Item 1. Financial Statements
ITEM 1: FINANCIAL STATEMENTS
CENTRAL VALLEY COMMUNITY BANCORP AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Unaudited)
(In thousands, except share amounts) June 30, 2022 December 31, 2021
ASSETS
Cash and due from banks $ 26,579 $ 29,412
Interest-earning deposits in other banks 654 134,055
Total cash and cash equivalents 27,233 163,467
Available-for-sale investment securities 710,481 1,109,208
Held-to-maturity investment securities 305,902 —
Equity securities 6,832 7,416
Loans, less allowance for credit losses of $9,873 at June 30, 2022 and $9,600 at December 31, 2021 1,126,091 1,029,511
Bank premises and equipment, net 8,060 8,380
Bank-owned life insurance 40,040 39,553
Federal Home Loan Bank stock 6,169 5,595
Goodwill 53,777 53,777
Core deposit intangibles 242 522
Accrued interest receivable and other assets 68,765 32,710
Total assets $ 2,353,592 $ 2,450,139
LIABILITIES AND SHAREHOLDERS’ EQUITY
Deposits:
Non-interest bearing $ 931,157 $ 963,584
Interest bearing 1,174,840 1,159,213
Total deposits 2,105,997 2,122,797
Short-term borrowings 9,324 —
Subordinated debentures 39,526 39,454
Accrued interest payable and other liabilities 28,492 40,043
Total liabilities 2,183,339 2,202,294
Commitments and contingencies (Note 8)
Shareholders’ equity:
Preferred stock, no par value; 10,000,000 shares authorized, none issued and outstanding
— —
Common stock, no par value; 80,000,000 shares authorized; issued and outstanding: 11,717,146 at June 30, 2022 and 11,916,651 at December 31, 2021 60,975 66,820
Retained earnings 183,197 173,393
Accumulated other comprehensive (loss) income, net of tax ( 73,919 ) 7,632
Total shareholders’ equity 170,253 247,845
Total liabilities and shareholders’ equity $ 2,353,592 $ 2,450,139
See notes to unaudited consolidated financial statements.
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CENTRAL VALLEY COMMUNITY BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
For the Three Months
Ended June 30, For the Six Months
Ended June 30,
(In thousands, except share and per-share amounts) 2022 2021 2022 2021
INTEREST INCOME:
Interest and fees on loans $ 12,883 $ 13,556 $ 25,044 $ 27,321
Interest on deposits in other banks 52 29 109 61
Interest and dividends on investment securities:
Taxable 5,651 3,361 10,175 6,094
Exempt from Federal income taxes 1,879 1,409 3,319 2,726
Total interest income 20,465 18,355 38,647 36,202
INTEREST EXPENSE:
Interest on deposits 231 252 483 520
Interest on subordinated debentures and borrowings 424 22 757 46
Total interest expense 655 274 1,240 566
Net interest income before provision for credit losses 19,810 18,081 37,407 35,636
(REVERSAL OF) PROVISION FOR CREDIT LOSSES — ( 1,500 ) — ( 3,300 )
Net interest income after provision for credit losses 19,810 19,581 37,407 38,936
NON-INTEREST INCOME:
Service charges 544 467 1,083 899
Appreciation in cash surrender value of bank-owned life insurance
245 176 487 349
Interchange fees 478 471 920 841
Net realized losses on sales and calls of investment securities ( 969 ) ( 79 ) ( 763 ) ( 79 )
Federal Home Loan Bank dividends 82 83 167 153
Loan placement fees 268 510 567 1,167
Other income 122 449 143 746
Total non-interest income 770 2,077 2,604 4,076
NON-INTEREST EXPENSES:
Salaries and employee benefits 7,057 6,979 14,001 13,917
Occupancy and equipment 1,344 1,201 2,506 2,314
Professional services 464 475 838 831
Data processing 548 625 1,089 1,242
Regulatory assessments 194 172 416 333
ATM/Debit card expenses 217 191 412 416
Information technology 828 611 1,586 1,170
Directors’ expenses 48 113 93 154
Advertising 138 128 278 257
Internet banking expense 48 84 69 208
Amortization of core deposit intangibles 140 173 280 347
Other 1,057 878 1,960 1,829
Total non-interest expenses 12,083 11,630 23,528 23,018
Income before provision for income taxes 8,497 10,028 16,483 19,994
Provision for income taxes 1,955 2,465 3,855 4,952
Net income $ 6,542 $ 7,563 $ 12,628 $ 15,042
Earnings per common share:
Basic earnings per share $ 0.56 $ 0.61 $ 1.08 $ 1.20
Weighted average common shares used in basic computation 11,665,074 12,498,809 11,746,795 12,497,217
Diluted earnings per share $ 0.56 $ 0.60 $ 1.07 $ 1.20
Weighted average common shares used in diluted computation 11,685,850 12,548,044 11,778,127 12,548,101
Cash dividend per common share $ 0.12 $ 0.12 $ 0.24 $ 0.23
See notes to unaudited consolidated financial statements.
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CENTRAL VALLEY COMMUNITY BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
For the Three Months
Ended June 30, For the Six Months
Ended June 30,
(In thousands) 2022 2021 2022 2021
Net income $ 6,542 $ 7,563 $ 12,628 15,042
Other Comprehensive (Loss) Income:
Unrealized losses on securities:
Unrealized holding (losses) gains arising during the period ( 36,332 ) 10,729 ( 116,931 ) ( 2,892 )
Reclassification of net losses included in net income 969 79 763 79
Amortization of net unrealized losses transferred 394 — 394 —
Other comprehensive (loss) income, before tax ( 34,969 ) 10,808 ( 115,774 ) ( 2,813 )
Tax effect 10,337 ( 3,196 ) 34,223 831
Total other comprehensive (loss) income ( 24,632 ) 7,612 ( 81,551 ) ( 1,982 )
Comprehensive (loss) income $ ( 18,090 ) $ 15,175 $ ( 68,923 ) $ 13,060
See notes to unaudited consolidated financial statements.
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CENTRAL VALLEY COMMUNITY BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
THREE MONTHS ENDED JUNE 30, 2022 AND 2021
Common Stock Accumulated
Other
Comprehensive Income (Loss)
(Net of Taxes) Total Shareholders’ Equity
Retained Earnings
(In thousands, except share amounts) Shares Amount
Balance, March 31, 2021 12,524,609 $ 79,732 $ 156,851 $ 5,262 $ 241,845
Net income — — 7,563 — 7,563
Other comprehensive income — — — 7,612 7,612
Restricted stock granted net of forfeitures
20,967 — — — —
Stock issued under employee stock purchase plan
3,292 54 — — 54
Stock-based compensation expense
— 109 — — 109
Cash dividend
— — ( 1,504 ) — ( 1,504 )
Stock options exercised
19,900 212 — — 212
Repurchase and retirement of common stock
( 239,679 ) ( 4,842 ) — — ( 4,842 )
Balance, June 30, 2021 12,329,089 $ 75,265 $ 162,910 $ 12,874 $ 251,049
Balance, March 31, 2022 11,752,623 $ 62,893 $ 178,054 $ ( 49,287 ) $ 191,660
Net income
— — 6,542 — 6,542
Other comprehensive loss — — — ( 24,632 ) ( 24,632 )
Restricted stock granted net of forfeitures
37,781 — — — —
Stock issued under employee stock purchase plan
3,550 54 — — 54
Stock awarded to employees 300 6 — — 6
Stock-based compensation expense
— 84 — — 84
Cash dividend
— — ( 1,399 ) — ( 1,399 )
Stock options exercised
27,780 266 — — 266
Repurchase and retirement of common stock
( 104,888 ) ( 2,328 ) — — ( 2,328 )
Balance, June 30, 2022 11,717,146 $ 60,975 $ 183,197 $ ( 73,919 ) $ 170,253
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CENTRAL VALLEY COMMUNITY BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
SIX MONTHS ENDED JUNE 30, 2022 AND 2021
Common Stock Retained Earnings Accumulated
Other
Comprehensive Income (Loss)
(Net of Taxes) Total Shareholders’ Equity
(In thousands, except share amounts) Shares Amount
Balance, January 1, 2021 12,509,848 $ 79,416 $ 150,749 $ 14,856 245,021
Net income — — 15,042 — 15,042
Other comprehensive loss — — — ( 1,982 ) ( 1,982 )
Stock issued under employee stock purchase plan
7,671 110 — — 110
Stock awarded to employees 10,529 158 — — 158
Restricted stock granted net of forfeitures
20,720 — — — —
Stock-based compensation expense
— 210 — — 210
Cash dividend
— — ( 2,881 ) — ( 2,881 )
Repurchase and retirement of common stock
( 239,679 ) ( 4,842 ) — — ( 4,842 )
Stock options exercised
20,000 213 — — 213
Balance, June 30, 2021 12,329,089 $ 75,265 $ 162,910 $ 12,874 $ 251,049
Balance, January 1, 2022 11,916,651 $ 66,820 $ 173,393 $ 7,632 $ 247,845
Net income
— — 12,628 — 12,628
Other comprehensive loss — — — ( 81,551 ) ( 81,551 )
Restricted stock granted net of forfeitures
42,399 — — — —
Stock issued under employee stock purchase plan
6,556 110 — — 110
Stock awarded to employees 13,446 279 — — 279
Stock-based compensation expense
— 181 — — 181
Cash dividend
— — ( 2,824 ) — ( 2,824 )
Stock options exercised
38,855 399 — — 399
Repurchase and retirement of common stock
( 300,761 ) ( 6,814 ) — — ( 6,814 )
Balance, June 30, 2022 11,717,146 $ 60,975 $ 183,197 $ ( 73,919 ) $ 170,253
See notes to unaudited consolidated financial statements.
