Loans Held for Sale, Loans and Allowance for Credit Losses | Note 4—Loans Held for Sale, Loans and Allowance for Credit Losses Loans Held for Sale The following table presents a summary of the loans held for sale by portfolio segment at the lower of amortized cost or fair value as of March 31, 2020 and December 31, 2019. (In thousands) March 31, 2020 December 31, 2019 Commercial and industrial $ 33,023 $ 34,767 Commercial real estate 2,913 49,894 Consumer 2,285 2,988 Total loans held for sale (1) $ 38,221 $ 87,649 (1) $0.1 million and $0.4 million of net accrued interest receivable is excluded from the loan balances above as of March 31, 2020 and December 31, 2019, respectively. Loans The following table presents total loans outstanding by portfolio segment and class of financing receivable as of March 31, 2020 and December 31, 2019. Outstanding balances include originated loans, Acquired Noncredit Impaired (“ANCI”) loans, and Purchase Credit Deteriorated (“PCD”) loans, formerly referred to as acquired credit impaired (“ACI”) loans. See Note 1 for additional information regarding the adoption of the new CECL accounting standard (2) (In thousands) March 31, 2020 December 31, 2019 Commercial and industrial General C&I $ 4,694,114 $ 4,517,016 Energy 1,480,497 1,419,957 Restaurant 1,082,602 1,027,421 Healthcare 492,097 474,264 Total commercial and industrial 7,749,310 7,438,658 Commercial real estate Industrial, retail, and other 1,754,881 1,691,694 Multifamily 692,168 659,902 Office 533,711 535,676 Total commercial real estate 2,980,760 2,887,272 Consumer Residential 2,576,073 2,568,295 Other 86,048 89,430 Total consumer 2,662,121 2,657,725 Total (1) $ 13,392,191 $ 12,983,655 (1) (2) Allowance for Credit Losses (“ACL”) Credit Risk Management . The Company’s credit risk management is overseen by the Company’s Board of Directors, including its Risk Management Committee, and the Company’s Senior Credit Risk Management Committee (“SCRMC”). The SCRMC is responsible for reviewing the Company’s credit portfolio management information, including asset quality trends, concentration reports, policy, financial and documentation exceptions, delinquencies, charge-offs, and nonperforming assets. The Company’s credit policy requires that key risks be identified and measured, documented and mitigated, to the extent possible, and requires various levels of internal approvals based on the characteristics of the loans, including the size of the exposure. The Company also has customized underwriting guidelines for loans in the Company’s specialized industries that the Company believes reflects the unique characteristics of these industries. Under the Company’s dual credit risk rating (“DCRR”) system, it is the Company’s policy to assign risk ratings to all commercial loan (C&I and CRE) exposures using the Company’s internal credit risk rating system. The assignment of loan risk ratings is the primary responsibility of the lending officer concurrent with approval from the credit officer reviewing and recommending approval of the credit. The assignment of commercial risk ratings is completed on a transactional basis using scorecards. The Company uses a total of nine different scorecards that accommodate various areas of lending. Each scorecard contains two main components: probability of default (“PD”) and loss given default (“LGD”). Each component is assessed using a multitude of both qualitative and quantitative scoring elements, which will generate a percentage for each component. The key elements assessed in the scorecard for PD are financial performance and trends as well as qualitative measures. The key elements for LGD are collateral quality and the structure of the loan. The PD percentage and LGD percentage are converted into PD and LGD risk ratings for each loan. The PD rating is used as the Company’s risk grade of record. Loans with PD ratings of 1 through 8 are loans that the Company rates internally as “Pass.” Loans with PD ratings of 9 through 13 are rated internally as “Criticized” and represent loans for which one or more potential or defined weaknesses exists. Loans with PD ratings of 10 through 13 are also considered “Classified” and represent loans for which one or more defined weaknesses exist. These classifications are consistent with regulatory guidelines. The following is a qualitative description of the Company’s loan classifications: • Pass—For loans within this risk rating, the condition of the borrower and the performance of the loan is satisfactory or better. • Pass/Watch—Borderline risk credits representing the weakest pass risk rating. Pass/Watch credits consist of credits where financial performance is weak, but stable. Weak performance is transitional. The