Table of Contents

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 September 30, 20192020

 

[_]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 For the transition period from ____________ to ____________

 For the transition period from ____________ to ____________

 

Commission File Number 0-32637

 

AMES NATIONAL CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

 

IOWA42-1039071

Iowa

(State of Incorporation)

42-1039071

(I. R. S. Employer

Identification Number)

                                          

405 FIFTH STREETFifth Street

AMES, IOWAAmes, Iowa 50010

(Address of Principal Executive Offices) (Zip Code)

 

Registrant's Telephone Number, Including Area Code: (515) 232-6251

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol

Name of each exchange on which registered

Common stock

ATLO

NASDAQ

 

 

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 ___

 

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this Chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes  X   No ____

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

 

Large accelerated filer____filer ☐    Accelerated filer   X       Non-accelerated filer____filer ☐    Smaller reporting company  X       Emerging growth company___company ☐

 

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. 

 

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

 

As of October 29, 2019,30, 2020, there were 9,222,7479,122,747 shares of common stock, par value $2, outstanding.

 

 

 

 

AMES NATIONAL CORPORATION

 

INDEX

 

  

Page

   

PartPART I.

Financial InformationFINANCIAL INFORMATION

 
   

Item 1.

Consolidated Financial Statements (Unaudited)

3

   
 

Consolidated Balance Sheets at September 30, 20192020 and December 31, 20182019

3

   
 

Consolidated Statements of Income for the three and nine months ended September 30, 20192020 and 20182019

4

   
 

Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 20192020 and 20182019

5

   
 

Consolidated Statements of Stockholders’ Equity for the three and nine months ended September 30, 20192020 and 20182019

6

   
 

Consolidated Statements of Cash Flows for the three and nine months ended September 30, 20192020 and 20182019

7

   
 

Notes to Consolidated Financial Statements

9

   

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

32

30

   

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

52

   

Item 44.

Controls and Procedures

52

53

   

PartPART II.

Other InformationOTHER INFORMATION

 
   

Item 1.

Legal Proceedings

53

   

Item 1.A.

Risk Factors

53

   

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

53

54

   

Item 3.

Defaults Upon Senior Securities

53

55

   

Item 4.

Mine Safety Disclosures

53

55

   

Item 5.

Other Information

54

55

   

Item 6.

Exhibits

54

55

   

Signatures

Signatures56

55

 

2


AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(unaudited)

  

September 30,

  

December 31,

 

ASSETS

 

2020

  

2019

 
         

Cash and due from banks

 $22,750,013  $34,616,880 

Interest-bearing deposits in financial institutions and federal funds sold

  119,643,061   108,947,624 

Securities available-for-sale

  548,817,733   479,843,448 

Federal Home Loan Bank (FHLB) and Federal Reserve Bank (FRB) stock, at cost

  3,148,191   3,138,900 

Loans receivable, net

  1,159,063,052   1,048,147,496 

Loans held for sale

  2,797,141   2,776,785 

Bank premises and equipment, net

  17,295,829   17,810,605 

Accrued income receivable

  12,172,766   11,788,409 

Other real estate owned

  620,909   4,003,684 

Bank-owned life insurance

  2,897,480   2,842,713 

Deferred income taxes, net

  0   1,151,016 

Intangible assets, net

  3,309,239   3,959,260 

Goodwill

  12,424,434   12,114,559 

Other assets

  5,455,601   6,041,126 
         

Total assets

 $1,910,395,449  $1,737,182,505 
         

LIABILITIES AND STOCKHOLDERS' EQUITY

        
         

LIABILITIES

        

Deposits

        

Noninterest-bearing checking

 $337,487,550  $267,441,988 

Interest-bearing checking

  504,329,496   461,857,728 

Savings and money market

  548,918,915   481,642,221 

Time, $250,000 and over

  66,910,762   74,206,421 

Other time

  202,526,378   208,026,740 

Total deposits

  1,660,173,101   1,493,175,098 
         

Securities sold under agreements to repurchase

  30,492,436   42,033,570 

FHLB advances

  3,000,000   5,000,000 

Dividends payable

  0   2,213,459 

Deferred income taxes, net

  1,697,985   0 

Accrued expenses and other liabilities

  8,995,285   7,180,906 

Total liabilities

  1,704,358,807   1,549,603,033 
         

STOCKHOLDERS' EQUITY

        

Common stock, $2 par value, authorized 18,000,000 shares; issued and outstanding 9,122,747 and 9,222,747 as of September 30, 2020 and December 31, 2019, respectively

  18,245,494   18,445,494 

Additional paid-in capital

  17,001,736   18,794,141 

Retained earnings

  155,300,906   146,225,085 

Accumulated other comprehensive income

  15,488,506   4,114,752 

Total stockholders' equity

  206,036,642   187,579,472 
         

Total liabilities and stockholders' equity

 $1,910,395,449  $1,737,182,505 

See Notes to Consolidated Financial Statements.

3

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED BALANCE SHEETSSTATEMENTS OF INCOME

(unaudited)

 
  

September 30,

  

December 31,

 

 

 

2019

  

2018

 
ASSETS        
         

Cash and due from banks

 $33,485,066  $30,384,066 

Interest bearing deposits in financial institutions

  78,930,485   26,057,513 

Securities available-for-sale

  457,994,898   458,971,162 

Federal Home Loan Bank (FHLB) and Federal Reserve Bank (FRB) stock, at cost

  2,655,200   3,191,200 

Loans receivable, net

  882,130,277   890,461,479 

Loans held for sale

  1,637,225   401,287 

Bank premises and equipment, net

  15,558,457   15,813,196 

Accrued income receivable

  9,736,328   9,415,570 

Other real estate owned

  217,856   829,603 

Bank-owned life insurance

  2,823,861   2,773,729 

Deferred income taxes, net

  820,400   3,848,713 

Intangible assets, net

  2,250,663   2,677,884 

Goodwill

  9,744,472   9,744,472 

Other assets

  1,990,450   1,117,477 
         

Total assets

 $1,499,975,638  $1,455,687,351 
         

LIABILITIES AND STOCKHOLDERS' EQUITY

        
         

LIABILITIES

        

Deposits

        

Demand, noninterest bearing

 $226,521,237  $230,113,170 

NOW accounts

  391,739,201   366,178,715 

Savings and money market

  402,665,343   418,384,284 

Time, $250,000 and over

  52,068,331   40,014,550 

Other time

  176,138,860   166,393,120 

Total deposits

  1,249,132,972   1,221,083,839 
         

Securities sold under agreements to repurchase

  52,196,061   40,674,486 

Federal Home Loan Bank (FHLB) advances

  5,000,000   14,600,000 

Dividends payable

  2,213,459   2,137,460 

Accrued expenses and other liabilities

  5,269,746   4,326,502 

Total liabilities

  1,313,812,238   1,282,822,287 
         

STOCKHOLDERS' EQUITY

        

Common stock, $2 par value, authorized 18,000,000 shares; issued and outstanding 9,222,747 and 9,293,305 shares as of September 30, 2019 and December 31, 2018, respectively

  18,445,494   18,586,610 

Additional paid-in capital

  18,794,141   20,461,724 

Retained earnings

  144,140,565   137,891,821 

Accumulated other comprehensive income (loss) - net unrealized income (loss) on securities available-for-sale

  4,783,200   (4,075,091)

Total stockholders' equity

  186,163,400   172,865,064 
         

Total liabilities and stockholders' equity

 $1,499,975,638  $1,455,687,351 
  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2020

  

2019

  

2020

  

2019

 
                 

Interest and dividend income:

                

Loans, including fees

 $12,865,021  $10,513,426  $38,021,904  $32,022,997 

Securities:

                

Taxable

  1,986,904   1,671,572   5,725,476   4,715,137 

Tax-exempt

  891,093   945,769   2,755,515   3,114,298 

Other interest and dividend income

  175,397   400,963   888,412   928,996 

Total interest income

  15,918,415   13,531,730   47,391,307   40,781,428 
                 

Interest expense:

                

Deposits

  1,718,746   2,547,763   6,267,158   7,512,979 

Other borrowed funds

  39,787   170,082   238,314   553,930 

Total interest expense

  1,758,533   2,717,845   6,505,472   8,066,909 
                 

Net interest income

  14,159,882   10,813,885   40,885,835   32,714,519 
                 

Provision for loan losses

  541,844   378,789   4,424,475   545,203 
                 

Net interest income after provision for loan losses

  13,618,038   10,435,096   36,461,360   32,169,316 
                 

Noninterest income:

                

Wealth management income

  1,036,131   857,664   2,807,592   2,661,421 

Service fees

  380,620   400,919   1,126,857   1,158,348 

Securities gains, net

  0   15,141   429,925   17,031 

Gain on sale of loans held for sale

  646,589   289,033   1,486,047   685,790 

Merchant and card fees

  459,600   372,073   1,295,854   1,119,598 

Other noninterest income

  271,803   184,399   707,884   615,688 

Total noninterest income

  2,794,743   2,119,229   7,854,159   6,257,876 
                 

Noninterest expense:

                

Salaries and employee benefits

  5,839,963   4,780,894   17,427,608   14,294,219 

Data processing

  1,209,973   1,085,951   3,737,426   2,849,396 

Occupancy expenses, net

  668,003   526,360   2,015,941   1,643,924 

FDIC insurance assessments

  135,859   1,698   185,716   193,593 

Professional fees

  407,118   386,339   1,148,597   1,158,168 

Business development

  307,386   310,786   753,075   827,561 

Intangible asset amortization

  215,575   124,243   650,021   427,221 

New market tax credit projects amortization

  145,395   0   436,166   0 

Other operating expenses, net

  361,280   259,048   1,085,562   755,971 

Total noninterest expense

  9,290,552   7,475,319   27,440,112   22,150,053 
                 

Income before income taxes

  7,122,229   5,079,006   16,875,407   16,277,139 
                 

Provision for income taxes

  1,450,750   1,037,845   3,221,750   3,380,950 
                 

Net income

 $5,671,479  $4,041,161  $13,653,657  $12,896,189 
                 

Basic and diluted earnings per share

 $0.62  $0.44  $1.49  $1.40 
                 

Dividends declared per share

 $0.25  $0.24  $0.50  $0.72 

 

See Notes to Consolidated Financial Statements.

 

3
4


 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

 
  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2019

  

2018

  

2019

  

2018

 
                 

Interest income:

                

Loans, including fees

 $10,513,426  $9,557,527  $32,022,997  $27,442,604 

Securities:

                

Taxable

  1,671,572   1,545,541   4,715,137   4,638,503 

Tax-exempt

  945,769   1,085,131   3,114,298   3,451,084 

Interest bearing deposits and federal funds sold

  400,963   272,358   928,996   721,417 

Total interest income

  13,531,730   12,460,557   40,781,428   36,253,608 
                 

Interest expense:

                

Deposits

  2,547,763   1,740,579   7,512,979   4,736,455 

Other borrowed funds

  170,082   134,017   553,930   533,870 

Total interest expense

  2,717,845   1,874,596   8,066,909   5,270,325 
                 

Net interest income

  10,813,885   10,585,961   32,714,519   30,983,283 
                 

Provision for loan losses

  378,789   100,000   545,203   192,978 
                 

Net interest income after provision for loan losses

  10,435,096   10,485,961   32,169,316   30,790,305 
                 

Noninterest income:

                

Wealth management income

  857,664   877,146   2,661,421   2,534,510 

Service fees

  400,919   363,993   1,158,348   1,036,841 

Securities gains, net

  15,141   -   17,031   - 

Gain on sale of loans held for sale

  289,033   207,856   685,790   576,441 

Merchant and card fees

  372,073   358,816   1,119,598   1,035,338 

Gain on foreclosure of other real estate owned

  -   162,862   -   162,862 

Other noninterest income

  184,399   191,130   615,688   570,685 

Total noninterest income

  2,119,229   2,161,803   6,257,876   5,916,677 
                 

Noninterest expense:

                

Salaries and employee benefits

  4,780,894   4,331,976   14,294,219   13,216,844 

Data processing

  1,085,951   838,414   2,849,396   2,506,804 

Occupancy expenses, net

  526,360   536,004   1,643,924   1,490,395 

FDIC insurance assessments

  1,698   99,934   193,593   308,002 

Professional fees

  386,339   423,172   1,158,168   1,123,577 

Business development

  310,786   327,985   827,561   821,344 

Intangible asset amortization

  124,243   94,883   427,221   266,337 

Data conversion costs

  -   167,815   -   167,815 

Other operating expenses, net

  259,048   167,649   755,971   664,914 

Total noninterest expense

  7,475,319   6,987,832   22,150,053   20,566,032 
                 

Income before income taxes

  5,079,006   5,659,932   16,277,139   16,140,950 
                 

Provision for income taxes

  1,037,845   1,201,100   3,380,950   3,328,100 
                 

Net income

 $4,041,161  $4,458,832  $12,896,189  $12,812,850 
                 

Basic and diluted earnings per share

 $0.44  $0.48  $1.40  $1.38 
                 

Dividends declared per share

 $0.24  $0.23  $0.72  $0.94 
  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2020

  

2019

  

2020

  

2019

 
                 

Net income

 $5,671,479  $4,041,161  $13,653,657  $12,896,189 

Unrealized gains on securities before tax:

                

Unrealized holding gains arising during the period

  1,994,598   1,786,525   15,594,931   11,828,086 

Less: reclassification adjustment for gains realized in net income

  0   15,141   429,925   17,031 

Other comprehensive income, before tax

  1,994,598   1,771,384   15,165,006   11,811,055 

Tax effect related to other comprehensive income

  (498,649)  (442,846)  (3,791,252)  (2,952,764)

Other comprehensive income, net of tax

  1,495,949   1,328,538   11,373,754   8,858,291 

Comprehensive income

 $7,167,428  $5,369,699  $25,027,411  $21,754,480 

 

See Notes to Consolidated Financial Statements.

 

4
5


AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2019

  

2018

  

2019

  

2018

 
                 
                 

Net income

 $4,041,161  $4,458,832  $12,896,189  $12,812,850 

Other comprehensive income (loss), before tax:

                

Unrealized gains (losses) on securities before tax:

                

Unrealized holding gains (losses) arising during the period

  1,786,525   (2,171,391)  11,828,086   (8,245,692)

Less: reclassification adjustment for gains realized in net income

  15,141   -   17,031   - 

Other comprehensive income (loss), before tax

  1,771,384   (2,171,391)  11,811,055   (8,245,692)

Tax effect related to other comprehensive income (loss)

  (442,846)  542,848   (2,952,764)  2,061,767 

Other comprehensive income (loss), net of tax

  1,328,538   (1,628,543)  8,858,291   (6,183,925)

Comprehensive income

 $5,369,699  $2,830,289  $21,754,480  $6,628,925 

See Notes to Consolidated Financial Statements.

 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(unaudited)

Three and Nine Months Ended September 30, 20192020 and 20182019

 

Common Stock

  

Additional Paid-

in Capital

  

Retained

Earnings

  

Accumulated

Other

Comprehensive

Income (Loss),

Net of Taxes

  

Total

Stockholders'

Equity

  

Common Stock

 

Additional Paid-in

 

Retained

 

Accumulated

Other

Comprehensive

Income,

 

Total

Stockholders'

 
                     

Shares

 

Amount

 

Capital

 

Earnings

 

Net of Taxes

 

Equity

 

Balance, June 30, 2018

 $18,621,826  $20,878,728  $133,510,931  $(5,070,455) $167,941,030 

Net income

  -   -   4,458,832   -   4,458,832 

Other comprehensive (loss)

  -   -   -   (1,628,543)  (1,628,543)

Cash dividends declared, $0.23 per share

  -   -   (2,141,510)  -   (2,141,510)

Balance, September 30, 2018

 $18,621,826  $20,878,728  $135,828,253  $(6,698,998) $168,629,809 
                                 

Balance, June 30, 2019

 $18,464,244  $19,019,767  $142,312,863  $3,454,662  $183,251,536  9,232,122  $18,464,244  $19,019,767  $142,312,863  $3,454,662  $183,251,536 

Net income

  -   -   4,041,161   -   4,041,161  -  0  0  4,041,161  0  4,041,161 

Other comprehensive income

  -   -   -   1,328,538   1,328,538  -  0  0  0  1,328,538  1,328,538 

Retirement of 9,375 shares of stock

  (18,750)  (225,626)  -   -   (244,376)

Cash dividends declared, $0.24 per share

  -   -   (2,213,459)  -   (2,213,459)

Retirement of stock

 (9,375) (18,750) (225,626) 0  0  (244,376)

Cash dividends declared, $0.24 per share

  -  0  0  (2,213,459) 0  (2,213,459)

Balance, September 30, 2019

 $18,445,494  $18,794,141  $144,140,565  $4,783,200  $186,163,400   9,222,747  $18,445,494  $18,794,141  $144,140,565  $4,783,200  $186,163,400 
             
             

Balance, June 30, 2020

 9,122,747  $18,245,494  $17,001,736  $151,910,115  $13,992,557  $201,149,902 

Net income

 -  0  0  5,671,479  0  5,671,479 

Other comprehensive income

 -  0  0  0  1,495,949  1,495,949 

Retirement of stock

 -  0  0  0  0  0 

Cash dividends declared, $0.25 per share

  -  0  0  (2,280,688) 0  (2,280,688)

Balance, September 30, 2020

  9,122,747  $18,245,494  $17,001,736  $155,300,906  $15,488,506  $206,036,642 

 

 

Common Stock

  

Additional Paid-

in Capital

  

Retained

Earnings

  

Accumulated

Other

Comprehensive

Income (Loss),

Net of Taxes

  

Total

Stockholders'

Equity

  

Common Stock

 

Additional Paid-in

 

Retained

 

Accumulated

Other

Comprehensive

Income (Loss),

 

Total Stockholders'

 
                     

Shares

 

Amount

 

Capital

 

Earnings

 

Net of Taxes

 

Equity

 

Balance, December 31, 2017

 $18,621,826  $20,878,728  $131,684,961  $(432,373) $170,753,142 

Net income

  -   -   12,812,850   -   12,812,850 

Other comprehensive (loss)

  -   -   -   (6,183,925)  (6,183,925)

The cumulative effect from change in accounting policy (1)

  -   -   82,700   (82,700)  - 

Cash dividends declared, $0.94 per share

  -   -   (8,752,258)  -   (8,752,258)

Balance, September 30, 2018

 $18,621,826  $20,878,728  $135,828,253  $(6,698,998) $168,629,809 
                                 

Balance, December 31, 2018

 $18,586,610  $20,461,724  $137,891,821  $(4,075,091) $172,865,064  9,293,305  $18,586,610  $20,461,724  $137,891,821  $(4,075,091) $172,865,064 

Net income

  -   -   12,896,189   -   12,896,189  -  0  0  12,896,189  0  12,896,189 

Other comprehensive income

  -   -   -   8,858,291   8,858,291  -  0  0  0  8,858,291  8,858,291 

Retirement of 70,558 shares of stock

  (141,116)  (1,667,583)  -   -   (1,808,699)

Cash dividends declared, $0.72 per share

  -   -   (6,647,445)  -   (6,647,445)

Retirement of stock

 (70,558) (141,116) (1,667,583) 0  0  (1,808,699)

Cash dividends declared, $0.72 per share

  -  0  0  (6,647,445) 0  (6,647,445)

Balance, September 30, 2019

 $18,445,494  $18,794,141  $144,140,565  $4,783,200  $186,163,400   9,222,747  $18,445,494  $18,794,141  $144,140,565  $4,783,200  $186,163,400 
             
             

Balance, December 31, 2019

 9,222,747  $18,445,494  $18,794,141  $146,225,085  $4,114,752  $187,579,472 

Net income

 -  0  0  13,653,657  0  13,653,657 

Other comprehensive income

 -  0  0  0  11,373,754  11,373,754 

Retirement of stock

 (100,000) (200,000) (1,792,405)    (1,992,405)

Cash dividends declared, $0.50 per share

  -  0  0  (4,577,836) 0  (4,577,836)

Balance, September 30, 2020

  9,122,747  $18,245,494  $17,001,736  $155,300,906  $15,488,506  $206,036,642 

 

(1) The cumulative effect for the nine months ended September 30, 2018, reflects adoption in first quarter 2018 of ASU 2018-02.

