Allowance for Credit Losses | Note 4 — Allowance for Credit Losses We adopted the provisions of ASU 2016-13 on January 1, 2020 on a modified retrospective basis. Results and information regarding our allowance for credit losses (“ACL”) included in this Note are calculated and presented in accordance with that accounting standards update. Results and information prior to January 1, 2020 are calculated and presented in accordance with previously applicable U.S. GAAP. ASU 2016-13 replaces the long-standing incurred loss model with an expected credit loss model that recognizes credit losses over the life of a financial asset. Expected credit losses capture historical information, current conditions, and reasonable and supportable forecasts of future conditions. The ACL is deducted from the amortized cost of an instrument to present the net amount expected to be collected on the financial asset. Our ACL primarily consists of the aggregate ACL estimates of our Subsidiary Banks. The estimates are established through charges to operations in the form of charges to provisions for credit loss expense. Loan losses or recoveries are charged or credited directly to the ACL. The ACL of each Subsidiary Bank is maintained at a level considered appropriate by management, based on estimated current expected credit losses in the current loan portfolio, including information about past events, current conditions and reasonable and supportable forecasts. The estimation of the ACL is based on a loss-rate methodology that measures lifetime losses on loan pools that have similar risk characteristics. Loans that do not have similar risk characteristics are evaluated on an individual basis. The segmentation of the loan portfolio into pools requires a balancing process between capturing similar risk characteristics and containing sufficient loss history to provide meaningful results. Our segmentation starts at the general loan category with further sub-segmentation based on collateral types that may be of meaningful size and/or may contain sufficient differences in risk characteristics based on management’s judgement that would warrant further segmentation. The general loan categories along with primary risk characteristics used in our calculation are as follows: Commercial and industrial loans. into sales are risk factors in the repayment of the loan. A small portion of this loan category is related to loans secured by oil & gas production and loans secured by aircraft. Construction and land development loans. Commercial real estate loans. 1-4 family mortgages. Consumer loans. The loan pools are further broken down using a risk-based segmentation based on internal classifications for commercial loans and past due status for consumer mortgage loans. Non-mortgage consumer loans are evaluated as one segment. On a weekly basis, commercial loan past due reports are reviewed by the credit quality committee to determine if a loan has any potential problems and if a loan should be placed on our internal Watch List report. Additionally, our credit department reviews the majority of our loans for proper internal classification purposes regardless of whether they are past due and segregates any loans with potential problems for further review. The credit department will discuss the potential problem loans with the servicing loan officers to determine any relevant issues that were not discovered in the evaluation. Also, an analysis of loans that is provided through examinations by regulatory authorities is considered in the review process. After the above analysis is completed, we will determine if a loan should be placed on an internal Watch List report because of issues related to the analysis of the credit, credit documents, collateral and/or payment history. Our internal Watch List report is segregated into the following categories: (i) Pass, (ii) Economic Monitoring, (iii) Special Review, (iv) Watch List—Pass, or (v) Watch List—Substandard, and (vi) Watch List—Doubtful. The loans placed in the Special Review category and lower rated credits reflect our opinion that the loans reflect potential weakness which require monitoring on a more frequent basis. Credits in those categories are reviewed and discussed on a regular basis, no less frequently than quarterly, with the credit department and the lending staff to determine if a change in category is warranted. The loans placed in the Watch List—Pass category and lower rated credits reflect our opinion that the credit contains weaknesses which represent a greater