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EX-32.2 - EXHIBIT 32.2 - WILSON BANK HOLDING COwbhc06302017ex322.htm
EX-32.1 - EXHIBIT 32.1 - WILSON BANK HOLDING COwbhc06302017ex321.htm
EX-31.2 - EXHIBIT 31.2 - WILSON BANK HOLDING COwbhc06302017ex312.htm
EX-31.1 - EXHIBIT 31.1 - WILSON BANK HOLDING COwbhc06302017ex311.htm

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 10-Q
 
(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2017
or 
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                      to                     
Commission File Number 0-20402
 

WILSON BANK HOLDING COMPANY
(Exact name of registrant as specified in its charter) 
 
 
Tennessee
 
62-1497076
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
Identification No.)
 
 
 
623 West Main Street, Lebanon, TN
 
37087
(Address of principal executive offices)
 
(Zip Code)
 (615) 444-2265
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes   x    No  o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer
o
Accelerated filer
x
 
 
 
 
Non-accelerated filer
o
Smaller reporting company
o
(Do not check if a smaller reporting company)
Emerging growth company
o





If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  o    No  x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Common stock outstanding: 10,449,719 shares at August 9, 2017
 



Part I:
 
  
 
 
 
 
 
Item 1.
 
  
 
 
 
 
 
The unaudited consolidated financial statements of the Company and its subsidiary are as follows:
  
 
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
  
 
 
 
 
 
 
 
  
 
 
 
 
 
Item 2.
 
  
 
 
 
 
 
Item 3.
 
  
 
 
 
 
 
 
 
Disclosures required by Item 3 are incorporated by reference to Management’s Discussion and Analysis of Financial Condition and Results of Operations.
  
 
 
 
 
 
 
Item 4.
 
  
 
 
 
 
 
Part II:
 
  
 
 
 
 
 
Item 1.
 
  
 
 
 
 
 
Item 1A.
 
  
 
 
 
 
 
Item 2.
 
  
 
 
 
 
 
Item 3.
 
  
 
 
 
 
 
Item 4.
 
  
 
 
 
 
 
Item 5.
 
  
 
 
 
 
 
Item 6.
 
  
 
 
 
 
 
  
EX-31.1 SECTION 302 CERTIFICATION OF THE CEO
  
 
EX-31.2 SECTION 302 CERTIFICATION OF THE CFO
  
 
EX-32.1 SECTION 906 CERTIFICATION OF THE CEO
  
 
EX-32.2 SECTION 906 CERTIFICATION OF THE CFO
  
 
EX-101 INTERACTIVE DATA FILE
  
 



Part I. Financial Information
Item 1. Financial Statements
WILSON BANK HOLDING COMPANY
Consolidated Balance Sheets
June 30, 2017 and December 31, 2016


 
(Unaudited)
 
(Audited)
 
June 30,
2017
 
December 31,
2016
 
(Dollars in Thousands
Except Share Amounts)
Assets
 
 
 
Loans
$
1,735,014

 
$
1,689,819

Less: Allowance for loan losses
(23,323
)
 
(22,731
)
Net loans
1,711,691

 
1,667,088

Securities:
 
 
 
Held to maturity, at cost (market value $33,594 and $36,145, respectively)
33,752

 
36,624

Available-for-sale, at market (amortized cost $299,900 and $319,201, respectively)
296,781

 
312,585

Total securities
330,533

 
349,209

Loans held for sale
7,233

 
14,788

Restricted equity securities
3,012

 
3,012

Federal funds sold
16,500

 

Total earning assets
2,068,969

 
2,034,097

Cash and due from banks
117,965

 
47,918

Bank premises and equipment, net
48,861

 
44,414

Accrued interest receivable
5,226

 
6,104

Deferred income tax asset
9,181

 
10,758

Other real estate
1,883

 
4,527

Bank owned life insurance
29,057

 
28,616

Other assets
17,335

 
16,812

Goodwill
4,805

 
4,805

Total assets
$
2,303,282

 
$
2,198,051

Liabilities and Stockholders’ Equity
 
 
 
Deposits
$
2,028,974

 
$
1,942,135

Securities sold under repurchase agreements
1,529

 
736

Accrued interest and other liabilities
12,965

 
10,560

Total liabilities
2,043,468

 
1,953,431

Stockholders’ equity:
 
 
 
Common stock, $2.00 par value; authorized 50,000,000 shares, issued and outstanding 10,382,247 and 10,319,673 shares, respectively
20,764

 
20,639

Additional paid-in capital
63,064

 
60,541

Retained earnings
177,911

 
167,523

Net unrealized losses on available-for-sale securities, net of income taxes of $1,194 and $2,533, respectively
(1,925
)
 
(4,083
)
Total stockholders’ equity
259,814

 
244,620

Total liabilities and stockholders’ equity
$
2,303,282

 
$
2,198,051


See accompanying notes to consolidated financial statements (unaudited)

4



WILSON BANK HOLDING COMPANY
Consolidated Statements of Earnings
Three Months and Six Months Ended June 30, 2017 and 2016
(Unaudited)
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2017
 
2016
 
2017
 
2016
 
(Dollars in Thousands Except Per Share Amounts)
Interest income:
 
 
 
 
 
 
 
Interest and fees on loans
$
20,924

 
$
18,936

 
$
40,869

 
$
37,449

Interest and dividends on securities:
 
 
 
 
 
 
 
Taxable securities
1,351

 
1,445

 
2,634

 
2,856

Exempt from Federal income taxes
308

 
269

 
645

 
501

Interest on loans held for sale
67

 
85

 
133

 
159

Interest on Federal funds sold
63

 
111

 
104

 
188

Interest on balances held at depository institutions
123

 