See Notes to Consolidated Financial Statements.

 

6


 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

Nine Months Ended September 30, 20192020 and 20182019

  

2020

  

2019

 
         

CASH FLOWS FROM OPERATING ACTIVITIES

        

Net income

 $13,653,657  $12,896,189 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Provision for loan losses

  4,424,475   545,203 

Provision for off-balance sheet commitments

  51,000   0 

Amortization of securities, available-for-sale, loans and deposits, net

  558,579   1,048,818 

Amortization of intangible asset

  650,021   427,221 

Depreciation

  1,083,790   903,070 

Deferred income taxes

  (942,251)  75,549 

Securities (gains), net

  (429,925)  (17,031)

(Gain) on sales of loans held for sale

  (1,486,047)  (685,790)

Proceeds from loans held for sale

  67,934,569   34,023,953 

Originations of loans held for sale

  (66,468,878)  (34,574,101)

Loss on sale and disposal of premises and equipment, net

  59,212   9,360 

Amortization of investment in new market tax credit projects

  436,166   0 

(Gain) on sale of other real estate owned, net

  (21,617)  (43,414)

Change in assets and liabilities:

        

Increase in accrued income receivable

  (384,357)  (320,758)

(Increase) decrease in other assets

  441,024   (892,594)

Increase in accrued expenses and other liabilities

  1,763,379   943,244 

Net cash provided by operating activities

  21,322,797   14,338,919 
         

CASH FLOWS FROM INVESTING ACTIVITIES

        

Purchase of securities available-for-sale

  (165,075,991)  (61,502,161)

Proceeds from sale of securities available-for-sale

  5,462,657   8,211,157 

Proceeds from maturities and calls of securities available-for-sale

  104,636,283   64,641,695 

Purchase of FHLB stock

  (1,148,500)  (3,912,600)

Proceeds from the redemption of FHLB stock

  1,133,200   4,448,600 

Net (increase) in interest-bearing deposits in financial institutions and federal funds sold

  (10,695,437)  (52,872,972)

Net (increase) decrease in loans

  (114,712,894)  8,159,497 

Net proceeds from the sale of other real estate owned

  3,415,130   655,161 

Purchase of bank premises and equipment

  (851,876)  (648,005)

Proceeds from the sale of bank equipment

  0   4,000 

Cash paid for bank acquired

  (309,875)  0 

Other

  (54,767)  (50,132)

Net cash (used in) investing activities

  (178,202,070)  (32,865,760)
         

CASH FLOWS FROM FINANCING ACTIVITIES

        

Increase in deposits

  167,337,240   28,086,411 

Increase (decrease) in securities sold under agreements to repurchase

  (11,541,134)  11,521,575 

Payments on FHLB borrowings

  (2,000,000)  (12,600,000)

Proceeds from FHLB borrowings

  0   3,000,000 

Dividends paid

  (6,791,295)  (6,571,446)

Stock repurchases

  (1,992,405)  (1,808,699)

Net cash provided by financing activities

  145,012,406   21,627,841 
         

Net increase (decrease) in cash and due from banks

  (11,866,867)  3,101,000 
         

CASH AND DUE FROM BANKS

        

Beginning

  34,616,880   30,384,066 

Ending

 $22,750,013  $33,485,066 
  

2019

  

2018

 
         

CASH FLOWS FROM OPERATING ACTIVITIES

        

Net income

 $12,896,189  $12,812,850 

Adjustments to reconcile net income to net cash provided by operating activities:

        

Provision for loan losses

  545,203   192,978 

Provision for off-balance sheet commitments

  -   9,000 

Amortization, net

  1,048,818   1,583,534 

Amortization of intangible asset

  427,221   266,337 

Depreciation

  903,070   845,163 

Deferred income taxes

  75,549   (24,000)

Securities gains, net

  (17,031)  - 

(Gain) on sales of loans held for sale

  (685,790)  (576,441)

Proceeds from loans held for sale

  34,023,953   23,480,924 

Originations of loans held for sale

  (34,574,101)  (23,184,423)

Loss on sale and disposal of bank equipment, net

  9,360   11,479 

(Gain) on sale and foreclosure of other real estate owned, net

  (43,414)  (226,054)

Change in assets and liabilities:

        

(Increase) in accrued income receivable

  (320,758)  (239,749)

(Increase) decrease in other assets

  (892,594)  133,639 

Increase in accrued expenses and other liabilities

  943,244   385,983 

Net cash provided by operating activities

  14,338,919   15,471,220 
         

CASH FLOWS FROM INVESTING ACTIVITIES

        

Purchase of securities available-for-sale

  (61,502,161)  (24,209,779)

Proceeds from sale of securities available-for-sale

  8,211,157   - 

Proceeds from maturities and calls of securities available-for-sale

  64,641,695   52,143,244 

Purchase of FHLB stock

  (3,912,600)  (3,070,400)

Proceeds from the redemption of FHLB stock

  4,448,600   3,275,100 

Net (increase) decrease in interest bearing deposits in financial institutions

  (52,872,972)  6,448,428 

Net (increase) decrease in loans

  8,159,497   (12,239,005)

Net proceeds from the sale of other real estate owned

  655,161   117,905 

Purchase of bank premises and equipment

  (648,005)  (591,165)

Proceeds from the sale of bank equipment

  4,000   - 

Cash paid, net of cash acquired, for bank acquired

  -   (13,443,219)

Other

  (50,132)  1,139,029 

Net cash provided by (used in) investing activities

  (32,865,760)  9,570,138 
         

CASH FLOWS FROM FINANCING ACTIVITIES

        

Increase (decrease) in deposits

  28,086,411   (1,795,096)

Increase in securities sold under agreements to repurchase

  11,521,575   2,434,281 

Payments on FHLB borrowings and other borrowings

  (12,600,000)  (24,500,000)

Proceeds from FHLB borrowings

  3,000,000   - 

Proceeds from short-term borrowings and other borrowings

  -   6,400,000 

Dividends paid

  (6,571,446)  (8,659,149)

Stock repurchases

  (1,808,699)  - 

Net cash provided by (used in) financing activities

  21,627,841   (26,119,964)
         

Net increase (decrease) in cash and due from banks

  3,101,000   (1,078,606)
         

CASH AND DUE FROM BANKS

        

Beginning

  30,384,066   26,397,550 

Ending

 $33,485,066  $25,318,944 

See Notes to Consolidated Financial Statements.

 

7


 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(unaudited)

Nine Months Ended September 30, 20192020 and 20182019

  

2019

  

2018

 
         

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

        

Cash payments for:

        

Interest

 $7,852,381  $5,039,767 

Income taxes

  3,360,844   3,484,746 
         

SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES

        

Transfer of loans receivable to other real estate owned

 $-  $116,137 
         

Business Combination:

        

Fair value of interest bearing deposits in financial institutions acquired

 $-  $1,475,000 

Fair value of federal funds sold acquired

  -   1,154,000 

Fair value of securities available-for-sale acquired

  -   17,196,715 

Fair value of loans receivable acquired

  -   76,041,470 

Fair value of bank premises and equipment acquired

  -   924,400 

Fair value of accrued interst receivable acquired

  -   862,895 

Fair value of other real estate owned acquired

  -   120,000 

Fair value of other tangible assets acquired

  -   318,596 

Fair value of bank owned life insurance

  -   2,754,798 

Goodwill

  -   3,012,255 

Core deposit intangible

  -   2,002,000 

Deposits assumed

  -   83,169,311 

Federal funds purchased assumed

  -   9,000,000 

Other liabilities assumed

  -   123,749 
  

2020

  

2019

 
         

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

        

Cash payments for:

        

Interest

 $7,133,940  $7,852,381 

Income taxes

  3,987,474   3,360,844 
         

SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES

        

Transfer of loans receivable to other real estate owned

 $10,738  $0 

 

See Notes to Consolidated Financial Statements.

 

8


 

AMES NATIONAL CORPORATION AND SUBSIDIARIES

 

Notes to Consolidated Financial Statements (unaudited)

 

 

1.

1.     Significant Accounting Policies

 

The consolidated financial statements for the three and nine months ended September 30, 2019 2020 and 20182019 are unaudited. In the opinion of the management of Ames National Corporation (the "Company"), these financial statements reflect all adjustments, consisting only of normal recurring accruals,adjustments, necessary to present fairly these consolidated financial statements. The results of operations for the interim periods are not necessarily indicative of results which may be expected for an entire year. Certain information and footnote disclosures normally included in complete financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted in accordance with the requirements for interim financial statements. The interim financial statements and notes thereto should be read in conjunction with the year-end audited financial statements contained in the Company's Annual Report on Form 10-K10-K for the year ended December 31, 2018 (the2019 (the “Annual Report”). The consolidated financial statements include the accounts of the Company and its wholly-owned banking subsidiaries (the “Banks”). All significant intercompany balances and transactions have been eliminated in consolidation.

 

Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired. Goodwill resulting from acquisitions is not amortized, but is tested for impairment annually or whenever events change and circumstances indicate that it is more likely than not that an impairment loss has occurred. Goodwill is tested for impairment using a two-step process that begins with an estimation of the fair value of a reporting unit. The second step, if necessary, measures the amount of impairment, if any.

 

The fair value of a reporting unit is the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. As none of the Company’s reporting units are publicly traded, individual reporting unit fair value determinations cannot be directly correlated to the Company’s stock price. Significant judgment is applied when goodwill is assessed for impairment. This judgment includes developing cash flow projections, selecting appropriate discount rates, identifying relevant market comparables, incorporating general economic and market conditions and selecting an appropriate control premium. At September 30, 2019, 2020, Company management has performed a goodwill impairment assessment and determined goodwill was not impaired.

 

Reclassifications: Certain reclassifications have been made to the prior consolidated financial statements to conform to the current period presentation. These reclassifications had no effect on stockholders’ equity and net income of the prior periods.

New and Pending Accounting Pronouncements:Pronouncements: In FebruarySeptember 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). The ASU requires a lessee to recognize on the balance sheet assets and liabilities for leases with lease terms of more than 12 months. Consistent with current GAAP, the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. Unlike current GAAP, which requires that only capital leases be recognized on the balance sheet, the ASC requires that both types of leases by recognized on the balance sheet. In July 2018, the FASB issued ASU No. 2018-11, Targeted Improvements, which amends ASC 842, Leases. This update provides for an adoption option that does not require earlier periods to be restated at the adoption date. For public companies, this update was effective for interim and annual periods beginning after December 15, 2018. Early application was permitted. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements.

9

In June 2016 the FASB issued ASU No. 2016-13,-13, Financial Instruments-Credit Losses (Topic 326)326): Measurement of Credit Losses on Financial Instruments.Instruments. The ASU requires an organization to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. Organizations will continue to use judgment to determine which loss estimation method is appropriate for their circumstances. Additionally, the ASU amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. In October 2019, the FASB voted to delayapprove amendments to the implementationeffective date of ASU No.2016-13 for smaller reporting companies, so foras defined by the Company, should FASB finalize this pronouncement,SEC, and other non-SEC reporting entities. The amendment delays the effective woulddate for our Company until interim and annual periods beginning after December 15, 2022. The Company does not plan to early adopt this ASU. The Company is currently planning for the implementation of this accounting standard and has chosen a vendor for a software solution. The Company continues to refinecollecting and retaining loan and credit data and evaluating various loss estimation models, along with refining the implementation of the software and its approach for determining the expected credit losses under the new guidance. The Company’s preliminary evaluation indicates the provisions of ASU No. 2016-132016-13 are expected to impact the Company’s financial statements. The Company is continuing to evaluate the extent of the potential impact.

 

In January 2017, the FASB issued ASU 2017-04,2017-04, Intangibles-Goodwill and Other (Topic 350)350): Simplifying the Test for Goodwill Impairment. The guidance in this update eliminates the Step 2 from the goodwill impairment test. For public companies, this update will bebecame effective for interim and annual periods beginning after December 15, 2019, with early adoption permitted for interim and annual goodwill impairment testtests with a measurement date after January 1, 2017. The Company does not expectASU 2017-04 was adopted on January 1, 2020 and the adoption of this guidance todid not have a material impact on the Company'sCompany’s consolidated financial statements.

 

In August 2018, the FASB issued ASU No. 2018-13,2018-13, Fair Value Measurement (Topic 820)820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. The amendments in this update modify the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The update isbecame effective for interim and annual periods in fiscal years beginning after December 15, 2019, with early adoption permitted for the removed disclosures and delayed adoption until fiscal year 2020 permitted for the new disclosures. The removed and modified disclosures will bewere adopted on a retrospective basis, and the new disclosures will bewere adopted on a prospective basis. The adoption will did not have a material effect on the Company’s consolidated financial statements.

9

 

 

2.

2.      Bank Acquisition

 

On September 14, 2018, First National Bank (FNB)October 25, 2019, the Company completed the purchase and merger of Clarke CountyIowa State Savings Bank (CCSB) located in Osceola and Murray, Iowa(“ISSB”), (the “Acquisition”). The Acquisition was consistent with the Bank’s strategy to strengthen and expand its Iowa market share. TheISSB’s acquired assets and liabilities arewere recorded at fair value at the date of acquisition and were reflected in the September 30, 2018 financial statements as such. 100% of the stock of CCSBacquisition. This bank was purchased for cash consideration of $14.8$22.6 million. As a result of thisthe acquisition, the Company recorded a core deposit intangible asset of $2.0 million$1,891,000 and goodwill of $3.0 million.approximately $2,680,000. The results of operations for this acquisition have been included since the transaction date of September 14, 2018. The fair valueOctober 25, 2019. Since the acquisition date, there has been no significant credit deterioration of purchased credit deteriorated loans related to the Acquisition was $386,000. These purchased loans are included in the impaired loan category in the financial statements.acquired loans.

 

The following table summarizes the fair value of the total consideration transferred as a part of the ISSB Acquisition as well as the fair value of identifiable assets acquired and liabilities assumed as of the effective date of the transaction.transaction (in thousands):

 

Cash consideration transferred

 $14,806,981  $22,643 
     

Recognized amounts of identifiable assets acquired and liabilities assumed:

       
     

Cash and due from banks

 $1,363,762  $3,188 

Federal funds sold

  1,154,000  2,792 

Interest bearing deposits in financial institutions

  1,475,000  21,035 

Securities available-for-sale

  17,196,715  33,615 

Federal Home Loan Bank stock

  129,600 

Federal Home Loan Bank stock at cost

 365 

Loans receivable

  76,041,470  137,776 

Accrued interest receivable

  862,895  2,888 

Bank premises and equipment

  924,400  2,452 

Other real estate owned

  120,000  3,582 

Deferred income taxes

  49,150 

Bank owned life insurance

  2,754,798  2,499 

Core deposit intangible asset

  2,002,000  1,891 

Other assets

  13,996  204 

Deposits

  (83,169,311) (188,631)

Federal funds purchased

  (9,000,000)

Securities sold under repurchase agreements

 (1,747)

Accrued interest payable and other liabilities

  (123,749)  (1,946)
     

Total identifiable net assets

  11,794,726   19,963 
     

Goodwill

 $3,012,255  $2,680 

 

On September 14, 2018,October 25, 2019, associated with the ISSB Acquisition, the contractual balance of loans receivable acquired was $77.2 million$139,703,000 and the contractual balance of the deposits assumed was $83.1 million.$188,068,000. Loans receivable acquired include commercial real estate, 1-41-4 family real estate, agricultural real estate, commercial operating, agricultural operating and consumer loans. During the first quarter of 2020, an additional $310,000 of goodwill was recorded due to an adjustment to the initial purchase price.

 

The acquired loans associated with the ISSB Acquisition at contractual values as of September 14, 2018 October 25, 2019 were determined to be risk rated as follows:follows (in thousands):

 

Pass

 $63,220,130 

Watch

  9,430,540 

Special Mention

  2,733,940 

Substandard

  1,426,137 

Deteriorated credit

  385,884 
     

Total loans acquired at book value

 $77,196,631 

Loans acquired as deteriorated credit loans will be included with impaired loans.

Pass

 $121,346 

Watch

  12,333 

Special Mention

  0 

Substandard

  6,024 
     

Total loans acquired at book value

 $139,703 

 

The core deposit intangible asset is amortized to expense on a declining basis over a period of ten years. The loan market valuation is accreted to income on the effective yield method over a ten year period. The time deposits market valuation is amortized to expense on a declining basis over a two year period.

10

 

 

3.

3.     Dividends

 

On AugustOctober 14, 2019, 2020, the Company declared a cash dividend on its common stock, payable on November 15, 2019 13, 2020 to stockholders of record as of November 1, 2019, October 30, 2020, equal to $0.24$0.25 per shareshare.

 

 

4.

4.     Earnings Per Share

 

Earnings per share amounts were calculated using the weighted average shares outstanding during the periods presented. The weighted average outstanding shares for the three months ended September 30, 2019 2020 and 20182019 was 9,227,6859,122,747 and 9,310,913,9,227,685, respectively. The weighted average outstanding shares for the nine months ended September 30, 2019 2020 and 20182019 were 9,236,9899,156,805 and 9,310,913,9,241,789, respectively. The Company had no0 potentially dilutive securities outstanding during the periods presented.

 

 

5.

5.     Off-Balance Sheet Arrangements

 

The Company is party to financial instruments with off-balance sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2018.2019.

 

 

6.

6.     Fair Value Measurements

 

Assets and liabilities carried at fair value are required to be classified and disclosed according to the process for determining fair value. There are three levels of determining fair value.

 

Level 1: Inputs to the valuation methodology are quoted prices, unadjusted, for identical assets or liabilities in active markets. A quoted price in an active market provides the most reliable evidence of fair value and shall be used to measure fair value whenever available.

 

Level 2: Inputs to the valuation methodology include: quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatility, prepayment speeds, credit risk); or inputs derived principally from or can be corroborated by observable market data by correlation or other means.

 

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. Level 3 assets and liabilities include financial instruments whose value is determined using discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

 

The following table presents the balances of assets measured at fair value on a recurring basis by level as of September 30, 2019 2020 and December 31, 2018. 2019 (in thousands):

 

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2019

                
                 

U.S. government treasuries

 $7,528  $7,528  $-  $- 

U.S. government agencies

  128,882   -   128,882   - 

U.S. government mortgage-backed securities

  64,146   -   64,146   - 

State and political subdivisions

  187,940   -   187,940   - 

Corporate bonds

  69,499   -   69,499   - 
                 
  $457,995  $7,528  $450,467  $- 
                 

2018

                
                 

U.S. government treasuries

 $7,800  $7,800  $-  $- 

U.S. government agencies

  110,268   -   110,268   - 

U.S. government mortgage-backed securities

  70,382   -   70,382   - 

State and political subdivisions

  215,955   -   215,955   - 

Corporate bonds

  54,566   -   54,566   - 
                 
  $458,971  $7,800  $451,171  $- 

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2020

                
                 

U.S. government treasuries

 $8,856  $8,856  $0  $0 

U.S. government agencies

  97,984   0   97,984   0 

U.S. government mortgage-backed securities

  133,796   0   133,796   0 

State and political subdivisions

  233,563   0   233,563   0 

Corporate bonds

  74,619   0   74,619   0 
                 
  $548,818  $8,856  $539,962  $0 
                 

2019

                
                 

U.S. government treasuries

 $9,452  $9,452  $0  $0 

U.S. government agencies

  126,433   0   126,433   0 

U.S. government mortgage-backed securities

  81,128   0   81,128   0 

State and political subdivisions

  195,302   0   195,302   0 

Corporate bonds

  67,528   0   67,528   0 
                 
  $479,843  $9,452  $470,391  $0 

 

Level 1 securities include U.S. Treasury securities and other equity securities that are traded by dealers or brokers in active over-the-counter markets. U.SU.S. government agencies, mortgage-backed securities, state and political subdivisions, and most corporate bonds are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things.

