Loans and Allowance for Loan Losses | 3. Lo ans and Allowance for Loan Losses Loans in the accompanying consolidated balance sheets consisted of the following: March 31, December 31, (Dollars in thousands) 2022 2021 Real estate loans: Non-farm non-residential owner occupied $ 477,573 $ 383,941 Non-farm non-residential non-owner occupied 463,618 445,308 Residential 225,649 213,264 Construction, development & other 414,653 320,335 Farmland 13,467 9,934 Commercial & industrial 756,005 611,348 Consumer 3,304 4,001 Other 93,676 80,593 2,447,945 2,068,724 Allowance for loan losses ( 23,312 ) ( 19,295 ) Loans, net $ 2,424,633 $ 2,049,429 Total loans are presented net of unaccreted discounts and deferred fees totaling $ 7.1 million and $ 6.5 million at March 31, 2022 and December 31, 2021, respectively. The Company h ad $ 26.7 million and $ 81.6 million in outstanding loan balances related to the guaranteed SBA Paycheck Protection Program (“PPP”) as of March 31, 2022 and December 31, 2021, respectively. These loans are included within the commercial and industrial loan balances throughout the footnotes. 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. As mentioned in Note 1, the accrual of interest on loans is discontinued when there is a clear indication that the borrower’s cash flow may not be sufficient to meet payments as they become due, which is generally when a loan is 90 days past due. Non-accrual loans and accruing loans past due more than 90 days segregated by class of loans were as follows: March 31, December 31, 2022 2021 (Dollars in thousands) Non-accrual Accruing loans Non-accrual Accruing loans Real estate loans: Non-farm non-residential owner occupied $ 986 $ — $ 1,008 $ - Non-farm non-residential non-owner occupied 334 — 346 — Residential 121 — 127 — Construction, development & other 238 — 244 — Farmland — — — — Commercial & industrial 8,210 40 8,297 278 Consumer — — — — Other — — — — Purchased credit impaired 7 — 8 — $ 9,896 $ 40 $ 10,030 $ 278 As of March 31, 2022 and 2021, the amount of income that would have been accrued for loans on non-accrual was approximately $ 482,000 and $ 517,000 , respect ively. An age analysis of past due loans, segregated by class of loans, were as follows: March 31, 2022 (Dollars in thousands) 30-59 60-89 Over 90 Total Total Total Real estate loans: Non-farm non-residential $ 451 $ 379 $ 986 $ 1,816 $ 475,757 $ 477,573 Non-farm non-residential 1,933 150 334 2,417 460,470 462,887 Residential 1,438 — 121 1,559 224,090 225,649 Construction, 401 — 238 639 409,919 410,558 Farmland — — — — 13,467 13,467 Commercial & industrial 542 496 8,250 9,288 746,655 755,943 Consumer 44 — — 44 3,260 3,304 Other 151 — — 151 93,525 93,676 Purchased credit impaired — — 7 7 4,881 4,888 $ 4,960 $ 1,025 $ 9,936 $ 15,921 $ 2,432,024 $ 2,447,945 December 31, 2021 (Dollars in thousands) 30-59 60-89 Over 90 Total Total Total Real estate loans: Non-farm non-residential $ 291 $ — $ 1,008 $ 1,299 $ 382,642 $ 383,941 Non-farm non-residential 161 — 346 507 444,079 444,586 Residential 230 — 127 357 212,822 213,179 Construction, — 395 244 639 315,584 316,223 Farmland — — — — 9,934 9,934 Commercial & industrial 960 457 8,575 9,992 601,291 611,283 Consumer 9 — — 9 3,992 4,001 Other 18 1 — 19 80,574 80,593 Purchased credit impaired — — 8 8 4,976 4,984 $ 1,669 $ 853 $ 10,308 $ 12,830 $ 2,055,894 $ 2,068,724 Impaired Loans The following tables present impaired loans by class of loans: March 31, 2022 (Dollars in thousands) Unpaid Recorded Recorded Total Related Average Real estate loans: Non-farm non-residential $ 986 $ 986 $ — $ 986 $ — $ 997 Non-farm non-residential 5,603 5,595 — 5,595 — 5,613 Residential 124 121 — 121 — 124 Construction, 235 238 — 238 — 241 Farmland — — — — — — Commercial & industrial 9,000 7,522 1,483 9,005 297 9,045 Consumer — — — — — — Other — — — — — — Purchased credit impaired 62 — 61 61 15 63 $ 16,010 $ 14,462 $ 1,544 $ 16,006 $ 312 $ 16,083 December 31, 2021 (Dollars in thousands) Unpaid Recorded Recorded Total Related Average Real estate loans: Non-farm