LOANS | LOANS Loans as of June 30, 2019 , and December 31, 2018 , were as follows, in thousands: June 30, 2019 December 31, 2018 Loans receivable held to maturity: Commercial $ 2,238,453 $ 2,020,231 Commercial real estate 3,991,919 3,711,481 Agricultural and agricultural real estate 549,404 565,408 Residential real estate 613,707 673,603 Consumer 461,802 440,158 Gross loans receivable held to maturity 7,855,285 7,410,881 Unearned discount (942 ) (1,624 ) Deferred loan fees (1,292 ) (1,560 ) Total net loans receivable held to maturity 7,853,051 7,407,697 Allowance for loan losses (63,850 ) (61,963 ) Loans receivable, net $ 7,789,201 $ 7,345,734 Heartland has certain lending policies and procedures in place that are designed to provide for an acceptable level of credit risk. The board of directors reviews and approves these policies and procedures on a regular basis. A reporting system supplements the review process by providing management and the board with frequent reports related to loan production, loan quality, concentrations of credit, loan delinquencies and nonperforming loans and potential problem loans. Heartland originates commercial and commercial real estate loans for a wide variety of business purposes, including lines of credit for capital and operating purposes and term loans for real estate and equipment purchases. Agricultural loans provide financing for capital improvements and farm operations, as well as livestock and machinery purchases. Residential mortgage loans are originated for the construction, purchase or refinancing of single family residential properties. Consumer loans include loans for motor vehicles, home improvement, home equity and personal lines of credit. Under Heartland’s credit practices, a loan is impaired when, based on current information and events, it is probable that Heartland will be unable to collect all amounts due according to the contractual terms of the loan agreement. Loan impairment is measured based on the present value of expected future cash flows discounted at the loan’s effective interest rate, except where more practical, impairment is measured at the observable market price of the loan or the fair value of the collateral if the loan is collateral dependent. The following table shows the balance in the allowance for loan losses at June 30, 2019 , and December 31, 2018 , and the related loan balances, disaggregated on the basis of impairment methodology, in thousands. Loans evaluated under ASC 310-10-35 include loans on nonaccrual status and troubled debt restructurings, which are individually evaluated for impairment, and other impaired loans deemed to have similar risk characteristics. All other loans are collectively evaluated for impairment under ASC 450-20. Heartland has made no significant changes to the accounting for the allowance for loan losses during the quarter ended March 31, 2019. Allowance For Loan Losses Gross Loans Receivable Held to Maturity Ending Balance Under ASC 310-10-35 Ending Balance Under ASC 450-20 Total Ending Balance Evaluated for Impairment Under ASC 310-10-35 Ending Balance Evaluated for Impairment Under ASC 450-20 Total June 30, 2019 Commercial $ 5,685 $ 18,397 $ 24,082 $ 26,881 $ 2,211,572 $ 2,238,453 Commercial real estate 377 26,923 27,300 22,141 3,969,778 3,991,919 Agricultural and agricultural real estate 1,557 4,492 6,049 21,729 527,675 549,404 Residential real estate 197 1,375 1,572 18,556 595,151 613,707 Consumer 546 4,301 4,847 5,411 456,391 461,802 Total $ 8,362 $ 55,488 $ 63,850 $ 94,718 $ 7,760,567 $ 7,855,285 December 31, 2018 Commercial $ 5,733 $ 18,772 $ 24,505 $ 24,202 $ 1,996,029 $ 2,020,231 Commercial real estate 218 25,320 25,538 14,388 3,697,093 3,711,481 Agricultural and agricultural real estate 686 4,267 4,953 15,951 549,457 565,408 Residential real estate 168 1,617 1,785 20,251 653,352 673,603 Consumer 749 4,433 5,182 7,004 433,154 440,158 Total $ 7,554 $ 54,409 $ 61,963 $ 81,796 $ 7,329,085 $ 7,410,881 The following table presents nonaccrual loans, accruing loans past due 90 days or more and performing troubled debt restructured loans at June 30, 2019 , and December 31, 2018 , in thousands: June 30, 2019 December 31, 2018 Nonaccrual loans $ 74,963 $ 67,833 Nonaccrual troubled debt restructured loans 4,656 4,110 Total nonaccrual loans $ 79,619 $ 71,943 Accruing loans past due 90 days or more $ 285 $ 726 Performing troubled debt restructured loans $ 3,539 $ 4,026 The following tables provide information on troubled debt restructured loans that were modified during the three- and six- month periods ended June 30, 2019 , and June 30, 2018 , dollars in thousands: Three Months Ended 2019 2018 Number of Loans