 

The Company's policy is to recognize transfers between levels at the end of each reporting period, if applicable. There were no transfers between levels of the fair value hierarchy during the nine months ended September 30, 2019.

13
11

Certain assets are measured at fair value on a nonrecurring basis; that is, they are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment or a change in previously recognized impairment).  The following table presents the assets carried on the balance sheet (after specific reserves) by caption and by level within the valuation hierarchy as of September 30, 2019 2020 and December 31, 2018. 2019 (in thousands):

 

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2019

                
                 

Loans receivable

 $377  $-  $-  $377 

Other real estate owned

  218   -   -   218 
                 

Total

 $595  $-  $-  $595 
                 

2018

                
                 

Loans receivable

 $2,030  $-  $-  $2,030 

Other real estate owned

  830   -   -   830 
                 

Total

 $2,860  $-  $-  $2,860 

Loans Receivable: Loans in the tables above consist of impaired credits held for investment. In accordance with the loan impairment guidance, impairment was measured based on the fair value of collateral less estimated selling costs for collateral dependent loans. Fair value for impaired loans is based upon appraised values of collateral adjusted for trends observed in the market. A valuation allowance was recorded for the excess of the loan’s recorded investment over the amounts determined by the collateral value method. This valuation allowance is a component of the allowance for loan losses. The Company considers these fair value measurements as level 3.

Other Real Estate Owned: Other real estate owned in the table above consists of real estate obtained through foreclosure. Other real estate owned is recorded at fair value less estimated selling costs, at the date of transfer, with any impairment amount charged to the allowance for loan losses. Subsequent to the transfer, other real estate owned is carried at the lower of cost or fair value, less estimated selling costs, with any impairment amount recorded as a noninterest expense. The carrying value of other real estate owned is not re-measured to fair value on a recurring basis but is subject to fair value adjustments when the carrying value exceeds the fair value less estimated selling costs. Management uses appraised values and adjusts for trends observed in the market and for disposition costs in determining the value of other real estate owned. A valuation allowance was recorded for the excess of the asset’s recorded investment over the amount determined by the fair value, less estimated selling costs. This valuation allowance is a component of the allowance for other real estate owned. The Company considers these fair value measurements as level 3.

Description

 

Total

  

Level 1

  

Level 2

  

Level 3

 
                 

2020

                
                 

Loans receivable

 $1,295  $0  $0  $1,295 

Other real estate owned

  621   0   0   621 
                 

Total

 $1,916  $0  $0  $1,916 
                 

2019

                
                 

Loans receivable

 $535  $0  $0  $535 

Other real estate owned

  4,004   0   0   4,004 
                 

Total

 $4,539  $0  $0  $4,539 

 

The significant inputs used in the fair value measurements for Level 3 assets measured at fair value on a nonrecurring basis as of September 30, 2019 2020 and December 31, 2018 2019 are as follows:follows (in thousands):

 

 

2019

   

2020

 

Estimated

 

Valuation

 

 

 

Range

   

Estimated

 

Valuation

  

Range

 

Fair Value

 

Techniques

 Unobservable Inputs  

(Average)

   

Fair Value

 

Techniques

 

Unobservable Inputs

(Average)

                       

Impaired Loans

 $377 

Evaluation of collateral

 

Estimation of value

  NM*    $1,295 

Evaluation of collateral

 

Estimation of value

NM*
                       

Other real estate owned

 $218 

Appraisal

 

Appraisal adjustment

  6%-8% (7%) $621 

Appraisal

 

Appraisal adjustment

6%-8%(7%)

 

 

2018

   

2020

 

Estimated

 

Valuation

 

 

 

Range

   

Estimated

 

Valuation

  

Range

 

Fair Value

 

Techniques

 Unobservable Inputs  

(Average)

   

Fair Value

 

Techniques

 

Unobservable Inputs

(Average)

                       

Impaired Loans

 $2,030 

Evaluation of collateral

 

Estimation of value

  NM*    $535 

Evaluation of collateral

 

Estimation of value

 NM*  
                       

Other real estate owned

 $830 

Appraisal

 

Appraisal adjustment

  6%-8% (7%) $4,004 

Appraisal

 

Appraisal adjustment

6%-8%(7%)

 

* Not Meaningful. Evaluations of the underlying assets are completed for each collateral dependent impaired loan with a specific reserve. The types of collateral vary widely and could include accounts receivables, inventory, a variety of equipment and real estate. Collateral evaluations are reviewed and discounted as appropriate based on knowledge of the specific type of collateral. In the case of real estate, an independent appraisal may be obtained. Types of discounts considered included aging of receivables, condition of the collateral, potential market for the collateral and estimated disposal costs. These discounts will vary from loan to loan, thus providing a range would not be meaningful.

 

GAAP requires disclosure of the fair value of financial assets and financial liabilities, including those that are not measured and reported at fair value on a recurring basis or nonrecurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured at fair value on a recurring or nonrecurring basis are discussed above.  The methodologies for other financial assets and financial liabilities are discussed below.

Fair value of financial instruments:

Disclosure of fair value information about financial instruments, for which it is practicable to estimate that value, is required whether or not recognized in the consolidated balance sheets. In cases in which quoted market prices are not available, fair values are based on estimates using present value or other valuation techniques. Those techniques are significantly affected by the assumptions used, including the discount rate and estimate of future cash flows. In that regard, the derived fair value estimates cannot be substantiated by comparison to independent markets and, in many cases could not be realized in immediate settlement of the instruments. Certain financial instruments with a fair value that is not practicable to estimate and all non-financial instruments are excluded from the disclosure requirements. Accordingly, the aggregate fair value amounts presented do not necessarily represent the underlying value of the Company.

The following disclosures represent financial instruments in which the ending balances at September 30, 2019 and December 31, 2018 are not carried at fair value in their entirety on the consolidated balance sheets.

Securities available-for-sale: Fair value measurement for Level 1 securities is based upon quoted prices. Fair value measurement for Level 2 securities are based upon quoted prices, if available. If quoted prices are not available, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things. Level 1 securities include U.S. Treasury and other equity securities that are traded by dealers or brokers in active over-the-counter markets.  U.S government mortgage-backed securities, state and political subdivisions, and some corporate bonds are reported at fair value utilizing Level 2 inputs.

 

15
12

The following table includes the carrying amounts and estimated fair values of the Company’s financial assets and liabilities as of September 30, 2020 and December 31, 2019 (in thousands):

    

2020

  

2019

 
  

Fair Value

     

Estimated

      

Estimated

 
  

Hierarchy

 

Carrying

  

Fair

  

Carrying

  

Fair

 
  

Level

 

Amount

  

Value

  

Amount

  

Value

 
                   

Financial assets:

                  

Cash and due from banks

 

Level 1

 $22,750  $22,750  $34,617  $34,617 

Interest-bearing deposits

 

Level 1

  119,643   119,643   108,948   108,948 

Securities available-for-sale

 

See previous table

  548,818   548,818   479,843   479,843 

FHLB and FRB stock

 

Level 2

  3,148   3,148   3,139   3,139 

Loans receivable, net

 

Level 2

  1,159,063   1,135,210   1,048,147   1,025,032 

Loans held for sale

 

Level 2

  2,797   2,797   2,777   2,777 

Accrued income receivable

 

Level 1

  12,173   12,173   11,788   11,788 

Financial liabilities:

                  

Deposits

 

Level 2

 $1,660,173  $1,663,366  $1,493,175  $1,495,155 

Securities sold under agreements to repurchase

 

Level 1

  30,492   30,492   42,034   42,034 

FHLB advances

 

Level 2

  3,000   3,115   5,000   4,935 

Accrued interest payable

 

Level 1

  945   945   1,163   1,163 

 

Loans held for saleThe methodologies used to determine fair value as of September 30, 2020 did not change from the methodologies described in the December 31, 2019 Annual Financial Statements.

Commitments to extend credit and standby letters of credit: The fair values of commitments to extend credit and standby letters of credit are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreement and credit worthiness of the counterparties. The carrying value and fair value of loans held for sale is based on prevailing market prices.the commitments to extend credit and standby letters of credit are not considered significant.

 

Limitations: Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, 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 estimates.

 

The estimated fair values of the Company’s financial instruments as described above as of September 30, 2019 and December 31, 2018 are as follows: (in thousands)

   

2019

  

2018

 
 

Fair Value

     

Estimated

      

Estimated

 
 

Hierarchy

 

Carrying

  

Fair

  

Carrying

  

Fair

 
 

Level

 

Amount

  

Value

  

Amount

  

Value

 
                  

Financial assets:

                 

Cash and due from banks

Level 1

 $33,485  $33,485  $30,384  $30,384 

Interest bearing deposits

Level 1

  78,930   78,930   26,058   26,058 

Securities available-for-sale

See previous table

  457,995   457,995   458,971   458,971 

FHLB and FRB stock

Level 2

  2,655   2,655   3,191   3,191 

Loans receivable, net

Level 2

  882,130   863,585   890,461   864,417 

Loans held for sale

Level 2

  1,637   1,637   401   401 

Accrued income receivable

Level 1

  9,736   9,736   9,416   9,416 

Financial liabilities:

                 

Deposits

Level 2

 $1,249,133  $1,250,478  $1,221,084  $1,219,643 

Securities sold under agreements to repurchase

Level 1

  52,196   52,196   40,674   40,674 

FHLB advances

Level 2

  5,000   4,940   14,600   14,559 

Accrued interest payable

Level 1

  901   901   649   649 

The methodologies used to determine fair value as of September 30, 2019 did not change from the methodologies described in the December 31, 2018 Annual Financial Statements.

16
13

 

 

7.

7.     Debt and Equity Securities

 

The amortized cost of securities available-for-sale and their approximate fair values as of September 30, 2019 2020 and December 31, 2018 2019 are summarized below:below (in thousands):

 

2019:

     

Gross

  

Gross

     

2020:

   

Gross

 

Gross

   
 

Amortized

  

Unrealized

  

Unrealized

  

Estimated

  

Amortized

 

Unrealized

 

Unrealized

 

Estimated

 
 

Cost

  

Gains

  

Losses

  

Fair Value

  

Cost

 

Gains

 

Losses

 

Fair Value

 
                 

U.S. government treasuries

 $7,454  $74  $-  $7,528  $8,492  $364  $0  $8,856 

U.S. government agencies

  126,716   2,199   (33)  128,882  92,650  5,340  (6) 97,984 

U.S. government mortgage-backed securities

  63,410   753   (17)  64,146  130,706  3,140  (50) 133,796 

State and political subdivisions

  186,295   1,898   (253)  187,940  226,574  7,024  (35) 233,563 

Corporate bonds

  67,743   1,773   (17)  69,499   69,744  4,875  0  74,619 
 $451,618  $6,697  $(320) $457,995  $528,166  $20,743  $(91) $548,818 

 

2018:

     

Gross

  

Gross

     

2019:

   

Gross

 

Gross

   
 

Amortized

  

Unrealized

  

Unrealized

  

Estimated

  

Amortized

 

Unrealized

 

Unrealized

 

Estimated

 
 

Cost

  

Gains

  

Losses

  

Fair Value

  

Cost

 

Gains

 

Losses

 

Fair Value

 
                 

U.S. government treasuries

 $7,925  $-  $(125) $7,800  $9,392  $64  $(4) $9,452 

U.S. government agencies

  111,759   73   (1,564)  110,268  124,913  1,609  (89) 126,433 

U.S. government mortgage-backed securities

  71,596   88   (1,302)  70,382  80,295  867  (34) 81,128 

State and political subdivisions

  217,247   465   (1,757)  215,955  193,745  1,852  (295) 195,302 

Corporate bonds

  55,877   2   (1,313)  54,566   66,012  1,542  (26) 67,528 
 $464,404  $628  $(6,061) $458,971  $474,357  $5,934  $(448) $479,843 

 

The amortized cost and fair value of debt securities available-for-sale as of September 30, 2019, 2020, are shown below by expected maturity. Expected maturity will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties.penalties (in thousands).

 

 

Amortized

  

Estimated

  

Amortized

 

Estimated

 
 

Cost

  

Fair Value

  

Cost

 

Fair Value

 
         

Due in one year or less

 $79,205  $79,247  $46,260  $46,694 

Due after one year through five years

  227,409   230,137  226,833  236,081 

Due after five years through ten years

  132,816   136,197  211,689  220,972 

Due after ten years

  12,188   12,414   43,384  45,071 

Total

 $451,618  $457,995  $528,166  $548,818 

 

Securities with a carrying value of $152.3$193.4 million and $145.7$180.0 million at September 30, 2019 2020 and December 31, 2018, 2019, respectively, were pledged on public deposits, securities sold under agreements to repurchase and for other purposes as required or permitted by law.

 

17
14

The proceeds, gains and losses for securities available-for-sale for the three and nine months ended September 30, 2019 2020 and 20182019 are summarized below (in thousands):

 

 

Three Months Ended

  

Nine Months Ended

  

Three Months Ended

 

Nine Months Ended

 
 

September 30,

  

September 30,

  

September 30,

 

September 30,

 
 

2019

  

2018

  

2019

  

2018

  

2020

 

2019

 

2020

 

2019

 

Proceeds from sales of securities available-for-sale

 $2,238  $-  $8,211  $-  $0  $2,238  $5,463  $8,211 

Gross realized gains on securities available-for-sale

  16   -   37   -  0  16  430  37 

Gross realized losses on securities available-for-sale

  (1)  -   (20)  -  0  (1) 0  (20)

Tax provision applicable to net realized gains on securities available-for-sale

  4   -   4   -  0  4  108  4 

 

UnrealizedGross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position are summarized as of September 30, 2019 2020 and December 31, 2018 2019 are as follows:follows (in thousands):

 

 

Less than 12 Months

  

12 Months or More

  

Total

  

Less than 12 Months

 

12 Months or More

 

Total

 

2019:

 

Estimated

Fair Value

  

Unrealized

Losses

  

Estimated

Fair Value

  

Unrealized

Losses

  

Estimated

Fair Value

  

Unrealized

Losses

 

2020:

 

Estimated Fair Value

 

Unrealized Losses

 

Estimated Fair Value

 

Unrealized Losses

 

Estimated Fair Value

 

Unrealized Losses

 
                         

Securities available-for-sale:

                                     

U.S. government treasuries

 $-  $-  $998  $-  $998  $- 

U.S. government agencies

  10,347   (8)  15,531   (25)  25,878   (33) $0  $0  $917  $(6) $917  $(6)

U.S. government mortgage-backed securities

  3,292   (9)  1,987   (8)  5,279   (17) 21,671  (50) 0  0  21,671  (50)

State and political subdivisions

  15,787   (55)  6,023   (198)  21,810   (253)  5,924  (32) 180  (3) 6,104  (35)

Corporate bonds

  3,072   (14)  3,539   (3)  6,611   (17)
 $32,498  $(86) $28,078  $(234) $60,576  $(320) $27,595  $(82) $1,097  $(9) $28,692  $(91)

 

 

Less than 12 Months

  

12 Months or More

  

Total

  

Less than 12 Months

 

12 Months or More

 

Total

 

2018:

 

Fair

Value

  

Unrealized

Losses

  

Fair

Value

  

Unrealized

Losses

  

Fair

Value

  

Unrealized

Losses

 

2019:

 

Fair Value

 

Unrealized Losses

 

Fair Value

 

Unrealized Losses

 

Fair Value

 

Unrealized Losses

 
                         

Securities available-for-sale:

                                     

U.S. government treasuries

 $2,962  $(11) $4,838  $(114) $7,800  $(125) $3,023  $(4) $0  $0  $3,023  $(4)

U.S. government agencies

  26,099   (218)  73,192   (1,346)  99,291   (1,564) 23,827  (85) 2,520  (4) 26,347  (89)

U.S. government mortgage-backed securities

  25,037   (277)  37,632   (1,025)  62,669   (1,302) 14,885  (28) 1,934  (6) 16,819  (34)

State and political subdivisions

  60,600   (302)  83,494   (1,455)  144,094   (1,757) 17,512  (125) 5,954  (170) 23,466  (295)

Corporate bonds

  19,239   (256)  34,254   (1,057)  53,493   (1,313)  4,129  (26) 0  0  4,129  (26)
 $133,937  $(1,064) $233,410  $(4,997) $367,347  $(6,061) $63,376  $(268) $10,408  $(180) $73,784  $(448)

 

Gross unrealized losses on debt securities totaled $320,000$91,000 as of September 30, 2019. 2020. These unrealized losses are generally due to changes in interest rates or general market conditions. In analyzing an issuer’s financial condition, management considers whether the securities are issued by the federal government or its agencies, state or political subdivision, or corporations. Management then determines whether downgrades by bond rating agencies have occurred, and reviews industry analysts’ reports. The Company’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates. Management concluded that the gross unrealized losses on debt securities were temporary. Due to potential changes in conditions, it is at least reasonably possible that changes in fair values and management’s assessments will occur in the near term and that such changes could materially affect the amounts reported in the Company’s financial statements.

 

18
15

 

 

8.

Loans Receivable and Credit Disclosures

 

The composition of loans receivable as of September 30, 2019 2020 and December 31, 2018 2019 is as follows (in     thousands):

 

 

2019

  

2018

  

2020

 

2019

 
         

Real estate - construction

 $52,486  $51,364  $45,521  $47,895 

Real estate - 1 to 4 family residential

  167,698   169,722  211,239  201,510 

Real estate - commercial

  396,651   389,532  491,399  435,850 

Real estate - agricultural

  108,387   103,652  157,495  160,771 

Commercial

  73,457   86,194 

Commercial 1

 152,707  84,084 

Agricultural

  79,900   85,202  102,199  111,945 

Consumer and other

  15,553   16,566   16,539  18,791 
  894,132   902,232  1,177,099  1,060,846 

Less:

             

Allowance for loan losses

  (11,934)  (11,684) (15,932) (12,619)

Deferred loan fees

  (68)  (87)

Deferred loan fees 2

  (2,104) (80)

Loans receivable, net

 $882,130  $890,461  $1,159,063  $1,048,147 

1 Commercial loan portfolio as of September 30, 2020 includes $79.6 million Payroll Protection Program ("PPP") loans

2 Deferred loan fees as of September 30, 2020 includes $1.9 million of fees related to the PPP loans.

The Paycheck Protection Program (PPP) was established by the Coronavirus Aid, Relief and Economic Security Act (CARES Act), enacted on March 27, 2020, in response to the Coronavirus Disease 2019 (COVID-19) pandemic. The PPP is administered by the Small Business Administration (SBA). PPP loans may be forgiven by the SBA and are 100 percent guaranteed by the SBA.

