LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES | 5. LOANS AND ALLOWANCE FOR LOAN AND LEASE LOSSES The composition of the loan portfolio at period end follows: (in thousands) June 30, 2017 December 31, 2016 Traditional Banking: Residential real estate: Owner occupied $ 961,405 $ 1,000,148 Owner occupied - correspondent* 129,792 149,028 Nonowner occupied 172,684 156,605 Commercial real estate 1,104,026 1,060,496 Construction & land development 137,877 119,650 Commercial & industrial 314,433 259,026 Lease financing receivables 14,371 13,614 Home equity 344,946 341,285 Consumer: Credit cards 17,879 13,414 Overdrafts 902 803 Automobile loans 59,921 52,579 Other consumer 15,344 19,744 Total Traditional Banking 3,273,580 3,186,392 Warehouse lines of credit* 600,630 585,439 Total Core Banking 3,874,210 3,771,831 Republic Processing Group*: Commercial & industrial — 6,695 Consumer: Easy Advances — — Republic Credit Solutions 42,110 32,252 Total Republic Processing Group 42,110 38,947 Total loans** 3,916,320 3,810,778 Allowance for loan and lease losses (37,898) (32,920) Total loans, net $ 3,878,422 $ 3,777,858 *Identifies loans to borrowers located primarily outside of the Bank’s market footprint. ** Total loans are presented inclusive of premiums, discounts and net loan origination fees and costs. See table directly below for expanded detail. The following table reconciles the contractually receivable and carrying amounts of loans at June 30, 2017 and December 31, 2016: (in thousands) June 30, 2017 December 31, 2016 Contractually receivable $ 3,920,955 $ 3,816,086 Unearned income(1) (1,113) (1,050) Unamortized premiums(2) 1,394 1,838 Unaccreted discounts(3) (8,563) (9,397) Net unamortized deferred origination fees and costs(4) 3,647 3,301 Carrying value of loans $ 3,916,320 $ 3,810,778 (1) Unearned income relates to lease financing receivables. (2) Premiums predominately relate to loans acquired through the Bank’s Correspondent Lending channel. (3) Unaccreted discounts include accretable and non-accretable discounts and predominately relate to loans acquired in the Bank’s 2016 Cornerstone acquisition and its 2012 FDIC-assisted transactions. (4) Primarily attributable to the Traditional Banking segment. Loan Purchases The Core Bank acquires for investment single family, first lien mortgage loans that meet the Core Bank’s specifications through its Correspondent Lending channel. In addition, the Bank has acquired in the past unsecured consumer installment loans for investment from a third-party originator. Such consumer loans were purchased at par and were selected by the Bank based on certain underwriting specifications. The following table reflects the purchased activity of single family, first lien mortgage loans and unsecured consumer loans, by class, during the three and six months ended June 30, 2017 and 2016. Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2017 2016 2017 2016 Residential real estate: Owner occupied - correspondent* $ 1,432 $ 23,043 $ 2,656 $ 43,564 Consumer: Other consumer* — 1,756 — 4,422 Total purchased loans $ 1,432 $ 24,799 $ 2,656 $ 47,986 * Represents origination amount, inclusive of applicable purchase premiums. Loans Acquired in Cornerstone Acquisition The following table summarizes loans acquired in the Company’s May 17, 2016 Cornerstone acquisition, finalized as of October 1, 2016: May 17, 2016 (in thousands) Contractual Receivable Non-accretable Discount Accretable Discount Acquisition-Day Fair Value Residential real estate: Owner occupied $ 15,487 $ — $ (393) $ 15,094 Nonowner occupied 11,196 — (101) 11,095 Commercial real estate 106,089 — (1,498) 104,591 Construction & land development 18,277 — (502) 17,775 Commercial & industrial 11,462 — (191) 11,271 Home equity 20,652 — (350) 20,302 Consumer and other 2,347 — (147) 2,200 Total loans - ASC 310-20 185,510 — (3,182) 182,328 Residential real estate: Owner occupied 2,963 (822) (15) 2,126 Nonowner occupied 