LOANS | 5. LOANS The composition of loans is as follows (dollars in thousands): September 30, December 31, 2017 2016 Commercial real estate $ 409,269 $ 389,420 Commercial, financial, and agricultural 154,638 142,648 Commercial construction 8,892 11,505 One to four family residential real estate 204,419 205,945 Consumer 18,247 20,113 Consumer construction 12,684 12,226 Total loans $ 808,149 $ 781,857 The Corporation completed the acquisition of Peninsula Financial Corporation (“PFC”) on December 5, 2014, The First National Bank of Eagle River (“Eagle River”) on April 29, 2016 and Niagara Bancorporation (“Niagara”) on August 31, 2016. The PFC acquired impaired loans totaled $13.290 million, the Eagle River acquired impaired loans totaled $3.401 million, and the Niagara acquired impaired loans totaled $2.105 million. In the first nine months of 2017, the Corporation had positive resolution of acquired impaired loans, which resulted in the recognition of $.370 million of accretable interest. In the first nine months of 2016, the Corporation had positive resolution of one PFC acquired impaired loan which resulted in the recognition of approximately $96,000 of accretable interest. The table below details the outstanding balances of the PFC acquired portfolio and the fair value adjustments at acquisition date (dollars in thousands): Acquired Acquired Acquired Impaired Non-impaired Total Loans acquired - contractual payments $ 13,290 $ 53,849 $ 67,139 Nonaccretable difference (2,234) — (2,234) Expected cash flows 11,056 53,849 64,905 Accretable yield (744) (2,100) (2,844) Carrying balance at acquisition date $ 10,312 $ 51,749 $ 62,061 The table below details the outstanding balances of the Eagle River acquired portfolio and the fair value adjustments at acquisition date (dollars in thousands): Acquired Acquired Acquired Impaired Non-impaired Total Loans acquired - contractual payments $ 3,401 $ 80,737 $ 84,138 Nonaccretable difference (1,172) — (1,172) Expected cash flows 2,229 80,737 82,966 Accretable yield (391) (1,700) (2,091) Carrying balance at acquisition date $ 1,838 $ 79,037 $ 80,875 The table below details the outstanding balances of the Niagara acquired portfolio and the fair value adjustments at acquisition date (dollars in thousands): Acquired Acquired Acquired Impaired Non-impaired Total Loans acquired - contractual payments $ 2,105 $ 30,555 $ 32,660 Nonaccretable difference (265) — (265) Expected cash flows 1,840 30,555 32,395 Accretable yield (88) (600) (688) Carrying balance at acquisition date $ 1,752 $ 29,955 $ 31,707 The table below presents a rollforward of the accretable yield on acquired loans for the nine months ended September 30, 2017 (dollars in thousands): PFC Eagle River Niagara Acquired Acquired Acquired Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2016 $ 282 $ 642 $ 924 $ 236 $ 1,221 $ 1,457 $ 52 $ 505 $ 557 Accretion (310) (525) (835) (50) (466) (516) (10) (169) (179) Other adjustment to nonaccretable difference 215 — 215 37 — 37 (1) — (1) Balance, September 30, 2017 $ 187 $ 117 $ 304 $ 223 $ 755 $ 978 $ 41 $ 336 $ 377 The table below presents a rollforward of the accretable yield on acquired loans for the nine months ended September 30, 2016 (dollars in thousands): PFC Eagle Niagara Acquired Acquired Acquired Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2015 $ 426 $ 1,342 $ 1,768 $ — $ — $ — $ — $ — $ — Acquisitions — — — 391 1,700 2,091 88 600 688 Accretion — (525) (525) — (299) (299) — (49) (49) Reclassification from nonaccretable difference (80) — (80) (54) — (54) — — — Balance, September 30, 2016 $ 346 $ 817 $ 1,163 $ 337 $ 1,401 $ 1,738 $ 88 $ 551 $ 639 Allowance for Loan Losses An analysis of the allowance for loan losses for the nine months ended September 30, 2017 and the year ended September 30, 2016 is as follows (dollars in thousands): September 30, September 30, 2017 2016 Balance, January 1 $ 5,020 $ Recoveries on loans previously charged off 215 Loans charged off (505) Provision 400 Balance at end of period $ 5,130 $ 4,862 In the first nine months of 2017, net charge-offs were $.290 million, compared to net charge-offs of $.492 million in the same period in 2016. In the first nine months of 2017, the Corporation recorded