 

19
16

Activity in the allowance for loan losses, on a disaggregated basis, for the three and nine months ended September 30, 2019 2020 and 20182019 is as follows:follows (in thousands):

 

 

Three Months Ended September 30, 2019

  

Three Months Ended September 30, 2020

 
     

1-4 Family

                             

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Balance, June 30, 2019

 $721  $1,847  $4,906  $1,301  $1,590  $1,332  $172  $11,869 

Balance, June 30, 2020

 $849  $2,505  $6,864  $1,713  $1,994  $1,830  $250  $16,005 

Provision (credit) for loan losses

  41   237   158   9   (112)  10   36   379   (105) 80  583  (15) (5) (14) 18  542 

Recoveries of loans charged-off

  -   2   3   -   5   -   2   12   0  2  1  0  9  0  272  284 

Loans charged-off

  -   -   -   -   (326)  -   -   (326)  0  (1) 0  0  (582) (48) (268) (899)

Balance, September 30, 2019

 $762  $2,086  $5,067  $1,310  $1,157  $1,342  $210  $11,934 

Balance, September 30, 2020

 $744  $2,586  $7,448  $1,698  $1,416  $1,768  $272  $15,932 

 

 

Nine Months Ended September 30, 2019

  

Nine Months Ended September 30, 2020

 
     

1-4 Family

                             

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Balance, December 31, 2018

 $699  $1,820  $4,615  $1,198  $1,777  $1,384  $191  $11,684 

Balance, December 31, 2019

 $672  $2,122  $5,362  $1,326  $1,458  $1,478  $201  $12,619 

Provision (credit) for loan losses

  63   265   437   112   (324)  (42)  34   545   71  477  2,527  372  573  338  66  4,424 

Recoveries of loans charged-off

  -   4   15   -   34   -   6   59   1  5  3  0  13  0  277  299 

Loans charged-off

  -   (3)  -   -   (330)  -   (21)  (354)  0  (18) (444) 0  (628) (48) (272) (1,410)

Balance, September 30, 2019

 $762  $2,086  $5,067  $1,310  $1,157  $1,342  $210  $11,934 

Balance, September 30, 2020

 $744  $2,586  $7,448  $1,698  $1,416  $1,768  $272  $15,932 

 

 

Three Months Ended September 30, 2018

  

Three Months Ended September 30, 2019

 
     

1-4 Family

                             

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Balance, June 30, 2018

 $846  $1,732  $4,842  $977  $1,688  $1,178  $120  $11,383 

Balance, June 30, 2019

 $721  $1,847  $4,906  $1,301  $1,590  $1,332  $172  $11,869 

Provision (credit) for loan losses

  (209)  131   (372)  218   92   168   72   100   41  237  158  9  (112) 10  36  379 

Recoveries of loans charged-off

  -   2   -   -   1   -   5   8   0  2  3  0  5  0  2  12 

Loans charged-off

  -   (23)  (107)  -   (10)  (58)  (5)  (203)  0  0  0  0  (326) 0  0  (326)

Balance, September 30, 2018

 $637  $1,842  $4,363  $1,195  $1,771  $1,288  $192  $11,288 

Balance, September 30, 2019

 $762  $2,086  $5,067  $1,310  $1,157  $1,342  $210  $11,934 

 

 

Nine Months Ended September 30, 2018

  

Nine Months Ended September 30, 2019

 
     

1-4 Family

                             

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Balance, December 31, 2017

 $796  $1,716  $4,734  $997  $1,739  $1,171  $168  $11,321 

Balance, December 31, 2018

 $699  $1,820  $4,615  $1,198  $1,777  $1,384  $191  $11,684 

Provision (credit) for loan losses

  (159)  144   (264)  198   33   175   66   193   63  265  437  112  (324) (42) 34  545 

Recoveries of loans charged-off

  -   5   -   -   22   -   19   46   0  4  15  0  34  0  6  59 

Loans charged-off

  -   (23)  (107)  -   (23)  (58)  (61)  (272)  0  (3) 0  0  (330) 0  (21) (354)

Balance, September 30, 2018

 $637  $1,842  $4,363  $1,195  $1,771  $1,288  $192  $11,288 

Balance, September 30, 2019

 $762  $2,086  $5,067  $1,310  $1,157  $1,342  $210  $11,934 

 

20
17

Allowance for loan losses disaggregated on the basis of impairment analysis method as of September 30, 2019 2020 and December 31, 2018 2019 is as follows:follows (in thousands):

 

2019

     

1-4 Family

                         

2020

   

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Individually evaluated for impairment

 $-  $235  $-  $-  $-  $-  $9  $244  $0  $150  $0  $0  $2  $41  $30  $223 

Collectively evaluated for impairment

  762   1,851   5,067   1,310   1,157   1,342   201   11,690   744  2,436  7,448  1,698  1,414  1,727  242  15,709 

Balance September 30, 2019

 $762  $2,086  $5,067  $1,310  $1,157  $1,342  $210  $11,934 

Balance September 30, 2020

 $744  $2,586  $7,448  $1,698  $1,416  $1,768  $272  $15,932 

 

2018

     

1-4 Family

                         

2019

   

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Individually evaluated for impairment

 $-  $53  $-  $-  $430  $-  $18  $501  $0  $209  $0  $0  $0  $0  $0  $209 

Collectively evaluated for impairment

  699   1,767   4,615   1,198   1,347   1,384   173   11,183   672  1,913  5,362  1,326  1,458  1,478  201  12,410 

Balance December 31, 2018

 $699  $1,820  $4,615  $1,198  $1,777  $1,384  $191  $11,684 

Balance December 31, 2019

 $672  $2,122  $5,362  $1,326  $1,458  $1,478  $201  $12,619 

 

Loans receivable disaggregated on the basis of impairment analysis method as of September 30, 2019 2020 and December 31, 2018 2019 is as follows (in thousands):

 

2019

     

1-4 Family

                         

2020

   

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Individually evaluated for impairment

 $-  $1,163  $1,136  $87  $247  $2,525  $9  $5,167  $165  $1,332  $11,046  $1,868  $949  $977  $51  $16,388 

Collectively evaluated for impairment

  52,486   166,535   395,515   108,300   73,210   77,375   15,544   888,965   45,356  209,907  480,353  155,627  151,758  101,222  16,488  1,160,711 
                                                 

Balance September 30, 2019

 $52,486  $167,698�� $396,651  $108,387  $73,457  $79,900  $15,553  $894,132 

Balance September 30, 2020

 $45,521  $211,239  $491,399  $157,495  $152,707  $102,199  $16,539  $1,177,099 

 

2018

     

1-4 Family

                         

2019

   

1-4 Family

             
 

Construction

  

Residential

  

Commercial

  

Agricultural

          

Consumer

      

Construction

 

Residential

 

Commercial

 

Agricultural

     

Consumer

   
 

Real Estate

  

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

and Other

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

and Other

 

Total

 

Individually evaluated for impairment

 $-  $365  $128  $74  $2,648  $-  $19  $3,234  $0  $1,204  $83  $84  $462  $2,951  $4  $4,788 

Collectively evaluated for impairment

  51,364   169,357   389,404   103,578   83,546   85,202   16,547   898,998   47,895  200,306  435,767  160,687  83,622  108,994  18,787  1,056,058 
                                                 

Balance December 31, 2018

 $51,364  $169,722  $389,532  $103,652  $86,194  $85,202  $16,566  $902,232 

Balance December 31, 2019

 $47,895  $201,510  $435,850  $160,771  $84,084  $111,945  $18,791  $1,060,846 

 

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payment of principal and interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. The Company will applyapplies its normal loan review procedures to identify loans that should be evaluated for impairment.

 

21
18

Impaired loans, on a disaggregated basis, as of September 30, 2019 2020 and December 31, 2018: 2019 (in thousands):

 

 

2019

  

2018

  

2020

 

2019

 
     

Unpaid

          

Unpaid

        

Unpaid

     

Unpaid

   
 

Recorded

  

Principal

  

Related

  

Recorded

  

Principal

  

Related

  

Recorded

 

Principal

 

Related

 

Recorded

 

Principal

 

Related

 
 

Investment

  

Balance

  

Allowance

  

Investment

  

Balance

  

Allowance

  

Investment

 

Balance

 

Allowance

 

Investment

 

Balance

 

Allowance

 

With no specific reserve recorded:

                         

Real estate - construction

 $-  $-  $-  $-  $-  $-  $165  $165  $-  $0  $0  $- 

Real estate - 1 to 4 family residential

  551   840   -   252   277   -  386  436  -  460  796  - 

Real estate - commercial

  1,136   1,610   -   128   601   -  11,046  11,836  -  83  435  - 

Real estate - agricultural

  87   100   -   74   88   -  1,868  1,885  -  84  97  - 

Commercial

  247   298   -   248   258   -  947  1,567  -  462  517  - 

Agricultural

  2,525   2,525   -   -   -   -  448  605  -  2,951  3,071  - 

Consumer and other

  -   -   -   1   2   -   10  10  -   4  4  - 

Total loans with no specific reserve:

  4,546   5,373   -   703   1,226   -   14,870  16,504  -   4,044  4,920  - 
                         

With an allowance recorded:

                         

Real estate - construction

  -   -   -   -   -   -  0  0  0  0  0  0 

Real estate - 1 to 4 family residential

  612   645   235   113   139   53  946  1,283  150  744  755  209 

Real estate - commercial

  -   -   -   -   -   -  0  0  0  0  0  0 

Real estate - agricultural

  -   -   -   -   -   -  0  0  0  0  0  0 

Commercial

  -   -   -   2,400   2,506   430  2  2  2  0  0  0 

Agricultural

  -   -   -   -   -   -  529  531  41  0  0  0 

Consumer and other

  9   9   9   18   22   18   41  43  30   0  0  0 

Total loans with specific reserve:

  621   654   244   2,531   2,667   501   1,518  1,859  223   744  755  209 
                         

Total

                         

Real estate - construction

  -   -   -   -   -   -  165  165  0  0  0  0 

Real estate - 1 to 4 family residential

  1,163   1,485   235   365   416   53  1,332  1,719  150  1,204  1,551  209 

Real estate - commercial

  1,136   1,610   -   128   601   -  11,046  11,836  0  83  435  0 

Real estate - agricultural

  87   100   -   74   88   -  1,868  1,885  0  84  97  0 

Commercial

  247   298   -   2,648   2,764   430  949  1,569  2  462  517  0 

Agricultural

  2,525   2,525   -   -   -   -  977  1,136  41  2,951  3,071  0 

Consumer and other

  9   9   9   19   24   18   51  53  30   4  4  0 
                         
 $5,167  $6,027  $244  $3,234  $3,893  $501  $16,388  $18,363  $223  $4,788  $5,675  $209 

 

22
19

Average recorded investment and interest income recognized on impaired loans for the three and nine months ended September 30, 2019 2020 and 2018:2019 (in thousands):

 

 

Three Months Ended September 30,

  

Three Months Ended September 30,

 
 

2019

  

2018

  

2020

 

2019

 
 

Average

  

Interest

  

Average

  

Interest

  

Average

 

Interest

 

Average

 

Interest

 
 

Recorded

  

Income

  

Recorded

  

Income

  

Recorded

 

Income

 

Recorded

 

Income

 
 

Investment

  

Recognized

  

Investment

  

Recognized

  

Investment

 

Recognized

 

Investment

 

Recognized

 

With no specific reserve recorded:

                         

Real estate - construction

 $-  $-  $-  $-  $83  $0  $0  $0 

Real estate - 1 to 4 family residential

  364   4   315   135  305  0  364  4 

Real estate - commercial

  637   45   123   -  11,091  0  637  45 

Real estate - agricultural

  86   -   38   -  1,966  0  86  0 

Commercial

  240   -   160   -  735  21  240  0 

Agricultural

  2,206   -   -   -  813  340  2,206  0 

Consumer and other

  -   -   -   -   8  0   0  0 

Total loans with no specific reserve:

  3,533   49   636   135   15,001  361   3,533  49 
                 

With an allowance recorded:

                         

Real estate - construction

  -   -   -   -  0  0  0  0 

Real estate - 1 to 4 family residential

  341   -   120   6  957  0  341  0 

Real estate - commercial

  -   -   74   -  0  0  0  0 

Real estate - agricultural

  -   -   -   -  0  0  0  0 

Commercial

  1,267   -   2,838   2  627  0  1,267  0 

Agricultural

  -   -   29   -  531  0  0  0 

Consumer and other

  5   -   26   -   30  0   5  0 

Total loans with specific reserve:

  1,613   -   3,087   8   2,145  0   1,613  0 
                 

Total

                         

Real estate - construction

  -   -   -   -  83  0  0  0 

Real estate - 1 to 4 family residential

  705   4   435   141  1,262  0  705  4 

Real estate - commercial

  637   45   197   -  11,091  0  637  45 

Real estate - agricultural

  86   -   38   -  1,966  0  86  0 

Commercial

  1,507   -   2,998   2  1,362  21  1,507  0 

Agricultural

  2,206   -   29   -  1,344  340  2,206  0 

Consumer and other

  5   -   26   -   38  0   5  0 
                 
 $5,146  $49  $3,723  $143  $17,146  $361  $5,146  $49 

 

23
20

  Nine Months Ended September 30, 
  

2019

  

2018

 
  

Average

  

Interest

  

Average

  

Interest

 
  

Recorded

  

Income

  

Recorded

  

Income

 
  

Investment

  

Recognized

  

Investment

  

Recognized

 

With no specific reserve recorded:

                

Real estate - construction

 $-  $-  $-  $- 

Real estate - 1 to 4 family residential

  305   30   442   180 

Real estate - commercial

  384   105   266   258 

Real estate - agricultural

  79   -   19   - 

Commercial

  241   -   127   5 

Agricultural

  1,103   -   -   - 

Consumer and other

  -   -   6   - 

Total loans with no specific reserve:

  2,112   135   860   443 
                 

With an allowance recorded:

                

Real estate - construction

  -   -   -   - 

Real estate - 1 to 4 family residential

  226   -   173   6 

Real estate - commercial

  -   -   149   - 

Real estate - agricultural

  -   -   -   - 

Commercial

  1,867   -   2,901   2 

Agricultural

  -   -   15   - 

Consumer and other

  10   1   35   1 

Total loans with specific reserve:

  2,103   1   3,273   9 
                 

Total

                

Real estate - construction

  -   -   -   - 

Real estate - 1 to 4 family residential

  531   30   615   186 

Real estate - commercial

  384   105   415   258 

Real estate - agricultural

  79   -   19   - 

Commercial

  2,108   -   3,028   7 

Agricultural

  1,103   -   15   - 

Consumer and other

  10   1   41   1 
                 
  $4,215  $136  $4,133  $452 
 
  

Nine Months Ended September 30,

 
  

2020

  

2019

 
  

Average

  

Interest

  

Average

  

Interest

 
  

Recorded

  

Income

  

Recorded

  

Income

 
  

Investment

  

Recognized

  

Investment

  

Recognized

 

With no specific reserve recorded:

                

Real estate - construction

 $41  $0  $0  $0 

Real estate - 1 to 4 family residential

  294   0   305   30 

Real estate - commercial

  8,221   0   384   105 

Real estate - agricultural

  1,202   6   79   0 

Commercial

  586   23   241   0 

Agricultural

  1,896   340   1,103   0 

Consumer and other

  26   0   0   0 

Total loans with no specific reserve:

  12,266   369   2,112   135 
                 

With an allowance recorded:

                

Real estate - construction

  0   0   0   0 

Real estate - 1 to 4 family residential

  938   0   226   0 

Real estate - commercial

  244   0   0   0 

Real estate - agricultural

  0   0   0   0 

Commercial

  356   0   1,867   0 

Agricultural

  380   0   0   0 

Consumer and other

  15   0   10   1 

Total loans with specific reserve:

  1,933   0   2,103   1 
                 

Total

                

Real estate - construction

  41   0   0   0 

Real estate - 1 to 4 family residential

  1,232   0   531   30 

Real estate - commercial

  8,465   0   384   105 

Real estate - agricultural

  1,202   6   79   0 

Commercial

  942   23   2,108   0 

Agricultural

  2,276   340   1,103   0 

Consumer and other

  41   0   10   1 
                 
  $14,199  $369  $4,215  $136 

 

The interest foregone on nonaccrual loans for the three months ended September 30, 2019 2020 and 20182019 was approximately $272,000$247,000 and $80,000,$272,000, respectively. The interest foregone on nonaccrual loans for the nine months ended September 30, 2019 2020 and 20182019 was approximately $389,000$747,000 and $283,000,$389,000, respectively.

 

Nonaccrual loans at September 30, 2019 2020 and December 31, 2018 2019 were $5,167,000$16,388,000 and $3,234,000$4,788,000 respectively.

 

The Company had loans meeting the definition of a troubled debt restructuring (TDR) of $1,171,000$11,480,000 as of September 30, 2019, 2020, all of which were included in impaired and nonaccrual loans. The Company had TDRs of $2,350,000$1,171,000 as of December 31, 2018, 2019, all of which were included in impaired and nonaccrual loans.

 

24
21

The Company’s TDR, on a disaggregated basis, occurring in the three and nine months ended September 30, 2019 2020 and 2018,2019, is as follows:follows (dollars in thousands):

 

 

Three Months Ended September 30,

  

Three Months Ended September 30,

 
 

2019

  

2018

  

2020

 

2019

 
     

Pre-Modification

  

Post-Modification

      

Pre-Modification

  

Post-Modification

    

Pre-Modification

 

Post-Modification

   

Pre-Modification

 

Post-Modification

 
     

Outstanding

  

Outstanding

      

Outstanding

  

Outstanding

    

Outstanding

 

Outstanding

   

Outstanding

 

Outstanding

 
 

Number of

  

Recorded

  

Recorded

  

Number of

  

Recorded

  

Recorded

  

Number of

 

Recorded

 

Recorded

 

Number of

 

Recorded

 

Recorded

 
 

Contracts

  

Investment

  

Investment

  

Contracts

  

Investment

  

Investment

  

Contracts

 

Investment

 

Investment

 

Contracts

 

Investment

 

Investment

 
                         

Real estate - construction

  -  $-  $-   -  $-  $-  0  $0  $0  0  $0  $0 

Real estate - 1 to 4 family residential

  3   1,035   1,035   -   -   -  0  0  0  3  1,035  1,035 

Real estate - commercial

  -   -   -   -   -   -  1  10,157  10,157  0  0  0 

Real estate - agricultural

  -   -   -   -   -   -  0  0  0  0  0  0 

Commercial

  -   -   -   -   -   -  0  0  0  0  0  0 

Agricultural

  -   -   -   -   -   -  3  56  56  0  0  0 

Consumer and other

  -   -   -   -   -   -   1  27  27   0  0  0 
                         
  3  $1,035  $1,035   -  $-  $-   5  $10,240  $10,240   3  $1,035  $1,035 

 

 

Nine Months Ended September 30,

  

Nine Months Ended September 30,

 
 

2019

  

2018

  

2020

 

2019

 
     

Pre-Modification

  

Post-Modification

      

Pre-Modification

  

Post-Modification

    

Pre-Modification

 

Post-Modification

   

Pre-Modification

 

Post-Modification

 
     

Outstanding

  

Outstanding

      

Outstanding

  

Outstanding

    

Outstanding

 

Outstanding

   

Outstanding

 

Outstanding

 
 

Number of

  

Recorded

  

Recorded

  

Number of

  

Recorded

  

Recorded

  

Number of

 

Recorded

 

Recorded

 

Number of

 

Recorded

 

Recorded

 
 

Contracts

  

Investment

  

Investment

  

Contracts

  

Investment

  

Investment

  

Contracts

 

Investment

 

Investment

 

Contracts

 

Investment

 

Investment

 
                         

Real estate - construction

  -  $-  $-   -  $-  $-  0  $0  $0  0  $0  $0 

Real estate - 1 to 4 family residential

  3   1,035   1,035   -   -   -  0  0  0  3  1,035  1,035 

Real estate - commercial

  -   -   -   -   -   -  2  10,341  10,341  0  0  0 

Real estate - agricultural

  -   -   -   -   -   -  0  0  0  0  0  0 

Commercial

  -   -   -   3   80   80  1  61  61  0  0  0 

Agricultural

  -   -   -   -   -   -  3  56  56  0  0  0 

Consumer and other

  -   -   -   -   -   -   1  27  27   0  0  0 
                         
  3  $1,035  $1,035   3  $80  $80   7  $10,485  $10,485   3  $1,035  $1,035 

 

During the three and nine months ended September 30, 2019, 2020, the Company granted concessions to three borrowers facing financial difficulties which were unrelated to COVID-19. Payments on these loans were deferred for an extended period of time and the interest rate was reduced below the market interest rate. During the nine months ended September 30, 2020, the Company granted concessions to five borrowers facing financial difficulties. Payments on these loans were deferred for an extended period of time and the interest rate was reduced below the market interest rate. During the three and nine months ended September 30, 2019, the Company granted concessions to one borrower with three 1-41-4 family residential contracts facing financial difficulties. The loans were originated with terms less than normal related to collateral. During

There were no TDR loans that were modified during the three and ninetwelve months ended September 30, 2018, the Company granted concessions to one borrower with three commercial operating contracts facing financial difficulties. The loan was extended beyond its normal terms 2020 and the interest was capitalized.

