Loans and Allowance for Loan and Lease Losses | NOTE 4 - LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES The following table presents the recorded investment and unpaid principal for loans: June 30, 2018 December 31, 2017 Recorded Unpaid Recorded Unpaid (Dollars in thousands) Investment Principal Difference Investment Principal Difference Commercial real estate $ 766,839 $ 773,357 $ (6,518 ) $ 745,893 $ 753,803 $ (7,910 ) Construction, land development, land 147,852 150,423 (2,571 ) 134,812 138,045 (3,233 ) 1-4 family residential properties 122,653 123,783 (1,130 ) 125,827 127,499 (1,672 ) Farmland 177,060 180,223 (3,163 ) 180,141 184,006 (3,865 ) Commercial 1,006,443 1,007,769 (1,326 ) 920,812 924,133 (3,321 ) Factored receivables 603,812 606,744 (2,932 ) 374,410 376,046 (1,636 ) Consumer 28,775 28,787 (12 ) 31,131 31,144 (13 ) Mortgage warehouse 343,028 343,574 (546 ) 297,830 297,830 — Total 3,196,462 $ 3,214,660 $ (18,198 ) 2,810,856 $ 2,832,506 $ (21,650 ) Allowance for loan and lease losses (24,547 ) (18,748 ) $ 3,171,915 $ 2,792,108 The difference between the recorded investment and the unpaid principal balance is primarily (1) premiums and discounts associated with acquisition date fair value adjustments on acquired loans (both PCI and non-PCI) totaling $14,628,000 and $18,706,000 at June 30, 2018 and December 31, 2017, respectively, and (2) net deferred origination and factoring fees totaling $3,570,000 and $2,944,000 at June 30, 2018 and December 31, 2017, respectively. At June 30, 2018 and December 31, 2017, the Company had $50,732,000 and $32,459,000, respectively, of customer reserves associated with factored receivables. These amounts represent customer reserves held to settle any payment disputes or collection shortfalls, may be used to pay customers’ obligations to various third parties as directed by the customer, are periodically released to or withdrawn by customers, and are reported as deposits in the consolidated balance sheets. Loans with carrying amounts of $773,873,000 and $596,230,000 at June 30, 2018 and December 31, 2017, respectively, were pledged to secure Federal Home Loan Bank borrowing capacity. During the six months ended June 30, 2017, loans with a carrying amount of $1,965,000 were transferred to loans held for sale as the Company made the decision to sell the loans. These loans were subsequently sold resulting in proceeds of $1,919,000 and losses on sale of loans of $46,000, which were recorded as other noninterest income in the consolidated statements of income. No loans were transferred to loans held for sale during the three months ended June 30, 2018 and 2017. There were no loans sold during the six months ended June 30, 2018, other than those included in the sale of THF. See Note 2 – Business Combinations and Divestitures for details of the THF sale and its impact on our consolidated financial statements. Allowance for Loan and Lease Losses The activity in the allowance for loan and lease losses (“ALLL”) is as follows: (Dollars in thousands) Beginning Ending Three months ended June 30, 2018 Balance Provision Charge-offs Recoveries Balance Commercial real estate $ 3,468 $ 337 $ (2 ) $ — $ 3,803 Construction, land development, land 998 25 — 2 1,025 1-4 family residential properties 248 4 (14 ) 2 240 Farmland 618 91 (200 ) — 509 Commercial 9,193 964 (1 ) 74 10,230 Factored receivables 4,493 3,317 (116 ) 33 7,727 Consumer 719 110 (234 ) 75 670 Mortgage warehouse 285 58 — — 343 $ 20,022 $ 4,906 $ (567 ) $ 186 $ 24,547 (Dollars in thousands) Beginning Ending Three months ended June 30, 2017 Balance Provision Charge-offs Recoveries Balance Commercial real estate $ 2,243 $ 263 $ — $ — $ 2,506 Construction, land development, land 566 512 (163 ) — 915 1-4 family residential properties 160 (25 ) — 14 149 Farmland 214 47 — — 261 Commercial 11,177 (504 ) (226 ) 156 10,603 Factored receivables 4,064 814 (386 ) 15 4,507 Consumer 547 233 (308 ) 155 627 Mortgage warehouse 122 107 — — 229 $ 19,093 $ 1,447 $ (1,083 ) $ 340 $ 19,797 (Dollars in thousands) Beginning Ending Six months ended June 30, 