borrower has a viable, defined plan for improvement. Generally, it is not expected for loans to be originated within this category. • Special Mention—A special mention loan has identified potential weaknesses that are of sufficient materiality to require management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or in the Bank’s credit position at some future date. Special mention assets contain greater than acceptable risk to warrant increases in credit exposure and are thus considered non-pass rated credits. • Substandard—A substandard loan is inadequately protected by the current net worth and paying capacity of the obligor or the collateral pledged, if any. Loans classified as substandard possess well-defined weaknesses that are expected to jeopardize their liquidation. Loans in this category may be either on accrual status or nonaccrual status. • Doubtful—Loans classified as doubtful possess all of the weaknesses inherent in loans classified as substandard with the added characteristic that the weaknesses make collection or liquidation in full highly questionable or improbable based on currently existing facts, conditions, and values. Loans rated as doubtful are not rated as loss because certain events may occur that could salvage the debt. Loans in this category are required to be on nonaccrual. • Loss—Loans classified loss are considered uncollectible and of such little value that their continuance as bankable assets is not warranted. This classification does not mean that the asset has absolutely no recovery or salvage value, but rather that it is not practical or desirable to defer writing off this worthless loan even though partial recovery may be affected in the future. Loans may reside in this classification for administrative purposes for a period not to exceed the earlier of thirty (30) days or calendar quarter-end. Consumer purpose loan risk classification is assigned in accordance with the Uniform Retail Credit Classification, based on delinquency and accrual status. An important aspect of the Company’s assessment of risk is the ongoing completion of periodic risk rating reviews. As part of these reviews, the Company seeks to review the risk ratings of each facility within a customer relationship and may recommend an upgrade or downgrade to the risk ratings. The Company’s policy is to review two times per year all customer relationships with an aggregate exposure of $10 million or greater as well as all shared national credits (“SNC”). Additionally, all customer relationships with an aggregate exposure of $2.5 million to $10.0 million are reviewed annually. Further, customer relationships with an aggregate exposure of $2.5 million and greater with pass/watch or criticized risk ratings are reviewed quarterly. Certain relationships are exempt from review, such as relationships where the Company’s exposure is cash-secured. An updated risk rating scorecard is required during each risk review as well as with any credit event that requires credit approval. The Company’s policies establish concentration limits for various industries within the commercial portfolio as well as commercial real estate, leveraged lending and other regulatory categories. Concentration limits are monitored and reassessed on a periodic basis and approved by the Board of Directors on an annual basis. The approval of the Company’s Senior Loan Committee is generally required for relationships in an amount greater than $5.0 million. For loans in an amount greater than $5.0 million that are risk rated 10 or worse, approval of the Credit Transition Committee is generally required. There is a credit executive assigned to each line of business who holds the primary responsibility for the approval process outside of the loan approval committees. ACL Rollforward and Analysis . The following tables provide a summary of the activity in the ACL and the Reserve for Unfunded Commitments for the three months ended March 31, 2020 and 2019 . For the Three Months Ended March 31, 2020 (In thousands) Commercial and Industrial Commercial Real Estate Consumer Total Allowance for Credit Losses Reserve for Unfunded Commitments (1) Total As of December 31, 2019 $ 89,796 $ 15,319 $ 14,528 $ 119,643 $ 1,699 $ 121,342 Cumulative effect of adoption of CECL 32,951 20,599 22,300 75,850 332 76,182 As of January 1, 2020 122,747 35,918 36,828 195,493 2,031 197,524 Provision for credit losses 63,684 17,798 756 82,238 1,191 83,429 Charge-offs (31,987 ) (478 ) (633 ) (33,098 ) — (33,098 ) Recoveries 141 180 292 613 — 613 As of March 31, 2020 $ 154,585 $ 53,418 $ 37,243 $ 245,246 $ 3,222 $ 248,468 Allocation of ending ACL Loans collectively evaluated $ 135,486 $ 53,418 $ 37,243 $ 226,147 Loans