degree of risk, which warrant “extra attention.” Credits in this category are reviewed and discussed on a regular basis with the credit department and the lending staff to determine if a change in category is warranted. The loans placed in the Watch List—Substandard category are considered to be potentially inadequately protected by the current sound worth and debt service capacity of the borrower or of any pledged collateral. These credit obligations, even if apparently protected by collateral value, have shown defined weaknesses related to adverse financial, managerial, economic, market or political conditions which may jeopardize repayment of principal and interest. Furthermore, there is the possibility that we may sustain some future loss if such weaknesses are not corrected. The loans placed in the Watch List—Doubtful category have shown defined weaknesses and it is likely, based on current information and events, that we will be unable to collect all principal and/or interest amounts contractually due. Watch List—Doubtful loans are placed on non-accrual when they are moved to that category. For the purposes of the ACL, in order to maintain segments with sufficient history for meaningful results, the credits in the Pass and Economic Monitoring categories are aggregated, the credits in the Special Review and Watch List—Pass credits are aggregated, and the credits in the Watch List—Substandard category remain in their own segment. For loans that are classified as Watch List—Doubtful, management evaluates these credits in accordance with ASC 310-10, “Receivables,” and, if deemed necessary, a specific reserve is allocated to the loan. The specific reserve allocated under ASC 310-10, is based on (i) the present value of expected future cash flows discounted at the loan’s effective interest rate; (ii) the loan’s observable market price; or (iii) net realizable value of the fair value of the collateral if the loan is collateral dependent. Substantially all of our loans evaluated as Watch List—Doubtful under ASC 310-10 are measured using the fair value of collateral method. In rare cases, we may use other methods to determine the specific reserve of a loan under ASC 310-10 if such loan is not collateral dependent. Within each collectively evaluated pool, the robustness of the lifetime historical loss-rate is evaluated and, if needed, is supplemented with peer loss rates through a model risk adjustment. Certain qualitative loss factors are then evaluated to incorporate management’s two-year reasonable and supportable forecast period followed by a reversion to the pool’s average lifetime loss-rate. Those qualitative loss factors are: (i) trends in portfolio volume and composition, (ii) volume and trends in classified loans, delinquencies, non-accruals and TDR’s, (iii) concentration risk, (iv) trends in underlying collateral value, (v) changes in policies, procedures, and strategies, and (vi) economic conditions. Qualitative factors also include potential losses stemming from operational risk factors arising from fraud, natural disasters, pandemics and geopolitical events. Should any of the factors considered by management in evaluating the adequacy of the ACL change, our estimate could also change, which could affect the level of future credit loss expense. We have elected to not measure an ACL for accrued interest receivable given our timely approach in identifying and writing off uncollectible accrued interest. An ACL for off-balance sheet exposure is derived from a projected usage rate of any unfunded commitment multiplied by the historical loss rate, plus model risk adjustment, if any, of the on-balance sheet loan pools. Our management continually reviews the ACL of the Subsidiary Banks using the amounts determined from the estimates established on specific doubtful loans, the estimate established on quantitative historical loss percentages, and the estimate based on qualitative current conditions and reasonable and supportable two-year forecasted data. Our methodology reverts to the average lifetime loss-rate beyond the forecast period when we can no longer develop reasonable and supportable forecasts. Should any of the factors considered by management in evaluating the adequacy of the estimate for current expected credit losses change, our estimate of current expected credit losses could also change, which could affect the level of future credit loss expense. While the calculation of our ACL utilizes management’s best judgment and all information reasonably available, the