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CENTRAL VALLEY COMMUNITY BANCORP AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
For the Six Months
Ended June 30,
(In thousands) 2022 2021
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 12,628 $ 15,042
Adjustments to reconcile net income to net cash provided by operating activities:
Net decrease in deferred loan fees 405 1,222
Depreciation 403 467
Accretion ( 770 ) ( 693 )
Amortization 4,915 3,578
Stock-based compensation 181 210
(Reversal of) provision for credit losses — ( 3,300 )
Net realized losses on sales and calls of available-for-sale investment securities 763 79
Net gain on disposal of premises and equipment — ( 8 )
Net change in equity securities 584 112
Increase in bank-owned life insurance, net of expenses ( 487 ) ( 349 )
Net increase in accrued interest receivable and other assets ( 1,263 ) ( 3,767 )
Net (decrease) increase in accrued interest payable and other liabilities ( 11,271 ) 14,199
(Provision) benefit for deferred income taxes ( 564 ) 983
Net cash provided by operating activities 5,524 27,775
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of available-for-sale investment securities ( 301,699 ) ( 271,930 )
Proceeds from sales or calls of available-for-sale investment securities 235,370 590
Proceeds from maturity and principal repayments of available-for-sale investment securities 37,974 23,660
Proceeds from maturity and principal repayments of held-to-maturity investment securities 845 —
Net (increase) decrease in loans ( 96,985 ) 32,004
Purchases of premises and equipment ( 84 ) ( 704 )
Purchases of bank-owned life insurance — ( 10,000 )
FHLB stock purchased ( 574 ) —
Proceeds from sale of premises and equipment — 9
Net cash used in investing activities ( 125,153 ) ( 226,371 )
CASH FLOWS FROM FINANCING ACTIVITIES:
Net (decrease) increase in demand, interest bearing and savings deposits ( 14,300 ) 256,426
Net decrease in time deposits ( 2,500 ) ( 42 )
Proceeds from short-term borrowings from Federal Home Loan Bank
1,158,602 —
Repayments of short-term borrowings to Federal Home Loan Bank ( 1,149,278 ) —
Purchase and retirement of common stock ( 6,814 ) ( 4,842 )
Proceeds from stock issued under employee stock purchase plan
110 110
Proceeds from exercise of stock options 399 213
Cash dividend payments on common stock ( 2,824 ) ( 2,881 )
Net cash (used in) provided by financing activities ( 16,605 ) 248,984
(Decrease) increase in cash and cash equivalents ( 136,234 ) 50,388
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 163,467 70,278
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 27,233 $ 120,666
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For the Six Months
Ended June 30,
(In thousands) 2022 2021
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION:
Cash paid during the period for :
Interest $ 1,159 $ 576
Income taxes $ 4,914 $ 6,105
Operating cash flows from operating leases $ 1,108 $ 1,124
Non-cash investing and financing activities:
Transfer of securities from available-for-sale to held-to-maturity $ 331,230 $ —
Transfer of unrealized loss on securities from available-for-sale to held-to-maturity $ ( 25,328 ) $ —
See notes to unaudited consolidated financial statements.
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Note 1. Basis of Presentation
The interim unaudited condensed consolidated financial statements of Central Valley Community Bancorp and subsidiary have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the SEC). These interim condensed consolidated financial statements include the accounts of Central Valley Community Bancorp and its wholly owned subsidiary Central Valley Community Bank (the Bank) (collectively, the Company). All significant intercompany accounts and transactions have been eliminated in consolidation. Certain information and footnote disclosures normally included in the annual consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) have been omitted. The Company believes that the disclosures are adequate to make the information presented not misleading. These interim unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s 2021 Annual Report to Shareholders on Form 10-K. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly the Company’s financial position at June 30, 2022, and the results of its operations and its cash flows for the six month interim periods ended June 30, 2022 and 2021 have been included. The results of operations for interim periods are not necessarily indicative of results for the full year.
The preparation of these interim unaudited condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions. These estimates and assumptions affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates.
Management has determined that since all of the banking products and services offered by the Company are available in each branch of the Bank, all branches are located within the same economic environment, and management does not allocate resources based on the performance of different lending or transaction activities, it is appropriate to aggregate the Bank branches and report them as a single operating segment. No customer accounts for more than 10 percent of revenues for the Company or the Bank.
Impact of New Financial Accounting Standards:
FASB Accounting Standards Update (ASU) 2016-13 - Measurement of Credit Losses on Financial Instruments (Subtopic 326) : Financial Instruments - Credit Losses, commonly referred to as “CECL,” was issued June 2016. The provisions of the update eliminate the probable initial recognition threshold under current GAAP which requires reserves to be based on an incurred loss methodology. Under CECL, reserves required for financial assets measured at amortized cost will reflect an organization’s estimate of all expected credit losses over the contractual term of the financial asset and thereby require the use of reasonable and supportable forecasts to estimate future credit losses. Because CECL encompasses all financial assets carried at amortized cost, the requirement that reserves be established based on an organization’s reasonable and supportable estimate of expected credit losses extends to held to maturity (“HTM”) debt securities. Under the provisions of the update, credit losses recognized on available for sale (“AFS”) debt securities will be presented as an allowance as opposed to a write-down. In addition, CECL will modify the accounting for purchased loans, with credit deterioration since origination, so that reserves are established at the date of acquisition for purchased loans. Under current GAAP a purchased loan’s contractual balance is adjusted to fair value through a credit discount and no reserve is recorded on the purchased loan upon acquisition. Since under CECL, reserves will be established for purchased loans at the time of acquisition, the accounting for purchased loans is made more comparable to the accounting for originated loans. Finally, increased disclosure requirements under CECL require organizations to present the currently required credit quality disclosures disaggregated by the year of origination or vintage. The FASB expects that the evaluation of underwriting standards and credit quality trends by financial statement users will be enhanced with the additional vintage disclosures. On August 15, 2019, the FASB issued a proposed Accounting Standards Update (ASU), “Financial Instruments -Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates,” that would provide private entities and certain small public companies additional time to implement the standards on CECL, leases, and hedging. The final ASU extends the effective date for SEC filers, such as the Company, that are classified as smaller reporting companies to January 1, 2023.
The Company has formed an internal task force that is responsible for oversight of the Company’s implementation strategy for compliance with provisions of the new standard. The Company has also established a project management governance process to manage the implementation across affected disciplines. An external provider specializing in community bank loss driver and CECL reserving model design as well as other related consulting services has been retained, and we have begun to evaluate potential CECL modeling alternatives. As part of this process, the Company has determined potential loan pool segmentation and sub-segmentation under CECL, as well as begun to evaluate the key economic loss drivers for each segment. Further, the Company has begun developing internal controls around the CECL process, data, calculations and implementation. The Company presently plans to generate and evaluate model scenarios under CECL in tandem with its current reserving processes for interim and annual reporting periods during the third quarter of 2022 due to the fact the
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Company elected to delay implementation of the CECL process as allowed by FASB. While the Company is currently unable to reasonably estimate the impact of adopting this new guidance, management expects the impact of adoption will be significantly influenced by the composition and quality of the Company’s loans as well as the economic conditions as of the date of adoption. The Company also anticipates changes to the processes and procedures for calculating the reserve for credit losses and continues to evaluate the potential impact on our consolidated financial statements.
FASB Accounting Standards Update (ASU) 2020-04 - Reference Rate Reform (Subtopic 848) : Facilitation of the Effects of Reference Rate Reform on Financial Reporting, was issued March 2020. This ASU provides optional expedients and exceptions for contracts, hedging relationships, and other transactions that reference LIBOR or other reference rates expected to be discontinued because of reference rate reform. The ASU is effective for all entities as of March 12, 2020 through December 31, 2022. The Company is in the process of evaluating the provisions of this ASU and its effects on our consolidated financial statements. The Company believes the adoption of this guidance on activities subsequent to June 30, 2022 through December 31, 2022 will not have a material impact on the consolidated financial statements.
FASB Accounting Standards Update (ASU) 2022-02 - Financial Instruments-Credit Losses (Subtopic 326). Troubled Debt Restructurings and Vintage Disclosures, was issued March 2022. The amendments in this update eliminate the accounting guidance for troubled debt restructurings (“TDRs”) by creditors in Subtopic 310-40, Receivables-Troubled Debt Restructurings by Creditors, while enhancing disclosure requirements for certain loan refinancings and restructurings by creditors when a borrower is experiencing financial difficulty. Specifically, rather than applying the recognition and measurement guidance for TDRs, an entity must apply the loan refinancing and restructuring guidance in paragraphs 310-20-35-9 through 35-11 to determine whether a modification results in a new loan or a continuation of an existing loan. Additionally, for public business entities, the amendments in this Update require that an entity disclose current-period gross write-offs by year of origination for financing receivables and net investments in leases within the scope of Subtopic 326-20, Financial Instruments-Credit Losses-Measured at Amortized Cost in the vintage disclosures required by paragraph 326-20-50-6. The guidance is effective for the Corporation upon the adoption of ASU 2016-13, January 1, 2023. The Company is currently assessing the impact of ASU 2022-02 on its disclosures and control structure; however, the Company does not expect the adoption of this standard to have a material impact on the consolidated financial statements.