2019 that had payment defaults. The Company considers TDR loans to have payment default when it is past due 60 days or more.

 

22

No TDR modifications during the twelve months ended September 30, 2019 and 2018 had payment defaults. A $200,000 specific reserve was established in the nine months ended September 30, 2019. An $80,000 specific reserve was established in the nine months ended September 30, 2018. There were $275,000$15,000 and $12,000$31,000 of net charge-offs related to TDRs for the three and nine months ended September 30, 20192020, respectively. There were $275,000 of net charge-offs related to TDRs for the three and 2018, respectively.nine months ended September 30, 2019.

Section 4013 of the CARES Act, “Temporary Relief From Troubled Debt Restructurings,” allows financial institutions the option to temporarily suspend certain requirements under U.S. GAAP related to TDRs for a limited period of time during the COVID-19 pandemic. In March 2020, various regulatory agencies, including the Board of Governors of the Federal Reserve System and the FDIC, (the "agencies") issued an interagency statement on loan modifications and reporting for financial institutions working with customers affected by COVID-19. The interagency statement was effective immediately and impacted accounting for loan modifications. The agencies confirmed with the staff of the FASB that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs. This includes short-term (e.g., six months) modifications, such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant. Borrowers considered current are those that are less than 30 days past due on their contractual payments at the time a modification program is implemented.

As of September 30, 2020, the Company had executed 199 COVID-19 related loan modifications under these rules on a total outstanding principal balance of $127.5 million. Of those loans, 100 loans with a total outstanding principal balance of $94.8 million remain on deferral, including $11.7 million of loans that were less than 30 days past due after the modification period expired. The remaining loans of $32.7 million have been returned to a normal payment status. These loans did not have financial difficulty prior to the COVID-19 pandemic and were generally modified for principal and interest payment deferral or interest only payments for up to six months. Modified loans continue to accrue interest and are evaluated for past due status based on the revised payment terms.

 

25
23

An aging analysis of the recorded investments in loans, on a disaggregated basis, as of September 30, 2019 2020 and December 31, 2018, 2019, is as follows:follows (in thousands):

 

2019

     

90 Days

              

90 Days

 

2020

   

90 Days

       

90 Days

 
 30-89  

or Greater

  

Total

          

or Greater

  30-89 

or Greater

 

Total

     

or Greater

 
 

Past Due

  

Past Due

  

Past Due

  

Current

  

Total

  

Accruing

  

Past Due

 

Past Due

 

Past Due

 

Current

 

Total

 

Accruing

 
                         

Real estate - construction

 $849  $-  $849  $51,637  $52,486  $-  $26  $165  $191  $45,330  $45,521  $0 

Real estate - 1 to 4 family residential

  1,359   1   1,360   166,338   167,698   -  763  385  1,148  210,091  211,239  131 

Real estate - commercial

  -   1,057   1,057   395,594   396,651   -  176  75  251  491,148  491,399  0 

Real estate - agricultural

  1,936   -   1,936   106,451   108,387   -  1,014  1,835  2,849  154,646  157,495  33 

Commercial

  456   16   472   72,985   73,457   -  104  647  751  151,956  152,707  0 

Agricultural

  314   2,533   2,847   77,053   79,900   8  574  472  1,046  101,153  102,199  0 

Consumer and other

  124   10   134   15,419   15,553   1   37  36  73  16,466   16,539   16 
                         
 $5,038  $3,617  $8,655  $885,477  $894,132  $9  $2,694  $3,615  $6,309  $1,170,790  $1,177,099  $180 

 

2018

     

90 Days

              

90 Days

 
  30-89  

or Greater

  

Total

          

or Greater

 
  

Past Due

  

Past Due

  

Past Due

  

Current

  

Total

  

Accruing

 
                         

Real estate - construction

 $376  $-  $376  $50,988  $51,364  $- 

Real estate - 1 to 4 family residential

  1,032   302   1,334   168,388   169,722   150 

Real estate - commercial

  -   -   -   389,532   389,532   - 

Real estate - agricultural

  -   -   -   103,652   103,652   - 

Commercial

  595   248   843   85,351   86,194   - 

Agricultural

  89   -   89   85,113   85,202   - 

Consumer and other

  76   -   76   16,490   16,566   - 
                         
  $2,168  $550  $2,718  $899,514  $902,232  $150 

The increase in the 90 days or greater loans from December 31, 2018 is primarily due to agricultural loans that are well secured as of September 30, 2019.

2019

     

90 Days

              

90 Days

 
  

30-89

  

or Greater

  

Total

          

or Greater

 
  

Past Due

  

Past Due

  

Past Due

  

Current

  

Total

  

Accruing

 
                         

Real estate - construction

 $1,796  $0  $1,796  $46,099  $47,895  $0 

Real estate - 1 to 4 family residential

  811   290   1,101   200,409   201,510   188 

Real estate - commercial

  387   0   387   435,463   435,850   0 

Real estate - agricultural

  422   0   422   160,349   160,771   0 

Commercial

  518   237   755   83,329   84,084   0 

Agricultural

  666   2,587   3,253   108,692   111,945   62 

Consumer and other

  146   6   152   18,639   18,791   5 
                         
  $4,746  $3,120  $7,866  $1,052,980  $1,060,846  $255 

 

26
24

The credit risk profile by internally assigned grade, on a disaggregated basis, as of September 30, 2019 2020 and December 31, 2018 2019 is as follows:follows (in thousands):

 

2019

 

Construction

  

Commercial

  

Agricultural

             

2020

 

Construction

 

Commercial

 

Agricultural

       
 

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

Total

 
                         

Pass

 $43,527  $344,649  $78,514  $52,671  $57,072  $576,433  $39,626  $380,297  $113,790  $132,487  $76,116  $742,316 

Watch

  8,959   31,319   23,800   15,723   19,436   99,237  5,730  74,178  34,810  14,820  23,843  153,381 

Special Mention

  -   4,630   -   -   -   4,630  0  3,200  0  0  0  3,200 

Substandard

  -   14,917   5,986   4,816   867   26,586  0  22,678  7,027  4,451  1,263  35,419 

Substandard-Impaired

  -   1,136   87   247   2,525   3,995   165  11,046  1,868  949  977  15,005 
                         
 $52,486  $396,651  $108,387  $73,457  $79,900  $710,881  $45,521  $491,399  $157,495  $152,707  $102,199  $949,321 

 

2018

 

Construction

  

Commercial

  

Agricultural

             

2019

 

Construction

 

Commercial

 

Agricultural

       
 

Real Estate

  

Real Estate

  

Real Estate

  

Commercial

  

Agricultural

  

Total

  

Real Estate

 

Real Estate

 

Real Estate

 

Commercial

 

Agricultural

 

Total

 
                         

Pass

 $45,991  $345,262  $72,562  $64,850  $58,818  $587,483  $41,073  $387,274  $118,692  $62,655  $90,083  $699,777 

Watch

  5,373   26,177   22,758   13,998   22,628   90,934  6,822  29,209  32,780  16,147  15,248  100,206 

Special Mention

  -   4,775   1,675   264   747   7,461  0  4,581  0  0  0  4,581 

Substandard

  -   13,221   6,583   4,434   3,009   27,247  0  14,703  9,215  4,820  3,663  32,401 

Substandard-Impaired

  -   97   74   2,648   -   2,819   0  83  84  462  2,951  3,580 
                         
 $51,364  $389,532  $103,652  $86,194  $85,202  $715,944  $47,895  $435,850  $160,771  $84,084  $111,945  $840,545 

 

The credit risk profile based on payment activity, on a disaggregated basis, as of September 30, 2019 2020 and December 31, 2018 2019 is as follows:follows (in thousands):

 

2020

 

1-4 Family

         
  

Residential

  

Consumer

     
  

Real Estate

  

and Other

  

Total

 
             

Performing

 $209,778  $16,472  $226,250 

Non-performing

  1,461   67   1,528 
             
  $211,239  $16,539  $227,778 

2019

 

1-4 Family

         
  

Residential

  

Consumer

     
  

Real Estate

  

and Other

  

Total

 
             

Performing

 $200,117  $18,782  $218,899 

Non-performing

  1,393   9   1,402 
             
  $201,510  $18,791  $220,301 

2019

 

1-4 Family

         
  

Residential

  

Consumer

     
  

Real Estate

  

and Other

  

Total

 
             

Performing

 $166,533  $15,544  $182,077 

Non-performing

  1,165   9   1,174 
             
  $167,698  $15,553  $183,251 
25

 

2018

 

1-4 Family

         
  

Residential

  

Consumer

     
  

Real Estate

  

and Other

  

Total

 
             

Performing

 $169,206  $16,547  $185,753 

Non-performing

  516   19   535 
             
  $169,722  $16,566  $186,288 

9.

Goodwill

 

As of September 14, 2018, as a result of the acquisition of CCSB, FNB recognized $3.0ISSB in 2019, goodwill of $2.7 million of goodwill.was recognized. Goodwill recognized in the Acquisition was primarily attributable to an expanded market share and economies of scale expected from combining the operations of CCSB branchesISSB. For income tax purposes, goodwill associated with FNB.ISSB is amortized over a fifteen year period. Goodwill for this acquisition and previous acquisitions is not amortized but is evaluated for impairment at least annually. For income tax purposes, goodwill associated with CCSB is not amortized and goodwill associated with previous acquisition is amortized over fifteen years.

 

 

10.

Intangible assets

 

In conjunction with the acquisition of CCSBISSB in 2018,2019, the Company recorded $2.0$1.9 million in core deposit intangible assets. The following sets forth the carrying amounts and accumulated amortization of the intangible assets at September 30, 2019 2020 and December 31, 2018: 2019 (in thousands):

 

  

2019

  

2018

 
  

Gross

  

Accumulated

  

Gross

  

Accumulated

 
  

Amount

  

Amortization

  

Amount

  

Amortization

 
                 

Core deposit intangible asset

 $4,520  $2,582  $4,520  $2,212 

Customer list

  535   222   535   165 
                 

Total

 $5,055  $2,804  $5,055  $2,377 

  

2020

  

2019

 
  

Gross

  

Accumulated

  

Gross

  

Accumulated

 
  

Amount

  

Amortization

  

Amount

  

Amortization

 
                 

Core deposit intangible asset

 $6,411  $3,336  $6,411  $2,745 

Customer list

  535   301   535   242 
                 

Total

 $6,946  $3,637  $6,946  $2,987 

 

The weighted average life of the intangible assets is 3.23.7 years as of September 30, 2019 2020 and 3.54.2 years as of December 31, 2018.

2019.

 

The following sets forth the activity related to the intangible assets for the three and nine months ended September 30, 2019 2020 and 2018:2019 (in thousands):

 

  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2019

  

2018

  

2019

  

2018

 
                 

Beginning intangible asset, net

 $2,375  $935  $2,678  $1,091 

Purchase

  -   2,002   -   2,002 

Adjustment to intangible asset

  -   -   -   15 

Amortization

  (124)  (95)  (427)  (266)
                 

Ending intangible asset, net

 $2,251  $2,842  $2,251  $2,842 
  

Three Months Ended

  

Nine Months Ended

 
  

September 30,

  

September 30,

 
  

2020

  

2019

  

2020

  

2019

 
                 

Beginning intangible assets, net

 $3,525  $2,375  $3,959  $2,678 

Amortization

  (216)  (124)  (650)  (427)
                 

Ending intangible assets, net

 $3,309  $2,251  $3,309  $2,251 

 

28
26

Estimated remaining amortization expense on core deposit intangible assets for the years ending December 31 is as follows:follows (in thousands):

 

2019

 $113 

2020

  440  $176 

2021

  402  628 

2022

  368  574 

2023

  315  502 

2024

  166  337 

2025

 301 

After

  447  791 
       

Intangible asset, net

 $2,251 

Total

 $3,309 

 

 

11.

Pledged Collateral Related to Securities Sold Under Repurchase Agreements

 

The repurchase agreements mature daily and the following sets forth the pledged collateral at estimated fair value related to securities sold under repurchase agreements as of September 30, 2019 2020 and December 31, 2018: 2019 (in thousands):

 

 

2019

  

2018

 
 

Remaining Contractual Maturity of the Agreements

 
 

Overnight

  

Greater than

  

Total

  

Overnight

  

Greater than

  

Total

 
     

90 days

          

90 days

     
                         

2020

 

2019

 

Securities sold under agreements to repurchase:

Securities sold under agreements to repurchase:

                          

U.S. government treasuries

 $4,529  $-  $4,529  $4,406  $-  $4,406  $2,078  $3,528 

U.S. government agencies

  38,562   -   38,562   41,375   -   41,375  39,851  35,557 

U.S. government mortgage-backed securities

  17,375   -   17,375   19,893   -   19,893   14,046  19,614 
                         
                        

Total pledged collateral

 $60,466  $-  $60,466  $65,674  $-  $65,674  $55,975  $58,699 

 

In the event the repurchase agreements exceed the estimated fair value of the pledged securities available-for-sale, the Company has unpledged securities available-for-sale that may be pledged on the repurchase agreements.

 

 

12.

Income Taxes

 

The tax effects of temporary differences related to income taxes are included in deferred income taxes. The change in the deferred income taxes asset since December 31, 2019 is due primarily to the increase in fair value of the available for saleunrealized gains on investment portfolio.securities.

 

29
27

 

 

13.

Regulatory Matters

Regulatory Matters

On September 30, 2020, the Banks qualified for and elected to use the community bank leverage ratio (CBLR) framework. In order to qualify for the CBLR framework, a community banking organization must have a tier 1 leverage ratio of greater than 8%, less than $10 billion in total consolidated assets, and limited amounts of off-balance-sheet exposures and trading assets and liabilities. Beginning in 2021, the CBLR will increase to 8.5% for the calendar year and will again increase to 9% beginning January 1, 2022. A qualifying community banking organization that opts into the CBLR framework and meets all requirements under the framework will be considered to have met the well-capitalized ratio requirements under the Prompt Corrective Action regulations and will not be required to report or calculate risk-based capital.

 

The Company and the BanksBanks’ capital amounts and ratios as of September 30, 2020 and December 31, 2019 are as follows:follows (dollars in thousands):

 

                  

To Be Well

 
                  

Capitalized Under

 
          

For Capital

  

Prompt Corrective

 
  

Actual

  

Adequacy Purposes *

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
                         

As of September 30, 2019:

                        

Total capital (to risk- weighted assets):

                        

Consolidated

 $182,951   16.6% $115,854   10.50%  N/A   N/A 

Boone Bank & Trust

  15,730   16.2   10,195   10.50  $9,710   10.0%

First National Bank

  86,143   13.9   65,270   10.50   62,162   10.0 

Reliance State Bank

  28,113   15.7   18,813   10.50   17,917   10.0 

State Bank & Trust

  20,112   15.9   13,250   10.50   12,619   10.0 

United Bank & Trust

  14,777   18.9   8,231   10.50   7,839   10.0 
                         

Tier 1 capital (to risk- weighted assets):

                        

Consolidated

 $170,478   15.5% $93,787   8.50%  N/A   N/A 

Boone Bank & Trust

  14,801   15.2   8,253   8.50  $7,768   8.0%

First National Bank

  79,496   12.8   52,838   8.50   49,730   8.0 

Reliance State Bank

  25,873   14.4   15,229   8.50   14,333   8.0 

State Bank & Trust

  18,532   14.7   10,726   8.50   10,095   8.0 

United Bank & Trust

  13,956   17.8   6,663   8.50   6,271   8.0 
                         

Tier 1 capital (to average- weighted assets):

                        

Consolidated

 $170,478   11.8% $57,849   4.00%  N/A   N/A 

Boone Bank & Trust

  14,801   11.1   5,334   4.00  $6,668   5.0%

First National Bank

  79,496   9.5   33,576   4.00   41,970   5.0 

Reliance State Bank

  25,873   12.0   8,589   4.00   10,736   5.0 

State Bank & Trust

  18,532   11.4   6,481   4.00   8,101   5.0 

United Bank & Trust

  13,956   13.3   4,186   4.00   5,232   5.0 
                         

Common equity tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $170,478   15.5% $77,236   7.00%  N/A   N/A 

Boone Bank & Trust

  14,801   15.2   6,797   7.00  $6,311   6.5%

First National Bank

  79,496   12.8   43,513   7.00   40,405   6.5 

Reliance State Bank

  25,873   14.4   12,542   7.00   11,646   6.5 

State Bank & Trust

  18,532   14.7   8,834   7.00   8,203   6.5 

United Bank & Trust

  13,956   17.8   5,487   7.00   5,095   6.5 

* These ratios for September 30, 2019 include a capital conservation buffer of 2.5%, except for the Tier 1 capital to average weighted assets ratios.

          

To Be Well

 
          

Capitalized Under

 
          

Prompt Corrective

 
  

Actual

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

 
                 

As of September 30, 2020:

                

Community Bank Leverage Ratio:

                

(Tier 1 capital to average assets for leverage ratio):

                

Boone Bank & Trust

 $13,770   9.5% $11,642   8.0%

First National Bank

  84,275   8.8   76,901   8.0 

Iowa State Savings Bank

  21,251   9.5   17,883   8.0 

Reliance State Bank

  22,923   9.9   18,438   8.0 

State Bank & Trust

  16,181   8.9   14,590   8.0 

United Bank & Trust

  10,436   9.6   8,720   8.0 

 

30
28

                  

To Be Well

 
                  

Capitalized Under

 
          

For Capital

  

Prompt Corrective

 
  

Actual

  

Adequacy Purposes *

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
                         

As of December 31, 2018:

                        

Total capital (to risk- weighted assets):

                        

Consolidated

 $177,405   16.1% $109,082   9.875%  N/A   N/A 

Boone Bank & Trust

  15,632   17.0   9,092   9.875  $9,207   10.0%

First National Bank

  81,419   13.1   61,312   9.875   62,088   10.0 

Reliance State Bank

  27,880   14.8   18,576   9.875   18,811   10.0 

State Bank & Trust

  20,358   16.2   12,427   9.875   12,585   10.0 

United Bank & Trust

  14,790   19.5   7,489   9.875   7,583   10.0 
                         

Tier 1 capital (to risk- weighted assets):

                        

Consolidated

 $165,181   15.0% $86,989   7.875%  N/A   N/A 

Boone Bank & Trust

  14,722   16.0   7,251   7.875  $7,366   8.0%

First National Bank

  74,995   12.1   48,894   7.875   49,671   8.0 

Reliance State Bank

  25,622   13.6   14,813   7.875   15,049   8.0 

State Bank & Trust

  18,783   14.9   9,910   7.875   10,068   8.0 

United Bank & Trust

  13,974   18.4   5,972   7.875   6,067   8.0 
                         

Tier 1 capital (to average- weighted assets):

                        

Consolidated

 $165,181   11.3% $58,635   4.000%  N/A   N/A 

Boone Bank & Trust

  14,722   11.2   5,277   4.000  $6,596   5.0%

First National Bank

  74,995   9.1   33,034   4.000   41,292   5.0 

Reliance State Bank

  25,622   11.7   8,730   4.000   10,913   5.0 

State Bank & Trust

  18,783   11.8   6,384   4.000   7,980   5.0 

United Bank & Trust

  13,974   12.7   4,402   4.000   5,503   5.0 
                         

Common equity tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $165,181   15.0% $70,420   6.375%  N/A   N/A 

Boone Bank & Trust

  14,722   16.0   5,870   6.375  $5,985   6.5%

First National Bank

  74,995   12.1   39,581   6.375   40,357   6.5 

Reliance State Bank

  25,622   13.6   11,992   6.375   12,227   6.5 

State Bank & Trust

  18,783   14.9   8,023   6.375   8,180   6.5 

United Bank & Trust

  13,974   18.4   4,834   6.375   4,929   6.5 

*  These ratios for December 31, 2018 include a capital conservation buffer of 1.875%, except for the Tier 1 capital to average weighted assets ratios.

