,000 | ||||
Junior subordinated debentures | 8,609 | ||||
Total liabilities | 905,065 | ||||
Preferred stock - series D | 24,500 | ||||
Consideration | |||||
Market value of common stock issued | 136,385 | ||||
Cash paid | 56,215 | ||||
Total fair value of consideration | $ 192,600 | ||||
Scenario, Previously Reported | Liberty Bancshares, Inc. | |||||
Assets | |||||
Cash and cash equivalents | 57,384 | ||||
Investment securities | 54,137 | ||||
Loans | 312,608 | ||||
Accrued interest receivable | 1,191 | ||||
Bank premises, furniture and equipment | 6,145 | ||||
Non-marketable equity securities | 2,096 | ||||
Other real estate owned | 166 | ||||
Intangible assets | 7,519 | ||||
Goodwill | 23,496 | ||||
Other assets | 2,509 | ||||
Total Assets | 467,251 | ||||
Liabilities | |||||
Deposits | 395,851 | ||||
Accounts payable and accrued expenses | 1,287 | ||||
Accrued interest payable and other liabilities | 142 | ||||
Junior subordinated debentures | 4,625 | ||||
Total liabilities | 401,905 | ||||
Consideration | |||||
Market value of common stock issued | 40,337 | ||||
Cash paid | 25,009 | ||||
Total fair value of consideration | $ 65,346 |
Business Combinations - Loans A
Business Combinations - Loans Acquired (Details) - USD ($) $ in Thousands | Dec. 01, 2017 | Aug. 01, 2017 |
Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | $ 747,828 | |
Contractual principal balance | 775,056 | |
Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | $ 312,608 | |
Contractual principal balance | 317,867 | |
PCI loans | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 47,585 | |
Contractual principal balance | 67,985 | |
Contractually required principal and interest | 85,125 | |
Non-accretable difference | 33,064 | |
Cash flows expected to be collected | 52,061 | |
Accretable difference | 4,476 | |
PCI loans | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 1,175 | |
Contractual principal balance | 1,748 | |
Contractually required principal and interest | 2,316 | |
Non-accretable difference | 711 | |
Cash flows expected to be collected | 1,605 | |
Accretable difference | 430 | |
Real Estate | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 535,969 | |
Real Estate | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 257,894 | |
Real Estate | PCI loans | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 17,708 | |
Real Estate | PCI loans | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 868 | |
Commercial | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 210,607 | |
Commercial | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 49,967 | |
Commercial | PCI loans | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 29,877 | |
Commercial | PCI loans | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 307 | |
Consumer | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 1,252 | |
Consumer | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 4,747 | |
Consumer | PCI loans | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 0 | |
Consumer | PCI loans | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 0 | |
Other Acquired Loans | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 700,243 | |
Contractual principal balance | 707,071 | |
Other Acquired Loans | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 311,433 | |
Contractual principal balance | 316,119 | |
Other Acquired Loans | Real Estate | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 518,261 | |
Other Acquired Loans | Real Estate | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 257,026 | |
Other Acquired Loans | Commercial | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 180,730 | |
Other Acquired Loans | Commercial | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | 49,660 | |
Other Acquired Loans | Consumer | Sovereign Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | $ 1,252 | |
Other Acquired Loans | Consumer | Liberty Bancshares, Inc. | ||
Business Acquisition [Line Items] | ||
Total fair value | $ 4,747 |
Business Combinations - Summary
Business Combinations - Summary of Intangible Assets Acquired (Details) - USD ($) $ in Thousands | Dec. 01, 2017 | Aug. 01, 2017 | Mar. 31, 2018 | Dec. 31, 2017 |