 
178

 

Interest and dividends on restricted securities
35

 
31

 
66

 
61

Total interest income
22,871

 
20,877

 
44,629

 
41,214

Interest expense:
 
 
 
 
 
 
 
Interest on negotiable order of withdrawal accounts
311

 
352

 
630

 
728

Interest on money market and savings accounts
484

 
514

 
930

 
999

Interest on time deposits
1,298

 
1,238

 
2,548

 
2,487

Interest on federal funds purchased

 
2

 
8

 
2

Interest on securities sold under repurchase agreements
1

 

 
2

 
1

Total interest expense
2,094

 
2,106

 
4,118

 
4,217

Net interest income before provision for loan losses
20,777

 
18,771

 
40,511

 
36,997

Provision for loan losses
420

 
82

 
809

 
149

Net interest income after provision for loan losses
20,357

 
18,689

 
39,702

 
36,848

Non-interest income:
 
 
 
 
 
 
 
Service charges on deposit accounts
1,494

 
1,398

 
2,923

 
2,734

Other fees and commissions
3,530

 
2,657

 
6,171

 
5,067

Income on BOLI and annuity contracts
219

 
161

 
441

 
285

Gain on sale of loans
1,114

 
1,230

 
2,090

 
1,897

Gain on the sale of fixed assets
8

 

 
8

 

Gain on sale of other real estate
30

 
324

 
54

 
373

Gain on sale of securities

 
126

 

 
243

Total non-interest income
6,395

 
5,896

 
11,687

 
10,599

Non-interest expense:
 
 
 
 
 
 
 
Salaries and employee benefits
9,024

 
8,488

 
17,871

 
16,681

Occupancy expenses, net
934

 
856

 
1,785

 
1,694

Furniture and equipment expense
524

 
515

 
1,044

 
1,034

Data processing expense
735

 
688

 
1,381

 
1,361

Directors’ fees
151

 
162

 
313

 
338

Other operating expenses
3,996

 
3,713

 
7,207

 
7,079

Loss on the sale of securities

 

 
38

 

Loss on sale of other assets
2

 
1

 
2

 
1

Total non-interest expense
15,366

 
14,423

 
29,641

 
28,188

Earnings before income taxes
11,386

 
10,162

 
21,748

 
19,259

Income taxes
4,398

 
3,892

 
8,265

 
7,346

Net earnings
$
6,988

 
$
6,270

 
$
13,483

 
$
11,913

Weighted average number of common shares outstanding-basic
10,381,860

 
10,257,536

 
10,371,377

 
10,248,742

Weighted average number of common shares outstanding-diluted
10,387,076

 
10,262,316

 
10,376,408

 
10,253,596

Basic earnings per common share
$
0.67

 
$
0.61

 
$
1.30

 
$
1.16

Diluted earnings per common share
$
0.67

 
$
0.61

 
$
1.30

 
$
1.16

Dividends per share
$

 
$

 
$
0.30

 
$
0.26


See accompanying notes to consolidated financial statements (unaudited)

5



WILSON BANK HOLDING COMPANY
Consolidated Statements of Comprehensive Earnings
Three Months and Six Months Ended June 30, 2017 and 2016
(Unaudited)
 
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2017
 
2016
 
2017
 
2016
 
(In Thousands)
Net earnings
$
6,988

 
$
6,270

 
$
13,483

 
$
11,913

Other comprehensive earnings (loss), net of tax:
 
 
 
 
 
 
 
Unrealized gains on available-for-sale securities arising during period, net of taxes of $1,381, $603, $1,324 and $1,706, respectively
2,224

 
971

 
2,135

 
2,751

Reclassification adjustment for net losses (gains) included in net earnings, net of taxes of $0, $48, $15 and $93, respectively

 
(78
)
 
23

 
(150
)
Other comprehensive earnings
2,224

 
893

 
2,158

 
2,601

Comprehensive earnings
$
9,212

 
$
7,163

 
$
15,641

 
$
14,514


See accompanying notes to consolidated financial statements (unaudited)


6



WILSON BANK HOLDING COMPANY
Consolidated Statements of Cash Flows
Six Months Ended June 30, 2017 and 2016
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited) 
 
Six Months Ended June 30,
 
2017
 
2016
 
(In Thousands)
Cash flows from operating activities:
 
 
 
Interest received
$
46,846

 
$
42,510

Fees and commissions received
9,094

 
7,801

Proceeds from sale of loans held for sale
70,214

 
76,372

Origination of loans held for sale
(60,569
)
 
(78,878
)
Interest paid
(4,220
)
 
(4,250
)
Cash paid to suppliers and employees
(24,622
)
 
(22,953
)
Income taxes paid
(9,447
)
 
(6,744
)
Net cash provided by operating activities
27,296

 
13,858

Cash flows from investing activities:
 
 
 
Proceeds from maturities, calls, and principal payments of held-to-maturity securities
2,737

 
1,972

Proceeds from maturities, calls, and principal payments of available-for-sale securities
18,176

 
53,650

Proceeds from the sale of available-for-sale securities
12,446

 
41,433

Purchase of held-to-maturity securities

 
(8,786
)
Purchase of available-for-sale securities
(12,563
)
 
(103,819
)
Loans made to customers, net of repayments
(45,299
)
 
(112,069
)
Purchase of bank owned life insurance and annuity contracts

 
(1,916
)
Purchase of premises and equipment
(5,863
)
 
(1,554
)
Proceeds from sale of other real estate
2,583

 
522

Proceeds from sale of other assets
1

 
15

Net cash used in investing activities
(27,782
)
 
(130,552
)
Cash flows from financing activities:
 
 
 