On January 1, 2015, the Company and Banks became subject to the rules of the Basel III regulatory capital framework and related Dodd-Frank Wall Street Reform and Consumer Protection Act changes. The rules included the implementation of a capital conservation buffer that is added to the minimum requirements for capital adequacy purposes. The capital conservation buffer was subject to a three year phase-in period that began on January 1, 2016 and was fully phased-in on January 1, 2019 at 2.5 percent. A banking organization with a conservation buffer of less than the required amount will be subject to limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers. At September 30, 2019, the ratios for the Company and Banks were sufficient to meet the conservation buffer.

 
                  

To Be Well

 
                  

Capitalized Under

 
          

For Capital

  

Prompt Corrective

 
  

Actual

  

Adequacy Purposes

  

Action Provisions

 
  

Amount

  

Ratio

  

Amount

  

Ratio

  

Amount

  

Ratio

 
                         

As of December 31, 2019:

                        

Total capital (to risk- weighted assets):

                        

Consolidated

 $180,834   14.3% $132,878   10.50%  N/A   N/A 

Boone Bank & Trust

  14,205   14.1   10,610   10.50  $10,105   10.0%

First National Bank

  87,375   13.9   66,180   10.50   63,028   10.0 

Iowa State Savings Bank

  20,610   14.2   15,208   10.50   14,483   10.0 

Reliance State Bank

  24,487   13.0   19,778   10.50   18,836   10.0 

State Bank & Trust

  16,800   13.5   13,115   10.50   12,490   10.0 

United Bank & Trust

  10,775   14.3   7,910   10.50   7,534   10.0 
                         

Tier 1 capital (to risk- weighted assets):

                        

Consolidated

 $167,514   13.2% $107,568   8.50%  N/A   N/A 

Boone Bank & Trust

  13,274   13.1   8,589   8.50  $8,084   8.0%

First National Bank

  80,665   12.8   53,574   8.50   50,423   8.0 

Iowa State Savings Bank

  20,151   13.9   12,311   8.50   11,587   8.0 

Reliance State Bank

  22,166   11.8   16,010   8.50   15,069   8.0 

State Bank & Trust

  15,233   12.2   10,617   8.50   9,992   8.0 

United Bank & Trust

  9,955   13.2   6,403   8.50   6,027   8.0 
                         

Tier 1 capital (to average- assets):

                        

Consolidated

 $167,544   10.1% $66,234   4.00%  N/A   N/A 

Boone Bank & Trust

  13,274   9.5   5,604   4.00  $7,005   5.0%

First National Bank

  80,665   9.3   34,702   4.00   43,378   5.0 

Iowa State Savings Bank

  20,151   9.5   8,453   4.00   10,567   5.0 

Reliance State Bank

  22,166   10.0   8,886   4.00   11,108   5.0 

State Bank & Trust

  15,233   9.5   6,384   4.00   7,980   5.0 

United Bank & Trust

  9,955   9.8   4,073   4.00   5,091   5.0 
                         

Common equity tier 1 capital (to risk-weighted assets):

                        

Consolidated

 $167,544   13.2% $88,585   7.00%  N/A   N/A 

Boone Bank & Trust

  13,274   13.1   7,074   7.00  $6,568   6.5%

First National Bank

  80,665   12.8   44,120   7.00   40,968   6.5 

Iowa State Savings Bank

  20,151   13.9   10,138   7.00   9,414   6.5 

Reliance State Bank

  22,166   11.8   13,185   7.00   12,243   6.5 

State Bank & Trust

  15,233   12.2   8,743   7.00   8,119   6.5 

United Bank & Trust

  9,955   13.2   5,273   7.00   4,897   6.5 

 

 

14.

14.     Subsequent Events

 

Management evaluated subsequent events through the date the financial statements were issued. On October 25, 2019, Ames National Corporation (the “Company”) completed the acquisition of all the outstanding stock of Iowa State Savings Bank (“Iowa State”), an Iowa state chartered bank, from Iowa Community Bancorp, Inc. (“Iowa Community”) in accordance with the terms of the Stock Purchase Agreement dated July 29, 2019 (the “Purchase Agreement”) by and among Iowa State, Iowa Community and the Company (the “Stock Acquisition”). Pursuant to the Purchase Agreement, the Company paid Iowa Community cash of approximately $22.3 million to complete the Stock Acquisition. Iowa State, located in Creston, Iowa, has assets of approximately $210 million, loans of approximately $138 million and deposits of approximately $187 million. Iowa State, with five offices located in Creston, Corning, Diagonal and Lenox, Iowa became a 100% owned subsidiary of the Company following the closing. The banks paid dividends to the Company in October, 2019 in the amount of $15,500,000. There were no significant events or transactions occurring after September 30, 2020, but prior to November 5, 2020, that provided additional evidence about conditions that existed at September 30, 2020. Except for dividends declared on October 14, 2020, there were no other significant events or transactions that provided evidence about conditions that did not exist at September 30, 2019. 2020.

29

 

Item 2.            Management’s Discussion and Analysis of Financial Condition and Results of Operations

 

Overview

 

Ames National Corporation (the “Company”) is a bank holding company established in 1975 that owns and operates fivesix bank subsidiaries in central Iowa (the “Banks”). The following discussion is provided for the consolidated operations of the Company and its Banks, First National Bank, Ames, Iowa (First National), State Bank & Trust Co. (State Bank), Boone Bank & Trust Co. (Boone Bank), Reliance State Bank (Reliance Bank), and United Bank & Trust NA (United Bank) and Iowa State Savings Bank (Iowa State Bank). The purpose of this discussion is to focus on significant factors affecting the Company's financial condition and results of operations.

 

The Company does not engage in any material business activities apart from its ownership of the Banks. Products and services offered by the Banks are for commercial and consumer purposes including loans, deposits and wealth management services. Wealth management services includes financial planning and managing trust, agencies, estates and investment brokerage accounts. The Company employs thirteensixteen individuals to assist with financial reporting, human resources, audit, compliance, marketing, technology systems, training, real estate valuation services and the coordination of management activities, in addition to 230265 full-time equivalent individuals employed by the Banks, including employees from the Acquisition.Banks.

 

The Company’s primary competitive strategy is to utilize seasoned and competent Bank management and local decision making authority to provide customers with faster response times and more flexibility in the products and services offered. This strategy is viewed as providing an opportunity to increase revenues through creating a competitive advantage over other financial institutions. The Company also strives to remain operationally efficient to provide better profitability while enabling the Company to offer more competitive loan and deposit rates.

 

The principal sources of Company revenues and cash flow are: (i) interest and fees earned on loans made by the Company and Banks; (ii) interest on fixed income investments held by the Banks; (iii) fees on wealth management services provided by those Banks exercising trust powers; (iv) service fees on deposit accounts maintained at the BanksBanks; (v) gain on sale of loans; and (v)(vi) merchant and card fees. The Company’s principal expenses are: (i) interest expense on deposit accounts and other borrowings; (ii) provision for loan losses; (iii) salaries and employee benefits; (iv) data processing costs associated with maintaining the Banks’ loan and deposit functions; (v) occupancy expenses for maintaining the Bank’s facilities; and (vi) professional fees. The largest component contributing to the Company’s net income is net interest income, which is the difference between interest earned on earning assets (primarily loans and investments) and interest paid on interest bearinginterest-bearing liabilities (primarily deposits and other borrowings). One of management’s principal functions is to manage the spread between interest earned on earning assets and interest paid on interest bearing liabilities in an effort to maximize net interest income while maintaining an appropriate level of interest rate risk.

 

On September 14, 2018, FNB purchased the stock of CCSB for approximately $14.8 million. First National operates all three bank offices previously owned by Clarke County as branches of First National.

The Company had net income of $5,671,000, or $0.62 per share, for the three months ended September 30, 2020, compared to net income of $4,041,000, or $0.44 per share, for the three months ended September 30, 2019, compared2019. The increase in earnings is primarily the result of a reduction in interest expense due to net income of $4,459,000, or $0.48 per share,market rate decreases and the Iowa State Savings Bank acquisition.

Net loan charge-offs totaled $615,000 and $314,000 for the three months ended September 30, 2018.

The decrease in earnings is primarily the result of higher deposit interest expense, salaries2020 and employee benefits and2019, respectively. The provision for loan losses offset in part by improved loan interest income.

Net loan charge-offs totaled $314,000$542,000 and $195,000$379,000 for the three months ended September 30, 2020 and 2019, and 2018, respectively.

The provision for loan losses totaled $379,000 and $100,000Company had net income of $13,654,000, or $1.49 per share, for the threenine months ended September 30, 2019 and 2018, respectively.

The Company had2020, compared to net income of $12,896,000, or $1.40 per share, for the nine months ended September 30, 2019, compared to net income of $12,813,000, or $1.38 per share, for the nine months ended September 30, 2018.2019.

 

The increase in earnings is primarily the result of improved loan interest income, offsetthe Acquisition, reduction in part by elevated deposit interest expense due to market rate decreases, and higher salary and employee benefits. was partially offset by an increase in provision for loan losses.

 

Net loan charge-offs totaled $295,000$1,111,000 and $226,000$295,000 for the nine months ended September 30, 20192020 and 2018,2019, respectively. The provision for loan losses totaled $545,000$4,424,000 and $193,000$545,000 for the nine months ended September 30, 20192020 and 2018,2019, respectively.

 

The following management discussion and analysis will provide a review of important items relating to:

 

Challenges and COVID-19 Status, Risks and Uncertainties

Key Performance Indicators and Industry Results

Critical Accounting Policies

Income Statement Review

Balance Sheet Review

Asset Quality Review and Credit Risk Management

Liquidity and Capital Resources

Forward-Looking Statements and Business Risks

●     Challenges

●     Key Performance Indicators and Industry Results

●     Critical Accounting Policies

●     Income Statement Review

●     Balance Sheet Review

●     Asset Quality Review and Credit Risk Management

●     Liquidity and Capital Resources

●     Forward-Looking Statements and Business Risks

●     Non-GAAP Financial Measures

Challenges and COVID-19 Status, Risks and Uncertainties

 

Challenges

Management hasPrior to the onset of the COVID-19 pandemic during the first quarter of 2020, management had identified certain events or circumstances that may negatively impact the Company’s financial condition and results of operations in the future and is attemptingdetailed its efforts to position the Company to best respond to those challenges. These challenges are addressed in the Company’s most recent Annual Report on Form 10-K filed on March 12, 2019.10, 2020.

The Company conducts business in the State of Iowa and Iowa began to place significant restrictions on companies and individuals on March 9, 2020 as a result of the COVID-19 pandemic. The State of Iowa has eased many of the restrictions related to the COVID-19 pandemic. As an organization that focuses on community banking, we are concerned about the health of our customers, employees and local communities and keep that thought at the forefront of our decisions. The Company’s bank lobbies are open to the public, with business also being transacted through our drive up facilities, online, telephone or by appointment.

The onset of the COVID-19 pandemic has significantly heightened the level of challenges, risks and uncertainties facing the Company and its operations, including the following:

As the economic slowdown continues to evolve due to the pandemic, some of the Company’s customers may experience decreased revenues, which may correlate to an inability to make timely loan payments or maintain payrolls. This, in turn, could adversely impact the revenues and earnings of the Company by, among other things, requiring further increases in the allowance for loan losses and increases in the level of charge-offs in the loan portfolio. As detailed herein, the Company recognized a significant increase in provision expense during the nine months ended September 30, 2020. The increase was due in part to the economic slowdown. Management anticipates additional increases in the allowance if the effects of the COVID-19 pandemic continue to negatively impact the loan portfolio.

 

The Federal Reserve decreased the range for the federal funds target rate by 0.5 percent on March 3, 2020, and by another 1.0 percent on March 16, 2020, reaching a current range of 0.0 – 0.25 percent.

Local and the State of Iowa’s elevated unemployment may continue to cause economic challenges to our consumer and commercial customers due to the economic effects of the COVID-19 pandemic. Higher levels of unemployment may adversely impact the revenues and earnings of the Company.

The Company anticipates a slowdown in demand for its products and services, including in the demand for traditional loans, although the timing of the recovery is uncertain.

Goodwill is currently evaluated for impairment quarterly and goodwill has been determined to not be impaired as of September 30, 2020. In the future goodwill may be impaired if the effects of the economic slowdown negatively impacts our net income and fair value, particularly of our most recent acquisition. An impairment of goodwill would decrease the Company’s earnings during the period in which the impairment is recorded.

The uncertain economic conditions has created significant volatility and disruption in the financial markets, and these conditions may require the Company to recognize an elevated level of other than temporary impairments on securities held in the Company’s investment portfolio as issuers of these securities are negatively impacted by the economic slowdown. Declines in fair value of securities held in the portfolio could also reduce the unrealized gains reported as part of the Company’s other comprehensive income.

Market interest rates have declined significantly and these reductions, especially if prolonged, could adversely affect the Company’s net interest income, net interest margin and earnings.

Dividends in the future may be reduced or eliminated if the COVID-19 pandemic has an adverse effect on net income, an unanticipated increase in deposits or other unidentified risks that may negatively affect the Company’s capital ratios.

We have taken numerous steps in response to the COVID-19 pandemic, including the following:

We have been actively working with loan customers to evaluate prudent loan modification terms. As of September 30, 2020, approximately $94.8 million, or 8.1%, of loans were in payment deferral status under COVID-19 related modifications. COVID-19 related modifications primarily involve a delay of principal and/or interest payments for up to six months.

We had 942 PPP loans with an aggregate outstanding balance of $79.6 million as of September 30, 2020. Borrowers have begun the process of filing for forgiveness with the SBA. When the borrower applies for loan forgiveness, the Bank has 60 days to submit the application to the SBA. The SBA then has 90 days to approve the loan forgiveness. We began receiving forgiveness payments from the SBA in October 2020 and expect the forgiveness process to extend into 2021

We have successfully deployed a modified working environment to emphasize the safety of our teams and continuity of our business processes. We do not anticipate significant challenges to our ability to maintain our systems and controls in light of the measures we have taken to prevent the spread of COVID-19. No material operational or internal control challenges or risks have been identified to date.

Certain industries are widely expected to be particularly impacted by shutdowns, capacity restrictions, quarantines and social distancing in response to COVID-19 and efforts to contain it. As of September 30, 2020 approximately 8.4% of our loan portfolio is associated with the hospitality and entertainment industries. Because of the significant uncertainties related to the duration of the COVID-19 pandemic and its potential effects on our customers, and on the national and local economy as a whole, there can be no assurances as to how the crisis may ultimately affect the Company’s loan portfolio.

 

Key Performance Indicators and Industry Results

 

Certain key performance indicators for the Company and the industry are presented in the following chart. The industry figures are compiled by the Federal Deposit Insurance Corporation (the “FDIC”) and are derived from 5,3035,066 commercial banks and savings institutions insured by the FDIC. Management reviews these indicators on a quarterly basis for purposes of comparing the Company’s performance from quarter-to-quarter against the industry as a whole.

 

Selected Indicators for the Company and the Industry 

 

 

3 Months

  

9 Months

                          

3 Months

 

9 Months

         

Years Ended December 31,

 
 

Ended

  

Ended

  

3 Months Ended

  

Years Ended December 31,

  

Ended

 

Ended

 

3 Months Ended

                
 

September 30, 2019

  

June 30, 2019

  

2018

  

2017

  

September 30, 2020

 

June 30, 2020

 

2019

 

2018

 
 

Company

  

Company

  

Industry*

  

Company

  

Industry*

  

Company

  

Industry*

  

Company

  

Company

 

Industry*

 

Company

 

Industry*

 

Company

 

Industry*

 
                                 

Return on assets

  1.10%  1.18%  1.27%  1.36%  1.23%  1.35%  1.00%  0.97% 1.21% 0.99% 0.94% 0.36% 1.14% 1.29% 1.23% 1.35%
                                 

Return on equity

  8.74%  9.58%  10.32%  12.01%  10.09%  11.98%  8.02%  8.64% 11.18% 9.27% 9.09% 3.53% 9.48% 11.40% 10.09% 11.98%
                                 

Net interest margin

  3.15%  3.20%  3.20%  3.40%  3.23%  3.40%  3.25%  3.25% 3.21% 3.16% 3.10% 2.81% 3.21% 3.36% 3.23% 3.40%
                                 

Efficiency ratio

  57.80%  56.84%  54.92%  55.58%  55.90%  56.27%  52.70%  57.94% 54.80% 56.30% 56.49% 58.69% 58.51% 56.63% 55.90% 56.27%
                                 

Capital ratio

  12.64%  12.33%  12.30%  9.81%  12.18%  9.70%  12.48%  9.62% 10.80% 10.69% 10.35% 8.77% 12.05% 9.66% 12.18% 9.70%

 

*Latest available data

 

Key performances indicators include:

 

●     Return on Assets

 

This ratio is calculated by dividing net income by average assets. It is used to measure how effectively the assets of the Company are being utilized in generating income. The Company's annualized return on average assets was 1.10%1.21% and 1.31%1.10% for the three months ended September 30, 20192020 and 2018,2019, respectively. This ratio declinedincrease was primarily the result of a reduction in interest expense due to lower net income for the three months ended September 30, 2019 as compared to 2018.market rate decreases.

 

●     Return on Equity

 

This ratio is calculated by dividing net income by average equity. It is used to measure the net income or return the Company generated for the shareholders’ equity investment in the Company. The Company's return on average equity was at 8.74%11.18% and 10.54%8.74% for the three months ended September 30, 20192020 and 2018,2019, respectively. This ratio declinedincrease was primarily the result of a reduction in interest expense due to lower net income and higher average stockholders’ equity for the three months ended September 30, 2019 as compared to 2018.market rate decreases.

 

●     

Net Interest Margin

 

The net interest margin for the three months ended September 30, 2020 and 2019 was 3.21% and 2018 was 3.15% and 3.28%, respectively. The ratio is calculated by dividing tax equivalent net interest income by average earning assets. Earning assets are primarily made up of loans and investments that earn interest. This ratio is used to measure how well the Company is able to maintain interest rates on earning assets above those of interest-bearing liabilities, which is the interest expense paid on deposits and other borrowings.

 

●     Efficiency Ratio

 

This ratio is calculated by dividing noninterest expense by net interest income and noninterest income. The ratio is a measure of the Company’s ability to manage noninterest expenses. The Company’s efficiency ratio was 57.80%54.80% and 54.82%57.80% for the three months ended September 30, 20192020 and 2018,2019, respectively. The efficiency ratio increased primarily due to higher noninterest expenses, which was mainly duehas slightly improved compared to the Acquisition.prior quarter last year.