Pre- Modification Recorded Investment Post- Modification Recorded Investment Number of Loans Pre- Modification Recorded Investment Post- Modification Recorded Investment Commercial — $ — $ — — $ — $ — Commercial real estate — — — — — — Total commercial and commercial real estate — — — — — — Agricultural and agricultural real estate — — — — — — Residential real estate 3 240 246 6 1,292 1,125 Consumer — — — — — — Total 3 $ 240 $ 246 6 $ 1,292 $ 1,125 Six Months Ended 2019 2018 Number of Loans Pre- Modification Recorded Investment Post- Modification Recorded Investment Number of Loans Pre- Modification Recorded Investment Post- Modification Recorded Investment Commercial — $ — $ — — $ — $ — Commercial real estate — — — — — — Total commercial and commercial real estate — — — — — — Agricultural and agricultural real estate — — — — — — Residential real estate 4 276 288 11 2,169 1,877 Consumer — — — — — — Total 4 $ 276 $ 288 11 $ 2,169 $ 1,877 The pre-modification and post-modification recorded investment represents amounts as of the date of loan modification. The difference between the pre-modification investment and post-modification investment amounts on Heartland's residential real estate troubled debt restructured loans for the three- and six -months ended June 30, 2019 , is due to principal deferment collected from government guarantees and capitalized interest and escrow. At June 30, 2019 , there were no commitments to extend credit to any of the borrowers with an existing troubled debt restructured loan. The following table shows troubled debt restructured loans for which there was a payment default during the three- and six- month periods ended June 30, 2019 , and June 30, 2018 , that had been modified during the twelve-month period prior to default, in thousands: With Payment Defaults During the Three Months Ended June 30, 2019 2018 Number of Loans Recorded Investment Number of Loans Recorded Investment Commercial — $ — — $ — Commercial real estate — — — — Total commercial and commercial real estate — — — — Agricultural and agricultural real estate — — — — Residential real estate 1 61 3 667 Consumer — — — — Total 1 $ 61 3 $ 667 With Payment Defaults During the Six Months Ended June 30, 2019 2018 Number of Loans Recorded Investment Number of Loans Recorded Investment Commercial — $ — — $ — Commercial real estate — — — — Total commercial and commercial real estate — — — — Agricultural and agricultural real estate — — — — Residential real estate 3 253 6 1,184 Consumer — — — — Total 3 $ 253 6 $ 1,184 Heartland's internal rating system is a series of grades reflecting management's risk assessment, based on its analysis of the borrower's financial condition. The "pass" category consists of all loans that are not in the "nonpass" category, categorized into a range of loan grades that reflect increasing, though still acceptable, risk. Movement of risk through the various grade levels in the pass category is monitored for early identification of credit deterioration. The "nonpass" category consists of special mention, substandard, doubtful and loss loans. The "special mention" rating is attached to loans where the borrower exhibits negative trends in financial circumstances due to borrower specific or systemic conditions that, if left uncorrected, threaten the borrower's capacity to meet its debt obligations. The borrower is believed to have sufficient financial flexibility to react to and resolve its negative financial situation. These credits are closely monitored for improvement or deterioration. The "substandard" rating is assigned to loans that are inadequately protected by the current net worth and paying capacity of the borrower and that may be further at risk due to deterioration in the value of collateral pledged. Well-defined weaknesses jeopardize liquidation of the debt. These loans are still considered collectible; however, a distinct possibility exists that Heartland will sustain some loss if deficiencies are not corrected. Substandard loans may exhibit some or all of the following weaknesses: deteriorating financial trends, lack of earnings, inadequate debt service capacity, excessive debt and/or lack of liquidity. The "doubtful" rating is assigned to loans where identified weaknesses in the borrowers' ability to repay the loan make collection or liquidation in full, on the basis of existing facts, conditions and values, highly questionable and improbable. These borrowers are usually in default, lack liquidity and capital, as well as resources necessary to remain as an operating entity. Specific pending events, such as capital injections, liquidations or perfection of liens on additional collateral, may