a provision for loan loss of $.400 million compared to a $.350 million provision in the first nine months of 2016. The Corporation’s allowance for loan loss reserve policy calls for a measurement of the adequacy of the reserve at each quarter end. This process includes an analysis of the loan portfolio to take into account increases in loans outstanding and portfolio composition, historical loss rates, and specific reserve requirements of nonperforming loans. A breakdown of the allowance for loan losses and recorded balances in loans at September 30, 2017 is as follows (dollars in thousands): Commercial, One to four Commercial financial and Commercial family residential Consumer real estate agricultural construction real estate construction Consumer Unallocated Total Three Months Ended September 30, 2017 Allowance for loan loss reserve: Beginning balance ALLR $ 1,463 $ 695 $ 95 $ 259 $ 6 $ 15 $ 2,600 $ 5,133 Charge-offs — (171) — (27) — (52) — (250) Recoveries 10 31 1 1 — 4 — 47 Provision 25 187 3 4 — 59 (78) 200 Ending balance ALLR $ 1,498 $ 742 $ 99 $ 237 $ 6 $ 26 $ 2,522 $ 5,130 Nine Months Ended September 30, 2017 Allowance for loan loss reserve: Beginning balance ALLR $ 1,345 $ 614 $ 57 $ 296 $ 6 $ 90 $ 2,612 $ 5,020 Charge-offs — (264) — (76) — (165) — (505) Recoveries 72 35 2 63 — 43 — 215 Provision 81 357 40 (46) — 58 (90) 400 Ending balance ALLR $ 1,498 $ 742 $ 99 $ 237 $ 6 $ 26 $ 2,522 $ 5,130 At September 30, 2017 Loans: Ending balance $ 409,269 $ 154,638 $ 8,892 $ 204,419 $ 12,684 $ 18,247 $ — $ 808,149 Ending balance ALLR (1,498) (742) (99) (237) (6) (26) (2,522) (5,130) Net loans $ 407,771 $ 153,896 $ 8,793 $ 204,182 $ 12,678 $ 18,221 $ (2,522) $ 803,019 Ending balance ALLR: Individually evaluated $ 571 $ 331 $ 38 $ 19 $ — $ 17 $ — $ 976 Collectively evaluated 927 411 61 218 6 9 2,522 4,154 Total $ 1,498 $ 742 $ 99 $ 237 $ 6 $ 26 $ 2,522 $ 5,130 Ending balance Loans: Individually evaluated $ 1,801 $ 1,283 $ 377 $ 525 $ — $ 46 $ — $ 4,032 Collectively evaluated 405,610 153,355 8,515 202,281 12,633 18,201 — 800,595 Acquired with deteriorated credit quality 1,858 — — 1,613 51 — — 3,522 Total $ 409,269 $ 154,638 $ 8,892 $ 204,419 $ 12,684 $ 18,247 $ — $ 808,149 Impaired loans, by definition, are individually evaluated. A breakdown of the allowance for loan losses and recorded balances in loans at September 30, 2016 is as follows (dollars in thousands): Commercial, One to four Commercial financial and Commercial family residential Consumer real estate agricultural construction real estate construction Consumer Unallocated Total Three Months Ended September 30, 2016 Allowance for loan loss reserve: Beginning balance ALLR $ 1,824 $ 700 $ 78 $ 348 $ 5 $ 23 $ 1,755 $ 4,733 Charge-offs (20) — — (76) — (10) — (106) Recoveries 17 4 — 2 — 12 — 35 Provision (235) (180) (16) 133 1 49 448 200 Ending balance ALLR $ 1,586 $ 524 $ 62 $ 407 $ 6 $ 74 $ 2,203 $ 4,862 Nine Months Ended September 30, 2016 Allowance for loan loss reserve: Beginning balance ALLR $ 1,611 $ 645 $ 79 $ 274 $ 7 $ 64 $ 2,324 $ 5,004 Charge-offs (245) (206) — (125) — (36) — (612) Recoveries 40 40 — 4 7 29 — 120 Provision 180 45 (17) 254 (8) 17 (121) 350 Ending balance ALLR $ 1,586 $ 524 $ 62 $ 407 $ 6 $ 74 $ 2,203 $ 4,862 At September 30, 2016 Loans: Ending balance $ 362,858 $ 136,065 $ 14,343 $ 211,072 $ 11,768 $ 20,698 $ — $ 756,804 Ending balance ALLR (1,586) (524) (62) (407) (6) (74) (2,203) (4,862) Net loans $ 361,272 $ 135,541 $ 14,281 $ 210,665 $ 11,762 $ 20,624 $ (2,203) $ 751,942 Ending balance ALLR: Individually evaluated $ 570 $ 252 $ — $ 68 $ — $ 64 $ — $ 954 Collectively evaluated 1,016 272 62 339 6 10 2,203 3,908 Total $ 1,586 $ 524 $ 62 $ 407 $ 6 $ 74 $ 2,203 $ 4,862 Ending balance Loans: Individually evaluated $ 2,035 $ 329 $ — $ 1,038 $ — $ 288 $ — $ 3,690 Collectively evaluated 357,030 135,736 14,343 206,199 11,709 20,410 — 745,427 Acquired with deteriorated credit quality 3,793 — — 3,835 59 — — 7,687 Total $ 362,858 $ 136,065 $ 14,343 $ 211,072 $ 11,768 $ 20,698 $ — $ 756,804 As part of the management of the loan portfolio, risk ratings are assigned to all commercial loans. Through the loan review process, ratings are modified as believed to be appropriate to reflect changes in the