Net increase in non-interest bearing, savings and NOW deposit accounts
70,427

 
96,930

Net increase (decrease) in time deposits
16,412

 
(3,022
)
Net increase (decrease) in securities sold under repurchase agreements
793

 
(1,033
)
Dividends paid
(3,096
)
 
(2,678
)
Proceeds from sale of common stock pursuant to dividend reinvestment
2,398

 
1,967

Proceeds from exercise of stock options
99

 
112

Net cash provided by financing activities
87,033

 
92,276

Net increase (decrease) in cash and cash equivalents
86,547

 
(24,418
)
Cash and cash equivalents at beginning of period
47,918

 
109,253

Cash and cash equivalents at end of period
$
134,465

 
$
84,835

 
See accompanying notes to consolidated financial statements (unaudited)








7




WILSON BANK HOLDING COMPANY
Consolidated Statements of Cash Flows, Continued
Six Months Ended June 30, 2017 and 2016
Increase (Decrease) in Cash and Cash Equivalents
(Unaudited) 
 
 
Six Months Ended June 30,
 
 
2017
 
2016
 
 
(In Thousands)
Reconciliation of net earnings to net cash provided by operating activities:
 
 
 
 
Net earnings
 
13,483

 
11,913

Adjustments to reconcile net earnings to net cash provided by operating activities:
 
 
 
 
Depreciation, amortization, and accretion
 
2,763

 
2,607

Provision for loan losses
 
809

 
149

Gain on sale of other real estate
 
(54
)
 
(373
)
Losses (gains) on sale of securities
 
38

 
(243
)
Stock-based compensation expense
 
152

 
20

Loss on the sale of other assets
 
2

 
1

Gain on the sale of bank premises and equipment
 
(8
)
 

Decrease (increase) in loans held for sale
 
7,555

 
(4,403
)
Decrease (increase) in deferred tax asset
 
238

 
(650
)
Increase in other assets, bank owned life insurance and annuity contract earnings, net
 
(965
)
 
(1,747
)
Decrease in interest receivable
 
878

 
81

Increase in other liabilities
 
3,927

 
5,284

Increase (decrease) in taxes payable
 
(1,420
)
 
1,252

Decrease in interest payable
 
(102
)
 
(33
)
Total adjustments
 
13,813

 
1,945

                         Net cash provided by operating activities
 
$
27,296


$
13,858

 
 
 
 
 
Supplemental schedule of non-cash activities:
 
 
 
 
Unrealized gain in value of securities available-for-sale, net of taxes of $1,339 and $1,613 for the six months ended June 30, 2017 and 2016, respectively
 
$
2,158

 
$
2,601

Non-cash transfers from loans to other real estate
 
$
80

 
$
696

Non-cash transfers from other real estate to loans
 
$
195

 
$
1,050

Non-cash transfers from loans to other assets
 
$
2

 
$
16

See accompanying notes to consolidated financial statements (unaudited)

8



WILSON BANK HOLDING COMPANY
Notes to Consolidated Financial Statements
(Unaudited)
Note 1. Summary of Significant Accounting Policies
Nature of Business — Wilson Bank Holding Company (the “Company”) is a bank holding company whose primary business is conducted by its wholly-owned subsidiary, Wilson Bank & Trust (the “Bank”). The Bank is a commercial bank headquartered in Lebanon, Tennessee. The Bank provides a full range of banking services in its primary market areas of Wilson, Davidson, Rutherford, Trousdale, Sumner, Dekalb, Putnam and Smith Counties, Tennessee.

Basis of Presentation — The accompanying unaudited, consolidated financial statements have been prepared in accordance with instructions to Form 10-Q and therefore do not include all information and footnotes necessary for a fair presentation of financial position, results of operations, and cash flows in conformity with U.S. generally accepted accounting principles. All adjustments consisting of normally recurring accruals that, in the opinion of management, are necessary for a fair presentation of the financial position and results of operations for the periods covered by the report have been included. The accompanying unaudited consolidated financial statements should be read in conjunction with the Company’s consolidated audited financial statements and related notes appearing in the Company's Annual Report on Form 10-K for the year ended December 31, 2016.
These consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. Significant intercompany transactions and accounts are eliminated in consolidation.
Use of Estimates — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities as of the balance sheet date and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Material estimates that are particularly susceptible to significant change in the near term include the determination of the allowance for loan losses, the valuation of deferred tax assets, determination of any impairment of intangibles, other-than-temporary impairment of securities, the valuation of other real estate, and the fair value of financial instruments. These financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016. There have been no significant changes to the Company’s significant accounting policies as disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.
Loans — Loans are reported at their outstanding principal balances less unearned income, the allowance for loan losses and any deferred fees or costs on originated loans. Interest income on loans is accrued based on the principal balance outstanding. Loan origination fees, net of certain loan origination costs, are deferred and recognized as an adjustment to the related loan yield using a method which approximates the interest method.
Loans are charged off when management believes that the full collectability of the loan is unlikely. As such, a loan may be partially charged-off after a “confirming event” has occurred which serves to validate that full repayment pursuant to the terms of the loan is unlikely.
Loans are placed on nonaccrual status when there is a significant deterioration in the financial condition of the borrower, which often is determined when the principal or interest on the loan is more than 90 days past due, unless the loan is both well-secured and in the process of collection. Generally, all interest accrued but not collected for loans that are placed on nonaccrual status, is reversed against current income. Interest income is subsequently recognized only to the extent cash payments are received while the loan is classified as nonaccrual, but interest income recognition is reviewed on a case-by-case basis. A nonaccrual loan is returned to accruing status once the loan has been brought current and collection is reasonably assured or the loan has been “well-secured” through other techniques. Past due status is determined based on the contractual due date per the underlying loan agreement.