1,721 (320) (167) 1,234 Commercial real estate 4,315 (617) (197) 3,501 Construction & land development 175 — — 175 Commercial & industrial 66 (1) 1 66 Home equity 382 (178) (11) 193 Consumer and other 4 (3) — 1 Total loans - ASC 310-30 - PCI loans 9,626 (1,941) (389) 7,296 Total loans acquired $ 195,136 $ (1,941) $ (3,571) $ 189,624 Purchased-Credit-Impaired (“PCI”) Loans The Bank acquired PCI loans on May 17, 2016 in its Cornerstone acquisition and during the year ended December 31, 2012 in two FDIC-assisted transactions. PCI loans are accounted for under ASC 310-30, Loans and Debt Securities Acquired with Deteriorated Credit Quality . Management utilized the following criteria in determining which loans were classified as PCI loans for its May 17, 2016 Cornerstone acquisition: · Loans for which the Bank assigned a non-accretable discount · Loans classified as nonaccrual when acquired · Loans past due 90-days-or-more when acquired The following table reconciles the contractually required and carrying amounts of all PCI loans at June 30, 2017 and December 31, 2016: (in thousands) June 30, 2017 December 31, 2016 Contractually-required principal $ 14,693 $ 15,587 Non-accretable amount (1,787) (1,713) Accretable amount (3,333) (3,600) Carrying value of loans $ 9,573 $ 10,274 The following table presents a rollforward of the accretable amount on all PCI loans: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2017 2016 2017 2016 Balance, beginning of period $ (3,409) $ (3,853) $ (3,600) $ (4,125) Transfers between non-accretable and accretable* (15) (23) 75 (478) Net accretion into interest income on loans, including loan fees 91 170 192 897 Generated from acquisition of Cornerstone Bancorp, Inc. (recasted) — (381) — (381) Balance, end of period $ (3,333) $ (4,087) $ (3,333) $ (4,087) * Transfers are primarily attributable to changes in estimated cash flows of the underlying loans. Credit Quality Indicators Based on the Bank’s internal analyses performed as of June 30, 2017 and December 31, 2016, the following tables reflect loans by risk category. Risk categories are defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016: June 30, 2017 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention Substandard Loss Group 1 Substandard Loans* Traditional Banking: Residential real estate: Owner occupied $ — $ 20,553 $ 12,642 $ — $ 181 $ 1,741 $ 35,117 Owner occupied - correspondent — — — — — — — Nonowner occupied — 869 1,058 — 513 — 2,440 Commercial real estate 1,087,153 5,960 3,984 — 6,929 — 1,104,026 Construction & land development 137,128 — 749 — — — 137,877 Commercial & industrial 313,293 669 449 — 22 — 314,433 Lease financing receivables 14,371 — — — — — 14,371 Home equity — 83 2,158 — 92 95 2,428 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — 99 — — — 99 Other consumer — — 108 — — — 108 Total Traditional Banking 1,551,945 28,134 21,247 — 7,737 1,836 1,610,899 Warehouse lines of credit 600,630 — — — — — 600,630 Total Core Banking 2,152,575 28,134 21,247 — 7,737 1,836 2,211,529 Republic Processing Group: Commercial & industrial — — — — — — — Consumer: Easy Advances — — — — — — — Republic Credit Solutions — — 302 — — — 302 Total Republic Processing Group — — 302 — — — 302 Total rated loans $ 2,152,575 $ 28,134 $ 21,549 $ — $ 7,737 $ 1,836 $ 2,211,831 December 31, 2016 Special Doubtful / PCI Loans - PCI Loans - Total Rated (in thousands) Pass Mention Substandard Loss Group 1 Substandard Loans* Traditional Banking: Residential real estate: Owner occupied $ — $ 21,344 $ 13,117 $ — $ 218 $ 2,267 $ 36,946 Owner occupied - correspondent — — — — — — — Nonowner occupied — 656 1,115 — 523 — 2,294 Commercial real estate 1,042,137 7,086 4,224 — 7,049 — 1,060,496 Construction & land development 118,769 90 791 — — — 119,650 Commercial & industrial 257,579 1,270 154 — 23 — 259,026 Lease financing receivables 13,614 — — — 13,614 Home equity — 256 1,763 — 94 99 2,212 Consumer: Credit cards — — — — — — — Overdrafts — — — — — — — Automobile loans — — — — — — — Other consumer — — 166 — 1 — 167 Total Traditional Banking 1,432,099 30,702 21,330 — 7,908 2,366 1,494,405 Warehouse lines of credit 585,439 — — — — — 585,439 Total Core Banking 2,017,538 30,702 21,330 — 7,908 2,366 2,079,844 Republic Processing Group: Commercial & industrial 6,695 — — — — — 6,695 Consumer: Easy Advances — — — — — — — Republic Credit Solutions — — 82 — — — 82 Total Republic Processing Group 6,695 — 82 — — — 6,777 Total rated loans $ 2,024,233 $ 30,702 $ 21,412 $ — $ 7,908 $ 2,366 $ 2,086,621 * The above tables exclude all non-classified or non-rated residential real estate, home equity and consumer loans at the respective period ends. Allowance for Loan and Lease Losses Activity in the allowance for loan and lease losses (“Allowance”) by loan class follows: Allowance Rollforward Three Months Ended June 30, 2017 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Traditional Banking: Residential real estate: Owner occupied $ 7,071 $ (288) $ (108) $ 65 $ 6,740 $ 8,049 $ (160) $ (73) $ 77 $ 7,893 Owner occupied - correspondent 353 (29) — — 324 607 (15) — — 592 Nonowner occupied 1,198 42 (3) — 1,237 1,095 (51) — 8 1,052 Commercial real estate 7,898 449 — 21 8,368 7,678 48 — 79 7,805 Construction & land development 2,233 274 — 1 2,508 1,348 (16) — — 1,332 Commercial & industrial 1,488 193 — 1 1,682 1,384 387 (330) — 1,441 Lease financing receivables 145 6 — — 151 97 18 — — 115 Home equity 3,831 (21) (91) 68 3,787 3,054 (67) (49) 78 3,016 Consumer: Credit cards 506 93 (21) 10 588 466 37 (50) 3 456 Overdrafts 641 337 (227) 55 806 450 489 (171) 56 824 Automobile loans 563 84 (7) — 640 145 135 — 1 281 Other consumer 825 321 (306) 78 918 648 (7) (131) 75 585 Total Traditional Banking 26,752 1,461 (763) 299 27,749 25,021 798 (804) 377 25,392 Warehouse lines of credit 1,238 264 — — 1,502 985 480 — — 1,465 Total Core Banking 27,990 1,725 (763) 299 29,251 26,006 1,278 (804) 377 26,857 Republic Processing Group: Commercial & industrial — — — — — — — — — — Consumer: Easy Advances 7,741 (721) (7,261) 241 — 3,169 (354) (3,069) 254 — Refund Anticipation Loans — (17) — 17 — — (43) — 43 — Republic Credit Solutions 6,631 4,074 (2,251) 193 8,647 2,300 933 (874) 92 2,451 Total Republic Processing Group 14,372 3,336 (9,512) 451 8,647 5,469 536 (3,943) 389 2,451 Total $ 42,362 $ 5,061 $ (10,275) $ 750 $ 37,898 $ 31,475 $ 1,814 $ (4,747) $ 766 $ 29,308 Allowance Rollforward Six Months Ended June 30, 2017 2016 Beginning Charge- Ending Beginning Charge- Ending (in thousands) Balance Provision offs Recoveries Balance Balance Provision offs Recoveries Balance Traditional Banking: Residential real estate: Owner occupied $ 7,158 $ (431) $ (111) $ 124 $ 6,740 $ 8,301 $ (298) $ (261) $ 151 $ 7,893 Owner occupied - correspondent 373 (49) — — 324 623 (31) — — 592 Nonowner occupied 1,139 112 (14) — 1,237 1,052 (8) — 8 1,052 Commercial real estate 8,078 252 — 38 8,368 7,672 68 (41) 106 7,805 Construction & land development 1,850 657 — 1 2,508 1,303 53 (44) 20 1,332 Commercial & industrial 1,511 149 — 22 1,682 1,455 312 (330) 4 1,441 Lease financing receivables 136 15 — — 151 89 26 — — 115 Home equity 3,757 48 (95) 77 3,787 2,996 — (84) 104 3,016 Consumer: Credit cards 490 131 (48) 15 588 448 58 (62) 12 456 Overdrafts 675 420 (411) 122 806 351 673 (332) 132 824 Automobile loans 526 120 (7) 1 640 56 224 — 1 281 Other consumer 771 504 (536) 179 918 479 201 (262) 167 585 Total Traditional Banking 26,464 1,928 (1,222) 579 27,749 24,825 1,278 (1,416) 705 25,392 Warehouse lines of credit 1,464 38 — — 1,502 967 498 — — 1,465 Total Core Banking 27,928 1,966 (1,222) 579 29,251 25,792 1,776 (1,416) 705 26,857 Republic Processing Group: Commercial & industrial 25 (25) — — — — — — — — Consumer: Easy Advances — 7,880 (8,121) 241 — — 3,220 (3,474) 254 — Refund Anticipation Loans — (252) — 252 — — (290) — 290 — Republic Credit Solutions 4,967 7,843 (4,536) 373 8,647 