adequacy of the ACL is dependent on a variety of factors beyond our control, including, among other things, the performance of the entire loan portfolio, the economy, government actions, changes in interest rates and the view of regulatory authorities towards loan classifications. A summary of the transactions in the allowance for credit loan losses by loan class is as follows: Three Months Ended September 30, 2020 Domestic Foreign Commercial Real Estate: Other Commercial Construction & Real Estate: Commercial Land Farmland & Real Estate: Residential: Residential: Commercial Development Commercial Multifamily First Lien Junior Lien Consumer Foreign Total (Dollars in Thousands) Balance at June 30, 2020 $ 20,079 $ 40,924 $ 18,711 $ 1,864 $ 3,208 $ 8,964 $ 288 $ 516 $ 94,554 Losses charged to allowance (1,735) — — — (87) (3) (62) — (1,887) Recoveries credited to allowance 523 14 86 — 8 51 46 — 728 Net (losses) recoveries charged to allowance (1,212) 14 86 — (79) 48 (16) — (1,159) Provision charged (credited) to operations 3,277 (2,855) 4,892 2,639 400 293 2 122 8,770 Balance at September 30, 2020 $ 22,144 $ 38,083 $ 23,689 $ 4,503 $ 3,529 $ 9,305 $ 274 $ 638 $ 102,165 Three Months Ended September 30, 2019 Domestic Foreign Commercial Real Estate: Other Commercial Construction & Real Estate: Commercial Land Farmland & Real Estate: Residential: Residential: Commercial Development Commercial Multifamily First Lien Junior Lien Consumer Foreign Total (Dollars in Thousands) Balance at June 30, 2019 $ 11,780 $ 15,273 $ 17,029 $ 1,849 $ 3,627 $ 7,312 $ 488 $ 845 $ 58,203 Losses charged to allowance (3,231) — (468) — (164) (214) (216) — (4,293) Recoveries credited to allowance 585 4 10 — 3 65 5 — 672 Net (losses) recoveries charged to allowance (2,646) 4 (458) — (161) (149) (211) — (3,621) Provision charged (credited) to operations 1,837 1,573 230 350 263 852 199 (26) 5,278 Balance at September 30, 2019 $ 10,971 $ 16,850 $ 16,801 $ 2,199 $ 3,729 $ 8,015 $ 476 $ 819 $ 59,860 Nine Months Ended September 30, 2020 Domestic Foreign Commercial Real Estate: Other Commercial Construction & Real Estate: Commercial Land Farmland & Real Estate: Residential: Residential: Commercial Development Commercial Multifamily First Lien Junior Lien Consumer Foreign Total (Dollars in Thousands) Balance at December 31, 2019 $ 11,145 $ 18,152 $ 16,533 $ 1,786 $ 3,762 $ 7,535 $ 542 $ 823 $ 60,278 Adoption of ASU 2016-13 4,247 13,391 (4,292) (355) (1,580) (429) (225) (410) 10,347 Losses charged to allowance (6,696) (19) (55) — (123) (124) (192) — (7,209) Recoveries credited to allowance 1,793 15 107 — 10 171 58 — 2,154 Net (losses) recoveries charged to allowance (4,903) (4) 52 — (113) 47 (134) — (5,055) Provision charged to operations 11,655 6,544 11,396 3,072 1,460 2,152 91 225 36,595 Balance at September 30, 2020 $ 22,144 $ 38,083 $ 23,689 $ 4,503 $ 3,529 $ 9,305 $ 274 $ 638 $ 102,165 Nine Months Ended September 30, 2019 Domestic Foreign Commercial Real Estate: Other Commercial Construction & Real Estate: Commercial Land Farmland & Real Estate: Residential: Residential: Commercial Development Commercial Multifamily First Lien Junior Lien Consumer Foreign Total (Dollars in Thousands) Balance at December 31, 2018 $ 12,596 $ 15,123 $ 19,353 $ 1,808 $ 3,467 $ 7,719 $ 447 $ 871 $ 61,384 Losses charged to allowance (11,011) — (7,347) — (166) (314) (334) — (19,172) Recoveries credited to allowance 1,631 80 308 — 14 222 30 — 2,285 Net (losses) recoveries charged to allowance (9,380) 80 (7,039) — (152) (92) (304) — (16,887) Provision charged (credited) to operations 7,755 1,647 4,487 391 414 388 333 (52) 15,363 Balance at September 30, 2019 $ 10,971 $ 16,850 $ 16,801 $ 2,199 $ 3,729 $ 8,015 $ 476 $ 819 $ 59,860 The increase in credit loss expense for the three and nine months ended September 30, 2020 can be primarily attributed to the deteriorating economic conditions occurring in those periods as a result of COVID-19 and the impact of those conditions on certain segments of our ACL calculation for those periods. We adopted the provisions of ASU 2016-13 on January 1, 2020, resulting in a transition from the long-standing incurred loss model to an expected credit loss model. Impacting the provision for loan loss for the nine months ended September 30, 2019 is a relationship that is secured by multiple pieces of real property on which car dealerships are operated. The relationship began deteriorating in the fourth quarter of 2018, triggered by significant fraud by a high level insider of the car dealership resulting