LOANS | 5. LOANS The composition of loans is as follows (dollars in thousands): June 30, December 31, 2018 2017 Commercial real estate $ 478,798 $ 406,742 Commercial, financial, and agricultural 185,032 156,951 Commercial construction 20,895 9,243 One to four family residential real estate 284,041 209,890 Consumer 19,202 17,434 Consumer construction 15,409 10,818 Total loans $ 1,003,377 $ 811,078 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, Niagara Bancorporation (“Niagara”) on August 31, 2016 and First Federal of Northern Michigan Bancorp (“FFNM”) on May 18, 2018. The PFC acquired impaired loans totaled $13.290 million, the Eagle River acquired impaired loans totaled $3.401 million, the Niagara acquired impaired loans totaled $2.105 million, and the FFNM acquired impaired loans totaled $5.440 million. In the first six months of 2018, the Corporation had positive resolution of acquired impaired loans, which resulted in the recognition of approximately $30,000 of accretable interest. In the first six months of 2017, the Corporation had positive resolution of one PFC acquired impaired loan which resulted in the recognition of approximately $100,000 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 details the outstanding balances of the FFNM acquired portfolio and the fair value adjustments at acquisition date (dollars in thousands): Acquired Acquired Acquired Impaired Non-impaired Total Loans acquired - contractual payments $ 5,440 $ 187,302 $ 192,742 Nonaccretable difference (2,100) — (2,100) Expected cash flows 3,340 187,302 190,642 Accretable yield (700) (4,498) (5,198) Carrying balance at acquisition date $ 2,640 $ 182,804 $ 185,444 The table below presents a rollforward of the accretable yield on acquired loans for the six months ended June 30, 2018 (dollars in thousands): PFC Eagle River Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2017 $ 149 $ — $ 149 $ 218 $ 603 $ 821 Accretion (30) — (30) — (297) (297) Reclassification from nonaccretable difference 23 — 23 — — — Balance, June 30, 2018 $ 142 $ — $ 142 $ 218 $ 306 $ 524 Niagara First Federal Northern Michigan Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2017 $ 38 $ 281 $ 319 $ — $ — $ — Acquisition activity — — — 700 4,498 5,198 Accretion — (108) (108) — (83) (83) Reclassification from nonaccretable difference — — — — — — Balance, June 30, 2018 $ 38 $ 173 $ 211 $ 700 $ 4,415 $ 5,115 The table below presents a rollforward of the accretable yield on acquired loans for the six months ended June 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 (100) (350) (450) — (313) (313) — (114) (114) Reclassification from nonaccretable difference 32 — 32 — — — (8) — (8) Balance, June 30, 2017 $ 214 $ 292 $ 506 $ 236 $ 908 $ 1,144 $ 44 $ 391 $ 435 Allowance for Loan Losses An analysis of the allowance for loan losses for the six months ended June 30, 2018 and June 30, 2017 is as follows (dollars in thousands): June 30, June 30, 2018 2017 Balance, January 1 $ 5,079 $ 5,020 Recoveries on loans previously charged off 264 168 Loans charged off (352) Provision 150 200 Balance at end of period $ 5,141 $ 5,133 In the first six months of 2018, net charge-offs were $88,000, compared to net charge-offs of $87,000 in the same period in 2017. In the first six months of 2018, the Corporation recorded a provision for loan loss of $.150 million compared to a $.200 million provision for loan losses in the first six months of 2017. 