LOANS | NOTE E: LOANS The segments of the Company’s loan portfolio are disaggregated into the following classes that allow management to monitor risk and performance: • Consumer mortgages consist primarily of fixed rate residential instruments, typically 10 – 30 years in contractual term, secured by first liens on real property. • Business lending is comprised of general purpose commercial and industrial loans including, but not limited to, municipal lending, agricultural-related and dealer floor plans, as well as mortgages on commercial properties. • Consumer indirect consists primarily of installment loans originated through selected dealerships and are secured by automobiles, marine and other recreational vehicles. • Consumer direct consists of all other loans to consumers such as personal installment loans and lines of credit. • Home equity products are consumer purpose installment loans or lines of credit most often secured by a first or second lien position on residential real estate with terms up to 30 years. The balances of these classes are summarized as follows: (000's omitted) September 30, 2019 December 31, 2018 Business lending $ 2,779,612 $ 2,396,977 Consumer mortgage 2,405,191 2,235,408 Consumer indirect 1,091,980 1,083,207 Consumer direct 187,379 178,820 Home equity 389,029 386,709 Gross loans, including deferred origination costs 6,853,191 6,281,121 Allowance for loan losses (49,423 ) (49,284 ) Loans, net of allowance for loan losses $ 6,803,768 $ 6,231,837 The outstanding balance related to credit impaired acquired loans was $16.7 million and $7.4 million at September 30, 2019 and December 31, 2018, respectively. The changes in the accretable discount related to the credit impaired acquired loans are as follows: (000’s omitted) Balance at December 31, 2018 $ 437 Accretion recognized, year-to-date (302 ) Net reclassification from non-accretable to accretable 96 Kinderhook acquisition 512 Balance at September 30, 2019 $ 743 Credit Quality Management monitors the credit quality of its loan portfolio on an ongoing basis. Measurement of delinquency and past due status are based on the contractual terms of each loan. Past due loans are reviewed on a monthly basis to identify loans for non-accrual status. The following is an aged analysis of the Company’s past due loans, by class as of September 30, 2019: Legacy Loans (excludes loans acquired after January 1, 2009) (000’s omitted) Past Due 30 – 89 Days 90+ Days Past Due and Still Accruing Nonaccrual Total Past Due Current Total Loans Business lending $ 2,697 $ 189 $ 4,590 $ 7,476 $ 1,778,596 $ 1,786,072 Consumer mortgage 11,038 2,976 10,650 24,664 1,921,265 1,945,929 Consumer indirect 10,307 177 0 10,484 1,074,849 1,085,333 Consumer direct 1,046 38 0 1,084 177,242 178,326 Home equity 1,496 354 1,404 3,254 308,375 311,629 Total $ 26,584 $ 3,734 $ 16,644 $ 46,962 $ 5,260,327 $ 5,307,289 Acquired Loans (000’s omitted) Past Due 30 – 89 Days 90+ Days Past Due and Still Accruing Nonaccrual Total Past Due Acquired Impaired (1) Current Total Loans Business lending $ 747 $ 997 $ 3,957 $ 5,701 $ 11,508 $ 976,331 $ 993,540 Consumer mortgage 1,573 171 2,409 4,153 0 455,109 459,262 Consumer indirect 33 32 0 65 0 6,582 6,647 Consumer direct 86 5 54 145 0 8,908 9,053 Home equity 279 125 546 950 0 76,450 77,400 Total $ 2,718 $ 1,330 $ 6,966 $ 11,014 $ 11,508 $ 1,523,380 $ 1,545,902 (1) Acquired impaired loans were not classified as nonperforming assets as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cashflows, is being recognized on all acquired impaired loans. The following is an aged analysis of the Company’s past due loans by class as of