In April 2020, various regulatory agencies, including the Board of Governors of the Federal Reserve System and the Federal Deposit Insurance Corporation, (“the agencies”) issued a revised interagency statement encouraging financial institutions to work with customers affected by the COVID-19 pandemic and providing additional information regarding loan modifications. The revised interagency statement clarifies the interaction between the interagency statement issued on March 22, 2020 and the temporary relief provided by Section 4013 of the Coronavirus Aid, Relief and Economic Security (“CARES”) Act. Section 4013 allows financial institutions to suspend the requirements to classify certain loan modifications troubled debt restructurings (“TDRs”). The revised statement also provides supervisory interpretations on past due and nonaccrual regulatory reporting of loan modification programs and regulatory capital. Section 4013 and the interagency guidance were applied by the Company to loan modifications made related to the COVID-19 pandemic as eligible and appropriate. The application of the guidance reduced the number of TDRs that were reported. In December 2020, the Consolidated Appropriations Act, 2021 was signed into law. Section 541 of this legislation, “Extension of Temporary Relief From Troubled Debt Restructurings and Insurer Clarification,” extended Section 4013 of the CARES Act to the earlier of January 1, 2022 or 60 days after the termination of the national emergency declared relating to COVID-19. This relief ended on January 1, 2022.
Future TDRs are indeterminable and will depend on future developments, which are highly uncertain and cannot be predicted, including the economic recovery, market volatility and other actions taken by governmental authorities and other third parties as a result of the pandemic.
Note 2. Fair Value Measurements
Fair Value Hierarchy
Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. There are three levels of inputs that may be used to measure fair values:
Level 1 — Quoted market prices (unadjusted) for identical instruments traded in active markets that the entity has the ability to access as of the measurement date.
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Level 2 —Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 — Significant unobservable inputs that reflect an entity’s own assumptions about the assumptions that market participants would use in pricing an asset or liability. Management monitors the availability of observable market data to assess the appropriate classification of financial instruments within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. In such instances, we report the transfer at the beginning of the reporting period.
The estimated carrying and fair values of the Company’s financial instruments are as follows (in thousands):
June 30, 2022
Carrying
Amount Fair Value
(In thousands) Level 1 Level 2 Level 3 Total
Financial assets:
Cash and due from banks $ 26,579 $ 26,579 $ — $ — $ 26,579
Interest-earning deposits in other banks 654 654 — — 654
Available-for-sale debt securities 710,481 — 710,481 — 710,481
Held-to-maturity investment securities 305,902 — 284,262 — 284,262
Equity securities 6,832 6,832 — — 6,832
Loans, net 1,126,091 — — 1,098,903 1,098,903
Federal Home Loan Bank stock 6,169 N/A N/A N/A N/A
Accrued interest receivable 9,078 9 5,799 3,270 9,078
Financial liabilities:
Deposits 2,105,997 1,735,881 86,465 — 1,822,346
Subordinated debentures 39,526 — — 35,638 35,638
Accrued interest payable 149 — 34 115 149
December 31, 2021
Carrying
Amount Fair Value
(In thousands) Level 1 Level 2 Level 3 Total
Financial assets:
Cash and due from banks $ 29,412 $ 29,412 $ — $ — $ 29,412
Interest-earning deposits in other banks 134,055 134,055 — — 134,055
Available-for-sale debt securities 1,109,208 — 1,109,208 — 1,109,208
Equity securities 7,416 7,416 — — 7,416
Loans, net 1,029,511 — — 1,015,052 1,015,052
Federal Home Loan Bank stock 5,595 N/A N/A N/A N/A
Accrued interest receivable 9,395 7 6,076 3,312 9,395
Financial liabilities:
Deposits 2,122,797 2,010,407 89,923 — 2,100,330
Subordinated debentures 39,454 — — 39,463 39,463
Accrued interest payable 202 — 30 172 202
These estimates do not reflect any premium or discount that could result from offering the Company’s entire holdings of a particular financial instrument for sale at one time, nor do they attempt to estimate the value of anticipated future business related to the instruments. In addition, the tax ramifications related to the realization of unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of these estimates.
These estimates are made at a specific point in time based on relevant market data and information about the financial instruments. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding current economic conditions, risk characteristics of various financial instruments and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the fair values presented.
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The methods and assumptions used to estimate fair values are described as follows:
(a) Cash and Cash Equivalents — The carrying amounts of cash and due from banks, interest-earning deposits in other banks, and Federal funds sold approximate fair values and are classified as Level 1.
(b) Investment Securities — Investment securities in Level 1 are mutual funds and fair values are based on quoted market prices for identical instruments traded in active markets. Fair values for investment securities classified in Level 2 are based on quoted market prices for similar securities in active markets. For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators.
(c) Loans — Fair values of loans are estimated as follows: For variable rate loans that reprice frequently and with no significant change in credit risk, fair values are based on carrying values resulting in a Level 3 classification. Purchased credit impaired (PCI) loans are measured at estimated fair value on the date of acquisition. Carrying value is calculated as the present value of expected cash flows and approximates fair value and included in Level 3. Fair values for other loans are estimated using discounted cash flow analyses, using interest rates currently being offered for loans with similar terms to borrowers of similar credit quality resulting in a Level 3 classification. Impaired loans are initially valued at the lower of cost or fair value. Impaired loans carried at fair value generally receive specific allocations of the allowance for credit losses. For collateral dependent real estate loans, fair value is commonly based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value. Non-real estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the client and client’s business, resulting in a Level 3 fair value classification. Impaired loans are evaluated on a quarterly basis for additional impairment and adjusted accordingly. The estimated fair values of financial instruments disclosed above follow the guidance in ASU 2016-01 which prescribes an “exit price” approach in estimating and disclosing fair value of financial instruments incorporating discounts for credit, liquidity, and marketability factors.
(d) FHLB Stock — It is not practicable to determine the fair value of FHLB stock due to restrictions placed on its transferability.
(e) Deposits — Fair value of demand deposit, savings, and money market accounts are, by definition, equal to the amount payable on demand at the reporting date (i.e., their carrying amount) resulting in a Level 1 classification. Fair value for fixed and variable rate certificates of deposit are estimated using discounted cash flow analyses using interest rates offered at each reporting date by the Company for certificates with similar remaining maturities resulting in a Level 2 classification.
(f) Subordinated Debentures — The fair values of the Company’s Subordinated Debentures are estimated using discounted cash flow analyses based on the current borrowing rates for similar types of borrowing arrangements resulting in a Level 3 classification.
(g) Accrued Interest Receivable/Payable — The fair value of accrued interest receivable and payable is based on the fair value hierarchy of the related asset or liability.
(h) Off-Balance Sheet Instruments — Fair values for off-balance sheet, credit-related financial instruments are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the counterparties’ credit standing. The fair value of commitments is not considered significant for financial reporting purposes.
Assets Recorded at Fair Value
The following tables present information about the Company’s assets and liabilities measured at fair value on a recurring and non-recurring basis as of June 30, 2022 and December 31, 2021:
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Recurring Basis
The Company is required or permitted to record the following assets at fair value on a recurring basis under other accounting pronouncements (in thousands):
Fair Value Measurements Using
June 30, 2022 Fair Value Level 1 Level 2 Level 3
Available-for-sale debt securities:
U.S. Treasury securities $ 8,931 $ — $ 8,931 $ —
U.S. Government agencies 333 — 333 —
Obligations of states and political subdivisions 193,429 — 193,429 —
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
122,452 — 122,452 —
Private label mortgage and asset backed securities
385,336 — 385,336 —
Equity securities
6,832 6,832 — —
Total assets measured at fair value on a recurring basis
$ 717,313 $ 6,832 $ 710,481 $ —
Fair Value Measurements Using
December 31, 2021 Fair Value Level 1 Level 2 Level 3
Available-for-sale debt securities:
U.S. Treasury securities $ 9,925 $ — $ 9,925 $ —
U.S. Government agencies 379 — 379 —
Obligations of states and political subdivisions 526,467 — 526,467 —
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
214,439 — 214,439 —
Private label mortgage and asset backed securities
313,220 — 313,220 —
Corporate debt securities 44,778 — 44,778 —
Equity securities 7,416 7,416 — —
Total assets measured at fair value on a recurring basis $ 1,116,624 $ 7,416 $ 1,109,208 $ —
Securities in Level 1 are mutual funds and fair values are based on quoted market prices for identical instruments traded in active markets. Fair values for available-for-sale debt securities in Level 2 are based on quoted market prices for similar securities in active markets. For securities where quoted prices or market prices of similar securities are not available, fair values are calculated using discounted cash flows or other market indicators.
Management evaluates the significance of transfers between levels based upon the nature of the financial instrument and size of the transfer relative to total assets, total liabilities or total earnings. During the periods ended June 30, 2022 and December 31, 2021, no transfers between levels occurred.
There were no Level 3 assets measured at fair value on a recurring basis at or during the periods ended June 30, 2022 and December 31, 2021. Also there were no liabilities measured at fair value on a recurring basis at June 30, 2022 or December 31, 2021.