1,699 2,294 (1,720) 178 2,451 Total Republic Processing Group 4,992 15,446 (12,657) 866 8,647 1,699 5,224 (5,194) 722 2,451 Total $ 32,920 $ 17,412 $ (13,879) $ 1,445 $ 37,898 $ 27,491 $ 7,000 $ (6,610) $ 1,427 $ 29,308 Nonperforming Loans and Nonperforming Assets Detail of nonperforming loans and nonperforming assets follows: (dollars in thousands) June 30, 2017 December 31, 2016 Loans on nonaccrual status* $ 15,467 $ 15,892 Loans past due 90-days-or-more and still on accrual** 335 167 Total nonperforming loans 15,802 16,059 Other real estate owned 300 1,391 Total nonperforming assets $ 16,102 $ 17,450 Credit Quality Ratios - Total Company: Nonperforming loans to total loans 0.40 % 0.42 % Nonperforming assets to total loans (including OREO) 0.41 0.46 Nonperforming assets to total assets 0.32 0.36 Credit Quality Ratios - Core Bank: Nonperforming loans to total loans 0.40 % 0.42 % Nonperforming assets to total loans (including OREO) 0.41 0.46 Nonperforming assets to total assets 0.32 0.36 *Loans on nonaccrual status include impaired loans. **Loans past due 90-days-or-more and still accruing consist of PCI loans or smaller balance consumer loans. The following table presents the recorded investment in nonaccrual loans and loans past due 90-days-or-more and still on accrual by class of loans: Past Due 90-Days-or-More Nonaccrual and Still Accruing Interest* (in thousands) June 30, 2017 December 31, 2016 June 30, 2017 December 31, 2016 Traditional Banking: Residential real estate: Owner occupied $ 9,894 $ 10,955 $ — $ — Owner occupied - correspondent — — — — Nonowner occupied 790 852 — — Commercial real estate 2,613 2,725 — — Construction & land development 71 77 — — Commercial & industrial 449 154 — — Lease financing receivables — — — — Home equity 1,498 1,069 4 — Consumer: Credit cards — — — — Overdrafts — — — — Automobile loans 99 — — — Other consumer 53 60 29 85 Total Traditional Banking 15,467 15,892 33 85 Warehouse lines of credit — — — — Total Core Banking 15,467 15,892 33 85 Republic Processing Group: Commercial & industrial — — — — Consumer: Easy Advances — — — — Republic Credit Solutions — — 302 82 Total Republic Processing Group — — 302 82 Total $ 15,467 $ 15,892 $ 335 $ 167 * Loans past due 90-days-or-more and still accruing consist of PCI loans or smaller balance consumer loans. Nonaccrual loans and loans past due 90-days-or-more and still on accrual include both smaller balance, primarily retail, homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans. Nonaccrual loans are typically returned to accrual status when all the principal and interest amounts contractually due are brought current and held current for six consecutive months and future contractual payments are reasonably assured. Troubled Debt Restructurings (“TDRs”) on nonaccrual status are reviewed for return to accrual status on an individual basis, with additional consideration given to performance under the modified terms. Delinquent Loans The following tables present the aging of the recorded investment in loans by class of loans: 30 - 59 60 - 89 90 or More June 30, 2017 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Traditional Banking: Residential real estate: Owner occupied $ 1,744 $ 566 $ 1,410 $ 3,720 $ 957,685 $ 961,405 Owner occupied - correspondent — — — — 129,792 129,792 Nonowner occupied 58 — 26 84 172,600 172,684 Commercial real estate 269 244 492 1,005 1,103,021 1,104,026 Construction & land development — — — — 137,877 137,877 Commercial & industrial 154 300 — 454 313,979 314,433 Lease financing receivables — — — — 14,371 14,371 Home equity 432 84 628 1,144 343,802 344,946 Consumer: Credit cards 54 11 — 65 17,814 17,879 Overdrafts 192 — — 192 710 902 Automobile loans — 25 26 51 59,870 59,921 Other consumer 48 52 29 129 15,215 15,344 Total Traditional Banking 2,951 1,282 2,611 6,844 3,266,736 3,273,580 Warehouse lines of credit — — — — 600,630 600,630 Total Core Banking 2,951 1,282 2,611 6,844 3,867,366 