credit. Our ability to manage credit risk depends in large part on our ability to properly identify and manage problem loans. To do so, we operate a credit risk rating system under which our credit management personnel assign a credit risk rating to each loan at the time of origination and review loans on a regular basis to determine each loan’s credit risk rating on a scale of 1 through 8, with higher scores indicating higher risk. The credit risk rating structure used is shown below. In the context of the credit risk rating structure, the term Classified is defined as a problem loan which may or may not be in a nonaccrual status, dependent upon current payment status and collectability. Strong (1) Borrower is not vulnerable to sudden economic or technological changes. They have “strong” balance sheets and are within an industry that is very typical for our markets or type of lending culture. Borrowers also have “strong” financial and cash flow performance and excellent collateral (low loan to value or readily available to liquidate collateral) in conjunction with an impeccable repayment history. Good (2) Borrower shows limited vulnerability to sudden economic change. These borrowers have “above average” financial and cash flow performance and a very good repayment history. The balance sheet of the company is also very good as compared to peer and the company is in an industry that is familiar to our markets or our type of lending. The collateral securing the deal is also very good in terms of its type, loan to value, and other relevant characteristics. Average (3) Borrower is typically a well-seasoned business, however may be susceptible to unfavorable changes in the economy, and could be somewhat affected by seasonal factors. The borrowers within this category exhibit financial and cash flow performance that appear “average” to “slightly above average” when compared to peer standards and they show an adequate payment history. Collateral securing this type of credit is good, exhibiting above average loan to values, and other relevant characteristics. Acceptable/Acceptable Watch (4) A borrower within this category exhibits financial and cash flow performance that appear adequate and satisfactory when compared to peer standards and they show a satisfactory payment history. The collateral securing the request is within supervisory limits and overall is acceptable. Borrowers rated acceptable could also be newer businesses that are typically susceptible to unfavorable changes in the economy, and more than likely could be affected by seasonal factors. Special Mention (5) The borrower may have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the institution’s credit position at some future date. Special mention assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification. Examples of this type of credit include a start-up company fully based on projections, a documentation issue that needs to be corrected or a general market condition that the borrower is working through to get corrected. Substandard (6) Substandard loans are classified assets exhibiting a number of well-defined weaknesses that jeopardize normal repayment. The assets are no longer adequately protected due to declining net worth, lack of earning capacity, or insufficient collateral offering the distinct possibility of the loss of a portion of the loan principal. Loans classified as substandard clearly represent troubled and deteriorating credit situations requiring constant supervision. Doubtful (7) Loans in this category exhibit the same, if not more pronounced weaknesses used to describe the substandard credit. Loans are frozen with collection improbable. Such loans are not yet rated as Charge-off because certain actions may yet occur which would salvage the loan. Charge-off/Loss (8) Loans in this category are largely uncollectible and should be charged against the loan loss reserve immediately. General Reserves: For loans with a credit risk rating of 5 or better and any loans with a risk rating of 6 or 7 not considered impaired, reserves are established based on the type of loan collateral, if any, and the assigned credit risk rating. Determination of the allowance is inherently subjective as it requires