individually evaluated 19,099 — — 19,099 ACL as of March 31, 2020 $ 154,585 $ 53,418 $ 37,243 $ 245,246 Loans (amortized cost) Loans collectively evaluated $ 7,609,527 $ 2,975,416 $ 2,659,630 $ 13,244,573 Loans individually evaluated 139,783 5,344 2,491 147,618 Loans as of March 31, 2020 (2) $ 7,749,310 $ 2,980,760 $ 2,662,121 $ 13,392,191 (1) The reserve for unfunded commitments is included in other liabilities on the consolidated balance sheets at March 31, 2020 and December 31, 2019. (2) $45.3 million of net accrued interest receivable is excluded from the loan balances above as of March 31, 2020. For the Three Months Ended March 31, 2019 (In thousands) Commercial and Industrial Commercial Real Estate Consumer Small Business Total Allowance for Credit Losses As of December 31, 2018 $ 66,316 $ 10,452 $ 13,703 $ 3,907 $ 94,378 Provision for credit losses 9,299 102 1,206 603 11,210 Charge-offs (461 ) (85 ) (234 ) (158 ) (938 ) Recoveries 372 — 15 1 388 As of March 31, 2019 (1) $ 75,526 $ 10,469 $ 14,690 $ 4,353 $ 105,038 Allocation of ending ACL Loans collectively evaluated for impairment $ 61,020 $ 10,462 $ 14,625 $ 4,294 $ 90,401 Loans individually evaluated for impairment 14,506 7 65 59 14,637 ACL as of March 31, 2019 (1) $ 75,526 $ 10,469 $ 14,690 $ 4,353 $ 105,038 Loans Loans collectively evaluated for impairment $ 7,389,053 $ 2,823,249 $ 2,637,416 $ 758,586 $ 13,608,304 Loans individually evaluated for impairment 92,635 6,946 2,102 256 101,939 Loans as of March 31, 2019 (1) $ 7,481,688 $ 2,830,195 $ 2,639,518 $ 758,842 $ 13,710,243 (1) As described in Note 1, the Company adopted the new CECL accounting standard on January 1, 2020 which increased the ACL by $75.9 million. The ACL was increased an additional $82.2 million in provision for the quarter which reflects the forecasted effects of COVID-19 on the various loan segments due to higher unemployment, lower GDP, market volatility, and real estate prices. The Company’s estimate of the ACL used the baseline pandemic scenario provided by a nationally recognized service released on April 4, 2020, as adjusted for consideration of certain qualitative and environmental factors. Loan charge-offs recognized during the first quarter of 2020 are higher than the first quarter of 2019 as a result of credit migration that has occurred primarily in the Restaurant and General C&I classes with the most significant impact being COVID related. The Company’s individually evaluated loans totaling $147.6 million at March 31, 2020 are considered collateral dependent loans and generally are considered impaired (Note 1). The majority of the these are within the C&I segment and include loans in the Energy, Restaurant, and General C&I classes. The majority of these loans are supported by an enterprise valuation or by collateral such as real estate, receivables or inventory, with the exception of loans within the Energy E&P sector which are secured by oil and gas reserves. Loans within the CRE and consumer segments are secured by commercial and residential real estate. Credit Quality The following table provides information by each credit quality indicator and by origination year (vintage) as of March 31, 2020. The Company defines origination year (vintage) for the purposes of disclosure as the year of execution of the original loan agreement. Loans that are modified as a TDR are considered to be a continuation of the original loan, therefore the origination date of the original loan is reflected as the vintage date. This presentation is consistent with the vintage determination used in the ACL model. The criticized loans with a 2020 vintage relate to credits in resolution. There were no line-of-credit arrangements converted to term loans during the period. Amortized Cost Basis by Origination Year (In thousands) 2020 2019 2018 2017 2016 2015 and Prior Revolving Loans Total Commercial and industrial Pass $ 174,633 $ 796,988 $ 1,155,772 $ 713,223 $ 397,273 $ 738,601 $ 3,179,764 $ 7,156,254 Special mention 261 7,690 69,934 34,365 39,415 16,712 86,730 255,107 Substandard 583 5,949 76,623 26,435 35,471 58,585 114,862 318,508 Doubtful — 1,784 3,460 765 — 7,126 6,306 19,441 Total commercial and industrial 175,477 812,411 1,305,789 774,788 472,159 821,024 3,387,662 7,749,310 Commercial real estate Pass 109,070 406,225 737,092 692,826 274,966 562,834 141,895 2,924,908 Special mention 1,495 346 25,125 945 293 3,221 279 31,704 Substandard — 210 170 607 7,455 15,694 12 24,148 Doubtful — — — — — — — — Total commercial real estate 110,565 406,781 762,387 694,378 282,714 581,749 142,186 2,980,760 Consumer Current 79,008 471,638 646,405 356,462 320,817 504,905 252,225 2,631,460 30-59 days past due — 1,506 4,076 340 1,795 7,443 2,358 17,518 60-89 