Non-recurring Basis
The Company may be required, from time to time, to measure certain assets and liabilities at fair value on a non-recurring basis. These include assets and liabilities that are measured at the lower of cost or fair value that were recognized at
fair value which was below cost at June 30, 2022 and December 31, 2021. As of June 30, 2022, there were no impaired loans measured for impairment using the fair value. Those measured at December 31, 2021 were (in thousands):
December 31, 2021 Fair Value Level 1 Level 2 Level 3
Impaired loans:
Real estate-construction and other land loans 262 — — 262
Total assets measured at fair value on a non-recurring basis $ 262 $ — $ — $ 262
14
15
At the time a loan is considered impaired, it is valued at the lower of cost or fair value. Impaired loans carried at fair value generally receive specific allocations of the allowance for credit losses. For collateral dependent real estate loans, fair value is commonly based on recent real estate appraisals. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach. Adjustments are routinely made in the appraisal process by the independent appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are usually significant and typically result in a Level 3 classification of the inputs for determining fair value. Non-real estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the client and client’s business, resulting in a Level 3 fair value classification. The fair value of impaired loans is based on the fair value of the collateral. Impaired loans were determined to be collateral dependent and categorized as Level 3 due to ongoing real estate market conditions resulting in inactive market data, which in turn required the use of unobservable inputs and assumptions in fair value measurements. Impaired loans evaluated under the discounted cash flow method are excluded from the table above. The discounted cash flow methods as prescribed by ASC Topic 310 is not a fair value measurement since the discount rate utilized is the loan’s effective interest rate which is not necessarily a market rate. There were no changes in valuation techniques used during the six months ended June 30, 2022 or the year ended December 31, 2021.
Appraisals for collateral-dependent impaired loans are performed by certified general appraisers (for commercial properties) or certified residential appraisers (for residential properties) whose qualifications and licenses have been reviewed and verified by the Company. Once received, the assumptions and approaches utilized in the appraisal as well as the overall resultin g fair value is compared with independent data sources such as recent market data or industry-wide statistics.
Impaired loans that are measured for impairment using the fair value of the collateral for collateral dependent loans
had a principal balance of $ 292,000 with a valuation allowance of $ 30,000 at December 31, 2021, and a resulting fair value
of $262,000. The valuation allowance represents specific allocations for the allowance for credit losses for impaired loans.
There were no charge-offs related to loans carried at fair value during the six months ended June 30, 2022 and 2021. Activity related to changes in the allowance for loan losses related to impaired loans for the three months ended June 30, 2022 and 2021 was not considered significant for disclosure purposes. There were no liabilities measured at fair value on a non-recurring basis at June 30, 2022 or December 31, 2021.
Note 3. Investments
The investm ent portfolio consists primarily of U.S. Government sponsored entity and agency securities collateralized by residential mortgage obligations, private label mortgage and asset backed securities (PLMABS), corporate debt securities, and obligations of states and political subdivisions securities. As of June 30, 2022, $ 185,061,000 of these securities were held as collateral for borrowing arrangements, pub lic funds, and for other purposes.
The fair value of the available-for-sale investment portfolio reflected a net unrealized loss of $( 80,011,000 ) at June 30, 2022 compared to an unrealized gain of $ 10,835,000 at December 31, 2021.
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The following table sets forth the carrying values and estimated fair values of our investment securities portfolio at the dates indicated (in thousands):
June 30, 2022
Available-for-Sale Securities Amortized Cost Gross
Unrealized
Gains
Gross
Unrealized
Losses Estimated
Fair Value
Debt securities:
U.S. Treasury securities $ 9,989 $ — $ ( 1,058 ) $ 8,931
U.S. Government agencies 352 — ( 19 ) 333
Obligations of states and political subdivisions 220,750 39 ( 27,360 ) 193,429
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
128,996 19 ( 6,563 ) 122,452
Private label mortgage and asset backed securities
430,405 168 ( 45,237 ) 385,336
Total available-for-sale $ 790,492 $ 226 $ ( 80,237 ) $ 710,481
June 30, 2022
Held-to-Maturity Securities Amortized Cost Gross
Unrealized
Gains
Gross
Unrealized
Losses Estimated
Fair Value
Debt securities:
Obligations of states and political subdivisions $ 191,951 $ 26 $ ( 16,663 ) $ 175,314
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
10,269 — ( 752 ) 9,517
Private label mortgage and asset backed securities
57,750 — ( 3,319 ) 54,431
Corporate debt securities 45,932 1 ( 933 ) 45,000
Total held-to-maturity $ 305,902 $ 27 $ ( 21,667 ) $ 284,262
December 31, 2021
Available-for-Sale Securities Amortized Cost Gross
Unrealized
Gains
Gross
Unrealized
Losses Estimated
Fair Value
Debt securities:
U.S. Treasury securities $ 9,988 $ — $ ( 63 ) $ 9,925
U.S. Government agencies 373 6 — 379
Obligations of states and political subdivisions 512,952 16,703 ( 3,188 ) 526,467
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
213,471 2,245 ( 1,277 ) 214,439
Private label mortgage and asset backed securities
317,089 824 ( 4,693 ) 313,220
Corporate debt securities 44,500 595 ( 317 ) 44,778
Total available-for-sale $ 1,098,373 $ 20,373 $ ( 9,538 ) $ 1,109,208
Proceeds and gross realized gains (losses) from the sales or calls of investment securities for the periods ended June 30, 2022 and 2021 are shown below (in thousands):
For the Three Months
Ended June 30, For the Six Months
Ended June 30,
Available-for-Sale Securities 2022 2021 2022 2021
Proceeds from sales or calls $ 102,379 $ 590 $ 235,370 $ 590
Gross realized gains from sales or calls 1,216 — 5,123 —
Gross realized losses from sales or calls ( 2,185 ) ( 79 ) ( 5,886 ) ( 79 )
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During the second quarter of 2022, the Company re-designated certain securities previously classified as available-for-sale to the held-to-maturity classification. The securities re-designated consisted of obligations of states and political subdivision securities, U.S. Government sponsored entity and agency securities collateralized by residential mortgage obligations, private label mortgage and asset backed securities, and corporate debt securities with a total carrying value of $ 306.7 million at April 1, 2022. At the time of re-designation the securities included $ 25.3 million of pretax unrealized losses in other comprehensive income which is being amortized over the remaining life of the securities in a manner consistent with the amortization of a premium or discount.
As market interest rates or risks associated with an available-for-sale security’s issuer continue to change and impact the actual or perceived values of investment securities, the Company may determine that selling these securities and using proceeds to purchase securities that fit with the Company’s current risk profile is appropriate and beneficial to the Company.
The provision for income taxes includes a $ 226,000 and $ 23,000 income tax benefit from unrealized net losses on securities realized through security sales for the six months ended June 30, 2022 and 2021.
Investment securities, aggregated by investment category, with unrealized losses as of the dates indicated are summarized and classified according to the duration of the loss period as follows (in thousands):
June 30, 2022
Less than 12 Months 12 Months or More Total
Fair Unrealized Fair Unrealized Fair Unrealized
Available-for-Sale Securities Value Losses Value Losses Value Losses
Debt securities:
U.S. Treasury securities
$ 8,931 $ ( 1,058 ) $ — $ — $ 8,931 $ ( 1,058 )
U.S. Government agencies
332 ( 19 ) — — 332 $ ( 19 )
Obligations of states and political subdivisions
184,660 ( 25,843 ) 8,450 ( 1,517 ) 193,110 ( 27,360 )
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
112,337 ( 5,818 ) 9,302 ( 745 ) 121,639 ( 6,563 )
Private label mortgage and asset backed securities
326,168 ( 41,336 ) 54,095 ( 3,901 ) 380,263 ( 45,237 )
Total available-for-sale $ 632,428 $ ( 74,074 ) $ 71,847 $ ( 6,163 ) $ 704,275 $ ( 80,237 )
June 30, 2022
Less than 12 Months 12 Months or More Total
Fair Unrealized Fair Unrealized Fair Unrealized
Held-to-Maturity Securities Value Losses Value Losses Value Losses
Debt securities:
Obligations of states and political subdivisions $ 146,938 $ ( 14,670 ) $ 25,849 $ ( 1,993 ) $ 172,787 $ ( 16,663 )
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations 9,518 ( 752 ) — — 9,518 ( 752 )
Private label mortgage and asset backed securities
45,280 ( 3,069 ) 9,167 ( 250 ) 54,447 ( 3,319 )
Corporate debt securities 39,357 ( 806 ) 2,756 ( 127 ) 42,113 ( 933 )
Total held-to-maturity $ 241,093 $ ( 19,297 ) $ 37,772 $ ( 2,370 ) $ 278,865 $ ( 21,667 )
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December 31, 2021
Less than 12 Months 12 Months or More Total
Fair Unrealized Fair Unrealized Fair Unrealized
Available-for-Sale Securities Value Losses Value Losses Value Losses
Debt securities:
U.S. treasury securities
$ 9,925 $ ( 63 ) $ — $ — $ 9,925 $ ( 63 )
Obligations of states and political subdivisions
143,336 ( 2,896 ) 6,336 ( 292 ) 149,672 ( 3,188 )
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
91,385 ( 905 ) 40,365 ( 372 ) 131,750 ( 1,277 )
Private label mortgage and asset backed securities
230,987 ( 3,661 ) 28,908 ( 1,032 ) 259,895 ( 4,693 )
Corporate debt securities 21,183 ( 317 ) — — 21,183 ( 317 )
Total available-for-sale $ 496,816 $ ( 7,842 ) $ 75,609 $ ( 1,696 ) $ 572,425 $ ( 9,538 )
The Company periodically evaluates each investment security for other-than-temporary impairment, relying primarily on industry analyst reports, observation of market conditions, and interest rate fluctuations. The portion of the impairment that is attributable to a shortage in the present value of expected future cash flows relative to the amortized cost should be recorded as a current period charge to earnings. The discount rate in this analysis is the original yield expected at time of purchase.