in the dealerships unexpectedly filing for bankruptcy and creating an exposure for potential loss since the operations of the dealerships were the source of repayment from the borrower. The relationship further deteriorated in the first quarter of 2019 after the court approved debtor in possession plan sponsor discontinued its role in the process and thus did not fulfill its obligation to assume full responsibility of the accrued and unpaid interest. Although the relationship is secured by real property (the dealerships’ real estate), the real property has specialized use, contributing to the potential exposure for probable loss. During the first quarter of 2019, in light of the circumstances and management’s evaluation of the relationship, the decision was made to classify the relationship as doubtful (previously referred to as impaired prior to the adoption of ASU 2016-13), non-accrual status and place a specific reserve on the relationship in the amount of $9.5 million. During the second quarter of 2019, management continued to evaluate the relationship and decided to foreclose on the underlying real estate collateral, resulting in a charge-off of approximately $9,500,000 , reflected in the tables above as part of the Commercial and Commercial Real Estate: Farmland and Commercial categories. The table below provides additional information on the balance of loans individually or collectively evaluated for impairment and their related allowance, by loan class as of September 30, 2020 and December 31, 2019: September 30, 2020 Loans Individually Loans Collectively Evaluated For Evaluated For Impairment Impairment Recorded Recorded Investment Allowance Investment Allowance (Dollars in Thousands) Domestic Commercial $ 1,444 $ 411 $ 1,876,535 $ 21,733 Commercial real estate: other construction & land development 911 70 1,942,519 38,013 Commercial real estate: farmland & commercial 501 — 2,110,448 23,689 Commercial real estate: multifamily 137 — 437,801 4,503 Residential: first lien 243 — 409,772 3,529 Residential: junior lien 38 — 623,593 9,305 Consumer 3 — 41,107 274 Foreign — — 144,183 638 Total $ 3,277 $ 481 $ 7,585,958 $ 101,684 December 31, 2019 Loans Individually Loans Collectively Evaluated For Evaluated For Impairment Impairment Recorded Recorded Investment Allowance Investment Allowance (Dollars in Thousands) Domestic Commercial $ 1,935 $ 249 $ 1,290,725 $ 10,895 Commercial real estate: other construction & land development 938 116 2,184,945 18,037 Commercial real estate: farmland & commercial 1,208 — 1,895,539 16,533 Commercial real estate: multifamily 165 — 190,265 1,786 Residential: first lien 6,278 — 427,623 3,762 Residential: junior lien 692 — 705,784 7,535 Consumer 1,195 — 46,605 542 Foreign 264 — 140,785 823 Total $ 12,675 $ 365 $ 6,882,271 $ 59,913 The table below provides additional information on loans accounted for on a non-accrual basis by loan class at September 30, 2020 and December 31, 2019: September 30, 2020 December 31, 2019 (Dollars in Thousands) Domestic Commercial $ 1,444 $ 1,901 Commercial real estate: other construction & land development 911 938 Commercial real estate: farmland & commercial 501 1,208 Commercial real estate: multifamily 137 165 Residential: first lien 727 670 Residential: junior lien 38 — Consumer 3 4 Total non-accrual loans $ 3,761 $ 4,886 Watch—List Doubtful loans are those loans where it is probable that all amounts due according to the contractual terms of the loan agreement will not be collected. We have identified these loans through our normal loan review procedures. Watch—List Doubtful loans are measured based on (i) the present value of expected future cash flows discounted at the loan’s effective interest rate; (ii) the loan’s observable market price; or (iii) the fair value of the collateral, if the loan is collateral dependent. Substantially all of our doubtful loans are measured at the fair value of the collateral. In limited cases, we may use other methods to determine the level of impairment of a loan if such loan is not collateral dependent. The following tables detail key information regarding our doubtful (previously referred to as impaired prior to the adoption of ASU 2016-13) loans by loan class at December 31, 2019, in accordance with ASC 310 prior to the adoption of ASU 2016-13: December 31, 2019 Unpaid Average Recorded Principal Related Recorded Interest Investment Balance Allowance Investment Recognized (Dollars in Thousands) Loans with Related Allowance Domestic Commercial $ 510 $ 516 $ 249 $ 514 $ — Commercial