days past due — 309 1,134 76 1,075 1,494 221 4,309 90+ days past due — 147 2,159 8 1,540 4,980 — 8,834 Total consumer 79,008 473,600 653,774 356,886 325,227 518,822 254,804 2,662,121 Total (1) $ 365,050 $ 1,692,792 $ 2,721,950 $ 1,826,052 $ 1,080,100 $ 1,921,595 $ 3,784,652 $ 13,392,191 (1) $45.3 million of net accrued interest receivable is excluded from the loan balances above as of March 31, 2020. Past Due The following tables provide an aging analysis of past due loans by portfolio segment and class of financing receivable. Age Analysis of Past-Due Loans as of March 31, 2020 90+ Days (In thousands) 30-59 Days Past Due 60-89 Days Past Due 90+ Days Past Due Total Current Total (1) Past Due and Accruing Commercial and industrial General C&I $ 4,903 $ 794 $ 28,945 $ 34,642 $ 4,659,472 $ 4,694,114 $ 13 Energy — — — — 1,480,497 1,480,497 — Restaurant 871 8,413 6,634 15,918 1,066,684 1,082,602 24 Healthcare 1,201 52 2,504 3,757 488,340 492,097 — Total commercial and industrial 6,975 9,259 38,083 54,317 7,694,993 7,749,310 37 Commercial real estate Industrial, retail, and other 2,486 1,272 1,772 5,530 1,749,350 1,754,880 2 Multifamily — — — — 692,169 692,169 — Office 327 — 1,136 1,463 532,248 533,711 — Total commercial real estate 2,813 1,272 2,908 6,993 2,973,767 2,980,760 2 Consumer Residential 17,325 4,283 8,826 30,434 2,545,640 2,576,074 1,960 Other 193 26 8 227 85,820 86,047 — Total consumer 17,518 4,309 8,834 30,661 2,631,460 2,662,121 1,960 Total $ 27,306 $ 14,840 $ 49,825 $ 91,971 $ 13,300,220 $ 13,392,191 $ 1,999 (1) Age Analysis of Past-Due Loans as of December 31, 2019 90+ Days (In thousands) 30-59 Days Past Due 60-89 Days Past Due 90+ Days Past Due Total Current Total (1) Past Due and Accruing Commercial and industrial General C&I $ 23,143 $ 1,117 $ 15,183 $ 39,443 $ 4,477,573 $ 4,517,016 $ 85 Energy — — 8,166 8,166 1,411,791 1,419,957 — Restaurant 1,219 1,284 8,021 10,524 1,016,897 1,027,421 108 Healthcare 497 41 4,143 4,681 469,583 474,264 — Total commercial and industrial 24,859 2,442 35,513 62,814 7,375,844 7,438,658 193 Commercial real estate Industrial, retail, and other 3,354 133 2,255 5,742 1,685,952 1,691,694 — Multifamily — — — — 659,902 659,902 — Office 253 — 1,219 1,472 534,204 535,676 — Total commercial real estate 3,607 133 3,474 7,214 2,880,058 2,887,272 — Consumer Residential 8,967 6,101 7,292 22,360 2,545,935 2,568,295 887 Other 192 37 54 283 89,147 89,430 40 Total consumer 9,159 6,138 7,346 22,643 2,635,082 2,657,725 927 Total $ 37,625 $ 8,713 $ 46,333 $ 92,671 $ 12,890,984 $ 12,983,655 $ 1,120 (1) Nonaccrual Status The following table provides information about nonaccruing loans by portfolio segment and class of financing receivable as of and for the three months ended March 31, 2020. Nonaccrual Loans - Amortized Cost 90+ Days (In thousands) Beginning of the Period (1) End of the Period No Allowance Recorded Past Due and Accruing Interest Income Recognized Commercial and industrial General C&I $ 66,589 $ 62,517 $ 11,580 $ 13 $ — Energy 9,568 19,171 1,137 — 8 Restaurant 53,483 52,603 19,220 24 29 Healthcare 4,833 3,011 1,952 — — Total commercial and industrial 134,473 137,302 33,889 37 37 Commercial real estate Industrial, retail, and other 5,935 6,385 4,301 2 43 Multifamily — — — — — Office 1,245 1,159 1,044 — — Total commercial real estate 7,180 7,544 5,345 2 43 Consumer Residential 15,101 14,799 2,491 1,960 30 Other 24 8 — — 2 Total consumer 15,125 14,807 2,491 1,960 32 Total (2) $ 156,778 $ 159,653 $ 41,725 $ 1,999 $ 112 (1) Amounts are not comparable to prior period public filings due to our adoption of CECL on January 1, 2020. Prior to this date, pools of individual ACI loans were excluded because they continued to earn interest income from the accretable yield at the pool level. With the adoption of CECL, the pools were discontinued, and performance is based on contractual terms for individual loans. Additionally, prior to January 1, 2020, nonaccrual balances were presented using recorded investment. Upon adoption of CECL, approximately $43.0 million of ACI loans were reclassed to nonaccrual loans. (2) $45.3 million and $44.5 million of net accrued interest receivable is excluded from the total nonaccrual loan balances above as of March 31, 2020 and December 31, 2019, respectively. Loans Modified into TDRs The Company attempts to work with borrowers when necessary to extend or modify loan terms to better align with the borrower’s ability to repay. Extensions and modifications to loans are made in accordance with internal policies and guidelines which conform to regulatory guidance. Each occurrence is unique to the borrower and is evaluated separately. The Bank considers regulatory guidelines when restructuring loans to