strengthen the credit, thus deferring the rating of the loan as "loss" until the exact status of the loan can be determined. The loss rating is assigned to loans considered uncollectible. Heartland had no loans classified as loss or doubtful as of June 30, 2019 . Loans are placed on "nonaccrual" when management does not expect to collect payments of principal and interest in full or when principal or interest has been in default for a period of 90 days or more, unless the loan is both well secured and in the process of collection. The following table presents loans by credit quality indicator at June 30, 2019 , and December 31, 2018 , in thousands: Pass Nonpass Total June 30, 2019 Commercial $ 2,095,930 $ 142,523 $ 2,238,453 Commercial real estate 3,755,285 236,634 3,991,919 Total commercial and commercial real estate 5,851,215 379,157 6,230,372 Agricultural and agricultural real estate 441,598 107,806 549,404 Residential real estate 586,121 27,586 613,707 Consumer 446,569 15,233 461,802 Total gross loans receivable held to maturity $ 7,325,503 $ 529,782 $ 7,855,285 December 31, 2018 Commercial $ 1,880,579 $ 139,652 $ 2,020,231 Commercial real estate 3,524,344 187,137 3,711,481 Total commercial and commercial real estate 5,404,923 326,789 5,731,712 Agricultural and agricultural real estate 471,642 93,766 565,408 Residential real estate 645,478 28,125 673,603 Consumer 425,451 14,707 440,158 Total gross loans receivable held to maturity $ 6,947,494 $ 463,387 $ 7,410,881 The nonpass category in the table above is comprised of approximately 57% special mention loans and 43% substandard loans as of June 30, 2019 . The percent of nonpass loans on nonaccrual status as of June 30, 2019 , was 15% . As of December 31, 2018 , the nonpass category in the table above was comprised of approximately 52% special mention loans and 48% substandard loans. The percent of nonpass loans on nonaccrual status as of December 31, 2018 , was 16% . Loans delinquent 30 to 89 days as a percent of total loans were 0.31% at June 30, 2019 , compared to 0 .21% at December 31, 2018 . Changes in credit risk are monitored on a continuous basis and changes in risk ratings are made when identified. All impaired loans are reviewed at least annually. As of June 30, 2019 , Heartland had $ 3.1 million of loans secured by residential real estate property that were in the process of foreclosure. Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Heartland’s policy is to discontinue the accrual of interest income on any loan when, in the opinion of management, there is a reasonable doubt as to the timely collection of the interest and principal, normally when a loan is 90 days past due. When interest accruals are deemed uncollectible, interest credited to income in the current year is reversed and interest accrued in prior years is charged to the allowance for loan losses. A loan can be restored to accrual status if the borrower has resumed paying the full amount of the scheduled contractual interest and principal payments on the loan, and (1) all principal and interest amounts contractually due (including arrearages) are reasonably assured of repayment within a reasonable period of time, and (2) that there is a sustained period of repayment performance (generally a minimum of six months) by the borrower in accordance with the scheduled contractual terms. The following table sets forth information regarding Heartland's accruing and nonaccrual loans at June 30, 2019 , and December 31, 2018 , in thousands: Accruing Loans 30-59 Days Past Due 60-89 Days 90 Days or More Past Due Total Past Due Current Nonaccrual Total Loans June 30, 2019 Commercial $ 6,030 $ 1,281 $ — $ 7,311 $ 2,205,913 $ 25,229 $ 2,238,453 Commercial real estate 4,931 1,006 — 5,937 3,969,426 16,556 3,991,919 Total commercial and commercial real estate 10,961 2,287 — 13,248 6,175,339 41,785 6,230,372 Agricultural and agricultural real estate 2,664 386 285 3,335 524,655 21,414 549,404 Residential real estate 2,744 653 — 3,397 598,120 12,190 613,707 Consumer 3,850 578 — 4,428 453,144 4,230 461,802 Total gross loans receivable held to maturity $ 20,219 $ 3,904 $ 285 $ 24,408 $ 7,751,258 $ 79,619 $ 7,855,285 December 31, 2018 Commercial $ 2,574 $ 205 $ — $ 2,779 $ 1,991,525 $ 25,927 $ 2,020,231 Commercial real estate 4,819 — 726 5,545 3,694,259 11,677 3,711,481 Total commercial and commercial real estate 7,393 205 726 8,324 5,685,784 37,604 5,731,712 Agricultural and agricultural real estate 99 — — 99 549,376 15,933 565,408 Residential real estate 5,147 49 — 5,196 655,329 13,078 673,603 Consumer 2,724 307 — 3,031 431,799 5,328 440,158 Total gross loans receivable held to maturity $ 15,363 $ 