non-residential $ 1,008 $ 1,008 $ — $ 1,008 $ — $ 1,051 Non-farm non-residential 5,641 5,630 — 5,630 — 5,680 Residential 130 127 — 127 — 138 Construction, 241 244 — 244 — 255 Farmland — — — — — — Commercial & industrial 8,297 7,331 967 8,298 290 9,117 Consumer — — — — — — Other — — — — — — Purchased credit impaired 65 — 65 65 17 71 $ 15,382 $ 14,340 $ 1,032 $ 15,372 $ 307 $ 16,312 I nterest payments received on impaired loans are recorded as interest income unless collections of the remaining recorded investment are doubtful, at which time payments received are recorded as reductions of principal. Interest income collected on impaired loans was approximate ly $ 120,000 and $ 39,000 for the three months ended March 31, 2022 and 2021, respectively. Troubled Debt Restructuring During the three months ended March 31, 2022, the terms o f one loan were modified as a troubled debt restructuring (“TDR”). The terms of three loans were modified as TDRs prior to December 31, 2021. The following table presents modifications of loans the Company considers to be TDR loans: March 31, 2022 Loan modifications (Dollars in thousands) Number Pre- Post- Adjusted Payment Combined Real estate loans: Non-farm non-residential 3 $ 865 $ 865 $ — $ 865 $ — Non-farm non-residential — — — — — — Residential — — — — — — Construction, — — — — — — Farmland — — — — — — Commercial & industrial 1 790 790 — 790 — Consumer — — — — — — Other — — — — — — 4 $ 1,655 $ 1,655 $ — $ 1,655 $ — December 31, 2021 Loan modifications (Dollars in thousands) Number Pre- Post- Adjusted Payment Combined Real estate loans: Non-farm non-residential 3 $ 927 $ 927 $ — $ 927 $ — Non-farm non-residential — — — — — — Residential — — — — — — Construction, — — — — — — Farmland — — — — — — Commercial & industrial 2 758 758 — 758 — Consumer — — — — — — Other — — — — — — 5 $ 1,685 $ 1,685 $ — $ 1,685 $ — No loans modified under a TDR during the previous twelve-month period were in default. A default for purposes of this disclosure is a troubled debt restructured loan in which the borrower is 90 days past due or results in the foreclosure and repossession of the applicable collateral. At March 31, 2022 and December 31, 2021, the Company had no commitments to lend additional funds to borrowers with loans whose terms had been modified under TDRs. COVID-19 Loan Deferments Certain borrowers were unable to meet their contractual payment obligations because of the adverse effects of COVID-19. During March of 2020 and to help mitigate these effects, the Company began offering deferral modifications of principal and/or interest payments for varying periods, but typically no more than 90 days. After 90 days, customers could apply for an additional deferral, and a small portion of our customers requested such an additional deferral. At March 31, 2022 and December 31, 2021, the Company had approximately 400 and 500 loans totaling $ 211.7 million and $ 223.6 million, respectively, in outstanding loan balances subject to deferral and modification agreements due to COVID-19 whereby principal and/or interest payments were deferred to the end of each loan term. Subsequent to the approved deferral period, customers resumed their regular payments. The Coronavirus Aid, Relief, and Economic Security Act provides banks an option to elect to not account for certain loan modifications related to COVID-19 as TDRs if the borrowers were not more than 30 days past due at December 31, 2019. In the absence of other intervening factors, such short-term modifications made on a good faith basis are not categorized as TDRs, nor are loans granted payment deferrals related to COVID-19 reported as past due or placed on non-accrual status. At March 31, 2022 and December 31, 2021, $ 4.3 million and $ 4.4 million, respectively, in accrued interest receivables related to these loans remained outstanding and will be collected at the end of each loan term. Credit Quality Indicators Credit Quality Indicators. From a credit risk standpoint, the Company classifies its loans in one of six categories: (i) pass, (ii) special mention, (iii) substandard, (iv) purchased credit impaired, (v) doubtful, or (vi) loss. The classifications of loans reflect a judgment about the risks of default and loss associated with the loan. The Company reviews the ratings on 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. The Company’s methodology is structured so that specific allocations 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). (i) The Company has several pass credit grades that are assigned to loans based on varying levels of credits, ranging from credits that are secured by cash or marketable securities, to watch credits that have all the characteristics of an acceptable credit risk but warrant more than the normal level of supervision. (ii) Special mention loans are loans that still show sufficient cash flow to service their debt but show a declining financial trend with potential cash flow shortages if trends continue. This category should be treated as a temporary grade. If cash flow deteriorates further to become negative, then a substandard grade should be given. If cash flow trends begin to improve then an upgrade back to pass would be justified. Nonfinancial reasons for rating a credit special mention include management problems, pending litigation, an ineffective loan agreement or other material structure weakness. (iii) A substandard loan has material weakness in the primary repayment source such as insufficient cash flow from operations to service the debt. However, other weaknesses such as limited paying capacity of the obligor or the collateral pledged could justify a substandard grade. Substandard loans must have a well-defined weakness, or weaknesses that jeopardize the liquidation of the debt. (iv) Credits purchased from third parties are recorded at their estimated fair value at the acquisition date and are classified as PCI loans if the loans reflect credit deterioration since origination and it is probable at acquisition that the Company will be unable to collect all contractually required payments (see Note 1 – Nature of Operations and Summary of Significant Accounting Policies - Certain Acquired Loans). (v) A loan classified as doubtful has all the weaknesses of a substandard loan 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. A doubtful loan has a high probability of total or substantial loss, but because of specific pending events that may strengthen the asset, its classification as loss is deferred. Doubtful borrowers are usually in default, lack adequate liquidity or capital, and lack the resources necessary to remain an operating entity. Because of high probability of loss, non-accrual status is required on doubtful loans. (vi) Loans classified as loss are considered uncollectible and of such little value that their continuance as banking assets are 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 basically worthless asset even though partial recovery may be affected in the future. With loans classified as loss, the underlying borrowers are often in bankruptcy, have formally suspended debt repayments, or have otherwise ceased normal business operations. Once an asset is classified as loss, there is little prospect of collecting either its principal or interest. When access to collateral, rather than the value of the collateral, is a problem, a less severe classification may be appropriate. However, the Company does not maintain an asset on the balance sheet if realizing its value would require long-term litigation or other lengthy recovery efforts. Losses are to be recorded in the period an obligation becomes uncollectible. The following tables summarize the Company’s internal ratings of its loans: March 31, 2022 (Dollars in thousands) Pass Special Substandard Purchased Doubtful Total Real estate loans: Non-farm non-residential $ 466,035 $ 4,695 $ 6,843 $ — $ — $ 477,573 Non-farm non-residential 454,476 — 8,411 731 — 463,618 Residential 224,593 — 1,056 — — 225,649 Construction, 410,319 — 238 4,096 — 414,653 Farmland 13,467 — — — — 13,467 Commercial & industrial 751,356 — 4,588 61 — 756,005 Consumer 3,283 21 — — — 3,304 Other 93,676 — — — 93,676 $ 2,417,205 $ 4,716 $ 21,136 $ 4,888 $ — $ 2,447,945 December 31, 2021 (Dollars in thousands) Pass Special Substandard Purchased Doubtful Total Real estate loans: Non-farm non-residential $ 370,062 $ 6,953 $ 6,926 $ — $ — $ 383,941 Non-farm non-residential 428,972 8,338 7,276 722 — 445,308 Residential 212,109 — 1,069 86 — 213,264 Construction, 315,979 — 244 4,112 — 320,335 Farmland 9,934 — — — — 9,934 Commercial & industrial 605,322 1,146 4,816 64 — 611,348 Consumer 3,979 22 — — — 4,001 Other 80,593 — — — — 80,593 $ 2,026,950 $ 16,459 $ 20,331 $ 4,984 $ — $ 2,068,724 Allowance for Loan Losses The majority of the loan portfolio is comprised of loans to businesses and individuals in the Greater Houston, Dallas-Fort Worth, and Austin-San Antonio markets. This geographic concentration subjects the loan portfolio to the general economic conditions within this area. The risks created by this concentration has been considered by management in the determination of the adequacy of the allowance for loan losses. Management believes the allowance for loan losses is adequate to cover estimated losses on loans at March 31, 2022 and December 31, 2021. The following tables detail the activity in the allowance for loan losses by portfolio segment: For the Three Months Ended March 31, 2022 (Dollars in thousands) Beginning Provision for Charge-offs Recoveries Ending Real estate loans: Non-farm non-residential $ 3,456 $ 631 $ — $ — $ 4,087 Non-farm non-residential 5,935 ( 322 ) — — 5,613 Residential 957 ( 191 ) — — 766 Construction, development & other 2,064 260 — — 2,324 Farmland 45 ( 1 ) — — 44 Commercial & industrial 6,500 3,669 — 4 10,173 Consumer 6 ( 14 ) — 13 5 Other 332 ( 32 ) — — 300 $ 19,295 $ 4,000 $ — $ 17 $ 23,312 For the Three Months Ended March 31, 2021 (Dollars in thousands) Beginning Provision for Charge-offs Recoveries Ending Real estate loans: Non-farm non-residential $ 2,608 $ 1,544 $ — $ — $ 4,152 Non-farm non-residential 3,107 1,025 — — 4,132 Residential 1,218 ( 280 ) — — 938 Construction, development & other 932 ( 230 ) — — 702 Farmland 32 — — — 32 Commercial & industrial 3,858 ( 538 ) — 3 3,323 Consumer 35 ( 23 ) — — 12 Other 189 2 ( 13 ) 2 180 $ 11,979 $ 1,500 $ ( 13 ) $ 5 $ 13,471 The following tables summarize the allocation of the allowance for loan losses, by portfolio segment, for loans evaluated for impairment individually and collectively: March 31, 2022 Period end amounts of ALLL (Dollars in thousands) Individually Collectively PCI Total Real estate loans: Non-farm non-residential owner occupied $ — $ 4,087 $ — $ 4,087 Non-farm non-residential non-owner occupied — 5,613 — 5,613 Residential — 766 — 766 Construction, development & other — 2,324 — 2,324 Farmland — 44 — 44 Commercial & industrial 297 9,861 15 10,173 Consumer — 5 — 5 Other — 300 — 300 $ 297 $ 23,000 $ 15 $ 23,312 December 31, 2021 Period end amounts of ALLL (Dollars in thousands) Individually Collectively PCI Total Real estate loans: Non-farm non-residential owner occupied $ — $ 3,456 $ — $ 3,456 Non-farm non-residential non-owner occupied — 5,935 — 5,935 Residential — 957 — 957 Construction, development & other — 2,064 — 2,064 Farmland — 45 — 45 Commercial & industrial 290 6,193 17 6,500 Consumer — 6 — 6 Other — 332 — 332 $ 290 $ 18,988 $ 17 $ 19,295 The Company’s recorded investment in loans related to the balance in the allowance for loan losses on the basis of the Company’s impairment methodology is as follows: March 31, 2022 Loans evaluated for (Dollars in thousands) Individually Collectively PCI Total Real estate loans: Non-farm non-residential owner occupied $ 986 $ 476,587 $ — $ 477,573 Non-farm non-residential non-owner occupied 5,595 458,023 — 463,618 Residential 121 225,528 — 225,649 Construction, development & other 238 414,415 — 414,653 Farmland — 13,467 — 13,467 Commercial & industrial 9,005 746,939 61 756,005 Consumer — 3,304 — 3,304 Other — 93,676 — 93,676 $ 15,945 $ 2,431,939 $ 61 $ 2,447,945 December 