All loans that are placed on nonaccrual are further analyzed to determine if they should be classified as impaired loans. At December 31, 2016 and at June 30, 2017, there were no loans classified as nonaccrual that were not also deemed to be impaired except for those loans not individually evaluated for impairment as described below. A loan is considered to be impaired when it is probable the Company will be unable to collect all principal and interest payments due in accordance with the contractual terms of the loan. This determination is made using a variety of techniques, which include a review of the borrower’s financial condition, debt-service coverage ratios, global cash flow analysis, guarantor support, other loan file information, meetings with borrowers, inspection or reappraisal of collateral and/or consultation with legal counsel as well as

9



results of reviews of other similar industry credits (e.g. builder loans, development loans, church loans, etc). Loans with an identified weakness and principal balance of $500,000 or more are subject to individual identification for impairment. Individually identified impaired loans are measured based on the present value of expected payments using the loan’s original effective rate as the discount rate, the loan’s observable market price, or the fair value of the collateral if the loan is collateral dependent. If the recorded investment in the impaired loan exceeds the measure of fair value, a specific valuation allowance is established as a component of the allowance for loan losses or, in the case of collateral dependent loans, the excess may be charged off. Changes to the valuation allowance are recorded as a component of the provision for loan losses. Any subsequent adjustments to present value calculations for impaired loan valuations as a result of the passage of time, such as changes in the anticipated payback period for repayment, are recorded as a component of the provision for loan losses. For loans less than $500,000, the Company assigns a valuation allowance to these loans utilizing an allocation rate equal to the allocation rate calculated for non-impaired loans of a similar type.
Allowance for Loan Losses — The allowance for loan losses is maintained at a level that management believes to be adequate to absorb probable losses in the loan portfolio. Loan losses are charged against the allowance when they are known. Subsequent recoveries are credited to the allowance. Management’s determination of the adequacy of the allowance is based on an evaluation of the portfolio, current economic conditions, volume, growth, composition of the loan portfolio, homogeneous pools of loans, risk ratings of specific loans, historical loan loss factors, loss experience of various loan segments, identified impaired loans and other factors related to the portfolio. This evaluation is performed quarterly and is inherently subjective, as it requires material estimates that are susceptible to significant change including the amounts and timing of future cash flows expected to be received on any impaired loans.
In assessing the adequacy of the allowance, we also consider the results of our ongoing independent loan review process. We undertake this process both to ascertain whether there are loans in the portfolio whose credit quality has weakened over time and to assist in our overall evaluation of the risk characteristics of the entire loan portfolio. Our loan review process includes the judgment of management, independent loan reviewers, and reviews that may have been conducted by third-party reviewers. We incorporate relevant loan review results in the loan impairment determination. In addition, regulatory agencies, as an integral part of their examination process, will periodically review the Company’s allowance for loan losses, and may require the Company to record adjustments to the allowance based on their judgment about information available to them at the time of their examinations.

Recently Issued Accounting Pronouncements    

In May 2014, the Financial Accounting Standards Board ("FASB") issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606).” ASU 2014-09 implements a common revenue standard that clarifies the principles for recognizing revenue. The core principle of ASU 2014-09 is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. To achieve that core principle, an entity should apply the following steps: (i) identify the contract(s) with a customer, (ii) identify the performance obligations in the contract, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations in the contract and (v) recognize revenue when (or as) the entity satisfies a performance obligation. ASU 2014-09 was originally going to be effective for us on January 1, 2017; however, ASU 2015-14, “Revenue from Contracts with Customers (Topic 606) - Deferral of the Effective Date" deferred the effective date of ASU 2014-09 by one year to January 1, 2018. Based on our analysis of the potential impact of ASU 2014-09, we do not expect this update to have a material impact on the Company’s consolidated financial statements.    

In January 2016, the FASB issued ASU 2016-1, “Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities.” ASU 2016-1, among other things, (i) requires equity investments, with certain exceptions, to be measured at fair value with changes in fair value recognized in net income, (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment, (iii) eliminates the requirement for public business entities to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost on the balance sheet, (iv) requires public business entities to use the exit price notion when measuring the fair value of financial instruments for disclosure purposes, (v) requires an entity to present separately in other comprehensive income the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the entity has elected to measure the liability at fair value in accordance with the fair value option for financial instruments, (vi) requires separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or the accompanying notes to the financial statements and (viii) clarifies that an entity should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale. ASU 2016-1 will be effective for us on January 1, 2018 and is not expected to have a significant impact on our financial statements.


10



In February 2016, FASB issued ASU 2016-02, "Leases (Topic 842)."  The amendments in this ASU are effective for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018.  Early adoption is permitted.  As a result of the amendment, lessees will need to recognize a right-of-use asset and a lease liability for virtually all of their leases (other than leases that meet the definition of a short-term lease). The liability will be equal to the present value of lease payments. The asset will be based on the liability, subject to adjustments, such as adjustments for initial direct costs. For income statement purposes, FASB retained a dual model, requiring leases to be classified as either operating or finance. Operating leases will result in straight-line expense (similar to current operating leases) while finance leases will result in a front-loaded expense pattern (similar to current capital leases). Classification will be based on criteria that are largely similar to those applied in current lease accounting, but without explicit bright lines.  We currently do not expect this ASU to have a material impact on our consolidated financial statements.

In March 2016, FASB issued ASU 2016-09, "Compensation - Stock Compensation (Topic 718):  Improvements to Employee Share-Based Payment Accounting."  The amendments in this ASU simplify  several  aspects  of  the  accounting  for  share-based  payment award  transactions,  including:  (1) income  tax  consequences;  (2)  classification  of  awards  as  either equity or liabilities, and (3) classification on the statement of cash flows. For public companies, like the Company, the amendments in this ASU are effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. We elected to adopt the provisions of ASU 2016-09 during the first quarter of 2016 in advance of the required application date of January 1, 2017. The adoption of ASU 2016-09 did not have a material impact on our consolidated statements of earnings for the six months ended June 30, 2017 and 2016.