561 $ 726 $ 16,650 $ 7,322,288 $ 71,943 $ 7,410,881 The majority of Heartland's impaired loans are those that are nonaccrual, are past due 90 days or more and still accruing or have had their terms restructured in a troubled debt restructuring. The following tables present the unpaid principal balance that was contractually due at June 30, 2019 , and December 31, 2018 , the outstanding loan balance recorded on the consolidated balance sheets at June 30, 2019 , and December 31, 2018 , any related allowance recorded for those loans as of June 30, 2019 , and December 31, 2018 , the average outstanding loan balances recorded on the consolidated balance sheets during the three- and six- months ended June 30, 2019 , and year ended December 31, 2018 , and the interest income recognized on the impaired loans during the three- and six- month period ended June 30, 2019 , and year ended December 31, 2018 , in thousands: Unpaid Principal Balance Loan Balance Related Allowance Recorded Quarter- to- Date Avg. Loan Balance Quarter- to- Date Interest Income Recognized Year- to- Date Avg. Loan Balance Year- to- Date Interest Income Recognized June 30, 2019 Impaired loans with a related allowance: Commercial $ 11,152 $ 11,142 $ 5,685 $ 11,442 $ 9 $ 11,747 $ 16 Commercial real estate 1,541 1,541 377 1,357 5 1,280 11 Total commercial and commercial real estate 12,693 12,683 6,062 12,799 14 13,027 27 Agricultural and agricultural real estate 3,916 3,916 1,557 3,314 — 2,772 — Residential real estate 1,273 1,273 197 1,378 — 1,194 — Consumer 1,175 1,173 546 1,200 1 1,237 7 Total loans held to maturity $ 19,057 $ 19,045 $ 8,362 $ 18,691 $ 15 $ 18,230 $ 34 Impaired loans without a related allowance: Commercial $ 20,542 $ 15,739 $ — $ 13,519 $ 111 $ 12,726 $ 441 Commercial real estate 20,680 20,600 — 17,785 73 15,900 127 Total commercial and commercial real estate 41,222 36,339 — 31,304 184 28,626 568 Agricultural and agricultural real estate 20,220 17,813 — 17,739 17 16,056 33 Residential real estate 17,283 17,283 — 17,198 121 17,566 151 Consumer 4,238 4,238 — 4,222 18 4,522 43 Total loans held to maturity $ 82,963 $ 75,673 $ — $ 70,463 $ 340 $ 66,770 $ 795 Total impaired loans held to maturity: Commercial $ 31,694 $ 26,881 $ 5,685 $ 24,961 $ 120 $ 24,473 $ 457 Commercial real estate 22,221 22,141 377 19,142 78 17,180 138 Total commercial and commercial real estate 53,915 49,022 6,062 44,103 198 41,653 595 Agricultural and agricultural real estate 24,136 21,729 1,557 21,053 17 18,828 33 Residential real estate 18,556 18,556 197 18,576 121 18,760 151 Consumer 5,413 5,411 546 5,422 19 5,759 50 Total impaired loans held to maturity $ 102,020 $ 94,718 $ 8,362 $ 89,154 $ 355 $ 85,000 $ 829 Unpaid Principal Balance Loan Balance Related Allowance Recorded Year-to- Date Avg. Loan Balance Year-to- Date Interest Income Recognized December 31, 2018 Impaired loans with a related allowance: Commercial $ 12,376 $ 12,366 $ 5,733 $ 4,741 $ 33 Commercial real estate 891 891 218 4,421 25 Total commercial and commercial real estate 13,267 13,257 5,951 9,162 58 Agricultural and agricultural real estate 1,718 1,718 686 2,165 2 Residential real estate 647 647 168 1,138 12 Consumer 1,373 1,373 749 2,934 29 Total loans held to maturity $ 17,005 $ 16,995 $ 7,554 $ 15,399 $ 101 Impaired loans without a related allowance: Commercial $ 13,616 $ 11,836 $ — $ 10,052 $ 299 Commercial real estate 13,578 13,497 — 13,000 249 Total commercial and commercial real estate 27,194 25,333 — 23,052 548 Agricultural and agricultural real estate 16,836 14,233 — 14,781 5 Residential real estate 19,604 19,604 — 23,950 308 Consumer 5,631 5,631 — 5,117 97 Total loans held to maturity $ 69,265 $ 64,801 $ — $ 66,900 $ 958 Total impaired loans held to maturity: Commercial $ 25,992 $ 24,202 $ 5,733 $ 14,793 $ 332 Commercial real estate 14,469 14,388 218 17,421 274 Total commercial and commercial real estate 40,461 38,590 5,951 32,214 606 Agricultural and agricultural real estate 18,554 15,951 686 16,946 7 Residential real estate 20,251 20,251 168 25,088 320 Consumer 7,004 7,004 749 8,051 126 Total impaired loans held to maturity $ 86,270 $ 81,796 $ 7,554 $ 82,299 $ 1,059 On May 10, 2019, Heartland completed the acquisition of Blue Valley Ban Corp., parent company of Bank of Blue Valley, headquartered in Overland Park, Kansas. As of May 10, 2019, Blue Valley Ban Corp. had gross loans of $ 558.4 million, and the estimated fair value of the loans acquired was $ 542.3 million. On May 18, 2018, Heartland completed the acquisition of First Bank Lubbock Bancshares, Inc., parent company of First Bank & Trust, headquartered in Lubbock, Texas. As of May 18, 2018, First Bank Lubbock Bancshares, Inc. had