LOANS | 5. LOANS The composition of loans is as follows (dollars in thousands): March 31, December 31, 2021 2020 Commercial real estate $ 496,257 $ 498,450 Commercial, financial, and agricultural 273,087 273,759 Commercial construction 49,240 47,698 One to four family residential real estate 214,034 227,044 Consumer 18,392 18,980 Consumer construction 12,746 11,661 Total loans $ 1,063,756 $ 1,077,592 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, First Federal of Northern Michigan Bancorp (“FFNM”) on May 18, 2018 and Lincoln Community Bank (“Lincoln”) on October 1, 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, the FFNM acquired impaired loans totaled $5.440 million, and the Lincoln acquired impaired loans totaled $1.901 million. 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 details the outstanding balances of the Lincoln acquired portfolio and the fair value adjustments at acquisition date (dollars in thousands): Acquired Acquired Acquired Impaired Non-impaired Total Loans acquired - contractual payments $ 1,901 $ 37,700 $ 39,601 Nonaccretable difference (421) — (421) Expected cash flows 1,480 37,700 39,180 Accretable yield (140) (493) (633) Carrying balance at acquisition date $ 1,340 $ 37,207 $ 38,547 The table below presents a rollforward of the accretable yield on acquired loans for the three months ended March 31, 2021 (dollars in thousands): PFC Eagle River Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2020 $ 53 $ — $ 53 $ 183 $ — $ 183 Accretion (2) — (2) — — — Reclassification from nonaccretable difference 2 — 2 — — — Balance, March 31, 2021 $ 53 $ — $ 53 $ 183 $ — $ 183 Niagara First Federal Northern Michigan Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2020 $ 12 $ — $ 12 $ 292 $ 869 $ 1,161 Accretion — — — (3) (205) (208) Reclassification from nonaccretable difference — — — 2 (1) 1 Balance, March 31, 2021 $ 12 $ — $ 12 $ 291 $ 663 $ 954 Lincoln Community Bank Total Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2020 $ 85 $ 130 $ 215 $ 625 $ 999 $ 1,624 Accretion (1) (26) (27) (6) (231) (237) Reclassification from nonaccretable difference 1 — 1 5 (1) 4 Balance, March 31, 2021 $ 85 $ 104 $ 189 $ 624 $ 767 $ 1,391 The table below presents a rollforward of the accretable yield on acquired loans for the three months ended March 31, 2020 (dollars in thousands): PFC Eagle River Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2019 $ 105 $ — $ 105 $ 209 $ — $ 209 Accretion (90) — (90) (77) — (77) Reclassification from nonaccretable difference 52 — 52 58 — 58 Balance, March 31, 2020 $ 67 $ — $ 67 $ 190 $ — $ 190 Niagara First Federal Northern Michigan Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2019 $ 19 $ — $ 19 $ 518 $ 1,953 $ 2,471 Accretion (4) — (4) (237) (310) (547) Reclassification from nonaccretable difference 3 — 3 177 — 177 Balance, March 31, 2020 $ 18 $ — $ 18 $ 458 $ 1,643 $ 2,101 Lincoln Community Bank Total Acquired Acquired Acquired Acquired Acquired Acquired Impaired Non-impaired Total Impaired Non-impaired Total Balance, December 31, 2019 $ 108 $ 264 $ 372 $ 959 $ 2,217 $ 3,176 Accretion (3) (38) (41) (411) (348) (759) Reclassification from nonaccretable difference 3 — 3 293 — 293 Balance, March 31, 2020 $ 108 $ 226 $ 334 $ 841 $ 1,869 $ 2,710 Allowance for Loan Losses An analysis of the allowance for loan losses for the three months ended March 31, 2021 and March 30, 2020 is as follows (dollars in thousands): March 31, March 31, 2021 2020 Balance, January 1 $ 5,816 $ 5,308 Recoveries on loans previously charged off 31 29 Loans charged off (55) (145) Provision 50 100 Balance at end of period $ 5,842 $ 5,292 In the first three months of 2021, net charge-offs were $24,000, compared to net charge-offs of $116,000 in the same period in 2020. In the first three months of 2021, the Corporation recorded a provision for loan loss of $50,000 compared to a $100,000 provision for loan losses in the first three months of 2020. 