3,874,210 Republic Processing Group: Commercial & industrial — — — — — — Consumer: Easy Advances — — — — — — Republic Credit Solutions 1,502 365 302 2,169 39,941 42,110 Total Republic Processing Group 1,502 365 302 2,169 39,941 42,110 Total $ 4,453 $ 1,647 $ 2,913 $ 9,013 $ 3,907,307 $ 3,916,320 Delinquency ratio*** 0.11 % 0.04 % 0.07 % 0.23 % * All loans past due 90-days-or-more, excluding PCI loans and small balance consumer loans, were on nonaccrual status. ** Delinquent status may be determined by either the number of days past due or number of payments past due. *** Represents total loans 30-days-or-more past due by aging category divided by total loans. 30 - 59 60 - 89 90 or More December 31, 2016 Days Days Days Total Total (dollars in thousands) Delinquent Delinquent Delinquent* Delinquent** Current Total Traditional Banking: Residential real estate: Owner occupied $ 1,696 $ 337 $ 2,521 $ 4,554 $ 995,594 $ 1,000,148 Owner occupied - correspondent — — — — 149,028 149,028 Nonowner occupied — — 46 46 156,559 156,605 Commercial real estate 8 — 417 425 1,060,071 1,060,496 Construction & land development — — — — 119,650 119,650 Commercial & industrial 342 — — 342 258,684 259,026 Lease financing receivables — — — — 13,614 13,614 Home equity 316 160 494 970 340,315 341,285 Consumer: Credit cards 14 4 — 18 13,396 13,414 Overdrafts 159 1 1 161 642 803 Automobile loans — — — — 52,579 52,579 Other consumer 114 106 85 305 19,439 19,744 Total Traditional Banking 2,649 608 3,564 6,821 3,179,571 3,186,392 Warehouse lines of credit — — — — 585,439 585,439 Total Core Banking 2,649 608 3,564 6,821 3,765,010 3,771,831 Republic Processing Group: Commercial & industrial — — — — 6,695 6,695 Consumer: Easy Advances — — — — — — Republic Credit Solutions 1,751 304 82 2,137 30,115 32,252 Total Republic Processing Group 1,751 304 82 2,137 36,810 38,947 Total $ 4,400 $ 912 $ 3,646 $ 8,958 $ 3,801,820 $ 3,810,778 Delinquency ratio*** 0.12 % 0.02 % 0.10 % 0.24 % * All loans past due 90-days-or-more, excluding PCI loans and small balance consumer loans, were on nonaccrual status. ** Delinquent status may be determined by either the number of days past due or number of payments past due. *** Represents total loans 30-days-or-more past due by aging category divided by total loans. Impaired Loans Information regarding the Bank’s impaired loans follows: (in thousands) June 30, 2017 December 31, 2016 Loans with no allocated Allowance $ 20,344 $ 21,416 Loans with allocated Allowance 26,794 31,268 Total impaired loans $ 47,138 $ 52,684 Amount of the Allowance $ 4,484 $ 4,925 Approximately $2 million and $4 million of impaired loans at June 30, 2017 and December 31, 2016 were PCI loans. Approximately $1 million and $3 million of impaired loans at June 30, 2017 and December 31, 2016 were formerly PCI loans that became classified as “Impaired” through a post-acquisition troubled debt restructuring. The following tables present the balance in the Allowance and the recorded investment in loans by portfolio class based on impairment method: Allowance for Loan and Lease Losses Loans Individually PCI with PCI without Individually PCI with PCI without June 30, 2017 Evaluated Collectively Post Acquisition Post Acquisition Total Evaluated Collectively Post Acquisition Post Acquisition Total (dollars in thousands) Excluding PCI Evaluated Impairment Impairment Allowance Excluding PCI Evaluated Impairment Impairment Loans Traditional Banking: Residential real estate: Owner occupied $ 3,017 $ 3,573 $ 150 $ — $ 6,740 $ 30,700 $ 928,783 $ 1,741 $ 181 $ 961,405 Owner occupied - correspondent — 324 — — 324 — 129,792 — — 129,792 Nonowner occupied 58 1,172 7 — 1,237 1,760 170,411 262 251 172,684 Commercial real estate 295 8,036 37 — 8,368 8,857 1,088,240 145 6,784 1,104,026 Construction & land development 95 2,413 — — 2,508 749 137,128 — — 137,877 Commercial & industrial 149 1,533 — — 1,682 493 313,918 — 22 314,433 Lease financing receivables — 151 — — 151 — 14,371 — — 14,371 Home equity 510 3,182 95 — 3,787 2,158 342,601 95 92 344,946 Consumer: Credit cards — 588 — — 588 — 17,879 — — 17,879 Overdrafts — 806 — — 806 — 902 — — 902 Automobile loans 33 607 — — 640 99 59,822 — — 59,921 Other consumer 38 880 — — 918 79 15,265 — — 15,344 Total Traditional Banking 4,195 23,265 289 — 27,749 44,895 3,219,112 2,243 7,330 3,273,580 Warehouse lines of credit — 1,502 — — 1,502 — 600,630 — — 600,630 Total Core Banking 4,195 24,767 289 — 29,251 44,895 3,819,742 2,243 7,330 3,874,210 Republic Processing Group: Commercial & industrial — — — — — — — — — — Consumer: Easy Advances — — — — — — — — — — Republic Credit Solutions — 8,647 — — 8,647 — 42,110 — — 42,110 Total Republic Processing Group — 8,647 — — 8,647 — 42,110 — — 42,110 Total $ 4,195 $ 33,414 $ 289 $ — $ 37,898 $ 44,895 $ 3,861,852 $ 2,243 $ 7,330 $ 3,916,320 Allowance for Loan and Lease Losses Loans Individually PCI with PCI without Individually PCI with PCI without December 31, 2016 Evaluated Collectively Post Acquisition Post Acquisition Total Evaluated Collectively Post Acquisition Post Acquisition Total (dollars in thousands) Excluding PCI Evaluated Impairment Impairment Allowance Excluding PCI Evaluated Impairment Impairment Loans Traditional Banking: Residential real estate: Owner occupied $ 3,203 $ 3,797 $ 158 $ — $ 7,158 $ 31,908 $ 965,755 $ 2,297 $ 188 $ 1,000,148 Owner occupied - correspondent — 373 — — 373 — 149,028 — — 149,028 Nonowner occupied 65 1,067 7 — 1,139 1,601 154,481 268 255 156,605 Commercial real estate 532 7,501 45 — 8,078 11,769 1,041,678 1,164 5,885 1,060,496 Construction & land development 120 1,730 — — 1,850 882 118,768 — — 119,650 Commercial & industrial 227 1,284 — — 1,511 686 258,317 — 23 259,026 Lease financing receivables — 136 — — 136 — 13,614 — — 13,614 Home equity 433 3,225 99 — 3,757 1,929 339,163 99 94 341,285 Consumer: Credit cards — 490 — — 490 — 13,414 — — 13,414 Overdrafts — 675 — — 675 — 803 — — 803 Automobile loans — 526 — — 526 — 52,579 — — 52,579 Other consumer 36 735 — — 771 81 19,662 — 1 19,744 Total Traditional Banking 4,616 21,539 309 — 26,464 48,856 3,127,262 3,828 6,446 3,186,392 Warehouse lines of credit — 1,464 — — 1,464 — 585,439 — — 585,439 Total Core Banking 4,616 23,003 309 — 27,928 48,856 3,712,701 3,828 6,446 3,771,831 Republic Processing Group: Commercial & industrial — 25 — — 25 — 6,695 — — 6,695 Consumer: Easy Advances — — — — — — — — — — Republic Credit Solutions — 4,967 — — 4,967 — 32,252 — — 32,252 Total Republic Processing Group — 4,992 — — 4,992 — 38,947 — — 38,947 Total $ 4,616 $ 27,995 $ 309 $ — $ 32,920 $ 48,856 $ 3,751,648 $ 3,828 $ 6,446 $ 3,810,778 The following tables present loans individually evaluated for impairment by class of loans as of June 30, 2017 and December 31, 2016 and for the three and six months ended June 30, 2017 and 2016. The difference between the “Unpaid Principal Balance” and “Recorded Investment” columns represents life-to-date partial write downs/charge offs taken on individual impaired credits. As of Three Months Ended Six Months Ended June 30, 2017 June 30, 2017 June 30, 2017 Cash Basis Cash Basis Unpaid Average Interest Interest Average Interest Interest Principal Recorded Allowance Recorded Income Income Recorded Income Income (in thousands) Balance Investment Allocated Investment Recognized Recognized Investment Recognized Recognized Impaired loans with no related allowance recorded: Residential real estate: Owner occupied $ 12,651 $ 11,712 $ — $ 11,802 $ 48 $ — $ 12,380 $ 95 $ — Owner occupied - correspondent — — — — — — — — — Nonowner occupied 1,576 1,542 — 1,477 7 — 1,293 14 — Commercial real estate 5,812 4,635 — 4,702 20 — 5,235 40 — Construction & land development 598 598 — 537 7 — 507 15 — Commercial & industrial 344 344 — 200 1 — 136 2 — Lease financing receivables — — — — — — — — — Home equity 1,578 1,472 — 1,443 6 — 1,434 13 — Consumer 41 41 — 41 — — 43 — — Impaired loans with