As of June 30, 2022, the Company performed an analysis of the investment portfolio to determine whether any of the investments held in the portfolio had an other-than-temporary impairment (OTTI). The Company evaluated all individual available-for-sale investment securities with an unrealized loss at June 30, 2022 and identified those that had an unrealized loss for at least a consecutive 12 month period, which had an unrealized loss at June 30, 2022 greater than 10 % of the recorded book value on that date, or which had an unrealized loss of more than $ 75,000 . The Company also analyzed any securities that may have been downgraded by credit rating agencies.
For those investment securities that met the evaluation criteria, management obtained and reviewed the most recently published national credit ratings for those investment securities. There were no OTTI losses recorded during the six months ended June 30, 2022.
U.S. Treasury Securities
At June 30, 2022, the Company held one U.S. Treasury security which was in a loss position for less than 12 months.
U.S. Government Agencies
At June 30, 2022, the Company held one U.S. Government agency security which was in a loss position for less than 12 months.
Obligations of States and Political Subdivisions
At June 30, 2022, the Company held 98 obligations of states and political subdivision securities of which 86 were in a loss position for less than 12 months and ten have been in a loss position for more than 12 months. The unrealized losses on the Company’s investments in obligations of states and political subdivision securities were caused by interest rate changes. Because the decline in market value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell, and it is more likely than not that it will not be required to sell those investments until a recovery of fair value, which may be maturity, the Company does not consider those investments to be other-than-temporarily impaired at June 30, 2022.
U.S. Government Sponsored Entities and Agencies Collateralized by Residential Mortgage Obligations
At June 30, 2022, the Company held 88 U.S. Government sponsored entity and agency securities collateralized by residential mortgage obligations of which 41 were in a loss position for less than 12 months and four have been in a loss position for more than 12 months. The unrealized losses on the Company’s investments in U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations were caused by interest rate changes. The contractual cash flows of those investments are guaranteed or supported by an agency or sponsored entity of the U.S. Government. Accordingly, it is expected that the securities would not be settled at a price less than the amortized cost of the Company’s
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investment. Because the decline in market value is attributable to changes in interest rates and not credit quality, and because the Company has the ability to hold and does not intend to sell, and it is more likely than not that it will not be required to sell those investments until a recovery of fair value, which may be maturity, the Company does not consider those investments to be other-than-temporarily impaired at June 30, 2022.
Private Label Mortgage and Asset Backed Securities
At June 30, 2022, the Company had a total of 96 Private Label Mortgage and Asset Backed Securities (PLMABS). 80 of the PLMABS securities were in a loss position for less than 12 months and 11 have been in loss for more than 12 months at June 30, 2022. Because the decline in market value is attributable to changes in interest rates and not credit quality, and because the Company has the ability and intent to hold, and it is more likely than not that it will not be required to sell, those investments until a recovery of fair value, which may be the maturity date, the Company does not consider those investments to be other-than-temporarily impaired at June 30, 2022. The Company continues to monitor these securities for indications that declines in value, if any, may be other-than-temporary.
Corporate Debt Securities
At June 30, 2022, the Company held 13 corporate debt securities of which 11 were in a loss position for less than 12 months and one has been in a loss position for more than 12 months. The unrealized loss on the Company’s investments in corporate debt security was caused by interest rate changes. Because the decline in market value is attributable to changes in interest rates and not credit quality, and because the Company does not intend to sell, and it is more likely than not that it will not be required to sell those investments until a recovery of fair value, which may be maturity, the Company does not consider those investments to be other-than-temporarily impaired at June 30, 2022.
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The amortized cost and estimated fair value of available-for-sale investment securities at June 30, 2022 by contractual maturity is shown below (in thousands). Expected maturities will differ from contractual maturities because the issuers of the securities may have the right to call or prepay obligations with or without call or prepayment penalties.
June 30, 2022
Available-for-Sale Securities Amortized Cost Estimated Fair
Value
Within one year $ — $ —
After one year through five years — —
After five years through ten years 43,688 38,328
After ten years 187,051 164,032
230,739 202,360
Investment securities not due at a single maturity date:
U.S. Government agencies 352 333
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations
128,996 122,452
Private label mortgage and asset backed securities 430,405 385,336
Total available-for-sale $ 790,492 $ 710,481
June 30, 2022
Held-to-Maturity Securities Amortized Cost Estimated Fair
Value
Within one year $ — $ —
After one year through five years — —
After five years through ten years 42,868 40,540
After ten years 149,083 134,774
191,951 175,314
Investment securities not due at a single maturity date:
U.S. Government sponsored entities and agencies collateralized by residential mortgage obligations 10,269 9,517
Private label mortgage and asset backed securities 57,750 54,431
Corporate debt securities 45,932 45,000
Total held-to-maturity $ 305,902 $ 284,262
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Note 4. Loans and Allowance for Credit Losses
Outstanding loans are summarized as follows:
Loan Type (Dollars in thousands) June 30, 2022 % of Total
Loans December 31, 2021 % of Total
Loans
Commercial:
Commercial and industrial $ 115,037 10.1 % $ 136,847 13.2 %
Agricultural production 41,039 3.6 % 40,860 3.9 %
Total commercial 156,076 13.7 % 177,707 17.1 %
Real estate:
Owner occupied 199,116 17.5 % 212,234 20.4 %
Real estate construction and other land loans 83,561 7.4 % 61,586 5.9 %
Commercial real estate 409,496 36.1 % 369,529 35.6 %
Agricultural real estate 105,330 9.3 % 98,481 9.5 %
Other real estate 89,484 7.9 % 26,084 2.5 %
Total real estate 886,987 78.2 % 767,914 73.9 %
Consumer:
Equity loans and lines of credit 56,759 5.0 % 55,620 5.4 %
Consumer and installment 34,866 3.1 % 36,999 3.6 %
Total consumer 91,625 8.1 % 92,619 9.0 %
Net deferred origination fees 1,276 871
Total gross loans 1,135,964 100.0 % 1,039,111 100.0 %
Allowance for credit losses ( 9,873 ) ( 9,600 )
Total loans $ 1,126,091 $ 1,029,511
At June 30, 2022 and December 31, 2021, loans originated under Small Business Administration (SBA) programs totaling $ 21,074,000 and $ 23,024,000 , respectively, were included in the real estate and commercial categories, of which, $ 16,153,000 or 77 % and $ 17,720,000 or 77 %, respectively, are secured by government guarantees. In addition, the Company participated in the SBA Paycheck Protection Program (PPP) to help provide loans to our business customers to provide them with additional working capital. At June 30, 2022, 7 PPP loans totaling $ 1,137,000 were outstanding and included in the commercial and industrial line item above. At December 31, 2021, 70 PPP loans totaling $ 18,553,000 were outstanding and included in the commercial and industrial line item above.
Allowance for Credit Losses
The allowance for credit losses (the “Allowance”) is a valuation allowance for probable incurred credit losses in the Company’s loan portfolio. The Allowance is established through a provision for credit losses which is charged to expense. Additions to the Allowance are expected to maintain the adequacy of the total Allowance after credit losses and loan growth. Credit exposures determined to be uncollectible are charged against the Allowance. Cash received on previously charged-off credits is recorded as a recovery to the Allowance. The overall Allowance consists of two primary components, specific reserves related to impaired loans and general reserves for probable incurred losses related to loans that are not impaired.
For all portfolio segments, the determination of the general reserve for loans that are not impaired is based on estimates made by management, including but not limited to, consideration of historical losses by portfolio segment (and in certain cases peer data) over the most recent 54 quarters, and qualitative factors including economic trends in the Company’s service areas, industry experience and trends, geographic concentrations, estimated collateral values, the Company’s underwriting policies, the character of the loan portfolio, and probable losses inherent in the portfolio taken as a whole.