In June 2016, FASB  issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." ASU 2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts and requires enhanced disclosures related to the significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio. In addition, ASU 2016-13 amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. ASU 2016-13 will be effective on January 1, 2020. We are currently evaluating the potential impact of ASU 2016-13 on our financial statements.  We are also evaluating the sufficiency of current systems and data needed to comply with this ASU. 

In August 2016, FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” ASU 2016-15 clarifies how certain cash receipts and cash payments are presented and classified in the statement of cash flows under Topic 230.  The update addresses eight specific cash flow issues including, but not limited to, proceeds from the settlement of bank-owned life insurance policies, with the objective of reducing the existing diversity in practice.  ASU 2016-15 will be effective on January 1, 2018. We are currently evaluating the potential impact of ASU 2016-15 on our financial statements.

In March 2017, FASB issued ASU 2017-08, “Receivables -  Nonrefundable Fees and Other Costs (Subtopic 310-20) - Premium Amortization on Purchased Callable Debt Securities.” ASU 2017-08 provides guidance on the amortization period for certain purchased callable debt securities held at a premium.  This update shortens the amortization period for the premium to the earliest call date.  Under current generally accepted accounting principles, entities generally amortize the premium as an adjustment of yield over the contractual life of the instrument related to certain cash flow issues in order to reduce the current and potential future diversity in practice. ASU 2017-08 will be effective for us on January 1, 2019.  We are currently evaluating the potential impact of ASU 2017-08 on our financial statements.

Other than those previously discussed, there were no other recently issued accounting pronouncements that may materially impact the Company.
Note 2. Loans and Allowance for Loan Losses
For financial reporting purposes, the Company classifies its loan portfolio based on the underlying collateral utilized to secure each loan. This classification is consistent with those utilized in the Quarterly Report of Condition and Income filed by the Bank with the Federal Deposit Insurance Corporation (“FDIC”).
The following schedule details the loans of the Company at June 30, 2017 and December 31, 2016:

11



 
(In Thousands)
 
June 30,
2017
 
December 31,
2016
Mortgage loans on real estate
 
 
 
       Residential 1-4 family
$
410,312

 
$
393,268

Multifamily
108,994

 
109,410

Commercial
663,102

 
689,695

Construction and land development
352,725

 
297,315

Farmland
42,136

 
46,314

Second mortgages
8,440

 
9,193

Equity lines of credit
57,988

 
56,038

Total mortgage loans on real estate
1,643,697

 
1,601,233

Commercial loans
49,257

 
40,301

Agricultural loans
1,442

 
1,562

Consumer installment loans
 
 
 
Personal
35,247

 
41,117

Credit cards
3,205

 
3,157

Total consumer installment loans
38,452

 
44,274

Other loans
9,690

 
9,055

                                Total loans before net deferred loan fees
1,742,538

 
1,696,425

Net deferred loan fees
(7,524
)
 
(6,606
)
Total loans
1,735,014

 
1,689,819

Less: Allowance for loan losses
(23,323
)
 
(22,731
)
Net loans
$
1,711,691

 
$
1,667,088


Risk characteristics relevant to each portfolio segment are as follows:

Construction and land development: Loans for non-owner-occupied real estate construction or land development are generally repaid through cash flow related to the operation, sale or refinance of the property. The Company also finances construction loans for owner-occupied properties. A portion of the Company’s construction and land portfolio segment is comprised of loans secured by residential product types (residential land and single-family construction). With respect to construction loans to developers and builders that are secured by non-owner occupied properties that the Company may originate from time to time, the Company generally requires the borrower to have had an existing relationship with the Company and have a proven record of success. Construction and land development loans are underwritten utilizing independent appraisal reviews, sensitivity analysis of absorption and lease rates, market sales activity, and financial analysis of the developers and property owners. Construction loans are generally based upon estimates of costs and value associated with the complete project. These estimates may be inaccurate. Construction loans often involve the disbursement of substantial funds with repayments substantially dependent on the success of the ultimate project. Sources of repayment for these types of loans may be pre-committed permanent loans from approved long-term lenders, sales of developed property or an interim loan commitment from the Company until permanent financing is obtained. These loans are closely monitored by on-site inspections and are considered to have higher risks than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, governmental regulation of real property, general economic conditions and the availability of long-term financing.

1-4 family residential real estate: Residential real estate loans represent loans to consumers or investors to finance a residence. These loans are typically financed on 15 to 30 year amortization terms, but generally with shorter maturities of 5 to 15 years. Many of these loans are extended to borrowers to finance their primary or secondary residence. Loans to an investor secured by a 1-4 family residence will be repaid from either the rental income from the property or from the sale of the property. This loan segment also includes closed-end home equity loans that are secured by a first or second mortgage on the borrower’s residence. This allows customers to borrow against the equity in their home. Loans in this portfolio segment are underwritten and approved based on a number of credit quality criteria including limits on maximum Loan-to-Value ("LTV"), minimum credit scores, and maximum debt to income. Real estate market values as of the time the loan is made directly affect the amount of credit extended and, in addition, changes in these residential property values impact the depth of potential losses in this portfolio segment.

1-4 family HELOC: This loan segment includes open-end home equity loans that are secured by a first or second mortgage on the borrower’s residence. This allows customers to borrow against the equity in their home utilizing a revolving line of credit.