2018 Balance Provision Charge-offs Recoveries Balance Commercial real estate $ 3,435 $ 370 $ (2 ) $ — $ 3,803 Construction, land development, land 883 132 — 10 1,025 1-4 family residential properties 293 (44 ) (14 ) 5 240 Farmland 310 399 (200 ) — 509 Commercial 8,150 2,571 (627 ) 136 10,230 Factored receivables 4,597 3,786 (700 ) 44 7,727 Consumer 783 194 (490 ) 183 670 Mortgage warehouse 297 46 — — 343 $ 18,748 $ 7,454 $ (2,033 ) $ 378 $ 24,547 (Dollars in thousands) Beginning Ending Six months ended June 30, 2017 Balance Provision Charge-offs Recoveries Balance Commercial real estate $ 1,813 $ 830 $ (137 ) $ — $ 2,506 Construction, land development, land 465 1,025 (582 ) 7 915 1-4 family residential properties 253 (95 ) (28 ) 19 149 Farmland 170 91 — — 261 Commercial 8,014 5,289 (3,078 ) 378 10,603 Factored receivables 4,088 1,333 (966 ) 52 4,507 Consumer 420 605 (607 ) 209 627 Mortgage warehouse 182 47 — — 229 $ 15,405 $ 9,125 $ (5,398 ) $ 665 $ 19,797 The following table presents loans individually and collectively evaluated for impairment, as well as purchased credit impaired (“PCI”) loans, and their respective ALLL allocations: (Dollars in thousands) Loan Evaluation ALLL Allocations June 30, 2018 Individually Collectively PCI Total loans Individually Collectively PCI Total ALLL Commercial real estate $ 5,874 $ 751,150 $ 9,815 $ 766,839 $ 460 $ 3,343 $ — $ 3,803 Construction, land development, land 140 143,832 3,880 147,852 21 1,004 — 1,025 1-4 family residential properties 2,170 119,907 576 122,653 125 115 — 240 Farmland 3,513 173,440 107 177,060 72 437 — 509 Commercial 29,478 976,319 646 1,006,443 2,199 8,027 4 10,230 Factored receivables 4,607 599,205 — 603,812 1,535 6,192 — 7,727 Consumer 263 28,512 — 28,775 50 620 — 670 Mortgage warehouse — 343,028 — 343,028 — 343 — 343 $ 46,045 $ 3,135,393 $ 15,024 $ 3,196,462 $ 4,462 $ 20,081 $ 4 $ 24,547 (Dollars in thousands) Loan Evaluation ALLL Allocations December 31, 2017 Individually Collectively PCI Total loans Individually Collectively PCI Total ALLL Commercial real estate $ 1,013 $ 735,118 $ 9,762 $ 745,893 $ 123 $ 3,312 $ — $ 3,435 Construction, land development, land 136 130,732 3,944 134,812 — 883 — 883 1-4 family residential properties 2,638 122,093 1,096 125,827 152 141 — 293 Farmland 3,800 176,232 109 180,141 — 310 — 310 Commercial 26,616 893,509 687 920,812 1,409 6,741 — 8,150 Factored receivables 4,726 369,684 — 374,410 949 3,648 — 4,597 Consumer 384 30,747 — 31,131 80 703 — 783 Mortgage warehouse — 297,830 — 297,830 — 297 — 297 $ 39,313 $ 2,755,945 $ 15,598 $ 2,810,856 $ 2,713 $ 16,035 $ — $ 18,748 The following is a summary of information pertaining to impaired loans. PCI loans that have not deteriorated subsequent to acquisition are not considered impaired and therefore do not require an allowance and are excluded from these tables. Impaired Loans and Purchased Credit Impaired Loans Impaired Loans With a Valuation Allowance Without a Valuation Allowance (Dollars in thousands) Recorded Unpaid Related Recorded Unpaid June 30, 2018 Investment Principal Allowance Investment Principal Commercial real estate $ 4,755 $ 4,755 $ 460 $ 1,119 $ 1,185 Construction, land development, land 88 88 21 52 52 1-4 family residential properties 221 216 125 1,949 2,053 Farmland 914 900 72 2,599 2,881 Commercial 14,981 15,010 2,199 14,497 14,649 Factored receivables 4,607 4,607 1,535 — — Consumer 170 163 50 93 99 Mortgage warehouse — — — — — PCI 79 64 4 — — $ 25,815 $ 25,803 $ 4,466 $ 20,309 $ 20,919 Impaired Loans and Purchased Credit Impaired Loans Impaired Loans With a Valuation Allowance Without a Valuation Allowance (Dollars in thousands) Recorded Unpaid Related Recorded Unpaid December 31, 2017 Investment Principal Allowance Investment Principal Commercial real estate $ 165 $ 165 $ 123 $ 848 $ 881 Construction, land development, land — — — 136 136 1-4 family residential properties 237 235 152 2,401 2,519 Farmland — — — 3,800 4,071 Commercial 9,194 9,191 1,409 17,422 17,605 Factored receivables 4,726 4,726 949 — — Consumer 271 267 80 113 115 Mortgage warehouse — — — — — PCI — — — — — $ 14,593 $ 14,584 $ 2,713 $ 24,720 $ 25,327 The following table presents average impaired loans and interest recognized on impaired: Three Months Ended Three Months Ended June 30, 2018 June 30, 2017 Average Interest Average Interest (Dollars in thousands) Impaired Loans Recognized Impaired Loans Recognized Commercial real estate $ 3,378 $ 6 $ 793 $ 1 Construction, land development, land 140 — 275 — 1-4 family residential properties 2,251 2 1,488 6 Farmland 3,834 10 3,200 9 Commercial 29,088 174 24,023 109 Factored receivables 4,175 — 3,512 — Consumer 346 — 122 — Mortgage warehouse — — — — PCI 40 — 1,494 — $ 43,252 $ 192 $ 34,907 $ 125 Six Months Ended Six Months Ended June 30, 2018 June 30, 2017 Average Interest Average Interest (Dollars in thousands) Impaired Loans Recognized Impaired Loans Recognized Commercial real estate $ 3,443 $ 6 $ 1,159 $ 1 Construction, land development, land 138 — 248 — 1-4 family residential properties 2,404 4 1,402 7 Farmland 3,657 17 2,406 18 Commercial 28,047 664 27,960 232 Factored receivables 4,666 — 3,235 — Consumer 323 1 89 — Mortgage warehouse — — — — PCI 40 — 405 — $ 42,718 $ 692 $ 36,904 $ 258 Past Due and Nonaccrual Loans The following is a summary of contractually past due and nonaccrual loans: Past Due Past Due 90 (Dollars in thousands) 30-89 Days Days or More June 30, 2018 Still Accruing Still Accruing Nonaccrual Total Commercial real estate $ 3,220 $ — $ 5,875 $ 9,095 Construction, land development, land 555 — 140 695 1-4 family residential properties 970 79 2,094 3,143 Farmland 2,152 — 2,744 4,896 Commercial 5,930 313 26,400 32,643 Factored receivables 25,190 2,331 — 27,521 Consumer 739 — 270 1,009 Mortgage warehouse — — — — PCI — — 2,221 2,221 $ 38,756 $ 2,723 $ 39,744 $ 81,223 Past Due Past Due 90 (Dollars in thousands) 30-89 Days Days or More December 31, 2017 Still Accruing Still Accruing Nonaccrual Total Commercial real estate $ 1,374 $ — $ 1,012 $ 2,386 Construction, land development, land — — 136 136 1-4 family residential properties 1,378 62 2,625 4,065 Farmland 250 109 3,412 3,771 Commercial 6,630 39 22,247 28,916 Factored receivables 20,858 1,454 — 22,312 Consumer 947 — 384 1,331 Mortgage warehouse 165 — — 165 PCI 72 — 2,333 2,405 $ 31,674 $ 1,664 $ 32,149 $ 65,487 The following table presents information regarding nonperforming loans at the dates indicated: (Dollars in thousands) June 30, 2018 December 31, 2017 Nonaccrual loans (1) $ 39,744 $ 32,149 Factored receivables greater than 90 days past due 2,331 1,454 Troubled debt restructurings accruing interest 3,746 5,128 $ 45,821 $ 38,731 (1) Includes troubled debt restructurings of $6,295,000 and $14,009,000 at June 30, 2018 and December 31, 2017, respectively. Credit Quality Information The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, including: current collateral and financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans individually by classifying the loans as to credit risk. This analysis includes every loan and is performed on a regular basis. Large groups of smaller balance homogeneous loans, such as consumer loans, are analyzed primarily based on payment status. The Company uses the following definitions for risk ratings: Pass: Loans classified as pass are loans with low to average risk and not otherwise classified as substandard or doubtful. Substandard: Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the repayment of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Doubtful: Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. PCI: At acquisition, PCI loans 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. As of June 30, 2018 and December 31, 2017, based on the most recent analysis performed, the risk category of loans is as follows: (Dollars in thousands) June 30, 2018 Pass Substandard Doubtful PCI Total Commercial real estate $ 752,953 $ 4,071 $ — $ 9,815 $ 766,839 Construction, land development, land 143,832 140 — 3,880 147,852 1-4 family residential 119,900 2,177 — 576 122,653 Farmland 171,272 5,681 — 107 177,060 Commercial 972,695 33,102 — 646 1,006,443 Factored receivables 