22
The following table shows the summary of activities for the Allowance as of and for the three months ended June 30, 2022 and 2021 by portfolio segment (in thousands):
Commercial Real Estate Consumer Unallocated Total
Allowance for credit losses:
Beginning balance, April 01, 2022 $ 1,993 $ 7,048 $ 525 $ 298 $ 9,864
(Reversal) provision charged to operations ( 30 ) ( 54 ) 245 ( 161 ) —
Charge-offs — — ( 16 ) — ( 16 )
Recoveries 10 — 15 — 25
Ending balance, June 30, 2022 $ 1,973 $ 6,994 $ 769 $ 137 $ 9,873
Allowance for credit losses:
Beginning balance, April 1, 2021 $ 2,483 $ 8,352 $ 888 $ 333 $ 12,056
Reversal charged to operations ( 307 ) ( 1,302 ) 91 18 ( 1,500 )
Charge-offs — — ( 171 ) — ( 171 )
Recoveries 34 — 20 — 54
Ending balance, June 30, 2021 $ 2,210 $ 7,050 $ 828 $ 351 $ 10,439
The following table shows the summary of activities for the Allowance as of and for the six months ended June 30, 2022 and 2021 by portfolio segment (in thousands):
Commercial Real Estate Consumer Unallocated Total
Allowance for credit losses:
Beginning balance, January 1, 2022 $ 2,011 $ 6,741 $ 568 $ 280 $ 9,600
Reversal charged to operations ( 387 ) 253 277 ( 143 ) —
Losses charged to allowance ( 17 ) — ( 100 ) — ( 117 )
Recoveries 366 — 24 — 390
Ending balance, June 30, 2022 $ 1,973 $ 6,994 $ 769 $ 137 $ 9,873
Allowance for credit losses:
Beginning balance, January 1, 2021 $ 2,019 $ 9,174 $ 1,091 $ 631 $ 12,915
Provision (reversal) charged to operations ( 439 ) ( 2,443 ) ( 138 ) ( 280 ) ( 3,300 )
Losses charged to allowance ( 31 ) — ( 197 ) — ( 228 )
Recoveries 661 319 72 — 1,052
Ending balance, June 30, 2021 $ 2,210 $ 7,050 $ 828 $ 351 $ 10,439
The following is a summary of the Allowance by impairment methodology and portfolio segment as of June 30, 2022 and December 31, 2021 (in thousands):
Commercial Real Estate Consumer Unallocated Total
Allowance for credit losses:
Ending balance, June 30, 2022 $ 1,973 $ 6,994 $ 769 $ 137 $ 9,873
Ending balance: individually evaluated for impairment $ 533 $ 7 $ — $ — $ 540
Ending balance: collectively evaluated for impairment $ 1,440 $ 6,987 $ 769 $ 137 $ 9,333
Ending balance, December 31, 2021 $ 2,011 $ 6,741 $ 568 $ 280 $ 9,600
Ending balance: individually evaluated for impairment $ 607 $ 38 $ 4 $ — $ 649
Ending balance: collectively evaluated for impairment $ 1,404 $ 6,703 $ 564 $ 280 $ 8,951
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The following table shows the ending balances of loans as of June 30, 2022 and December 31, 2021 by portfolio segment and by impairment methodology (in thousands):
Commercial Real Estate Consumer Total
Loans:
Ending balance, June 30, 2022 $ 156,076 $ 886,987 $ 91,625 $ 1,134,688
Ending balance: individually evaluated for impairment $ 2,261 $ 152 $ 1,034 $ 3,447
Ending balance: collectively evaluated for impairment $ 153,815 $ 886,835 $ 90,591 $ 1,131,241
Loans:
Ending balance, December 31, 2021 $ 177,707 $ 767,914 $ 92,619 $ 1,038,240
Ending balance: individually evaluated for impairment $ 7,086 $ 450 $ 1,050 $ 8,586
Ending balance: collectively evaluated for impairment
$ 170,621 $ 767,464 $ 91,569 $ 1,029,654
The following table shows the loan portfolio by class allocated by management’s internal risk ratings at June 30, 2022 (in thousands):
Pass Special Mention Sub-Standard Doubtful Total
Commercial:
Commercial and industrial $ 108,609 $ 3,930 $ 2,498 $ — $ 115,037
Agricultural production 35,986 2,875 2,178 — 41,039
Real Estate:
Owner occupied 192,260 3,314 3,542 — 199,116
Real estate construction and other land loans 71,997 11,564 — — 83,561
Commercial real estate 404,162 2,878 2,456 — 409,496
Agricultural real estate 95,395 9,935 — — 105,330
Other real estate 89,484 — — — 89,484
Consumer:
Equity loans and lines of credit 56,713 — 46 — 56,759
Consumer and installment 34,817 13 36 — 34,866
Total $ 1,089,423 $ 34,509 $ 10,756 $ — $ 1,134,688
The following table shows the loan portfolio by class allocated by management’s internally assigned risk grade ratings at December 31, 2021 (in thousands):
Pass Special Mention Sub-Standard Doubtful Total
Commercial:
Commercial and industrial $ 125,537 $ 8,724 $ 2,586 $ — $ 136,847
Agricultural production 37,179 1,325 2,356 — 40,860
Real Estate:
Owner occupied 205,092 3,582 3,560 — 212,234
Real estate construction and other land loans
54,066 7,520 — — 61,586
Commercial real estate 351,395 18,134 — — 369,529
Agricultural real estate 96,949 1,532 — — 98,481
Other real estate 26,084 — — — 26,084
Consumer:
Equity loans and lines of credit 55,611 9 — — 55,620
Consumer and installment 36,942 19 38 — 36,999
Total $ 988,855 $ 40,845 $ 8,540 $ — $ 1,038,240
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The following table shows an aging analysis of the loan portfolio by class and the time past due at June 30, 2022 (in thousands):
30-59 Days
Past Due 60-89
Days Past
Due Greater
Than
90 Days
Past Due
Total Past
Due Current Total
Loans Recorded
Investment
> 90 Days
Accruing Non-accrual
Commercial:
Commercial and industrial $ — $ — $ — $ — $ 115,037 $ 115,037 $ — $ 271
Agricultural production — — — — 41,039 41,039 — —
Real estate: — —
Owner occupied — — — — 199,116 199,116 — —
Real estate construction and other land loans — — — — 83,561 83,561 — —
Commercial real estate — — — — 409,496 409,496 — —
Agricultural real estate — — — — 105,330 105,330 — —
Other real estate — — — — 89,484 89,484 — —
Consumer: —
Equity loans and lines of credit 145 — — 145 56,614 56,759 — —
Consumer and installment 62 — — 62 34,804 34,866 — —
Total $ 207 $ — $ — $ 207 $ 1,134,481 $ 1,134,688 $ — $ 271
The following table shows an aging analysis of the loan portfolio by class and the time past due at December 31, 2021 (in thousands):
30-59 Days
Past Due 60-89
Days Past
Due Greater
Than
90 Days
Past Due
Total Past
Due Current Total
Loans Recorded
Investment
> 90 Days
Accruing Non-
accrual
Commercial:
Commercial and industrial $ 1 $ — $ — $ 1 $ 136,846 $ 136,847 $ — $ 312
Agricultural production — — — — 40,860 40,860 — 634
Real estate: —
Owner occupied — — — — 212,234 212,234 — —
Real estate construction and other land loans — — — — 61,586 61,586 — —
Commercial real estate — — — — 369,529 369,529 — —
Agricultural real estate — — — — 98,481 98,481 — —
Other real estate — — — — 26,084 26,084 — —
Consumer:
Equity loans and lines of credit
— — — — 55,620 55,620 — —
Consumer and installment 79 — — 79 36,920 36,999 — —
Total $ 80 $ — $ — $ 80 $ 1,038,160 $ 1,038,240 $ — $ 946
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The following table shows information related to impaired loans by class at June 30, 2022 (in thousands):
Recorded
Investment Unpaid
Principal
Balance Related
Allowance
With no related allowance recorded:
Consumer:
Equity loans and lines of credit $ 1,034 $ 1,069 $ —
Total with no related allowance recorded 1,034 1,069 —
With an allowance recorded:
Commercial:
Commercial and industrial 2,261 2,310 533
Real estate:
Commercial real estate 131 132 2
Agricultural real estate 21 21 5
Total real estate 152 153 7
Total with an allowance recorded 2,413 2,463 540
Total $ 3,447 $ 3,532 $ 540
The recorded investment in loans excludes accrued interest receivable and net loan origination fees, due to immateriality.
The following table shows information related to impaired loans by class at December 31, 2021 (in thousands):
Recorded
Investment Unpaid
Principal
Balance Related
Allowance
With no related allowance recorded:
Consumer:
Equity loans and lines of credit $ 136 $ 172 $ —
Total with no related allowance recorded 136 172 —
With an allowance recorded:
Commercial:
Commercial and industrial 6,452 6,491 544
Agricultural production 634 714 63
Total commercial 7,086 7,205 607
Real estate:
Real estate construction and other land loans 292 292 30
Commercial real estate 137 138 3
Agricultural real estate 21 21 5
Total real estate 450 451 38
Consumer:
Equity loans and lines of credit 914 914 4
Total consumer 914 914 4
Total with an allowance recorded 8,450 8,570 649
Total $ 8,586 $ 8,742 $ 649
The recorded investment in loans excludes accrued interest receivable and net loan origination fees, due to immateriality.
The following tables present by class, information related to the average recorded investment and interest income recognized on impaired loans for the three months ended June 30, 2022 and 2021 (in thousands).