12



These loans are underwritten and approved based on a number of credit quality criteria including limits on maximum LTV, minimum credit scores, and maximum debt to income. Real estate market values as of the time the loan is made directly affect the amount of credit extended and, in addition, changes in these residential property values impact the depth of potential losses in this portfolio segment. Because of the revolving nature of these loans, as well as the fact that many represent second mortgages, this portfolio segment can contain more risk than the amortizing 1-4 family residential real estate loans.

Multi-family and commercial real estate: Multi-family and commercial real estate loans are subject to underwriting standards and processes similar to commercial and industrial loans, in addition to those of real estate loans. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate.

Commercial real estate lending typically involves higher loan principal amounts and the repayment of these loans is generally largely dependent on the successful operation of the property securing the loan or the business conducted on the property securing the loan. Commercial real estate loans may be more adversely affected by conditions in the real estate markets or in the general economy. The properties securing the Company’s commercial real estate portfolio are diverse in terms of type. This diversity helps reduce the Company’s exposure to adverse economic events that affect any single market or industry. Management monitors and evaluates commercial real estate loans based on collateral, geography and risk grade criteria. The Company also utilizes third-party experts to provide insight and guidance about economic conditions and trends affecting the market areas it serves. In addition, management tracks the level of owner-occupied commercial real estate loans versus non-owner occupied loans. Non-owner occupied commercial real estate loans are loans secured by multifamily and commercial properties where the primary source of repayment is derived from rental income associated with the property (that is, loans for which 50 percent or more of the source of repayment comes from third party, nonaffiliated, rental income) or the proceeds of the sale, refinancing, or permanent financing of the property. These loans are made to finance income-producing properties such as apartment buildings, office and industrial buildings, and retail properties. Owner-occupied commercial real estate loans are loans where the primary source of repayment is the cash flow from the ongoing operations and business activities conducted by the party, or affiliate of the party, who owns the property.

Commercial and Industrial: The commercial and industrial loan portfolio segment includes commercial and industrial loans to commercial customers for use in normal business operations to finance working capital needs, equipment purchases or other expansion projects. Collection risk in this portfolio is driven by the creditworthiness of underlying borrowers, particularly cash flow from customers’ business operations. Commercial and industrial loans are primarily made based on the identified cash flows of the borrower and secondarily on the underlying collateral provided by the borrower. The cash flows of borrowers, however, may not be as expected and the collateral securing these loans may fluctuate in value. Most commercial and industrial loans are secured by the assets being financed or other business assets such as accounts receivable or inventory and usually incorporate a personal guarantee; however, some short-term loans may be made on an unsecured basis. In the case of loans secured by accounts receivable, the availability of funds for the repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers.

Consumer: The consumer loan portfolio segment includes non-real estate secured direct loans to consumers for household, family, and other personal expenditures. Consumer loans may be secured or unsecured and are usually structured with short or medium term maturities. These loans are underwritten and approved based on a number of consumer credit quality criteria including limits on maximum LTV on secured consumer loans, minimum credit scores, and maximum debt to income. Many traditional forms of consumer installment credit have standard monthly payments and fixed repayment schedules of one to five years. These loans are made with either fixed or variable interest rates that are based on specific indices. Installment loans fill a variety of needs, such as financing the purchase of an automobile, a boat, a recreational vehicle or other large personal items, or for consolidating debt. These loan may be unsecured or secured by an assignment of title, as in an automobile loan, or by money in a bank account. In addition to consumer installment loans, this portfolio segment also includes secured and unsecured personal lines of credit as well as overdraft protection lines. Loans in this portfolio segment are sensitive to unemployment and other key consumer economic measures.

The adequacy of the allowance for loan losses is assessed at the end of each calendar quarter. The level of the allowance is based upon evaluation of the loan portfolio, past loan loss experience, current asset quality trends, known and inherent risks in the portfolio, adverse situations that may affect the borrowers’ ability to repay (including the timing of future payment), the estimated value of any underlying collateral, composition of the loan portfolio, economic conditions, historical loss experience, industry and peer bank loan quality indications and other pertinent factors, including regulatory recommendations.

13



Transactions in the allowance for loan losses for the six months ended June 30, 2017 and year ended December 31, 2016 are summarized as follows:

 
(In Thousands)
 
Residential
1-4 Family
 
Multifamily
 
Commercial
Real Estate
 
Construction
 
Farmland
 
Second
Mortgages
 
Equity Lines
of Credit
 
Commercial
 
Agricultural, Installment and Other
 
Total
June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allowance for loan losses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning balance
$
4,571

 
839

 
9,541

 
5,387

 
658

 
112

 
675

 
386

 
562

 
22,731

Provision
618

 
306

 
(76
)
 
(277
)
 
(63
)
 
(7
)
 
9

 
41

 
258

 
809

Charge-offs
(112
)
 

 

 

 
(3
)
 
(11
)
 

 

 
(468
)
 
(594
)
Recoveries
17

 

 
89

 
39

 

 
3

 
1

 
2

 
226

 
377

Ending balance
$
5,094

 
1,145

 
9,554

 
5,149

 
592

 
97

 
685

 
429

 
578

 
23,323

Ending balance individually evaluated for impairment
$
134

 

 
300

 

 

 

 

 

 

 
434

Ending balance collectively evaluated for impairment
$
4,960

 
1,145

 
9,254

 
5,149

 
592

 
97

 
685

 
429

 
578

 
22,889

Loans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ending balance
$
410,312

 
108,994

 
663,102

 
352,725

 
42,136

 
8,440

 
57,988

 
49,257

 
49,584

 
1,742,538

Ending balance individually evaluated for impairment
$
735

 

 
4,043

 
1,438

 

 

 

 

 