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 June 30, 2018 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 June 30, 2018 Allowance for loan loss reserve: Beginning balance ALLR $ 1,127 $ 547 $ 54 $ 173 $ 6 $ 9 $ 3,185 $ 5,101 Charge-offs (1) (128) — (100) — (70) — (299) Recoveries 23 156 — 50 — 10 — 239 Provision 319 (80) (1) 157 1 60 (356) 100 Ending balance ALLR $ 1,468 $ 495 $ 53 $ 280 $ 7 $ 9 $ 2,829 $ 5,141 Six Months Ended June 30, 2018 Allowance for loan loss reserve: Beginning balance ALLR $ 1,650 $ 576 $ 54 $ 160 $ 6 $ 10 $ 2,623 $ 5,079 Charge-offs (1) (128) — (147) — (76) — (352) Recoveries 30 159 1 52 — 22 — 264 Provision (211) (112) (2) 215 1 53 206 150 Ending balance ALLR $ 1,468 $ 495 $ 53 $ 280 $ 7 $ 9 $ 2,829 $ 5,141 At June 30, 2018 Loans: Ending balance $ 478,798 $ 185,032 $ 20,895 $ 284,041 $ 15,409 $ 19,202 $ — $ 1,003,377 Ending balance ALLR (1,468) (495) (53) (280) (7) (9) (2,829) (5,141) Net loans $ 477,330 $ 184,537 $ 20,842 $ 283,761 $ 15,402 $ 19,193 $ (2,829) $ 998,236 Ending balance ALLR: Individually evaluated $ 500 $ 264 $ — $ — $ — $ — $ — $ 764 Collectively evaluated 968 231 53 280 7 9 2,829 4,377 Total $ 1,468 $ 495 $ 53 $ 280 $ 7 $ 9 $ 2,829 $ 5,141 Ending balance Loans: Individually evaluated $ 2,447 $ 1,324 $ 372 $ — $ — $ — $ — $ 4,143 Collectively evaluated 467,159 183,535 20,523 281,144 15,364 19,117 — 986,842 Acquired with deteriorated credit quality 9,192 173 — 2,897 45 85 — 12,392 Total $ 478,798 $ 185,032 $ 20,895 $ 284,041 $ 15,409 $ 19,202 $ — $ 1,003,377 Impaired loans, by definition, are individually evaluated. A breakdown of the allowance for loan losses and recorded balances in loans at June 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 June 30, 2017 Allowance for loan loss reserve: Beginning balance ALLR $ 1,360 $ 650 $ 95 $ 265 $ 7 $ 15 $ 2,754 $ 5,146 Charge-offs — (93) — — — (36) — (129) Recoveries 28 3 — 1 1 33 — 66 Provision 75 135 — (7) (2) 3 (154) 50 Ending balance ALLR $ 1,463 $ 695 $ 95 $ 259 $ 6 $ 15 $ 2,600 $ 5,133 Six Months Ended June 30, 2017 Allowance for loan loss reserve: Beginning balance ALLR $ 1,345 $ 614 $ 57 $ 296 $ 6 $ 90 $ 2,612 $ 5,020 Charge-offs — (93) — (49) — (113) — (255) Recoveries 62 4 — 62 1 39 — 168 Provision 56 170 38 (50) (1) (1) (12) 200 Ending balance ALLR $ 1,463 $ 695 $ 95 $ 259 $ 6 $ 15 $ 2,600 $ 5,133 At June 30, 2017 Loans: Ending balance $ 397,655 $ 151,588 $ 10,145 $ 200,771 $ 11,535 $ 19,059 $ — $ 790,753 Ending balance ALLR (1,463) (695) (95) (259) (6) (15) (2,600) (5,133) Net loans $ 396,192 $ 150,893 $ 10,050 $ 200,512 $ 11,529 $ 19,044 $ (2,600) $ 785,620 Ending balance ALLR: Individually evaluated $ 525 $ 415 $ 38 $ 39 $ — $ 5 $ — $ 1,022 Collectively evaluated 938 280 57 220 6 10 2,600 4,111 Total $ 1,463 $ 695 $ 95 $ 259 $ 6 $ 15 $ 2,600 $ 5,133 Ending balance Loans: Individually evaluated $ 1,536 $ 1,456 $ 381 $ 733 $ — $ 5 $ — $ 4,111 Collectively evaluated 393,322 150,132 9,764 198,400 11,482 19,054 — 782,154 Acquired with deteriorated credit quality 2,797 — — 1,638 53 — — 4,488 Total $ 397,655 $ 151,588 $ 10,145 $ 200,771 $ 11,535 $ 19,059 $ — $ 790,753 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 (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. Acceptable Watch (44) 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. Acceptable Watch 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 44 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 June 30, 2018 (dollars in thousands): (1) (2) (3) (4) (44) (6) (7) Rating Strong Good Average Acceptable Acceptable Watch Substandard Doubtful Unassigned Total Commercial real estate $ 10,788 $ 24,122 $ 176,912 $ 248,143 $ 16,215 $ 2,618 $ — $ — $ 478,798 Commercial, financial and agricultural 11,434 8,990 64,757 95,680 2,808 1,363 — — 185,032 Commercial construction 471 284 3,934 6,858 639 371 — 8,338 20,895 One-to-four family residential real estate — 1,358 2,509 6,191 1,138 3,068 — 269,777 284,041 Consumer construction — — — — — 