significant estimates, including the amounts and timing of expected future cash flows on impaired loans, estimated losses on pools of homogenous loans based on historical loss experience, and consideration of current environmental factors and economic trends, all of which may be susceptible to significant change. Using a historical average loss by loan type as a base, each loan graded as higher risk is assigned a specific percentage. The residential real estate and consumer loan portfolios are assigned a loss percentage as a homogenous group. If, however, on an individual loan the projected loss based on collateral value and payment histories is in excess of the computed allowance, the allocation is increased for the higher anticipated loss. These computations provide the basis for the allowance for loan losses as recorded by the Corporation. Below is a breakdown of loans by risk category as of September 30, 2017 (dollars in thousands): (4) (1) (2) (3) Acceptable/ (5) (6) (7) Rating Strong Good Average Acceptable Watch Special Mention Substandard Doubtful Unassigned Total Commercial real estate $ 4,058 $ 20,655 $ 156,563 $ 213,805 $ 9,529 $ 4,659 $ — $ — $ 409,269 Commercial, financial and agricultural 13,262 9,282 49,947 75,366 5,394 1,387 — — 154,638 Commercial construction — 313 3,043 1,170 377 653 — 3,336 8,892 One-to-four family residential real estate 125 1,356 2,588 5,370 1,111 3,720 — 190,149 204,419 Consumer construction — — — — — 14 — 12,670 12,684 Consumer — — — 29 6 75 — 18,137 18,247 Total loans $ 17,445 $ 31,606 $ 212,141 $ 295,740 $ 16,417 $ 10,508 $ — $ 224,292 $ 808,149 Below is a breakdown of loans by risk category as of December 31, 2016 (dollars in thousands): (4) (1) (2) (3) Acceptable/ (5) (6) (7) Rating Strong Good Average Acceptable Watch Special Mention Substandard Doubtful Unassigned Total Commercial real estate $ 3,021 $ 23,940 $ 140,618 $ 216,518 $ $ 5,323 $ — $ — $ 389,420 Commercial, financial and agricultural 10,421 13,434 49,434 67,582 1,777 — — 142,648 Commercial construction — 900 3,146 2,660 385 — 4,414 11,505 One-to-four family residential real estate 740 1,373 3,412 9,585 5,493 — 185,342 205,945 Consumer construction 28 — — — — 17 — 12,181 12,226 Consumer 20 — 15 55 103 — 19,920 20,113 Total loans $ 14,230 $ 39,647 $ 196,625 $ 296,400 $ — $ 13,098 $ — $ 221,857 $ 781,857 Impaired Loans Nonperforming loans are those which are contractually past due 90 days or more as to interest or principal payments, on nonaccrual status, or loans, the terms of which have been renegotiated to provide a reduction or deferral on interest or principal. Loans are considered impaired when, based on current information and events, it is probable the Corporation 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. Impairment is evaluated in total for smaller-balance loans of a similar nature and on an individual loan basis for other loans. If a loan is impaired, a specific valuation allowance is allocated, if necessary, so that the loan is reported net, at the present value of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral. 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. Impaired loans, or portions thereof, are charged off when deemed uncollectible. The following is a summary of impaired loans and their effect on interest income (dollars in thousands): QTD YTD QTD YTD Nonaccrual Nonaccrual Accrual Average Average Related Interest Income Interest Income Recorded Balance Unpaid Balance Basis Investment Investment Valuation Reserve on Accrual Basis on Accrual Basis September 30, 2017 With no valuation reserve: Commercial real estate $ 697 $ 698 $ 1,858 $ 1,243 $ 1,331 $ — $ 29 $ 180 Commercial, financial and agricultural 7 8 — 29 152 — — — Commercial construction — — — 1,290 — — — — One to four family residential real estate 1,293 1,293 1,613 — 1,432 — 28 160 Consumer construction 14 14 53 14 14 — 1 3 Consumer 59 59 — 47 44 — 1 2 With a valuation reserve: Commercial real estate $ 680 $ 680 $ — $ 586 $ 426 $ 247 $ — $ — Commercial, financial and agricultural 201 201 — 169 140 49 — — Commercial construction — — — — — — — — One to four family residential real estate 114 115 — 160 178 53 — — Consumer construction — — — — — — — — Consumer — — — — — — — — Total: Commercial real estate $ 1,377 $ 1,378 $ 1,858 $ 1,829 $ 1,757 $ 247 $ 29 $ 180 Commercial, financial and agricultural 208 209 — 198 292 49 — — Commercial construction — — — 1,290 — — — — One to four family residential real estate 1,407 1,408 1,613 160 1,610 53 28 160 Consumer construction 14 14 53 14 14 — 1 3 Consumer 59 59 — 47 44 — 1 2 Total $ 3,065 $ 3,068 $ 3,524 $ 3,538 $ 3,717 $ 349 $ 59 $ 345 Nonaccrual Nonaccrual YTD YTD Recorded Unpaid Accrual Average Related Interest Income Balance Balance Basis Investment Valuation Reserve on Accrual Basis December 31, 2016 With no valuation reserve: Commercial real estate $ 1,426 $ 1,891 $ 3,234 $ 5,318 $ — $ 232 Commercial, financial and agricultural 11 11 — 116 — 3 Commercial construction — — — — — — One to four family residential real estate 1,623 2,198 2,792 4,500 — 196 Consumer construction 17 22 57 36 — 4 Consumer 82 86 4 127 — 2 With a valuation reserve: Commercial real estate $ 306 $ 328 $ — $ 103 $ 50 $ — Commercial, financial and agricultural 326 357 — 109 231 — Commercial construction — — — — — — One to four family residential real estate 333 333 — 171 94 — Consumer construction — — — — — — Consumer — — — 5 5 — Total: Commercial real estate $ 1,732 $ 2,219 $ 3,234 $ 5,421 $ 50 $ 232 Commercial, financial and agricultural 337 368 — 225 231 3 Commercial construction — — — — — — One to four family residential real estate 1,956 2,531 2,792 4,671 94 196 Consumer construction 17 22 57 36 — 4 Consumer 82 86 4 132 5 2 Total $ 4,124 $ 5,226 $ 6,087 $ 10,485 $ 380 $ 437 A summary of past due loans at September 30, 2017 and December 31, 2016 is as follows (dollars in thousands): September 30, December 31, 2017 2016 30-89 days 90+ days 30-89 days 90+ days Past Due Past Due/ Past Due Past Due/ (accruing) Nonaccrual Total (accruing) Nonaccrual Total Commercial real estate $ 247 $ 1,320 $ 1,567 $ 942 $ 1,732 $ 2,674 Commercial, financial and agricultural 478 265 743 186 337 523 Commercial construction — 14 14 — — — One to four family residential real estate 1,847 1,408 3,255 2,113 1,956 4,069 Consumer construction — — — — 17 17 Consumer 86 58 144 133 82 215 Total past due loans $ 2,658 $ 3,065 $ 5,723 $ 3,374 $ 4,124 $ 7,498 Troubled Debt Restructuring Troubled debt restructurings (“TDR”) are determined on a loan-by-loan basis. Generally restructurings are related to interest rate reductions, loan term extensions and short term payment forbearance as means to maximize collectability of troubled credits. If a portion of the TDR loan is uncollectible (including forgiveness of principal), the uncollectible amount will be charged off against the allowance at the time of the restructuring. In general, a borrower must make at least six consecutive timely payments before the Corporation would consider a return of a restructured loan to accruing status in accordance with FDIC guidelines regarding restoration of credits to accrual status. The Corporation has, in accordance with generally accepted accounting principles and applicable accounting standard updates, evaluated all loan modifications to determine the fair value impact of the underlying asset. The carrying amount of the loan is compared to the expected payments to be received, discounted at the loan’s original rate, or for collateral dependent loans, to the fair value of the collateral. There were no troubled debt restructurings that occurred during the nine months ended September 30, 2017 or September 30, 2016. Insider Loans The Bank, in the ordinary course of business, grants loans to the Corporation’s executive officers and directors, including their families and firms in which they are principal owners. Activity in such loans is summarized below (dollars in thousands): Nine Months Ended Nine Months Ended September 30, September 30, 2017 2016 Loans outstanding, January 1 $ 9,195 $ 6,887 New loans — — Net activity on revolving lines of credit 554 1,720 Repayment (476) (2,269) Loans outstanding at end of period $ 9,273 $ There were no loans to related parties classified substandard as of September 30, 2017 or September 30, 2016. In addition to the outstanding balances above, there were unfunded commitments of $1.921 million to related parties at Septemebr 30, 2017. |