 
6,216

Ending balance collectively evaluated for impairment
$
409,577

 
108,994

 
659,059

 
351,287

 
42,136

 
8,440

 
57,988

 
49,257

 
49,584

 
1,736,322

 
Residential
1-4 Family
 
Multifamily
 
Commercial
Real Estate
 
Construction
 
Farmland
 
Second
Mortgages
 
Equity Lines
of Credit
 
Commercial
 
Agricultural, Installment and Other
 
Total
December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Allowance for loan losses:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Beginning balance
$
5,024

 
619

 
9,986

 
5,136

 
654

 
106

 
594

 
301

 
480

 
22,900

Provision
(400
)
 
220

 
(399
)
 
283

 
2

 
2

 
66

 
81

 
524

 
379

Charge-offs
(109
)
 

 
(100
)
 
(66
)
 

 

 

 
(11
)
 
(674
)
 
(960
)
Recoveries
56

 

 
54

 
34

 
2

 
4

 
15

 
15

 
232

 
412

Ending balance
$
4,571

 
839

 
9,541

 
5,387

 
658

 
112

 
675

 
386

 
562

 
22,731

Ending balance individually evaluated for impairment
$
196

 

 
120

 

 

 

 

 

 

 
316

Ending balance collectively evaluated for impairment
$
4,375

 
839

 
9,421

 
5,387

 
658

 
112

 
675

 
386

 
562

 
22,415

Loans:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ending balance
$
393,268

 
109,410

 
689,695

 
297,315

 
46,314

 
9,193

 
56,038

 
40,301

 
54,891

 
1,696,425

Ending balance individually evaluated for impairment
$
679

 

 
4,689

 
1,618

 
103

 

 

 

 

 
7,089

Ending balance collectively evaluated for impairment
$
392,589

 
109,410

 
685,006

 
295,697

 
46,211

 
9,193

 
56,038

 
40,301

 
54,891

 
1,689,336


14



Impaired Loans
At June 30, 2017, the Company had certain impaired loans of $2.7 million which were on non-accruing interest status. At December 31, 2016, the Company had certain impaired loans of $3.0 million which were on non-accruing interest status. In each case, at the date such loans were placed on nonaccrual status, the Company reversed all previously accrued interest income against current year earnings. The following table presents the Company’s impaired loans at June 30, 2017 and December 31, 2016. 
 
In Thousands
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
June 30, 2017
 
 
 
 
 
 
 
 
 
With no related allowance recorded:
 
 
 
 
 
 
 
 
 
Residential 1-4 family
$
251

 
299

 

 
200

 
7

Multifamily

 

 

 

 

Commercial real estate
906

 
902

 

 
911

 
20

Construction
1,443

 
1,438

 

 
1,483

 
34

Farmland

 

 

 
51

 

Second mortgages

 

 

 

 

Equity lines of credit

 

 

 

 

Commercial

 

 

 

 

Agricultural, installment and other

 

 

 

 

 
$
2,600

 
2,639

 

 
2,645

 
61

With allowance recorded:
 
 
 
 
 
 
 
 
 
Residential 1-4 family
$
487

 
661

 
134

 
513

 
16

Multifamily

 

 

 

 

Commercial real estate
3,141

 
3,141

 
300

 
3,141

 
9

Construction

 

 

 

 

Farmland

 

 

 

 

Second mortgages

 

 

 

 

Equity lines of credit

 

 

 

 

Commercial

 

 

 

 

Agricultural, installment and other

 

 

 

 

 
$
3,628

 
3,802

 
434

 
3,654

 
25

Total
 
 
 
 
 
 
 
 
 
Residential 1-4 family
$
738

 
960

 
134

 
713

 
23

Multifamily

 

 

 

 

Commercial real estate
4,047

 
4,043

 
300

 
4,052

 
29

Construction
1,443

 
1,438

 

 
1,483

 
34

Farmland

 

 

 
51

 

Second mortgages

 

 

 

 

Equity lines of credit

 

 

 

 

Commercial

 

 

 

 

Agricultural, installment and other

 

 

 

 

 
$
6,228

 
6,441

 
434

 
6,299

 
86


15



 
In Thousands
 
Recorded
Investment
 
Unpaid
Principal
Balance
 
Related
Allowance
 
Average
Recorded
Investment
 
Interest
Income
Recognized
December 31, 2016
 
 
 
 
 
 
 
 
 
With no related allowance recorded:
 
 
 
 
 
 
 
 
 
Residential 1-4 family
$
150

 
148

 

 
150

 
7

Multifamily

 

 

 

 

Commercial real estate
4,248

 
4,246

 

 
4,352

 
38

Construction
1,623

 
1,618

 

 
1,778

 
82

Farmland
104

 
103

 

 
79

 
5

Second mortgages

 

 

 

 

Equity lines of credit

 

 

 

 

Commercial

 

 

 

 

Agricultural, installment and other

 

 

 

 

 
$
6,125

 
6,115

 

 
6,359

 
132

With allowance recorded:
 
 
 
 
 
 
 
 
 
Residential 1-4 family
$
540

 
531

 
196

 
540

 
32

Multifamily

 

 

 

 

Commercial real estate
443

 
443

 
120

 
111

 
5

Construction

 

 

 

 

Farmland

 

 

 

 

Second mortgages

 

 

 

 

Equity lines of credit

 

 

 

 

Commercial

 

 

 

 

Agricultural, installment and other

 

 

 

 

 
$
983

 
974

 
316

 
651

 
37

Total:
 
 
 
 
 
 
 
 
 
Residential 1-4 family
$
690

 
679

 
196

 
690

 
39

Multifamily

 

 

 

 

Commercial real estate
4,691

 
4,689

 
120

 
4,463

 
43

Construction
1,623

 
1,618

 

 
1,778

 
82

Farmland
104

 
103

 

 
79

 
5

Second mortgages

 

 

 

 

Equity lines of credit

 

 

 

 

Commercial

 

 

 

 

Agricultural, installment and other

 

 

 

 

 
$
7,108

 
7,089

 
316

 
7,010

 
169

Impaired loans also include loans that the Company may elect to formally restructure due to the weakening credit status of a borrower such that the restructuring may facilitate a repayment plan that minimizes the potential losses that the Company may otherwise incur. These loans are classified as impaired loans and, if on non-accruing status as of the date of restructuring, the loans are included in the nonperforming loan balances. Not included in nonperforming loans are loans that have been restructured that were performing as of the restructure date.