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Three Months Ended June 30, 2022 Three Months Ended June 30, 2021
Average
Recorded
Investment Interest
Income
Recognized Average
Recorded
Investment Interest
Income
Recognized
With no related allowance recorded:
Real estate:
Real estate construction and other land loans $ — $ — $ 333 $ 5
Commercial real estate — — 490 —
Total real estate — — 823 5
Consumer:
Equity loans and lines of credit 1,036 16 142 3
Total with no related allowance recorded 1,036 16 965 8
With an allowance recorded:
Commercial:
Commercial and industrial 2,270 28 5,831 67
Agricultural production — — 1,328 —
Total commercial 2,270 28 7,159 67
Real estate:
Real estate construction and other land loans — — 746 —
Commercial real estate 132 2 144 2
Agricultural real estate 21 — 30 1
Total real estate 153 2 920 3
Consumer:
Equity loans and lines of credit — — 928 14
Total consumer — — 928 14
Total with an allowance recorded 2,423 30 9,007 84
Total $ 3,459 $ 46 $ 9,972 $ 92
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Six Months Ended June 30, 2022 Six Months Ended June 30, 2021
Average
Recorded
Investment Interest
Income
Recognized Average
Recorded
Investment Interest
Income
Recognized
With no related allowance recorded:
Commercial:
Commercial and industrial $ 82 $ — $ 9 $ —
Agricultural land and production 47 — — —
Total commercial 129 — 9 —
Real estate:
Owner occupied — — 103 —
Real estate construction and other land loans — — 201 11
Commercial real estate — — 498 —
Total real estate — — 802 11
Consumer:
Equity loans and lines of credit 522 32 142 6
Total with no related allowance recorded 651 32 953 17
With an allowance recorded:
Commercial:
Commercial and industrial 2,875 55 6,475 153
Agricultural land and production 91 — 969 —
Total commercial 2,966 55 7,444 153
Real estate:
Real estate construction and other land loans 163 — 1,077 —
Commercial real estate 134 4 145 5
Agricultural real estate 21 1 30 1
Total real estate 318 5 1,252 6
Consumer:
Equity loans and lines of credit 520 — 931 27
Consumer and installment — — 25 —
Total consumer 520 — 956 27
Total with an allowance recorded 3,804 60 9,652 186
Total $ 4,455 $ 92 $ 10,605 $ 203
Foregone interest on nonaccrual loans totaled $ 57,000 and $ 72,000 for the six month period ended June 30, 2022 and 2021, respectively. Foregone interest on nonaccrual loans totaled 53,000 and 34,000 for the three month period ended June 30, 2022 and 2021, respectively.
Troubled Debt Restructurings:
As of June 30, 2022 and December 31, 2021, the Company has a recorded investment in troubled debt restructurings (“TDR”) of $ 3,447,000 and $ 7,640,000 , respectively. The Company has allocated $ 540,000 and $ 538,000 of specific reserves to loans whose terms have been modified in troubled debt restructurings as of June 30, 2022 and December 31, 2021, respectively.
For the six months ended June 30, 2022 and 2021, the terms of certain loans were modified as TDRs. The modification of the terms of such loans included one or a combination of the following: a reduction of the stated interest rate of the loan or an extension of the maturity date at a stated rate of interest lower than the current market rate for new debt with similar risk. During the same period, there were no troubled debt restructurings in which the amount of principal or accrued interest owed from the borrower was forgiven or which resulted in a charge-off or change to the allowance for loan losses.
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As discussed in Note 1 to these financial statements, Section 4013 of the CARES Act and the “ Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus (Revised) ” provided banks an option to elect to not account for certain loan modifications related to COVID-19 as TDRs as long as the borrowers were not more than 30 days past due as of December 31, 2019 or at the time of modification program implementation, respectively, and the borrowers meet other applicable criteria. In accordance with such guidance, during 2020 and throughout 2021 the Company offered short-term modifications in response to COVID-19 to borrowers who were current and otherwise not past due. As of June 30, 2022, there were no such loans remaining on deferral.
During the six months ended June 30, 2022, no loans were modified as troubled debt restructuring.
Troubled Debt Restructurings:
The following table presents loans by class modified as troubled debt restructurings that occurred during the six months ended June 30, 2021 (in thousands):
Troubled Debt Restructurings: Number of Loans Pre-Modification Outstanding Recorded Investment (1) Principal Modification (2) Post Modification Outstanding Recorded Investment (3) Outstanding Recorded Investment
Commercial:
Commercial and Industrial 1 $ 333 $ — $ 333 $ 317
(1) Amounts represent the recorded investment in loans before recognizing effects of the TDR, if any.
(2) Balance outstanding after principal modification, if any borrower reduction to recorded investment.
Troubled Debt Restructurings:
Consumer:
A loan is considered to be in payment default once it is 90 days contractually past due under the modified terms. There were no defaults on troubled debt restructurings, within twelve months following the modification, during the six months ended June 30, 2022 or June 30, 2021.
Note 5. Goodwill
Business combinations involving the Company’s acquisition of the equity interests or net assets of another enterprise give rise to goodwill. Total goodwill at June 30, 2022, was $ 53,777,000 consisting of $ 8,934,000 , $ 14,643,000 , $ 6,340,000 , $ 10,394,000 , and $ 13,466,000 representing the excess of the cost of Bank of Madera County, Service 1st Bancorp, Visalia Community Bank, Sierra Vista Bank, and Folsom Lake Bank, respectively, over the net of the amounts assigned to assets acquired and liabilities assumed in the transactions accounted for under the acquisition method of accounting. The value of goodwill is ultimately derived from the Company’s ability to generate net earnings after the acquisitions and is not deductible for tax purposes. A significant decline in net earnings, among other factors, could be indicative of a decline in the fair value of goodwill and result in impairment. For that reason, goodwill is assessed at least annually for impairment. The Company’s annual goodwill test is completed as of September 30 each year.
Goodwill is also tested for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the Company below its carrying amount. No such events or circumstances arose during the first six months of 2022.
Note 6. Borrowing Arrangements
As of June 30, 2022 and , the Company had $ 9,324,000 Federal Home Loan Bank (“FHLB”) of San Francisco advances as compared to none at December 31, 2021.
Approximately $ 490,366,000 in loans were pledged under a blanket lien as collateral to the FHLB for the Bank’s remaining borrowing capacity of $ 260,052,000 as of June 30, 2022. FHLB advances are also secured by investment securities with amortized costs totaling $ 95,000 and $ 112,000 and market values totaling $ 101,000 and $ 117,000 at June 30, 2022 and December 31, 2021, respectively. The Bank’s credit limit varies according to the amount and composition of the investment and loan portfolios pledged as collateral. As of June 30, 2022, and December 31, 2021 the Company had no Federal funds purchased.
Note 7. Subordinated Debentures
The following table summarizes the Company’s subordinated debentures:
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(Dollars in thousands) June 30, 2022 December 31, 2021
Fixed - floating rate subordinated debentures, due 2031 $ 35,000 $ 35,000
Unamortized debt issuance costs ( 629 ) ( 701 )
Junior subordinated deferrable interest debentures, due October 2036 5,155 5,155
Total subordinated debentures $ 39,526 $ 39,454
Junior Subordinated Debentures
Service 1 st Capital Trust I is a Delaware business trust formed by Service 1 st . The Company succeeded to all of the rights and obligations of Service 1 st in connection with the merger with Service 1 st as of November 12, 2008. The Trust was formed on August 17, 2006 for the sole purpose of issuing trust preferred securities fully and unconditionally guaranteed by Service 1 st . Under applicable regulatory guidance, the amount of trust preferred securities that is eligible as Tier 1 capital is limited to 25 % of the Company’s Tier 1 capital on a pro forma basis. At June 30, 2022, all of the trust preferred securities that have been issued qualify as Tier 1 capital. The trust preferred securities mature on October 7, 2036, are redeemable at the Company’s option, and require quarterly distributions by the Trust to the holder of the trust preferred securities at a variable interest rate which will adjust quarterly to equal the three month LIBOR plus 1.60 %.
The Trust used the proceeds from the sale of the trust preferred securities to purchase approximately $ 5,155,000 in aggregate principal amount of Service 1 st ’s junior subordinated notes (the Notes). The Notes bear interest at the same variable interest rate during the same quarterly periods as the trust preferred securities. The Notes are redeemable by the Company on any January 7, April 7, July 7, or October 7 or at any time within 90 days following the occurrence of certain events, such as: (i) a change in the regulatory capital treatment of the Notes (ii) in the event the Trust is deemed an investment company or (iii) upon the occurrence of certain adverse tax events. In each such case, the Company may redeem the Notes for their aggregate principal amount, plus any accrued but unpaid interest.
The Notes may be declared immediately due and payable at the election of the trustee or holders of 25 % of the aggregate principal amount of outstanding Notes in the event that the Company defaults in the payment of any interest following the nonpayment of any such interest for 20 or more consecutive quarterly periods.
Holders of the trust preferred securities are entitled to a cumulative cash distribution on the liquidation amount of $ 1,000 per security. For each January 7, April 7, July 7 or October 7 of each year, the rate will be adjusted to equal the three month LIBOR plus 1.60 %. As of June 30, 2022, the rate was 2.64 %. Interest expense recognized by the Company for the six months ended June 30, 2022 and 2021 was $ 47,000 and $ 46,000 , respectively.
Subordinated Debentures
On November 12, 2021, the Company completed a private placement of $ 35.0 million aggregate principal amount of its fixed-to-floating rate subordinated notes (“Subordinated Debt”) due December 1, 2031. The Subordinated Debt initially bears a fixed interest rate of 3.125 % per year. Commencing on December 1, 2026, the interest rate on the Subordinated Debt will reset each quarter at a floating interest rate equal to the then-current three month term SOFR plus 210 basis points. The Company may at its option redeem in whole or in part the Subordinated Debt on or after November 12, 2026 without a premium. The Subordinated Debt is treated as Tier 2 Capital for regulatory purposes.