real estate: other construction & land development 126 169 116 131 — Total impaired loans with related allowance $ 636 $ 685 $ 365 $ 645 $ — December 31, 2019 Unpaid Average Recorded Principal Recorded Interest Investment Balance Investment Recognized (Dollars in Thousands) Loans with No Related Allowance Domestic Commercial $ 1,425 $ 1,516 $ 16,194 $ 3 Commercial real estate: other construction & land development 812 1,133 2,151 — Commercial real estate: farmland & commercial 1,208 1,841 36,632 — Commercial real estate: multifamily 165 168 565 — Residential: first lien 6,278 6,445 7,136 305 Residential: junior lien 692 692 976 44 Consumer 1,195 1,196 1,211 2 Foreign 264 264 327 14 Total impaired loans with no related allowance $ 12,039 $ 13,255 $ 65,192 $ 368 The following table details key information regarding our doubtful (previously referred to as impaired prior to the adoption of ASU 2016-13) loans by loan class at September 30, 2019, in accordance with ASC 310 prior to the adoption of ASU 2016-13: September 30, 2019 Quarter to Date Year to Date Average Average Recorded Interest Recorded Interest Investment Recognized Investment Recognized (Dollars in Thousands) Loans with Related Allowance Domestic Commercial $ 602 $ — $ 616 $ — Commercial real estate: other construction & land development 129 — 132 — Total impaired loans with related allowance $ 731 $ — $ 748 $ — September 30, 2019 Quarter to Date Year to Date Average Average Recorded Interest Recorded Interest Investment Recognized Investment Recognized (Dollars in Thousands) Loans with No Related Allowance Domestic Commercial $ 8,002 $ 1 $ 17,945 $ 2 Commercial real estate: other construction & land development 1,674 — 1,767 — Commercial real estate: farmland & commercial 3,222 — 22,389 — Commercial real estate: multifamily 653 — 656 — Residential: first lien 6,427 78 6,698 231 Residential: junior lien 914 10 1,028 32 Consumer 1,131 — 1,088 — Foreign 274 3 281 9 Total impaired loans with no related allowance $ 22,297 $ 92 $ 51,852 $ 274 The following table details loans accounted for as “troubled debt restructuring,” segregated by loan class. Loans accounted for as troubled debt restructuring are included in Watch List—Doubtful loans. September 30, 2020 December 31, 2019 (Dollars in Thousands) Domestic Commercial $ — $ 32 Residential: first lien 4,149 5,608 Residential: junior lien 557 692 Consumer 888 1,192 Foreign 241 264 Total troubled debt restructuring $ 5,835 $ 7,788 We are actively working with our customers affected by the current economic crisis arising from COVID-19. We have been offering and are prepared to continue to offer assistance in accordance with current regulatory guidance. That includes continuously reaching out to our customers and, in some cases, offering short-term payment deferral plans. As of November 3, 2020, we had approximately $1,799,000,000 in loans with some degree of payment deferrals in our system. In accordance with interagency regulatory guidance, these short-term deferrals are not considered troubled debt restructurings. The end of the deferral period on these loans will primarily be in the fourth quarter of 2020, and we anticipate that approximately 83 % of the loans will resume regular payments at the end of their deferral period. We expect that approximately 17 % of the loans in some sort of deferral program will be requesting additional relief. The loans requesting additional relief will include some customers in the industries that have been significantly impacted by the COVID-19 pandemic, including the hospitality sector, the oil and gas industry, and retail developments. With the passage of the Paycheck Protection Program (“PPP”), administered by the Small Business Association (“SBA”), we are actively assisting our customers with applications for loans through the PPP. PPP loans earn interest at 1% and PPP loans made prior to June 5, 2020 have a two-year term, while those made after June 5, 2020 have a five-year term; however, PPP loans also include forgiveness provisions that we expect most customers will utilize. Customers began submitting applications for the forgiveness program in the third quarter. PPP loans are intended to support weeks of payroll and certain other costs to help those businesses remain viable and allow their employees to pay their bills. As of November 3, 2020, we had 4,944 PPP loans totaling approximately $455,347,000 outstanding. The PPP loans are fully guaranteed by the U.S. government through the SBA. The Subsidiary Banks charge-off that