December 31, 2018: Legacy Loans (000’s omitted) Past Due 30 – 89 Days 90+ Days Past Due and Still Accruing Nonaccrual Total Past Due Current Total Loans Business lending $ 5,261 $ 179 $ 4,872 $ 10,312 $ 1,608,515 $ 1,618,827 Consumer mortgage 12,468 1,393 9,872 23,733 1,824,717 1,848,450 Consumer indirect 14,609 258 0 14,867 1,057,525 1,072,392 Consumer direct 1,778 48 0 1,826 173,948 175,774 Home equity 983 228 1,438 2,649 309,892 312,541 Total $ 35,099 $ 2,106 $ 16,182 $ 53,387 $ 4,974,597 $ 5,027,984 Acquired Loans (000’s omitted) Past Due 30 – 89 Days 90+ Days Past Due and Still Accruing Nonaccrual Total Past Due Acquired Impaired (1) Current Total Loans Business lending $ 974 $ 0 $ 3,498 $ 4,472 $ 5,446 $ 768,232 $ 778,150 Consumer mortgage 841 232 2,390 3,463 0 383,495 386,958 Consumer indirect 78 34 0 112 0 10,703 10,815 Consumer direct 115 4 0 119 0 2,927 3,046 Home equity 613 79 474 1,166 0 73,002 74,168 Total $ 2,621 $ 349 $ 6,362 $ 9,332 $ 5,446 $ 1,238,359 $ 1,253,137 (1) Acquired impaired loans were not classified as nonperforming assets as the loans are considered to be performing under ASC 310-30. As a result interest income, through the accretion of the difference between the carrying amount of the loans and the expected cashflows, is being recognized on all acquired impaired loans. The Company uses several credit quality indicators to assess credit risk in an ongoing manner. The Company’s primary credit quality indicator for its business lending portfolio is an internal credit risk rating system that categorizes loans as “pass”, “special mention”, “classified”, or “doubtful”. Credit risk ratings are applied individually to those classes of loans that have significant or unique credit characteristics that benefit from a case-by-case evaluation. In general, the following are the definitions of the Company’s credit quality indicators: Pass The condition of the borrower and the performance of the loans are satisfactory or better. Special Mention The condition of the borrower has deteriorated although the loan performs as agreed. Classified The condition of the borrower has significantly deteriorated and the performance of the loan could further deteriorate, if deficiencies are not corrected. Doubtful The condition of the borrower has deteriorated to the point that collection of the balance is improbable based on current facts and conditions. The following table shows the amount of business lending loans by credit quality category: September 30, 2019 December 31, 2018 (000’s omitted) Legacy Acquired Total Legacy Acquired Total Pass $ 1,609,382 $ 886,363 $ 2,495,745 $ 1,439,337 $ 702,493 $ 2,141,830 Special mention 91,159 61,289 152,448 105,065 40,107 145,172 Classified 85,531 34,380 119,911 74,425 28,525 102,950 Doubtful 0 0 0 0 1,579 1,579 Acquired impaired 0 11,508 11,508 0 5,446 5,446 Total $ 1,786,072 $ 993,540 $ 2,779,612 $ 1,618,827 $ 778,150 $ 2,396,977 All other loans are underwritten and structured using standardized criteria and characteristics, primarily payment performance, and are normally risk rated and monitored collectively on a monthly basis. These are typically loans to individuals in the consumer categories and are delineated as either performing or nonperforming. Performing loans include loans classified as current as well as those classified as 30 - 89 days past due. Nonperforming loans include 90+ days past due and still accruing and nonaccrual loans. The following table details the balances in all other loan categories at September 30, 2019: Legacy Loans (000’s omitted) Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Total Performing $ 1,932,303 $ 1,085,156 $ 178,288 $ 309,871 $ 3,505,618 Nonperforming 13,626 177 38 1,758 15,599 Total $ 1,945,929 $ 1,085,333 $ 178,326 $ 311,629 $ 3,521,217 Acquired Loans (000’s omitted) Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Total Performing $ 456,682 $ 6,615 $ 8,994 $ 76,729 $ 549,020 Nonperforming 2,580 32 59 671 3,342 Total $ 459,262 $ 6,647 $ 9,053 $ 77,400 $ 552,362 The following table details the balances in all other loan categories at December 31, 2018: Legacy Loans (000’s omitted) Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Total Performing $ 1,837,185 $ 1,072,134 $ 175,726 $ 310,875 $ 3,395,920 Nonperforming 11,265 258 48 1,666 13,237 Total $ 1,848,450 $ 1,072,392 $ 175,774 $ 312,541 $ 3,409,157 Acquired Loans (000’s omitted) Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Total Performing $ 384,336 $ 10,781 $ 3,042 $ 73,615 $ 471,774 Nonperforming 2,622 34 4 553 3,213 Total $ 386,958 $ 10,815 $ 3,046 $ 74,168 $ 474,987 All loan classes are collectively evaluated for impairment except business lending. A summary of individually evaluated impaired loans as of September 30, 2019 and December 31, 2018 follows: (000’s omitted) September 30, 2019 December 31, 2018 Loans with allowance allocation $ 0 $ 3,956 Loans without allowance allocation 5,172 2,230 Carrying balance 5,172 6,186 Contractual balance 11,896 12,078 Specifically allocated allowance 0 956 In the course of working with borrowers, the Company may choose to restructure the contractual terms of certain loans. In this scenario, the Company attempts to work-out an alternative payment schedule with the borrower in order to optimize collectability of the loan. Any loans that are modified are reviewed by the Company to identify if a troubled debt restructuring (“TDR”) has occurred, which is when, for economic or legal reasons related to a borrower’s financial difficulties, the Company grants a concession to the borrower that it would not otherwise consider. Terms may be modified to fit the ability of the borrower to repay in line with its current financial standing and the restructuring of the loan may include the transfer of assets from the borrower to satisfy the debt, a modification of loan terms, or a combination of the two. In accordance with the clarified guidance issued by the Office of the Comptroller of the Currency (“OCC”), consumer mortgage loans that have been discharged in Chapter 7 bankruptcy but not reaffirmed by the borrower, are classified as TDRs, irrespective of payment history or delinquency status, even if the repayment terms for the loan have not been otherwise modified. The Company’s lien position against the underlying collateral remains unchanged. Pursuant to that guidance, the Company records a charge-off equal to any portion of the carrying value that exceeds the net realizable value of the collateral. The amount of loss incurred in the three and nine months ended September 30, 2019 and 2018 was immaterial. TDRs that are less than $0.5 million are collectively included in the general loan loss allocation and the qualitative review. TDRs that are commercial loans and greater than $0.5 million are individually evaluated for impairment, and if necessary, a specific allocation of the allowance for loan losses is provided. As a result, the determination of the amount of allowance for loan losses related to TDRs is the same as detailed in the critical accounting policies. Information regarding TDRs as of September 30, 2019 and December 31, 2018 is as follows: September 30, 2019 December 31, 2018 (000’s omitted) Nonaccrual Accruing Total Nonaccrual Accruing Total # Amount # Amount # Amount # Amount # Amount # Amount Business lending 5 $ 662 3 $ 205 8 $ 867 4 $ 162 2 $ 165 6 $ 327 Consumer mortgage 57 2,527 49 1,945 106 4,472 46 1,986 46 1,769 92 3,755 Consumer indirect 0 0 77 854 77 854 0 0 77 857 77 857 Consumer direct 0 0 22 91 22 91 0 0 22 71 22 71 Home equity 13 230 11 310 24 540 12 240 9 275 21 515 Total 75 $ 3,419 162 $ 3,405 237 $ 6,824 62 $ 2,388 156 $ 3,137 218 $ 5,525 The following table presents information related to loans modified in a TDR during the three months and nine months ended September 30, 2019 and 2018. Of the loans noted in the table below, all consumer mortgage loans for the three months and nine months ended September 30, 2019 and 2018 were modified due to a Chapter 7 bankruptcy as described previously. The financial effects of these restructurings were immaterial. Three Months Ended September 30, 2019 Three Months Ended September 30, 2018 (000’s omitted) Number of loans modified Outstanding Balance Number of loans modified Outstanding Balance Business lending 1 $ 415 0 $ 0 Consumer mortgage 8 464 4 195 Consumer indirect 10 116 14 117 Consumer direct 2 25 2 10 Home equity 0 0 1 0 Total 21 $ 1,020 21 $ 322 Nine Months Ended September 30, 2019 Nine Months Ended September 30, 2018 (000’s omitted) Number of loans modified Outstanding Balance Number of loans modified Outstanding Balance Business lending 3 $ 660 1 $ 93 Consumer mortgage 19 1,271 7 407 Consumer indirect 22 206 24 176 Consumer direct 5 35 5 21 Home equity 4 72 2 85 Total 53 $ 2,244 39 $ 782 Allowance for Loan Losses The allowance for loan losses is general in nature and is available to absorb losses from any loan type despite the analysis below. The following presents by class the activity in the allowance for loan losses: Three Months Ended September 30, 2019 (000’s omitted) Business Lending Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Unallocated Acquired Impaired Total Beginning balance $ 17,769 $ 10,763 $ 14,345 $ 3,184 $ 2,103 $ 991 $ 155 $ 49,310 Charge-offs (305 ) (200 ) (2,224 ) (456 ) (45 ) 0 0 (3,230 ) Recoveries 290 8 1,095 167 32 0 0 1,592 Provision 301 (94 ) 1,221 383 (8 ) (53 ) 1 1,751 Ending balance $ 18,055 $ 10,477 $ 14,437 $ 3,278 $ 2,082 $ 938 $ 156 $ 49,423 Three Months Ended September 30, 2018 (000’s omitted) Business Lending Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Unallocated Acquired Impaired Total Beginning balance $ 18,439 $ 10,473 $ 14,424 $ 3,164 $ 2,015 $ 1,070 $ 33 $ 49,618 Charge-offs (73 ) (144 ) (2,364 ) (465 ) (221 ) 0 0 (3,267 ) Recoveries 93 46 1,190 223 15 0 0 1,567 Provision 321 (205 ) 1,719 299 225 (159 ) 15 2,215 Ending balance $ 18,780 $ 10,170 $ 14,969 $ 3,221 $ 2,034 $ 911 $ 48 $ 50,133 Nine Months Ended September 30, 2019 (000’s omitted) Business Lending Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Unallocated Acquired Impaired Total Beginning balance $ 18,522 $ 10,124 $ 14,366 $ 3,095 $ 2,144 $ 1,000 $ 33 $ 49,284 Charge-offs (1,774 ) (1,040 ) (5,529 ) (1,436 ) (223 ) 0 0 (10,002 ) Recoveries 593 44 3,296 567 68 0 0 4,568 Provision 714 1,349 2,304 1,052 93 (62 ) 123 5,573 Ending balance $ 18,055 $ 10,477 $ 14,437 $ 3,278 $ 2,082 $ 938 $ 156 $ 49,423 Nine Months Ended September 30, 2018 (000’s omitted) Business Lending Consumer Mortgage Consumer Indirect Consumer Direct Home Equity Unallocated Acquired Impaired Total Beginning balance $ 17,257 $ 10,465 $ 13,468 $ 3,039 $ 2,107 $ 1,100 $ 147 $ 47,583 Charge-offs (2,000 ) (588 ) (6,031 ) (1,324 ) (325 ) 0 (368 ) (10,636 ) Recoveries 404 109 3,688 612 31 0 0 4,844 Provision 3,119 184 3,844 894 221 (189 ) 269 8,342 Ending balance $ 18,780 $ 10,170 $ 14,969 $ 3,221 $ 2,034 $ 911 $ 48 $ 50,133 |