599,564 3,412 836 — 603,812 Consumer 28,498 277 — — 28,775 Mortgage warehouse 343,028 — — — 343,028 $ 3,131,742 $ 48,860 $ 836 $ 15,024 $ 3,196,462 (Dollars in thousands) December 31, 2017 Pass Substandard Doubtful PCI Total Commercial real estate $ 732,175 $ 3,956 $ — $ 9,762 $ 745,893 Construction, land development, land 130,732 136 — 3,944 134,812 1-4 family residential 122,044 2,687 — 1,096 125,827 Farmland 171,017 9,015 — 109 180,141 Commercial 878,957 41,168 — 687 920,812 Factored receivables 370,839 2,325 1,246 — 374,410 Consumer 30,739 392 — — 31,131 Mortgage warehouse 297,830 — — — 297,830 $ 2,734,333 $ 59,679 $ 1,246 $ 15,598 $ 2,810,856 Troubled Debt Restructurings The Company had a recorded investment in troubled debt restructurings of $10,041,000 and $19,137,000 as of June 30, 2018 and December 31, 2017, respectively. The Company had allocated specific allowances for these loans of $650,000 and $535,000 at June 30, 2018 and December 31, 2017, respectively, and had not committed to lend additional amounts. The Company’s troubled debt restructurings are the result of granting a borrower that is experiencing financial difficulty a concession such as extending amortization periods, reducing contractual interest rates, or a combination thereof. The Company did not grant principal reductions on any restructured loans. The following table presents loans modified as troubled debt restructurings that occurred during the six months ended June 30, 2018 and 2017: Pre-Modification Post-Modification Outstanding Outstanding (Dollars in thousands) Number of Recorded Recorded June 30, 2018 Loans Investment Investment 1-4 family residential properties 3 $ 111 $ 111 Commercial 2 $ 75 $ 75 Total 5 $ 186 $ 186 Pre-Modification Post-Modification Outstanding Outstanding (Dollars in thousands) Number of Recorded Recorded June 30, 2017 Loans Investment Investment Commercial 4 $ 186 $ 186 During the six months ended June 30, 2018, the Company had one loan modified as troubled debt restructurings with a recorded investment of $156,000 for which there was a payment default within twelve months following the modification. During the six months ended June 30, 2017, the Company had three loans modified as troubled debt restructurings with a recorded investment of $2,983,000 for which there were payment defaults within twelve months following the modification. The full recorded investment in one of these loans of $2,702,000 was charged off during the period. Default is determined at 90 or more days past due. Residential Real Estate Loans In Process of Foreclosure At June 30, 2018, the Company had $20,000 in 1-4 family residential real estate loans for which formal foreclosure proceedings were in process. Purchased Credit Impaired Loans The Company has loans that were acquired, for which there was, at acquisition, evidence of deterioration of credit quality since origination and for which it was probable, at acquisition, that all contractually required payments would not be collected. The outstanding contractually required principal and interest and the carrying amount of these loans included in the balance sheet amounts of loans at June 30, 2018 and December 31, 2017, are as follows: June 30, December 31, 2018 2017 Contractually required principal and interest: Real estate loans $ 15,217 $ 16,360 Commercial loans 3,191 3,501 Outstanding contractually required principal and interest $ 18,408 $ 19,861 Gross carrying amount included in loans receivable $ 15,024 $ 15,598 The changes in accretable yield during the three and six months ended June 30, 2018 and 2017 in regard to loans transferred at acquisition for which it was probable that all contractually required payments would not be collected are as follows: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 Accretable yield, beginning balance $ 2,442 $ 3,432 $ 2,793 $ 4,261 Additions — — — — Accretion (354 ) (2,234 ) (738 ) (2,706 ) Reclassification from nonaccretable to accretable yield 17 1,928 50 2,011 Disposals — — — (440 ) Accretable yield, ending balance $ 2,105 $ 3,126 $ 2,105 $ 3,126 |