 

●     Capital Ratio

 

The average capital ratio is calculated by dividing average total equity capital by average total assets. It measures the level of average assets that are funded by shareholders’ equity. Given an equal level of risk in the financial condition of two companies, the higher the capital ratio, generally the more financially sound the company. The Company’s capital ratio of 12.64%10.80% as of September 30, 20192020 is significantly higher than the industry average of 9.81%8.77% as of June 30, 2019.2020.

 

Industry Results:

 

The FDIC Quarterly Banking Profile reported the following results for the second quarter of 2019:2020

 

Quarterly Net Income Rises 4.1% to $62.6Declines $43.7 Billion on Higher Net Interest Income(70%) From 12 Months Ago

 

During the three months ended June 30, quarterlyQuarterly net income for the 5,3035,066 FDIC-insured commercial banks and savings institutions totaled $62.6$18.8 billion an increase of $2.5 billion (4.1%) from a year ago. Improvement in quarterly net income was attributable to higher net interest income and an increase in realized securities gains. Almost 60% of all banks reported annual increases in net income from the year-ago quarter, while less than 4% of banks were unprofitable during the second quarter. The average return on assets increased to 1.38% from 1.37% in second quarter 2018.

Net Interest Income Expands 3.7% From2020, a Year Earlier

Net interest incomedecline of $139$43.7 billion increased by $4.9 billion (3.7%) from a year earlier, the slowest year over-year growth rate since fourth quarter 2015. Slightly more than three-quarters of all banks (75.1%) reported an increase in net interest income from second quarter 2018. Net interest margin for the banking industry was 3.39% during the quarter, up slightly from 3.38% a year ago but below a recent high of 3.48% in fourth quarter 2018. Since year-end 2018, the average yield on earning assets rose by 1 basis point, while the average cost of funding increased by 11 basis points. During this period, the largest increase in the average cost of funding was among banks with assets from $1 billion to $10 billion.

Loan-Loss Provisions Increase More Than 9% From Second Quarter 2018

Banks set aside $12.8 billion in loan-loss provisions during the second quarter, an increase of $1.1 billion (9.3%) from a year earlier. More than one-third of all banks (36.1%) reported year-over-year increases in loan-loss provisions. Loan-loss provisions as a percentage of net operating revenue increased from 5.80% in second quarter 2018 to 6.25%.

Noninterest Income Falls 2.7% From a Year Earlier

Noninterest income fell by $1.8 billion (2.7%) from 12 months ago, although less than half of all banks (41%) reported declines. The overall decline in noninterest income was driven primarily by servicing fees, which fell by $3.1 billion from a year ago to $332.7 million, and investment banking fees, which declined by $533.5 million (16.1%). Increases in all other noninterest income (up $1.2 billion, or 3.8%) and trading revenue (up $742.5 million, or 9.8%) helped offset the decline in noninterest income during the year.

Noninterest Expense Increases From Second Quarter 2018

Noninterest expense rose by $1.6 billion (1.4%(70%) from a year ago. The decline in net income reflects a continuation of uncertain economic activity, which drove an increase was widespread with 75.3%in provision expenses. Slightly less than half (47.5%) of all banks contributingreported lower net income compared to a year ago. The average return on assets ratio was 0.36% for the growth. Salary and employee benefits rose by $1.8current quarter, down 102 basis points from a year ago.

Net Interest Margin Declines to 2.81%

Net interest income was $131.5 billion (3.2%in second quarter 2020, down $7.6 billion (5.4%) from a year ago. This marks the third consecutive quarter that net interest income declined on a year-over-year basis. Most of the decline was driven by the three largest institutions, as less than half (42.2%) of all banks reported lower net interest income from a year ago. The average net interest margin (NIM) for the banking industry declined below the 3% level, or down 58 basis point from a year ago to 2.81%. This is the lowest NIM ever reported in the Quarterly Banking Profile (QBP). The NIM compression was broad-based, as it declined for all five asset size groups featured in the QBP. The decline in NIM was caused by asset yields declining at a faster rate than funding costs, as low-yielding assets grew substantially.

Noninterest Income Increases Nearly 7% From a Year Ago

With almost half (47.8%) of all banks increasing their noninterest income from a year ago, the aggregate noninterest income for the banking industry rose by $4.6 billion (6.9%) to $70.8 billion. The annual increase in noninterest income was attributable to higher trading revenue, which rose by $6.7 billion (80.2%), and net gains on loan sales, which increased by $4.1 billion (110.8%).

Noninterest Expense Increases 6.2% From Second Quarter 2019

Noninterest expense rose to $122.3 billion in the second quarter, up $7.2 billion (6.2%) from a year ago. More than half (58.6%) of all banks reported year-over-year increases in noninterest expense. The annual increase in noninterest expense was attributable to higher salary and employee benefits (up $2.7 billion, or 4.8%) and goodwill impairment charges (up $2.5 billion). The average assets per employee increased from $8.4$8.8 million to $8.8 million.

Net Charge-Offs Rise 9.3% From a Year Ago

Banks charged off $12.8 billion in uncollectable loans during the second quarter, up $1.1 billion (9.3%) from a year ago. The overall increase in net charge-offs was led by credit card balances (up $669.4 million, or 8.3%) and commercial and industrial loans (up $368.9 million, or 25.2%). The average net charge-off rate increased modestly from 0.48% in second quarter 20182019 to 0.50%. The net charge-off rate for commercial and industrial loans rose 5$10.2 million in second quarter 2020. Noninterest expense as a percentage of average assets declined by 16 basis points from a year ago to 0.33%2.37%, while the lowest level ever reported in the QBP.

Provisions for Credit Losses Rise From 12 Months Ago

The continuation of weak economic activity and the recent implementation of the current expected credit losses (CECL) accounting methodology resulted in provisions for credit losses to increase by $49.1 billion (382.2%) or from $12.8 billion in second quarter 2019 to $61.9 billion this quarter. Quarter over quarter, provisions for credit losses rose by $9.2 billion (17.4%). During the second quarter, 253 banks used the CECL accounting standard. CECL adopters reported $56.3 billion in provisions for credit losses in second quarter, up 419.2% from a year ago, and non-CECL adopters reported $5.6 billion, up 207.3%. Almost two out of every three banks (61.2%) reported yearly increases in provision for credit losses.

Average Net Charge-Off Rate Increases by 7 Basis Points From a Year Ago

The average net charge-off rate for credit cards roseincreased by 127 basis points from a year ago to 4.03%0.57%. Net charge-offs increased by $2.8 billion (22.2%) from a year ago, the largest percentage increase since first quarter 2010. The annual increase in total net chargeoffs was attributable to the commercial and industrial (C&I) loan portfolio, in which charge-offs increased by $2.4 billion (128.5%). The C&I net charge-off rate rose by 31 basis points from a year ago to 0.64%, surpassingbut remains well below the 4% level for the first time since secondpost-crisis high of 2.72% reported in fourth quarter 2012.2009.

 

Noncurrent Loan Rate ImprovesIncreases to 0.93%1.08%

 

The average noncurrent rate increased by 15 basis points from the previous quarter to 1.08%. Noncurrent loan balances (90 days or more past due or in nonaccrual status) declined by $4.9totaled $118.3 billion (4.8%in the second quarter, an increase of $15.9 billion (15.5%) from first quarter 2019. Slightly morethe previous quarter. Less than half (41.6%) of all banks (50.6%) reported declinesquarterly increases in noncurrent loan balances. The quarter-over-quarter improvementincrease in noncurrent loan balances was reflected inled by 1–4 family residential mortgages, which fell by $2.1mortgage loans (up $7.6 billion, (5%or 19.5%), and credit card balances, which declined by $1.1C&I loan portfolio (up $6.1 billion, (8.7%or 29%). The averagerise in noncurrent loan balances for 1–4 family residential mortgage loans reflects Ginnie Mae (GNMA) loans, which are guaranteed by the U.S. government, that have been brought back on banks’ books. The noncurrent rate declinedfor 1–4 family residential mortgage loans increased by 633 basis points fromto 2.09%, and for C&I the previous quarternoncurrent rate rose by 18 basis points to 0.93%1.01%.

 

Loan-Loss Reserves Decline Modestly

Total Assets Expand 4.4% From the Previous Quarter

 

Loan-loss reserves totaled $124.9 billion at the end of second quarter, down $292.5 million (0.2%) from the first quarter. Just over one-quarter of all banks (26.3%)The banking industry reported quarterly declines in loan-loss reserves. At banks that itemize their loan-loss reserves, which are banks with total assets of $1$21.1 trillion in the second quarter, an increase of $884.6 billion or more and represent 91% of total industry loan-loss reserves, the quarterly decline was attributable to residential real estate (down $762.7 million, or 6.5%) and credit cards (down $59.3 million, or 0.1%). Loan-loss reserves for commercial loans increased by $445.2 million (1.4%(4.4%) from the previous quarter.

Total Assets Increase From First Quarter 2019

Total assets rose by $177.3 billion (1%) from the previous quarter.first quarter 2020. Cash and balances due from depository institutions declinedincreased by $81.5$478 billion (4.8%(19.9%). to $2.9 trillion or 13.7% of total assets. Banks increased their investment securities holdings by $54.8$307.2 billion (1.5%(7.3%), as mortgage-backedthe largest quarterly dollar increase ever reported in the QBP. Most of this growth was attributable to U.S. Treasury securities, which rose by $65$173 billion (2.9%(26.3%), and state and municipalmortgage backed securities, declinedwhich increased by $14.5$105.4 billion (4.5%(4.1%). After reaching an all-time high of 35.8% in second quarter 2018, the percentage of industry assets maturing or repricing in more than three years continued to decline, falling to 35.1% in the second quarter.

 

Loan Balances Increase Modestly From the Previous Quarter, and a Year AgoDriven by Paycheck Protection Program Lending

 

Total loan and lease balances roseincreased by $152.3$33.9 billion (1.5%(0.3%) from firstthe previous quarter, 2019. Almost three-quarters of all banks (72.7%) reported quarterly increases in their loan and lease balances. All major loan categories reported quarter-over-quarter increases, led by consumer loans,C&I loan portfolio, which rose by $42.2$146.5 billion (2.5%), and residential mortgage loans, which increased by $38.3 billion (1.8%(5.8%). OverThe rise in C&I loan portfolio was attributable to the past year,implementation of the Small Business Administration-guaranteed Paycheck Protection Program (PPP), with $482.2 billion in PPP loans on banks’ balance sheets at the end of the quarter. The increase in total loan and lease balances rosewas partially offset by $443consumer loans, which includes credit cards (down $67.1 billion, (4.5%), a modest increase from the 4.1% annual growth rate reported last quarter. Commercial and industrial loans had the largest dollar increase from a year ago, increasing by $142.8 billion (6.9%or 3.8%).

 

Deposits Increase From FirstExpand by More Than $1 Trillion for Second Consecutive Quarter 2019

 

Total deposit balances increased by $114 billion (0.8%$1.2 trillion (7.5%) from the previous quarter, as deposits in foreign offices increasedquarter. Noninterest-bearing account balances rose by $51.3$637 billion (4.1%(17.7%) and domestic office depositsinterest-bearing account balances rose by $62.7$575.3 billion (0.5%). Domestic deposits in noninterest-bearing accounts rose by $37.2 billion (1.2%), while interest-bearing deposits increased by $25.5 billion (0.3%(5.4%). Nondeposit liabilities increaseddeclined by $25.1$330.9 billion (1.2%(14%) from the previous quarter, as otherquarter. The decline in nondeposit liabilities was attributable to lower Federal Home Loan Bank advances, which fell by $234.1 billion (38.2%). Over the past 12 months, total deposits rose by $25.2 billion (6.2%$2.9 trillion (20.8%)., led by the increase of $2.4 trillion in the last two quarters.

 

Equity Capital Rises From the Previous Quarter

 

Equity capital rose tototaled $2.1 trillion in the second quarter, up $38.6an increase of $31.9 billion (1.9%(1.5%) from the previous quarter, led by accumulated other comprehensive income. Declared dividends totaled $48.6quarter. Retained earnings contributed $4.8 billion an increase of $10.8 billion (28.6%) fromto equity formation in the second quarter, 2018. At endas net income of second quarter, 16$18.8 billion exceeded declared dividends of $14 billion. Nine insured institutions with $2.2$1.4 billion in total assets were below the requirements for the well-capitalized category as defined for Prompt Corrective Action purposes.

 

FiveOne New Banks Are AddedBank Opens in Second Quarter 20192020

 

The number of FDIC-insured commercial banks and savings institutions reporting declined from 5,3625,116 to 5,3035,066 during the three months ended June 30. Five new banks were added during the second quarter 602020. One new bank was added, 47 institutions were absorbed by mergers, and one bank failed. Additionally, three institutions, who did not report this quarter, sold a majority of their assets and are in process of ceasing operations. The number of institutions on the FDIC’s “Problem Bank List” declined from 59 to 56 at the end of second quarter, the lowest number since54 in first quarter 2007.2020 to 52, falling to near historic lows. Total assets of problem banks increased from $46.7$44.5 billion to $48.5$48.1 billion.

 

Critical Accounting Policies

 

The discussion contained in this Item 2 and other disclosures included within this report are based, in part, on the Company’s audited December 31, 20182019 consolidated financial statements. These statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The financial information contained in these statements is, for the most part, based on the financial effects of transactions and events that have already occurred. However, the preparation of these statements requires management to make certain estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses.

 

The Company’s significant accounting policies are described in the “Notes to Consolidated Financial Statements” accompanying the Company’s audited financial statements. Based on its consideration of accounting policies that involve the most complex and subjective estimates and judgments, management has identified the allowance for loan losses, the assessment of other-than-temporary impairment for investment securities and the assessment of goodwill impairment to be the Company’s most critical accounting policies.

 

Allowance for Loan Losses

 

The allowance for loan losses is established through a provision for loan losses that is treated as an expense and charged against earnings. Loans are charged against the allowance for loan losses when management believes that collectability of the principal is unlikely. The Company has policies and procedures for evaluating the overall credit quality of its loan portfolio, including timely identification of potential problem loans. On a quarterly basis, management reviews the appropriate level for the allowance for loan losses, incorporating a variety of risk considerations, both quantitative and qualitative. Quantitative factors include the Company’s historical loss experience, delinquency and charge-off trends, collateral values, known information about individual loans and other factors. Qualitative factors include various considerations regarding the general economic environment in the Company’s market area. To the extent actual results differ from forecasts and management’s judgment, the allowance for loan losses may be greater or lesser than future charge-offs. Due to potential changes in conditions, including the onset of the COVID-19 pandemic, it is at least reasonably possible that changes in estimates will occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

 

For further discussion concerning the allowance for loan losses and the process of establishing specific reserves, see the section of the Annual Report on Form 10-K entitled “Asset Quality Review and Credit Risk Management” and “Analysis of the Allowance for Loan Losses”.

 

Fair Value and Other-Than-Temporary Impairment of Investment Securities

 

The Company’s securities available-for-sale portfolio is carried at fair value with “fair value” being defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability is not adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact.

 

Declines in the fair value of available-for-sale securities below their cost that are deemed to be other-than-temporary are reflected in earnings as realized losses. In estimating other-than-temporary impairment losses, management considers (1) the intent to sell the investment securities and the more likely than not requirement that the Company will be required to sell the investment securities prior to recovery (2) the length of time and the extent to which the fair value has been less than cost and (3) the financial condition and near-term prospects of the issuer. Due to potential changes in conditions, including the onset of the COVID-19 pandemic, it is at least reasonably possible that changes in management’s assessment of other-than-temporary impairment will occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

 

Goodwill

 

Goodwill arose in connection with threefour acquisitions consummated in previous periods. Goodwill is tested annually for impairment or more often if conditions indicate a possible impairment.  For the purposes of goodwill impairment testing, determination of the fair value of a reporting unit involves the use of significant estimates and assumptions.   Impairment would arise if the fair value of a reporting unit is less than its carrying value. At September 30, 2019,2020, Company’s management has completed the goodwill impairment assessment and determined goodwill was not impaired. Actual future test results may differ from the present evaluation of impairment due to changes in the conditions used in the current evaluation.

the COVID-19 pandemic negatively impacts our net income and fair value, particularly of our most recent acquisition. An impairment of goodwill would decrease the Company’s earnings during the period in which the impairment is recorded.

 

Non-GAAP Financial Measures

 

This report contains references to financial measures that are not defined in GAAP. Such non-GAAP financial measures include the Company’s presentation of net interest income and net interest margin on a fully taxable equivalent (FTE) basis. Management believes these non-GAAP financial measures are widely used in the financial institutions industry and provide useful information to both management and investors to analyze and evaluate the Company’s financial performance. Limitations associated with non-GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. These non-GAAP disclosures should not be considered an alternative to the Company’s GAAP results. The following table reconciles the non-GAAP financial measures of net interest income and net interest margin on an FTE basis to GAAP.GAAP (dollars in thousands).

 

 

Three Months Ended September 30,

  

Nine Months Ended September 30,

  

Three Months Ended September 30,

 

Nine Months Ended September 30,

 
 

2019

  

2018

  

2019

  

2018

  

2020

 

2019

 

2020

 

2019

 

Reconciliation of net interest income and annualized net interest margin on an FTE basis to GAAP:

             

Reconciliation of net interest income and annualized net interest margin on an FTE basis to GAAP:

 

Net interest income (GAAP)

 $10,814  $10,586  $32,715  $30,983  $14,160  $10,814  $40,886  $32,715 

Tax-equivalent adjustment (1)

  251   288   827   917   237   251   732   827 

Net interest income on an FTE basis (non-GAAP)

  11,065   10,874   33,542   31,900  14,397  11,065  41,618  33,542 

Average interest-earning assets

 $1,403,303  $1,324,697  $1,399,302  $1,324,817  $1,796,452  $1,403,303  $1,754,519  $1,399,302 

Net interest margin on an FTE basis (non-GAAP)

  3.15%  3.28%  3.20%  3.21% 3.21% 3.15% 3.16% 3.20%

 

(1) Computed on a tax-equivalent basis using an incremental federal income tax rate of 21 percent, for the three and nine months ended September 30, 2019 and 2018, adjusted to reflect the effect of the tax-exempt interest income associated with owning tax-exempt securities and loans.

 

 

Income Statement Review for the Three Months ended September 3030, 201920 and 20189

 

The following highlights a comparative discussion of the major components of net income and their impact for the three months ended September 30, 20192020 and 2018:2019:

 

AVERAGE BALANCES AND INTEREST RATES

 

The following two tables are used to calculate the Company’s net interest margin. The first table includes the Company’s average assets and the related income to determine the average yield on earning assets. The second table includes the average liabilities and related expense to determine the average rate paid on interest bearinginterest-bearing liabilities. The net interest margin is equal to the interest income less the interest expense divided by average earning assets. Refer to the net interest income discussion following the tables for additional detail.