portion of any loan which management considers to represent a loss as well as that portion of any other loan which is classified as a “loss” by bank examiners. Commercial and industrial or real estate loans are generally considered by management to represent a loss, in whole or part, when an exposure beyond any collateral coverage is apparent and when no further collection of the loss portion is anticipated based on the borrower’s financial condition and general economic conditions in the borrower’s industry. Generally, unsecured consumer loans are charged-off when 90 days past due. While our management believes that it is generally able to identify borrowers with financial problems reasonably early and to monitor credit extended to such borrowers carefully, there is no precise method of predicting loan losses. The determination that a loan is likely to be uncollectible and that it should be wholly or partially charged-off as a loss is an exercise of judgment. Similarly, the determination of the adequacy of the ACL can be made only on a subjective basis. It is the judgment of our management that the ACL at September 30, 2020 was adequate to absorb probable losses from loans in the portfolio at that date. The following tables present information regarding the aging of past due loans by loan class at September 30, 2020 and December 31, 2019: September 30, 2020 90 Days or Total 30 - 59 60 - 89 90 Days or greater & Past Total Days Days Greater still accruing Due Current Portfolio (Dollars in Thousands) Domestic Commercial $ 3,079 $ 238 $ 1,439 $ 971 $ 4,756 $ 1,873,223 $ 1,877,979 Commercial real estate: other construction & land development 2,242 16,603 142 142 18,987 1,924,443 1,943,430 Commercial real estate: farmland & commercial 1,702 259 — — 1,961 2,108,989 2,110,950 Commercial real estate: multifamily 22 137 — — 159 437,778 437,937 Residential: first lien 2,288 910 6,427 5,963 9,625 400,390 410,015 Residential: junior lien 564 722 945 945 2,231 621,400 623,631 Consumer 460 35 36 33 531 40,579 41,110 Foreign 461 250 205 205 916 143,267 144,183 Total past due loans $ 10,818 $ 19,154 $ 9,194 $ 8,259 $ 39,166 $ 7,550,069 $ 7,589,235 December 31, 2019 90 Days or Total 30 - 59 60 - 89 90 Days or greater & Past Total Days Days Greater still accruing Due Current Portfolio (Dollars in Thousands) Domestic Commercial $ 3,134 $ 626 $ 1,292 $ 421 $ 5,052 $ 1,287,608 $ 1,292,660 Commercial real estate: other construction & land development 509 55 — — 564 2,185,319 2,185,883 Commercial real estate: farmland & commercial 8,058 2,031 54,928 54,878 65,017 1,831,730 1,896,747 Commercial real estate: multifamily 313 — 165 — 478 189,952 190,430 Residential: first lien 3,229 1,670 3,660 3,107 8,559 425,342 433,901 Residential: junior lien 1,112 477 1,200 1,200 2,789 703,687 706,476 Consumer 467 75 88 88 630 47,170 47,800 Foreign 1,347 3 11 11 1,361 139,688 141,049 Total past due loans $ 18,169 $ 4,937 $ 61,344 $ 59,705 $ 84,450 $ 6,810,496 $ 6,894,946 The increase in Commercial Real Estate - Other Construction and Land Development loans 60-89 days past due at September 30, 2020 can be attributed a loan secured by a commercial pad site. The decrease in Commercial Real Estate - Farmland and Commercial loans 90 days or greater for the same period can be attributed to a relationship secured by real estate on which children’s learning centers are operated. A summary of the loan portfolio by credit quality indicator by loan class and by year of origination at September 30, 2020 is presented below. A summary of the loan portfolio by credit quality indicator presented at December 31, 2019, based on guidance prior to the adoption of ASU 2016-13, is also presented below: 2020 2019 2018 2017 2016 Prior Total (Dollars in Thousands) Balance at September 30, 2020 Domestic Commercial Pass $ 1,092,774 $ 307,257 $ 171,592 $ 133,566 $ 19,838 $ 11,571 $ 1,736,598 Special Review 72,904 393 — — — — 73,297 Watch List - Pass 1,227 34,757 29,658 — — 22 65,664 Watch List - Substandard — — 653 — 323 — 976 Watch List - Doubtful 799 314 163 168 — — 1,444 Total Commercial $ 1,167,704 $ 342,721 $ 202,066 $ 133,734 $ 20,161 $ 11,593 $ 1,877,979 Commercial real estate: other construction & land development Pass $ 613,492 $ 665,095 $ 450,605 $ 132,837 $ 13,965 $ 7,602 $ 1,883,596 Special Review 12,625 — — — — — 12,625 Watch List - Pass 2,344 25,185 — — — — 27,529 Watch List - Substandard 18,769 — — — — — 18,769 Watch List - Doubtful 118 793 — — — — 911 Total Commercial real estate: other construction & land development $ 6 |