Troubled Debt Restructuring
The Bank’s loan portfolio includes certain loans that have been modified in a troubled debt restructuring ("TDR"), where economic concessions have been granted to borrowers who have experienced or are expected to experience financial difficulties. These concessions typically result from the Bank’s loss mitigation activities and could include reductions in the interest rate, payment extensions, forgiveness of principal, forbearance or other actions. Certain TDRs are classified as nonperforming at the time of restructure and may only be returned to performing status after considering the borrower’s sustained repayment performance for a reasonable period, generally six months.

16



The following table summarizes the carrying balances of TDRs at June 30, 2017 and December 31, 2016. 
 
June 30, 2017
 
December 31, 2016
 
(In thousands)
Performing TDRs
$
3,485

 
$
3,277

Nonperforming TDRs
1,026

 
1,319

Total TDRS
$
4,511

 
$
4,596


The following table outlines the amount of each troubled debt restructuring categorized by loan classification for the six months ended June 30, 2017 and the year ended December 31, 2016 (in thousands, except for number of contracts): 
 
June 30, 2017
 
December 31, 2016
 
Number
of
Contracts
 
Pre
Modification
Outstanding
Recorded
Investment
 
Post
Modification
Outstanding
Recorded
Investment,
Net of Related
Allowance
 
Number
of
Contracts
 
Pre
Modification
Outstanding
Recorded
Investment
 
Post
Modification
Outstanding
Recorded
Investment,
Net of Related
Allowance
Residential 1-4 family
4

 
$
311

 
$
311

 
4

 
$
130

 
$
130

Multifamily

 

 

 

 

 

Commercial real estate

 

 

 
2

 
1,364

 
1,244

Construction

 

 

 

 

 

Farmland
1

 
86

 
86

 
1

 
103

 
103

Second mortgages

 

 

 

 

 

Equity lines of credit

 

 

 

 

 

Commercial

 

 

 

 

 

Agricultural, installment and other
1

 
3

 
3

 
2

 
17

 
17

Total
6

 
$
400

 
$
400

 
9

 
$
1,614

 
$
1,494

    
As of June 30, 2017 and December 31, 2016, the Company had no loan relationships that had been previously classified as a TDR subsequently default within twelve months of restructuring. A default is defined as an occurrence which violates the terms of the receivable’s contract.

As of June 30, 2017 and December 31, 2016, the Company’s recorded investment in consumer mortgage loans in the process of foreclosure amounted to $308,000 and $389,000, respectively.
Potential problem loans, which include nonperforming loans, amounted to approximately $16.2 million at June 30, 2017 and December 31, 2016. Potential problem loans represent those loans with a well-defined weakness and where information about possible credit problems of borrowers has caused management to have serious doubts about the borrower’s ability to comply with present repayment terms. This definition is believed to be substantially consistent with the standards established by the FDIC, the Bank’s primary federal regulator, for loans classified as special mention, substandard, or doubtful.
The following summary presents our loan balances by primary loan classification and the amount classified within each risk rating category. Pass rated loans include all credits other than those included in special mention, substandard and doubtful which are defined as follows:
 
Special mention loans 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 Bank’s credit position at some future date.
Substandard loans are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Assets so classified must have a well-defined weakness or weaknesses that jeopardize liquidation of the debt. Substandard loans are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected.

17



Doubtful loans have all the characteristics of substandard loans with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. The Bank considers all doubtful loans to be impaired and places such loans on nonaccrual status.

18



The following table is a summary of the Bank’s loan portfolio by risk rating at June 30, 2017 and December 31, 2016: 
 
(In Thousands)
 
Residential
1-4 Family
 
Multifamily
 
Commercial
Real Estate
 
Construction
 
Farmland
 
Second
Mortgages
 
Equity
Lines
of Credit
 
Commercial
 
Agricultural, installment and other
 
Total
June 30, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Risk Profile by Internally Assigned Rating
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pass
$
401,120

 
108,994

 
658,135

 
352,426

 
41,299

 
7,994

 
57,772

 
49,254

 
49,366

 
1,726,360

Special Mention
5,886

 

 
839

 
86

 
151

 
295

 
64

 
3

 
101

 
7,425

Substandard
3,306

 

 
4,128

 
213

 
686

 
151

 
152

 

 
117

 
8,753

Doubtful

 

 

 

 

 

 

 

 

 

Total
$
410,312

 
108,994

 
663,102

 
352,725

 
42,136

 
8,440

 
57,988

 
49,257

 
49,584

 
1,742,538

December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Credit Risk Profile by Internally Assigned Rating
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Pass
$
384,383

 
109,410

 
684,202

 
297,089

 
45,470

 
8,775

 
55,883

 
40,301

 
54,754

 
1,680,267

Special Mention
5,616

 

 
668

 
121

 
147

 
303

 

 

 
26

 
6,881

Substandard
3,269

 

 
4,825

 
105

 
697

 
115

 
155

 

 
111

 
9,277

Doubtful