an allowance recorded: Residential real estate: Owner occupied 20,800 20,729 3,167 20,780 178 — 21,314 357 — Owner occupied - correspondent — — — — — — — — — Nonowner occupied 480 480 65 483 6 — 620 11 — Commercial real estate 4,367 4,367 332 5,229 49 — 6,579 95 — Construction & land development 151 151 95 273 1 — 342 2 — Commercial & industrial 149 149 149 150 — — 274 — — Lease financing receivables — — — — — — — — — Home equity 821 781 605 826 5 — 698 9 — Consumer 137 137 71 114 — — 76 — — Total impaired loans $ 49,505 $ 47,138 $ 4,484 $ 48,057 $ 328 $ — $ 50,931 $ 653 $ — As of Three Months Ended Six Months Ended December 31, 2016 June 30, 2016 June 30, 2016 Cash Basis Cash Basis Unpaid Average Interest Interest Average Interest Interest Principal Recorded Allowance Recorded Income Income Recorded Income Income (in thousands) Balance Investment Allocated Investment Recognized Recognized Investment Recognized Recognized Impaired loans with no related allowance recorded: Residential real estate: Owner occupied $ 13,727 $ 12,629 $ — $ 13,481 $ 30 $ — $ 13,406 $ 61 $ — Owner occupied - correspondent — — — — — — — — — Non owner occupied 1,399 1,376 — 1,475 1 — 1,626 3 — Commercial real estate 6,610 5,536 — 7,157 92 — 7,019 199 — Construction & land development 476 476 — 476 5 — 1,007 10 — Commercial & industrial 67 67 — 158 2 — 111 4 — Lease financing receivables — — — — — — — — — Home equity 1,358 1,287 — 1,924 6 — 1,978 12 — Consumer 45 45 — 94 — — 77 — — Impaired loans with an allowance recorded: Residential real estate: Owner occupied 21,595 21,576 3,361 23,808 211 — 24,488 422 — Owner occupied - correspondent — — — — — — — — — Non owner occupied 491 493 73 841 7 — 963 16 — Commercial real estate 7,397 7,397 577 9,254 115 — 9,670 232 — Construction & land development 405 406 120 431 5 — 504 10 — Commercial & industrial 619 619 227 845 — — 1,062 — — Lease financing receivables — — — — — — — — — Home equity 742 741 532 93 — — 138 — — Consumer 37 36 35 44 — — 43 — — Total impaired loans $ 54,968 $ 52,684 $ 4,925 $ 60,081 $ 474 $ — $ 62,092 $ 969 $ — Troubled Debt Restructurings A TDR is a situation where, due to a borrower’s financial difficulties, the Bank grants a concession to the borrower that the Bank would not otherwise have considered. In order to determine whether a borrower is experiencing financial difficulty, an evaluation is performed of the probability that the borrower will be in payment default on any of their debt in the foreseeable future without the modification. This evaluation is performed in accordance with the Bank’s internal underwriting policy. All TDRs are considered “Impaired,” including PCI loans subsequently restructured. The majority of the Bank’s commercial related and construction TDRs involve a restructuring of financing terms such as a reduction in the payment amount to require only interest and escrow (if required) and/or extending the maturity date of the debt. The substantial majority of the Bank’s residential real estate TDR concessions involve reducing the client’s loan payment through a rate reduction for a set period based on the borrower’s ability to service the modified loan payment. Retail loans may also be classified as TDRs due to legal modifications, such as bankruptcies. Nonaccrual loans modified as TDRs typically remain on nonaccrual status and continue to be reported as nonperforming loans for a minimum of six consecutive months. Accruing loans modified as TDRs are evaluated for nonaccrual status based on a current evaluation of the borrower’s financial condition and ability and willingness to service the modified debt. At June 30, 2017 and December 31, 2016, $8 million and $10 million of TDRs were on nonaccrual status. Detail of TDRs differentiated by loan type and accrual status follows: Troubled Debt Troubled Debt Total Restructurings on Restructurings on Troubled Debt Nonaccrual Status Accrual Status Restructurings Number of Recorded Number