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 March 31, 2021 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 Allowance for loan loss reserve: Beginning balance ALLR $ 2,983 $ 1,734 $ 209 $ 605 $ 8 $ 5 $ 272 $ 5,816 Charge-offs (8) — — (18) (29) — — (55) Recoveries 3 11 — 5 12 — — 31 Provision (240) 331 — (32) 17 1 (27) 50 Ending balance ALLR $ 2,738 $ 2,076 $ 209 $ 560 $ 8 $ 6 $ 245 $ 5,842 Loans: Ending balance $ 496,257 $ 273,087 $ 49,240 $ 214,034 $ 12,746 $ 18,392 $ — $ 1,063,756 Ending balance ALLR (2,738) (2,076) (209) (560) (8) (6) (245) (5,842) Net loans $ 493,519 $ 271,011 $ 49,031 $ 213,474 $ 12,738 $ 18,386 $ (245) $ 1,057,914 Ending balance ALLR: Individually evaluated $ 277 $ 594 $ — $ — $ — $ — $ — $ 871 Collectively evaluated 2,461 1,482 209 560 8 6 245 4,971 Total $ 2,738 $ 2,076 $ 209 $ 560 $ 8 $ 6 $ 245 $ 5,842 Ending balance Loans: Individually evaluated $ 1,975 $ 3,887 $ 261 $ — $ — $ — $ — $ 6,123 Collectively evaluated 493,125 268,972 48,890 213,231 12,730 18,392 — 1,055,340 Acquired with deteriorated credit quality 1,157 228 89 803 16 — — 2,293 Total $ 496,257 $ 273,087 $ 49,240 $ 214,034 $ 12,746 $ 18,392 $ — $ 1,063,756 Impaired loans, by definition, are individually evaluated. In the first three months of 2021, the Corporation booked a provision for loan losses of $50,000 as a result of changes in environmental factors. A breakdown of the allowance for loan losses and recorded balances in loans at March 31, 2020 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 Allowance for loan loss reserve: Beginning balance ALLR $ 1,189 $ 1,197 $ 71 $ 148 $ 11 $ 13 $ 2,679 $ 5,308 Charge-offs — (66) — (22) (8) (49) — (145) Recoveries 6 — — 10 — 13 — 29 Provision 623 502 27 291 7 33 (1,383) 100 Ending balance ALLR $ 1,818 $ 1,633 $ 98 $ 427 $ 10 $ 10 $ 1,296 $ 5,292 Loans: Ending balance $ 522,659 $ 207,727 $ 29,971 $ 244,059 $ 19,386 $ 20,375 $ — $ 1,044,177 Ending balance ALLR (1,818) (1,633) (98) (427) (10) (10) (1,296) (5,292) Net loans $ 520,841 $ 206,094 $ 29,873 $ 243,632 $ 19,376 $ 20,365 $ (1,296) $ 1,038,885 Ending balance ALLR: Individually evaluated $ 913 $ 476 $ — $ — $ — $ — $ — $ 1,389 Collectively evaluated 905 1,157 98 427 10 10 1,296 3,903 Total $ 1,818 $ 1,633 $ 98 $ 427 $ 10 $ 10 $ 1,296 $ 5,292 Ending balance Loans: Individually evaluated $ 2,278 $ 1,454 $ — $ — $ — $ — $ — $ 3,732 Collectively evaluated 518,642 203,857 29,604 243,251 19,386 20,374 — 1,035,114 Acquired with deteriorated credit quality 1,739 2,416 367 808 — 1 — 5,331 Total $ 522,659 $ 207,727 $ 29,971 $ 244,059 $ 19,386 $ 20,375 $ — $ 1,044,177 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 March 31, 2021 (dollars in thousands): (1) (2) (3) (4) (44) (6) (7) Rating Strong Good Average Acceptable Acceptable Watch Substandard Doubtful Unassigned Total Commercial real estate $ 7,621 $ 10,114 $ 225,610 $ 246,287 $ 2,632 $ 3,993 $ — $ — $ 496,257 Commercial, financial and agricultural 120,509 12,715 48,855 86,331 597 4,080 — — 273,087 Commercial construction — 37 20,465 16,530 488 381 — 11,339 49,240 One-to-four family residential real estate — 2,120 4,698 16,766 365 1,605 — 188,480 214,034 Consumer construction — — — — — — — 12,746 12,746 Consumer — 60 114 1,234 — 51 — 16,933 18,392 Total loans $ 128,130 $ 25,046 $ 299,742 $ 367,148 $ 4,082 $ 10,110 $ — $ 229,498 $ 1,063,756 At March 31, 2021, $109.733 million of Paycheck Protection Program (“PPP”) loans are included with a risk rating of “1” in the Commercial, financial and agricultural category. Below is a breakdown of loans by risk category as of December 31, 2020 (dollars in thousands): (1) (2) (3) (4) (44) (6) (7) Rating Strong Good Average Acceptable Acceptable Watch Substandard Doubtful Unassigned Total Commercial real estate $ 7,425 $ 10,521 $ 223,875 $ 249,159 $ 3,352 $ 4,118 $ — $ — $ 498,450 Commercial, financial and agricultural 116,107 6,760 51,150 94,743 656 4,343 — — 273,759 Commercial construction — 40 19,063 16,671 600 385 — 10,939 47,698 One-to-four family residential real estate — 3,139 5,614 18,864 369 1,814 — 197,244 227,044 Consumer construction — — — — — — — 11,661 11,661 Consumer — 79 128 1,141 — 67 — 17,565 18,980 Total loans $ 123,532 $ 20,539 $ 299,830 $ 380,578 $ 4,977 $ 10,727 $ — $ 237,409 $ 1,077,592 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 March 31, 2021 Commercial real estate $ 1,587 $ 1,545 $ 3,132 $ 5,343 $ 277 Commercial, financial and agricultural 2,885 1,230 4,115 4,247 594 Commercial construction 350 — 350 480 — One to four family residential real estate 803 — 803 2,057 — Consumer construction — — — — — Consumer 16 — 16 17 — Total $ 5,641 $ 2,775 $ 8,416 $ 12,144 $ 871 December 31, 2020 Commercial real estate $ 1,251 $ 2,309 $ 3,560 $ 5,786 $ 476 Commercial, financial and agricultural 2,423 1,445 3,868 3,946 679 Commercial construction 537 — 537 678 — One to four family residential real estate 869 — 869 1,993 — Consumer construction — — — — — Consumer 16 — 16 19 — Total $ 5,096 $ 3,754 $ 8,850 $ 12,422 $ 1,155 Individually Evaluated Impaired Loans March 31, 2021 December 31, 2020 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 $ 5,671 $ 62 $ 6,860 $ 270 Commercial, financial and agricultural 883 4 1,204 13 Commercial construction 117 6 541 27 One to four family residential real estate 2,571 31 3,064 135 Consumer construction — — — — Consumer 28 — 37 1 Total $ 9,270 $ 103 $ 11,706 $ 446 A summary of past due loans at March 31, 2021 and December 31, 2020 is as follows (dollars in thousands): March 31, December 31, 2021 2020 30-89 days 90+ days 30-89 days 90+ days Past Due Past Due Past Due Past Due (accruing) (accruing) Nonaccrual Total (accruing) (accruing) Nonaccrual Total Commercial real estate $ — $ — $ 1,446 $ 1,446 $ 24 $ — $ 1,481 $ 1,505 Commercial, financial and agricultural — — 384 384 42 — 478 520 Commercial construction — — 61 61 — — 79 79 One to four family residential real estate 1,230 — 3,100 4,330 1,925 3,371 5,296 Consumer construction — — — — — — — — Consumer 51 — 33 84 78 — 49 127 Total past due loans $ 1,281 $ — $ 5,024 $ 6,305 $ 2,069 $ — $ 5,458 $ 7,527 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 a 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. More recent regulatory guidelines and accounting standards indicate that loan modifications or forbearances related to the COVID-19 pandemic will generally not be considered TDRs. 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 TDRs that occurred during the three months ended March 31, 2021 and 3 TDRs during the three months ended March 31, 2020. 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): Three Months Ended Three Months Ended March 31, March 31, 2021 2020 Loans outstanding, January 1 $ 11,778 $ 12,196 New loans 500 — Net activity on revolving lines of credit (18) (354) Repayment (69) (100) Loans outstanding at end of period $ 12,191 $ 11,742 There were no loans to related parties classified as substandard as of March 31, 2021 or March 31, 2020. In addition to the outstanding balances above, there were no unfunded commitments to related parties at March 31, 2021. |