ensure that prudent lending practices are followed. Qualifying criteria and payment terms are structured by the borrower’s current and prospective ability to comply with the modified terms of the loan. A modification is classified as a TDR if the borrower is experiencing financial difficulty and it is determined that the Company has granted a concession to the borrower. The Company may determine that a borrower is experiencing financial difficulty if the borrower is currently in default on any of its debt, or if it is probable that a borrower may default in the foreseeable future without the modification. Concessions could include reductions of interest rates at a rate lower than current market rate for a new loan with similar risk, extension of the maturity date, reduction of accrued interest, principal forgiveness, forbearance, or other concessions. The assessments of whether a borrower is experiencing or will likely experience financial difficulty and whether a concession has been granted is highly subjective in nature, and management’s judgment is required when determining whether a modification is classified as a TDR. All TDRs are individually evaluated to measure the amount of any ACL. The TDR classification may be removed if the borrower demonstrates compliance with the modified terms and the restructuring agreement specifies an interest rate equal to that which would be provided to a borrower with similar credit at the time of restructuring. The following table provides information regarding loans that were modified into TDRs during the periods indicated. For the Three Months Ended March 31, 2020 2019 (Dollars in thousands) Number of TDRs Amortized Cost (1) Number of TDRs Amortized Cost Commercial and industrial 7 $ 65,691 1 $ 24,369 Total 7 $ 65,691 1 $ 24,369 (1) Less than $0.1 million of net accrued interest receivable is excluded from the loan balances above as of March 31, 2020. The loans that were modified into TDRs during the three months ended March 31, 2020 were primarily general C&I and restaurant loans. The loan that was modified into a TDR during the three months ended March 31, 2019 was a general C&I loan. The Company monitors loan payments on an on-going basis to determine if a loan is considered to have a payment default. Determination of payment default involves analyzing the economic conditions that exist for each customer and their ability to generate positive cash flows during the loan term. Default is defined as the earlier of the troubled debt restructuring being placed on non-accrual status or obtaining 90 days past due status with respect to principal and/or interest payments. For the three-month periods ended March 31, 2020 and March 31, 2019, the Company had no TDRs for which there was a payment default within the 12 months following the restructure date. During the three months ended March 31, 2020, approximately $6.8 million in charge-offs were taken related to one general C&I loan that was modified into a TDR during the same period. Additionally, in March 2020, regulators issued the Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus which allows loan modifications due to the effects of Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus to not be identified as a TDR. For the three-month period ended March 31, 2020, the Company had no loan modifications due to the effects of COVID-2019 but expects additional loans to be restructured due to the effects of COVID-19 in the coming periods that will not be identified as TDRs in accordance with this interagency statement. The following table provides information regarding the types of loan modifications that were modified into TDRs during the periods indicated. For the Three Months Ended March 31, 2020 2019 Number of Loans Modified by: Rate Concession Modified Terms and/or Other Concessions Rate Concession Modified Terms and/or Other Concessions Commercial and industrial 1 6 — 1 Total 1 6 — 1 Residential Mortgage Loans in Process of Foreclosure Included in loans are zero and $4.4 million of consumer loans secured by single family residential real estate that are in process of foreclosure at March 31, 2020 and December 31, 2019, respectively. We have ceased foreclosure activities on residential real estate due to the COVID-19 pandemic. Loans in process of foreclosure include those for which formal foreclosure proceedings are in process according to local requirements of the applicable jurisdiction. In addition to the single family residential real estate loans in process of foreclosure, the Company also held $97 thousand and $151 thousand of foreclosed single-family residential properties in other real estate owned as of March 31, 2020 and December 31, 2019, respectively. |