31, 2021 Loans evaluated for (Dollars in thousands) Individually Collectively PCI Total Real estate loans: Non-farm non-residential owner occupied $ 1,008 $ 382,933 — $ 383,941 Non-farm non-residential non-owner occupied 5,630 439,678 — 445,308 Residential 127 213,137 — 213,264 Construction, development & other 244 320,091 — 320,335 Farmland — 9,934 — 9,934 Commercial & industrial 8,298 602,985 65 611,348 Consumer — 4,001 — 4,001 Other — 80,593 — 80,593 $ 15,307 $ 2,053,352 $ 65 $ 2,068,724 Certain Acquired Loans During 2013, the Company purchased certain loans from a third party with gross contractual balances of $ 8.2 million for a purchase price of $ 6.3 million, resulting in a discount of $ 1.9 million. Upon acquisition, the acquired loans were initially segregated and classified in one of two categories: 1) PCI loans and 2) acquired performing loans. At acquisition date, estimated fair values of PCI loans and acquired performing loans were $ 3.2 million and $ 3.1 million, respectively. The gross contractual amounts receivable for PCI loans and acquired performing loans were $ 4.5 million and $ 3.7 million, respectively, as of the acquisition date. On January 1, 2020, the Company acquired loans with fair values of $ 259.6 million as part of the acquisition of Heritage Bancorp, Inc. and its subsidiary, Heritage Bank. Of the total $ 263.3 million of loans acquired, $ 250.7 million were determined to have no evidence of deteriorated credit quality and are accounted for under ASC Topics 310-10 and 310-20. The remaining $ 12.6 million were determined to exhibit deteriorated credit quality since origination under ASC 310-30. In connection with the acquisition of loans from Heritage Bancorp, Inc. and its subsidiary, Heritage Bank, on January 1, 2020, the PCI loan portfolio was accounted for at fair value as follows: Contractual required payments $ 26,627 Non-accretable difference (expected loss) 15,027 Cash flows expected to be collected at acquisition 11,600 Accretable yield 1,850 Basis in acquired Heritage PCI loans $ 9,750 The following table presents the gross contractual amounts receivable balances, by portfolio segment, and the carrying amount of PCI loans: March 31, December 31, (Dollars in thousands) 2022 2021 Real estate loans: Non-farm non-residential owner occupied $ — $ — Non-farm non-residential non-owner occupied 794 820 Residential 88 181 Construction, development & other 5,141 5,169 Farmland — — Commercial & industrial 63 66 Consumer — — Other — — Total outstanding balances $ 6,086 $ 6,236 Carrying amount $ 4,888 $ 4,984 The accretable discount is accreted into income using the interest method over the life of the loans. At March 31, 2022 and December 31, 2021, unaccreted discounts on PCI loans totaled $ 881,000 and $ 926,000 , respectively, and were included in net loans in the accompanying consolidated balance sheets. At March 31, 2022 and December 31, 2021, the allowance for loan losses related to the PCI loans disclosed above was $ 16,000 and $ 17,000 , respectively. Determining the fair value of PCI loans at acquisition required the Company to estimate cash flows expected to result from those loans and to discount those cash flows at appropriate rates of interest. For such loans, the excess of cash flows expected to be collected at acquisition over the estimated fair value is recognized as interest income over the remaining lives of the loans and is called the accretable yield. The difference between contractually required payments at acquisition and the cash flows expected to be collected at acquisition reflects the impact of estimated credit losses and is called the nonaccretable difference. In accordance with GAAP, there was no carry-over of previously established allowance for credit losses from the acquired loans. Accretable yield, or income expected to be collected on PCI loans was as follows: March 31, December 31, (Dollars in thousands) 2022 2021 Balance at beginning of year $ 926 $ 2,261 Accretion of income ( 45 ) ( 1,335 ) Balance at end of period $ 881 $ 926 |