of Recorded Number of Recorded June 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 66 $ 5,733 198 $ 21,682 264 $ 27,415 Commercial real estate 6 2,327 12 6,034 18 8,361 Construction & land development 1 71 3 678 4 749 Commercial & industrial 1 149 1 44 2 193 Total troubled debt restructurings 74 $ 8,280 214 $ 28,438 288 $ 36,718 Troubled Debt Troubled Debt Total Restructurings on Restructurings on Troubled Debt Nonaccrual Status Accrual Status Restructurings Number of Recorded Number of Recorded Number of Recorded December 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate 79 $ 7,199 198 $ 21,554 277 $ 28,753 Commercial real estate 6 2,430 17 8,835 23 11,265 Construction & land development 1 77 4 804 5 881 Commercial & industrial 1 154 2 533 3 687 Total troubled debt restructurings 87 $ 9,860 221 $ 31,726 308 $ 41,586 The Bank considers a TDR to be performing to its modified terms if the loan is in accrual status and not past due 30-days-or-more as of the reporting date. A summary of the categories of TDR loan modifications outstanding and respective performance under modified terms at June 30, 2017 and December 31, 2016 follows: Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded June 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 1 $ 7 1 $ 476 2 $ 483 Rate reduction 148 17,824 50 5,471 198 23,295 Principal deferral 12 1,254 2 124 14 1,378 Legal modification 17 791 33 1,468 50 2,259 Total residential TDRs 178 19,876 86 7,539 264 27,415 Commercial related and construction/land development loans: Interest only payments 3 893 1 388 4 1,281 Rate reduction 7 4,032 2 221 9 4,253 Principal deferral 6 1,831 5 1,938 11 3,769 Total commercial TDRs 16 6,756 8 2,547 24 9,303 Total troubled debt restructurings 194 $ 26,632 94 $ 10,086 288 $ 36,718 Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded December 31, 2016 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments 2 $ 155 1 $ 493 3 $ 648 Rate reduction 148 18,125 57 6,213 205 24,338 Principal deferral 7 616 7 306 14 922 Legal modification 17 806 38 2,039 55 2,845 Total residential TDRs 174 19,702 103 9,051 277 28,753 Commercial related and construction/land development loans: Interest only payments 5 2,666 1 413 6 3,079 Rate reduction 8 4,769 2 228 10 4,997 Principal deferral 10 2,737 5 2,020 15 4,757 Total commercial TDRs 23 10,172 8 2,661 31 12,833 Total troubled debt restructurings 197 $ 29,874 111 $ 11,712 308 $ 41,586 As of June 30, 2017 and December 31, 2016, 73% and 72% of the Bank’s TDRs were performing according to their modified terms. The Bank had provided $3 million and $4 million of specific reserve allocations to clients whose loan terms have been modified in TDRs as of June 30, 2017 and December 31, 2016. The Bank had no commitments to lend any additional material amounts to its existing TDR relationships at June 30, 2017 or December 31, 2016. A summary of the categories of TDR loan modifications by respective performance as of June 30, 2017 and 2016 that were modified during the three months ended June 30, 2017 and 2016 follows: Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded June 30, 2017 (dollars in thousands) Loans Investment Loans Investment Loans Investment Residential real estate loans (including home equity loans): Interest only payments — $ — — $ — — $ — Rate reduction 1 220 — — 1 220 Principal deferral 2 810 — — 2 810 Legal modification 1 11 — — 1 11 Total residential TDRs 4 1,041 — — 4 1,041 Commercial related and construction/land development loans: Interest only payments — — — — — — Rate reduction — — — — — — Principal deferral — — — — — — Total commercial TDRs — — — — — — Total troubled debt restructurings 4 $ 1,041 — $ — 4 $ 1,041 Troubled Debt Troubled Debt Restructurings Restructurings Total Performing to Not Performing to Troubled Debt Modified Terms Modified Terms Restructurings Number of Recorded Number of Recorded Number of Recorded June 30, 2016 (dollars in thousands) L |