Sovereign Bancshares, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | $ 9,203 | $ 9,203 | ||
Sovereign Bancshares, Inc. | Core deposit intangibles | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | $ 8,452 | |||
Acquired intangible assets, weighted average useful life | 7 years 8 months 12 days | |||
Sovereign Bancshares, Inc. | Servicing asset | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | $ 317 | |||
Acquired intangible assets, weighted average useful life | 6 years 1 month 6 days | |||
Sovereign Bancshares, Inc. | Intangible lease assets | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | $ 434 | |||
Acquired intangible assets, weighted average useful life | 5 years | |||
Liberty Bancshares, Inc. | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | $ 5,814 | |||
Liberty Bancshares, Inc. | Core deposit intangibles | ||||
Acquired Finite-Lived Intangible Assets [Line Items] | ||||
Intangible assets | $ 5,814 | |||
Acquired intangible assets, weighted average useful life | 10 years |
Intangbile Assets and Goodwill
Intangbile Assets and Goodwill - Summary Of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Intangible Asset | $ 23,045 | $ 23,909 |
Accumulated Amortization | 4,673 | 3,468 |
Net Intangible Asset | $ 18,372 | $ 20,441 |
Core deposit intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Amortization Period | 8 years 6 months 18 days | 8 years 8 months 12 days |
Gross Intangible Asset | $ 16,051 | $ 17,007 |
Accumulated Amortization | 3,081 | 2,694 |
Net Intangible Asset | $ 12,970 | $ 14,313 |
Servicing asset | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Amortization Period | 5 years 6 months 26 days | 6 years 9 months 18 days |
Gross Intangible Asset | $ 1,713 | $ 1,621 |
Accumulated Amortization | 508 | 406 |
Net Intangible Asset | $ 1,205 | $ 1,215 |
Intangible lease assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Amortization Period | 3 years 1 month 21 days | 3 years 3 months 18 days |
Gross Intangible Asset | $ 5,281 | $ 5,281 |
Accumulated Amortization | 1,084 | 368 |
Net Intangible Asset | $ 4,197 | $ 4,913 |
Intangible Assets and Goodwil76
Intangible Assets and Goodwill - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangible assets | $ 978 | $ 95 |
Amortization Of Intangible Assets Occupancy And Equipment And Other Income | ||
Finite-Lived Intangible Assets [Line Items] | ||
Amortization of intangible assets | $ 1,205 | $ 157 |
Intangible Assets and Goodwil77
Intangible Assets and Goodwill Intangible Assets and Goodwill - Goodwill Rollforward (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Line Items] | ||
Beginning of period | $ 159,452 | |
End of period | 161,685 | $ 159,452 |
Sovereign Bancshares, Inc. | ||
Goodwill [Line Items] | ||
Beginning of period | 111,301 | |
Effect of acquisitions | 2,210 | |
End of period | $ 111,301 | |
Liberty Bancshares, Inc. | ||
Goodwill [Line Items] | ||
Effect of acquisitions | 23 | |
End of period | $ 23,519 |
Branch Assets and Liabilities78
Branch Assets and Liabilities Held For Sale (Details) - USD ($) $ in Thousands | Jan. 01, 2018 | Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash settlement for sale of branches | $ 33,557 | $ 0 | ||
Deposits | 2,493,794 | $ 2,278,630 | ||
Total assets | 1,753 | 33,552 | ||
Total liabilities | 0 | 64,627 | ||
Disposal Group, Disposed of by Sale, Not Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash settlement for sale of branches | 33,557 | |||
Deposits | 1,000 | |||
Gain on sale | $ 355 | |||
Disposal Group, Held-for-sale, Not Discontinued Operations | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Cash and cash equivalents | 0 | 334 | ||
Loans | 0 | 26,313 | ||
Accrued interest receivable | 0 | 63 | ||
Bank premises, furniture and equipment | 1,753 | 5,118 | ||
Intangible assets | 0 | 1,724 | ||
Total assets | 1,753 | 33,552 | ||
Deposits | 0 | 64,282 | ||
Accounts payable and accrued expenses | 0 | 2 | ||
Deferred tax liability | 0 | 327 | ||
Accrued interest payable and other liabilities | 0 | 16 | ||
Total liabilities | $ 0 | $ 64,627 |