12 — 15,397 15,409 Consumer — — — 25 3 21 — 19,153 19,202 Total loans $ 22,693 $ 34,754 $ 248,112 $ 356,897 $ 20,803 $ 7,453 $ — $ 312,665 $ 1,003,377 Below is a breakdown of loans by risk category as of December 31, 2017 (dollars in thousands): (1) (2) (3) (4) (44) (6) (7) Rating Strong Good Average Acceptable Acceptable Watch Substandard Doubtful Unassigned Total Commercial real estate $ 2,775 $ 23,929 $ 159,385 $ 207,921 $ 8,700 $ 4,032 $ — $ — $ 406,742 Commercial, financial and agricultural 11,528 8,980 53,448 77,964 3,658 1,373 — — 156,951 Commercial construction — 308 2,749 1,310 648 374 — 3,854 9,243 One-to-four family residential real estate — 1,377 2,575 5,449 1,212 3,515 — 195,762 209,890 Consumer construction — — — — — 14 — 10,804 10,818 Consumer — — — 28 5 96 — 17,305 17,434 Total loans $ 14,303 $ 34,594 $ 218,157 $ 292,672 $ 14,223 $ 9,404 $ — $ 227,725 $ 811,078 Impaired Loans Impaired 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): Impaired Loans Impaired Loans Total Unpaid Related with No Related with Related Impaired Principal Allowance for Allowance Allowance Loans Balance Loan Losses June 30, 2018 Commercial real estate $ 9,192 $ 2,447 $ 11,639 $ 10,549 $ 500 Commercial, financial and agricultural 173 1,324 1,497 1,700 264 Commercial construction — 372 372 372 — One to four family residential real estate 2,897 — 2,897 3,809 — Consumer construction 45 — 45 105 — Consumer 85 — 85 104 — Total $ $ $ $ $ December 31, 2017 Commercial real estate $ 1,511 $ 516 $ 2,027 $ 3,326 $ 168 Commercial, financial and agricultural — 166 166 326 166 Commercial construction — — — — — One to four family residential real estate 1,621 — 1,621 2,315 — Consumer construction 17 — 17 66 — Consumer 21 — 21 21 — Total $ 3,170 $ 682 $ 3,852 $ 6,054 $ 334 Individually Evaluated Impaired Loans June 30, 2018 December 31, 2017 Average Interest Income Average Interest Income Balance for Recognized for Balance for Recognized for the Period the Period the Period the Period Commercial real estate $ 3,269 $ 96 $ 2,784 $ 141 Commercial, financial and agricultural 826 34 246 1 Commercial construction 186 11 — — One to four family residential real estate 2,141 53 2,057 134 Consumer construction 63 2 37 3 Consumer 20 1 13 2 Total $ 6,505 $ 197 $ 5,137 $ 281 A summary of past due loans at June 30, 2018 and December 31, 2017 is as follows (dollars in thousands): June 30, December 31, 2018 2017 30-89 days 30-89 days Past Due 90+ days Past Due 90+ days (accruing) Past Due Nonaccrual Total (accruing) Past Due Nonaccrual Total Commercial real estate $ 1,443 $ — $ 1,231 $ 2,674 $ 460 $ — $ 866 $ 1,326 Commercial, financial and agricultural 482 — 334 816 16 — 338 354 Commercial construction 56 — 645 701 73 — 14 87 One to four family residential real estate 2,398 — 2,794 5,192 3,424 — 1,350 4,774 Consumer construction — — — — — — — — Consumer 39 — 21 60 72 — — 72 Total past due loans $ 4,418 $ — $ 5,025 $ 9,443 $ 4,045 $ — $ 2,568 $ 6,613 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 was one troubled debt restructuring that occurred during the six months ended June 30, 2018 and no troubled debt restructurings during the six months ended June 30, 2017. 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): Six Months Ended Six Months Ended June 30, June 30, 2018 2017 Loans outstanding, January 1 $ 10,037 $ 9,195 Net activity on revolving lines of credit — 561 Repayment (1,143) (386) Loans outstanding at end of period $ 8,894 $ 9,370 There were no loans to related parties classified substandard as of June 30, 2018 or June 30, 2017. In addition to the outstanding balances above, there were unfunded commitments of $.756 million to related parties at June 30, 2018. |