Note 8. Commitments and Contingencies
Financial Instruments With Off-Balance-Sheet Risk - In the normal course of business, the Company is a party to financial instruments with off-balance sheet risk. These financial instruments include commitments to extend credit and standby letters of credit . These instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the balance sheets. The contract or notional amounts of these instruments reflect the extent of involvement the Company has in particular classes of financial instruments. The Company uses the same credit policies in making commitments and conditional obligations as it does for loans.
Commitments to extend credit amounting to $ 325,400,000 and $ 326,108,000 were outstanding at June 30, 2022 and December 31, 2021, respectively. Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract unless waived by the Bank. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.
Included in commitments to extend credit are undisbursed lines of credit totaling $ 324,490,000 and $ 325,674,000 at June 30, 2022 and December 31, 2021, respectively. Undisbursed lines of credit include credits whereby customers can repay principal and request principal advances during the term of the loan at their discretion and most expire between one and 12 months.
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Included in undisbursed lines of credit are commitments for the undisbursed portions of construction loans totaling $ 75,027,000 and $ 93,263,000 as of June 30, 2022 and December 31, 2021, respectively. These commitments are agreements to lend to customers, subject to meeting certain construction progress requirements established in the contracts. The underlying construction loans have fixed expiration dates.
Standby letters of credit and financial guarantees amounting to $ 910,000 and $ 434,000 were outstanding at June 30, 2022 and December 31, 2021, respectively. Standby letters of credit and financial guarantees are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. Those guarantees are primarily issued to support private financial arrangements. Standby letters of credit and guarantees carry a one year term or less, many have auto-renewal features. The fair value of the liability related to these standby letters of credit, which represents the fees received for their issuance, was not significant at June 30, 2022 or December 31, 2021. The Company recognizes these fees as revenue over the term of the commitment or when the commitment is used.
The Company generally requires collateral or other security to support financial instruments with credit risk. Management does not anticipate any material loss will result from the outstanding commitments to extend credit, standby letters of credit and financial guarantees. At June 30, 2022 and December 31, 2021, the balance of a contingent allocation for probable loan loss experience on unfunded obligations was $ 115,000 . The contingent allocation for probable loan loss experience on unfunded obligations is calculated by management using an appropriate, systematic, and consistently applied process. While related to credit losses, this allocation is not a part of the allowance for credit losses and is considered separately as a liability for accounting and regulatory reporting purposes, and is included in Other Liabilities on the Company’s balance sheet.
In 2018, the Company sold its credit card portfolio to a third party vendor. Part of the sale of the portfolio was to provide a guarantee of certain accounts which, as of June 30, 2022, was $ 2,294,500 .
The Company is subject to legal proceedings and claims which arise in the ordinary course of business. In the opinion of management, the amount of ultimate liability with respect to such actions will not materially affect the consolidated financial position or consolidated results of operations of the Company.
Note 9. Earnings Per Share
Basic earnings per share (EPS), which excludes dilution, is computed by dividing income available to common shareholders by the weighted-average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock, such as stock options or restricted stock awards, result in the issuance of common stock which shares in the earnings of the Company. A reconciliation of the numerators and denominators of the basic and diluted EPS computations is as follows:
Basic Earnings Per Share For the Three Months
Ended June 30, For the Six Months
Ended June 30,
(In thousands, except share and per share amounts) 2022 2021 2022 2021
Net income $ 6,542 $ 7,563 $ 12,628 $ 15,042
Weighted average shares outstanding 11,665,074 12,498,809 11,746,795 12,497,217
Basic earnings per share $ 0.56 $ 0.61 $ 1.08 $ 1.20
Diluted Earnings Per Share For the Three Months
Ended June 30, For the Six Months
Ended June 30,
(In thousands, except share and per share amounts) 2022 2021 2022 2021
Net income $ 6,542 $ 7,563 $ 12,628 $ 15,042
Weighted average shares outstanding 11,665,074 12,498,809 11,746,795 12,497,217
Effect of diluted stock options and restricted stock 20,776 49,235 31,332 50,884
Weighted average shares of common stock and common stock equivalents
11,685,850 12,548,044 11,778,127 12,548,101
Diluted earnings per share $ 0.56 $ 0.60 $ 1.07 $ 1.20
No outstanding options awards were anti-dilutive for the six months ended June 30, 2022 and 2021.
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Note 10. Share-Based Compensation
The Company has three share-based compensation plans as described below. Share-based compensation cost recognized for those plans was $ 181,000 and $ 210,000 for the six months ended June 30, 2022 and 2021, respectively. The recognized tax (benefit) expense for the share-based compensation expense, forfeitures of restricted stock, and exercise of stock options, resulted in the recognition of $ 69,000 and $ 46,000 , respectively, for the six months ended June 30, 2022 and 2021.
The Central Valley Community Bancorp 2005 Omnibus Incentive Plan (2005 Plan) was adopted in May 2005 and expired March 16, 2015. While outstanding arrangements to issue shares under these plans, including options, continue in force until their expiration, no new options will be granted under these plans.
The Central Valley Community Bancorp 2015 Omnibus Incentive Plan (2015 Plan) was adopted in May 2015. The plan provides for awards in the form of incentive stock options, non-statutory stock options, stock appreciation rights, and restricted stock. The plan also allows for performance awards that may be in the form of cash or shares of the Company, including restricted stock. Outstanding arrangements to issue shares under this plan including options, will continue in force until expiration according to their respective terms.
Effective June 2, 2017, the Company adopted an Employee Stock Purchase Plan (ESPP) whereby our employees may purchase Company common stock through payroll deductions of between one percent and 15 percent of pay in each pay period. Shares are purchased at the end of each of the three-month offering periods at a 10 percent discount from the lower of the closing market price on the Offering Date (first trading day of each offering period) or the Investment Date (last trading day of each offering period). The Company reserved 500,000 common shares to be set aside for the ESPP, and there were 438,851 shares available for future purchase under the plan as of June 30, 2022.
Stock Option Plan
The Company bases the fair value of the stock options granted on the date of grant using a Black-Scholes Merton option pricing model that uses assumptions based on expected option life and the level of estimated forfeitures, expected stock volatility, risk free interest rate, and dividend yield. The expected term and level of estimated forfeitures of the Company’s stock options are based on the Company’s own historical experience. Stock volatility is based on the historical volatility of the Company’s stock. The risk-free interest rate is based on the U. S. Treasury yield curve for the periods within the contractual life of the stock options in effect at the time of grant. The compensation cost for stock options granted is based on the weighted average grant date fair value per share.
No options to purchase shares of the Company’s common stock were granted during the six months ended June 30, 2022 and 2021.
A summary of the combined activity of the Company’s stock option compensation plans for the six months ended June 30, 2022 follows (in thousands, except per share amounts):
Shares Weighted
Average
Exercise Price Weighted
Average
Remaining
Contractual
Term (Years) Aggregate
Intrinsic Value
Options outstanding at December 31, 2021 52,805 $ 9.81
Options exercised ( 38,855 ) $ 10.25
Options forfeited ( 1,800 ) $ 12.50
Options outstanding at June 30, 2022 12,150 $ 8.02 0.22 $ 79
Options vested or expected to vest at June 30, 2022 12,150 $ 8.02 0.22 $ 79
Options exercisable at June 30, 2022 12,150 $ 8.02 0.22 $ 79
Information related to the stock option plan is as follows (in thousands):
For the Three Months
Ended June 30, For the Six Months
Ended June 30,
2022 2021 2022 2021
Intrinsic value of options exercised $ 185 $ 204 $ 388 $ 206
Cash received from options exercised $ 167 $ 212 $ 399 $ 213
Excess tax benefit realized for option exercises $ 48 $ 46 $ 69 $ 46
As of June 30, 2022, there was no remaining unrecognized compensation cost related to stock options granted under all plans.
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Restricted and Performance Common Stock Awards
The 2015 Plan provides for the issuance of restricted common stock to directors and officers. In addition, performance awards may be granted in the form of cash or shares. Restricted common stock grants typically vest over a one to five-year period. Restricted common stock (all of which are shares of our common stock) is subject to forfeiture if employment terminates prior to vesting. The cost of these awards is recognized over the vesting period of the awards based on the fair value of our common stock on the date of the grant.
The following table summarizes restricted stock and performance award activity for the six months ended June 30, 2022 as follows:
Shares Weighted
Average
Grant-Date Fair Value
Nonvested outstanding shares at December 31, 2021 24,177 $ 20.50
Granted 56,089 $ 17.75
Vested ( 30,554 ) $ 20.70
Forfeited ( 244 ) $ 20.50
Nonvested outstanding shares at June 30, 2022 49,468 $ 17.26
The shares awarded to employees and directors under the restricted stock agreements vest on applicable vesting dates only to the extent the recipient of the shares is then an employee or a director of the Company or one of its subsidiaries, and each recipient will forfeit all of the shares that have not vested on the date his or her employment or service is terminated. Performance common stock awards vest immediately.
As of June 30, 2022, there were 49,468 shares of restricted stock that are nonvested and expected to vest. As of June 30, 2022, there was $ 813,000 of total unrecognized compensation cost related to nonvested restricted common stock awards. Restricted stock compensation expense is recognized on a straight-line basis over the vesting period. This cost is expected to be recognized over a weighted-average remaining period of 2.18 years and will be adjusted for subsequent changes in estimated forfeitures. Restricted common stock awards had an intrinsic value of $ 3,517,000 at June 30, 2022.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.