gross loans of $696.9 million , and the estimated fair value of the loans acquired was $681.1 million . On February 23, 2018, Heartland acquired Signature Bancshares, Inc., parent company of Signature Bank, based in Minnetonka, Minnesota. As of February 23, 2018, Signature Bancshares, Inc. had gross loans of $ 335.1 million and the estimated fair value of the loans acquired was $ 324.5 million . Heartland uses the acquisition method of accounting for purchased loans in accordance with ASC 805, " Business Combinations." Purchased loans acquired in a business combination are recorded at estimated fair value on their purchase date, but the purchaser cannot carry over the related allowance for loan losses. Purchased loans are accounted for under ASC 310-30, " Loans and Debt Securities with Deteriorated Credit Quality," when the loans have evidence of credit deterioration since origination, and when at the date of the acquisition, it is probable that Heartland will not collect all contractually required principal and interest payments. Evidence of credit quality deterioration at the purchase date includes statistics such as past due and nonaccrual status. Generally, acquired loans that meet Heartland’s definition for nonaccrual status fall within the scope of ASC 310-30. The difference between contractually required payments at acquisition and the cash flows expected to be collected at acquisition is referred to as the nonaccretable difference, which is included in the carrying value of the loans. Subsequent decreases to the expected cash flows of the loan will generally result in a provision for loan losses. Subsequent increases in cash flows result in a reversal of the provision for loan losses to the extent of prior charges, or a reclassification of the difference from nonaccretable to accretable with a positive impact on future interest income. Further, any excess of cash flows expected at acquisition over the estimated fair value is referred to as the accretable yield and is recognized into interest income over the remaining life of the loan when there is a reasonable expectation about the amount and timing of such cash flows. At June 30, 2019 , and December 31, 2018 , the carrying amount of loans acquired since 2015 consist of purchased impaired and nonimpaired purchased loans as summarized in the following table, in thousands: June 30, 2019 December 31, 2018 Impaired Non Impaired Total Loans Impaired Non Impaired Total Loans Commercial $ 7,109 $ 336,256 $ 343,365 $ 3,801 $ 243,693 $ 247,494 Commercial real estate 3,337 1,169,970 1,173,307 158 1,098,171 1,098,329 Agricultural and agricultural real estate — 10,054 10,054 — 27,115 27,115 Residential real estate — 171,327 171,327 231 184,389 184,620 Consumer loans — 97,824 97,824 — 75,773 75,773 Total covered loans $ 10,446 $ 1,785,431 $ 1,795,877 $ 4,190 $ 1,629,141 $ 1,633,331 Changes in accretable yield on acquired loans with evidence of credit deterioration at the date of acquisition for the three- and six- month periods ended June 30, 2019 , and June 30, 2018 , were as follows, in thousands: Three Months Ended Six Months Ended 2019 2018 2019 2018 Balance at beginning of period $ 188 $ — $ 227 $ 57 Original yield discount, net, at date of acquisition 27 564 27 508 Accretion (851 ) (651 ) (1,108 ) (850 ) Reclassification from nonaccretable difference (1) 452 550 670 748 Balance at period end $ (184 ) $ 463 $ (184 ) $ 463 (1) Represents increases in estimated cash flows expected to be received, primarily due to lower estimated credit losses. For loans acquired since January 2015, on the acquisition dates the preliminary estimate of the contractually required payments receivable for all loans with evidence of credit deterioration since origination was $44.6 million , and the estimated fair value of these loans was $28.2 million . At June 30, 2019 , a majority of these loans were valued based upon the liquidation value of the underlying collateral, because the expected cash flows are primarily based on the liquidation of such collateral, and the timing and amount of the cash flows could not be reasonably estimated. At June 30, 2019 , there was $ 0 of allowance recorded and $57,000 of allowance recorded at December 31, 2018, related to these ASC 310-30 loans. Provision benefit of $64,000 and provision expense of $672,000 was recorded for the six -month periods ended June 30, 2019 , and 2018 , respectively. For loans acquired since January 2015, the preliminary estimate on the acquisition dates of the contractually required payments receivable for all nonimpaired loans acquired was $4.22 billion , and the estimated fair value of the loans was $4.12 billion . |