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
  

Three Months Ended September 30,

 
                         
  

2019

  

2018

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

ASSETS

                        

(dollars in thousands)

                        

Interest-earning assets

                        

Loans 1

                        

Commercial

 $76,808  $1,062   5.53% $75,533  $972   5.15%

Agricultural

  78,286   989   5.05%  70,925   1,075   6.06%

Real estate

  713,796   8,255   4.63%  648,628   7,375   4.55%

Consumer and other

  15,861   207   5.22%  10,206   136   5.34%
                         

Total loans (including fees)

  884,751   10,513   4.75%  805,292   9,558   4.75%
                         

Investment securities

                        

Taxable

  277,264   1,672   2.41%  266,510   1,545   2.32%

Tax-exempt 2

  177,431   1,197   2.70%  205,003   1,374   2.68%

Total investment securities

  454,695   2,869   2.52%  471,513   2,919   2.48%
                         

Interest bearing deposits with banks and federal funds sold

  63,857   401   2.51%  47,892   272   2.27%
                         

Total interest-earning assets

  1,403,303  $13,783   3.93%  1,324,697  $12,749   3.85%
                         

Noninterest-earning assets

  59,894           41,596         
                         

TOTAL ASSETS

 $1,463,197          $1,366,293         

AVERAGE BALANCE SHEETS AND INTEREST RATES

  

Three Months Ended September 30,

 
                         
  

2020

  

2019

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

ASSETS

                        

(dollars in thousands)

                        

Interest-earning assets

                        

Loans (1)

                        

Commercial

 $154,887  $1,732   4.47% $76,808  $1,062   5.53%

Agricultural

  105,568   1,580   5.99%  78,286   989   5.05%

Real estate

  890,097   9,324   4.19%  713,796   8,255   4.63%

Consumer and other

  17,667   229   5.18%  15,861   207   5.22%
                         

Total loans (including fees)

  1,168,219   12,865   4.41%  884,751   10,513   4.75%
                         

Investment securities

                        

Taxable

  362,553   1,987   2.19%  277,264   1,672   2.41%

Tax-exempt (2)

  164,010   1,128   2.75%  177,431   1,197   2.70%

Total investment securities

  526,563   3,115   2.37%  454,695   2,869   2.52%
                         

Interest-bearing deposits with banks and federal funds sold

  101,670   176   0.69%  63,857   401   2.51%
                         

Total interest-earning assets

  1,796,452  $16,156   3.60%  1,403,303  $13,783   3.93%
                         

Noninterest-earning assets

  81,654           59,894         
                         

TOTAL ASSETS

 $1,878,106          $1,463,197         

 

1(1) Average loan balance includes nonaccrual loans, if any.  Interest income collected on nonaccrual loans has been included.

2(2) Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 21%.

 

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
  

Three Months Ended September 30,

 
                         
  

2019

  

2018

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

LIABILITIES AND STOCKHOLDERS' EQUITY

                        

(dollars in thousands)

                        

Interest-bearing liabilities

                        

Deposits

                        

NOW, savings accounts and money markets

 $777,506  $1,451   0.75% $732,905  $1,109   0.61%

Time deposits

  226,972   1,097   1.93%  196,664   632   1.29%

Total deposits

  1,004,478   2,548   1.01%  929,569   1,741   0.75%

Other borrowed funds

  43,204   170   1.57%  45,100   134   1.19%
                         

Total Interest-bearing liabilities

  1,047,682   2,718   1.04%  974,669   1,875   0.77%
                         

Noninterest-bearing liabilities

                        

Demand deposits

  221,586           214,956         

Other liabilities

  8,975           7,523         
                         

Stockholders' equity

  184,954           169,145         
                         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $1,463,197          $1,366,293         
                         
                         

Net interest income

     $11,065   3.15%     $10,874   3.28%
                         

Spread Analysis

                        

Interest income/average assets

 $13,783   3.77%     $12,749   3.73%    

Interest expense/average assets

 $2,718   0.74%     $1,875   0.55%    

Net interest income/average assets

 $11,065   3.02%     $10,874   3.18%    

AVERAGE BALANCE SHEETS AND INTEREST RATES

  

Three Months Ended September 30,

 
                         
  

2020

  

2019

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

LIABILITIES AND STOCKHOLDERS' EQUITY

                        

(dollars in thousands)

                        

Interest-bearing liabilities

                        

Deposits

                        

Interest-bearing checking, savings accounts and money markets

 $1,027,277  $586   0.23% $777,506  $1,451   0.75%

Time deposits

  272,361   1,133   1.66%  226,972   1,097   1.93%

Total deposits

  1,299,638   1,719   0.53%  1,004,478   2,548   1.01%

Other borrowed funds

  37,597   40   0.42%  43,204   170   1.57%
                         

Total interest-bearing liabilities

  1,337,235   1,759   0.53%  1,047,682   2,718   1.04%
                         

Noninterest-bearing liabilities

                        

Noninterest-bearing checking

  325,339           221,586         

Other liabilities

  12,689           8,975         
                         

Stockholders' equity

  202,843           184,954         
                         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $1,878,106          $1,463,197         
                         
                         

Net interest income

     $14,397   3.21%     $11,065   3.15%
                         

Spread Analysis

                        

Interest income/average assets

 $16,156   3.44%     $13,783   3.77%    

Interest expense/average assets

 $1,759   0.37%     $2,718   0.74%    

Net interest income/average assets

 $14,397   3.07%     $11,065   3.02%    

 

Net Interest Income

 

For the three months ended September 30, 20192020 and 2018,2019, the Company's net interest margin adjusted for tax exempt income was 3.15%3.21% and 3.28%3.15%, respectively. Net interest income, prior to the adjustment for tax-exempt income, for the three months ended September 30, 20192020 totaled $10,814,000$14,160,000 compared to $10,586,000$10,814,000 for the three months ended September 30, 2018.2019.

 

For the three months ended September 30, 2019,2020, interest income increased $1,071,000,$2,387,000, or 9%18%, when compared to the same period in 2018.2019. The increase from 2019 was primarily attributable to increased loan volume, relateddue to the Acquisition. The increase inAcquisition, organic loan growth including PPP loans and to a lesser extent $313,000 of additional interest income due to loan volume was offset in part by foregone interestrecognized on nonaccrual loans which was $272,000 for the three months ended September 30, 2019,previously recorded as compared to $80,000 for the three months ended September 30, 2018. The increase in loan interest income was alsononaccrual, offset in part by a decreasereduction in tax-exempt income due to maturity of municipal bonds.interest rates on loans.

 

Interest expense increased $843,000,decreased $959,000, or 45%35%, for the three months ended September 30, 20192020 when compared to the same period in 2018.2019. The higherlower interest expense for the period is primarily attributable to higher rates on deposits due toa decrease in market interest rates and competitive pressures.on deposits.

 

 

Provision for Loan Losses

 

A provision for loan losses of $379,000$542,000 was recognized infor the third quarter of 2019three months ended September 30, 2020 as compared to $100,000 in$379,000 for the third quarter of 2018.three months ended September 30, 2019. Net loan charge offs totaled $615,000 for the three months ended September 30, 2020 compared to $314,000 for the quarterthree months ended September 30, 2019 compared to net loan charge offs of $195,000 for2019. The increase in the quarter ended September 30, 2018. The loan charge offs this quarter were primarily related to one commercial relationship that was restructured. While the current provision for loan losses are not relatedwas primarily due to agricultural loans, the Iowa agricultural economy remains challenged aseconomic slowdown associated with COVID-19 and to a lesser extent loan growth and the result of the low grain prices throughout much of 2018 and 2019 and tariff concerns on Iowa exports. Grain prices rebounded since the second quarter of 2019; however, initial crop reportsincrease in our markets indicate significant variability in crop yields. Presently, it is too early to gauge the financial impact of the 2019 growing season on most of our agricultural borrowers.net charge-offs.

 

Noninterest Income and Expense

 

Noninterest income for the third quarter of 2019three months ended September 30, 2020 totaled $2,119,000$2,795,000 as compared to $2,162,000 in$2,119,000 for the third quarterthree months ended September 30, 2019, an increase of 2018, a decrease of 2%32%. The decreaseincrease in noninterest income was primarily due to the $162,000 gain on foreclosure of real estate in 2018, offset in part by increases due to the Acquisition and gain on the sale of loans. The increase in the gaingains on sale of loans was dueheld for sale from increased refinancing volume in a low interest rate environment and to higher loan volume driven by a healthy residential mortgage market in central Iowa.lesser extent the Acquisition.

 

Noninterest expense for the third quarter of 2019three months ended September 30, 2020 totaled $7,475,000$9,291,000 compared to $6,988,000$7,475,000 recorded infor the third quarter of 2018,three months ended September 30, 2019, an increase of 7%24%. Most of the increase was related to higherthe Acquisition. Excluding the Acquisition, the increases were related to salaries and employee benefits, and data processing costs, offset in part by one time data conversion costs incurred in 2018 related to the Acquisition and a decrease in FDIC insurance assessments.assessments and the amortization of the investment in Federal New Market Tax Credit projects. The increase in salaries and employee benefits, wereexcluding the Acquisition, was primarily due to the Acquisitionnormal increases in salaries and normal salary increases.other employee benefits including health insurance costs. The increase in data processing costs were due to the cost associated with expanded services and the Acquisition. The decrease in FDIC insurance assessments was due to the receipt of a small bank credit in 2019 as the deposit insurance reserve ratio exceeded 1.38%1.35%. The remaining credit was fully utilized by the second quarter of 2020. The efficiency ratio was 57.8%54.8% for the third quarter of 20192020 as compared to 54.8%57.8% in the third quarter of 2018.2019.

 

Income Taxes

 

The provision for income taxesIncome tax expense for the three months ended September 30, 2019 and 2018 was2020 totaled $1,451,000 compared to $1,038,000 and $1,201,000, respectively, representing anrecorded for the three months ended September 30, 2019. The effective tax rate ofwas 20% for the three months ended September 30, 2020 and 21%, respectively.2019. The lower than expected effective tax rate for both periods isin 2020 and 2019 was due primarily due to tax-exempt interest income.income and New Market Tax Credits which further lowered the tax rate in 2020.

 

 

IncomeIncome Statement Review for the Nine Months ended September 30, 20192020 and 20182019

 

The following highlights a comparative discussion of the major components of net income and their impact for the nine months ended September 30, 20192020 and 2018:2019:

 

AVERAGE BALANCES AND INTEREST RATES

 

The following two tables are used to calculate the Company’s net interest margin. The first table includes the Company’s average assets and the related income to determine the average yield on earning assets. The second table includes the average liabilities and related expense to determine the average rate paid on interest bearinginterest-bearing liabilities. The net interest margin is equal to the interest income less the interest expense divided by average earning assets. Refer to the net interest income discussion following the tables for additional detail.

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
  

Nine Months Ended September 30,

 
                         
  

2019

  

2018

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

ASSETS

                        

(dollars in thousands)

                        

Interest-earning assets

                        

Loans 1

                        

Commercial

 $81,022  $3,301   5.43% $73,973  $2,766   4.99%

Agricultural

  80,424   3,576   5.93%  69,500   3,023   5.80%

Real estate

  713,449   24,523   4.58%  639,563   21,290   4.44%

Consumer and other

  16,403   623   5.06%  9,096   364   5.33%
                         

Total loans (including fees)

  891,298   32,023   4.79%  792,132   27,443   4.62%
                         

Investment securities

                        

Taxable

  261,456   4,715   2.40%  268,284   4,639   2.31%

Tax-exempt 2

  196,129   3,942   2.68%  218,392   4,368   2.67%

Total investment securities

  457,585   8,657   2.52%  486,676   9,007   2.47%
                         

Interest bearing deposits with banks and federal funds sold

  50,419   929   2.46%  46,009   721   2.09%
                         

Total interest-earning assets

  1,399,302  $41,609   3.96%  1,324,817  $37,171   3.74%
                         

Noninterest-earning assets

  55,522           40,619         
                         

TOTAL ASSETS

 $1,454,824          $1,365,436         

AVERAGE BALANCE SHEETS AND INTEREST RATES

  

Nine Months Ended September 30,

 
                         
  

2020

  

2019

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

ASSETS

                        

(dollars in thousands)

                        

Interest-earning assets

                        

Loans (1)

                        

Commercial

 $128,638  $4,455   4.62% $81,022  $3,301   5.43%

Agricultural

  109,038   4,601   5.63%  80,424   3,576   5.93%

Real estate

  878,105   28,252   4.29%  713,449   24,523   4.58%

Consumer and other

  18,113   713   5.25%  16,403   623   5.06%
                         

Total loans (including fees)

  1,133,894   38,021   4.47%  891,298   32,023   4.79%
                         

Investment securities

                        

Taxable

  328,081   5,725   2.33%  261,456   4,715   2.40%

Tax-exempt (2)

  170,413   3,488   2.73%  196,129   3,942   2.68%

Total investment securities

  498,494   9,213   2.46%  457,585   8,657   2.52%
                         

Interest-bearing deposits with banks and federal funds sold

  122,131   889   0.97%  50,419   929   2.46%
                         

Total interest-earning assets

  1,754,519  $48,123   3.66%  1,399,302  $41,609   3.96%
                         

Noninterest-earning assets

  82,377           55,522         
                         

TOTAL ASSETS

 $1,836,896          $1,454,824         

 

1(1) Average loan balance includes nonaccrual loans, if any.  Interest income collected on nonaccrual loans has been included.

2(2) Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 21%.

 

 

AVERAGE BALANCE SHEETS AND INTEREST RATES

 
                         
  

Nine Months Ended September 30,

 
                         
  

2019

  

2018

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

LIABILITIES AND STOCKHOLDERS' EQUITY

                        

(dollars in thousands)

                        

Interest-bearing liabilities

                        

Deposits

                        

NOW, savings accounts and money markets

 $784,985  $4,584   0.78% $733,072  $3,009   0.55%

Time deposits

  221,275   2,929   1.76%  195,217   1,727   1.18%

Total deposits

  1,006,260   7,513   1.00%  928,289   4,736   0.68%

Other borrowed funds

  42,530   554   1.74%  49,563   534   1.44%
                         

Total Interest-bearing liabilities

  1,048,790   8,067   1.03%  977,852   5,270   0.72%
                         

Noninterest-bearing liabilities

                        

Demand deposits

  218,229           211,120         

Other liabilities

  8,388           8,141         
                         

Stockholders' equity

  179,417           168,323         
                         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $1,454,824          $1,365,436         
                         
                         

Net interest income

     $33,542   3.20%     $31,900   3.21%
                         

Spread Analysis

                        

Interest income/average assets

 $41,609   3.81%     $37,171   3.63%    

Interest expense/average assets

 $8,067   0.74%     $5,270   0.51%    

Net interest income/average assets

 $33,542   3.07%     $31,900   3.12%    

AVERAGE BALANCE SHEETS AND INTEREST RATES

  

Nine Months Ended September 30,

 
                         
  

2020

  

2019

 
                         
  

Average

  

Revenue/

  

Yield/

  

Average

  

Revenue/

  

Yield/

 
  

balance

  

expense

  

rate

  

balance

  

expense

  

rate

 

LIABILITIES AND STOCKHOLDERS' EQUITY

                        

(dollars in thousands)

                        

Interest-bearing liabilities

                        

Deposits

                        

Interest-bearing checking, savings accounts and money markets

 $1,003,378  $2,668   0.35% $784,985  $4,584   0.78%

Time deposits

  277,691   3,599   1.73%  221,275   2,929   1.76%

Total deposits

  1,281,069   6,267   0.65%  1,006,260   7,513   1.00%

Other borrowed funds

  46,164   238   0.69%  42,530   554   1.74%
                         

Total interest-bearing liabilities

  1,327,233   6,505   0.65%  1,048,790   8,067   1.03%
                         

Noninterest-bearing liabilities

                        

Noninterest-bearing checking

  301,434           218,229         

Other liabilities

  11,941           8,388         
                         

Stockholders' equity

  196,288           179,417         
                         

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY

 $1,836,896          $1,454,824         
                         
                         

Net interest income

     $41,618   3.16%     $33,542   3.20%
                         

Spread Analysis

                        

Interest income/average assets

 $48,123   3.49%     $41,609   3.81%    

Interest expense/average assets

 $6,505   0.47%     $8,067   0.74%    

Net interest income/average assets

 $41,618   3.02%     $33,542   3.07%    

 

Net Interest Income

 

For the nine months ended September 30, 20192020 and 2018,2019, the Company's net interest margin adjusted for tax exempt income was 3.20%3.16% and 3.21%3.20%, respectively. Net interest income, prior to the adjustment for tax-exempt income, for the nine months ended September 30, 20192020 totaled $32,715,000$40,886,000 compared to $30,983,000$32,715,000 for the nine months ended September 30, 2018.2019.

 

For the nine months ended September 30, 2019,2020, interest income increased $4,528,000,$6,610,000, or 12%16%, when compared to the same period in 2018.2019. The increase from 2019 was primarily attributable to increased loan volume and to a lesser extent rates. The increase in loan volume was due to the Acquisition and organic loan growth including PPP loans, offset in part by a favorable lending environmentreduction in the Company’s market areas.interest rates.

 

Interest expense increased $2,797,000,decreased $1,562,000, or 53%19%, for the nine months ended September 30, 20192020 when compared to the same period in 2018.2019. The higherlower interest expense for the period is primarily attributable to higher rates on deposits due toa decrease in market interest rates and competitive pressures.on deposits.

 

 

Provision for Loan Losses

 

A provision for loan losses of $545,000$4,424,000 was recognized in the nine months ended September 30, 2019 as compared to $193,000 for the nine months ended September 30, 2018.2020 as compared to $545,000 for the nine months ended September 30, 2019. Net loan charge offs totaled $1,111,000 for the nine months ended September 30, 2020 compared to $295,000 for the nine months ended September 30, 2019 compared to $226,000 for2019. The increase in the nine months ended September 30, 2018. While the current provision for loan losses are not relatedwas primarily due to agricultural loans, the Iowa agricultural economy remains challenged aseconomic slowdown associated with COVID-19 and to a lesser extent loan growth and the result of the low grain prices throughout much of 2018 and 2019 and tariff concerns on Iowa exports. Grain prices rebounded since the second quarter of 2019; however, initial crop reportsincrease in our markets indicate significant variability in crop yields. Presently, it is too early to gauge the financial impact of the 2019 growing season on most of our agricultural borrowers.net charge-offs.

 

Noninterest Income and Expense

 

Noninterest income for the nine months ended September 30, 20192020 totaled $6,258,000$7,854,000 as compared to $5,917,000$6,258,000 for the nine months ended September 30, 2018,2019, an increase of 6%26%. The increase in noninterest income iswas primarily due to the Acquisition and higher wealth management income, offset in part by a gain on foreclosure of other real estate owned in 2018. Thean increase in wealth management income was primarily relatedgains on sale of loans held for sale due to growthincreased refinancing volume in a low interest rate environment, security gains, and the assets under management, fueled by a favorable equity market and new account relationships.Acquisition.

 

Noninterest expense for the nine months ended September 30, 20192020 totaled $22,150,000$27,440,000 compared to $20,566,000 for the nine months ended September 30, 2018, an increase of 8%, which was primarily due to the Acquisition. Salaries and benefits was the largest component of the increase in noninterest expense which also includes normal salary and employee benefit increases, offset in part by a one-time $1,000 bonus paid to full-time employees in 2018. Another component of the increase in noninterest expense was the increase in data processing costs which was due primarily to the cost associated with expanded services and the Acquisition. The efficiency ratio was 56.8% and 55.7%$22,150,000 for the nine months ended September 30, 2019, an increase of 24%. Most of the increase was related to the Acquisition. Excluding the Acquisition, the increases were related to salaries and 2018,employee benefits and the amortization of the investment in Federal New Market Tax Credit projects. The increase in salaries and employee benefits, excluding the Acquisition, was primarily due to normal increases in salaries and other employee benefits including health insurance costs. The efficiency ratio was 56.3% and 56.8% for the nine months ended September 30, 2020 and 2019, respectively.

 

Income Taxes

 

The provision for income taxesIncome tax expense for the nine months ended September 30, 2020 and 2019 totaled $3,222,000 and 2018 was $3,381,000, and $3,328,000, respectively, representing anrespectively. The effective tax rate ofwas 19% and 21%. for the nine months ended September 30, 2020 and 2019, respectively. The lower than expected effective tax rate for both periods isin 2020 and 2019 was due primarily due to tax-exempt interest income.income and New Market Tax Credits further lowered the tax rate in 2020.

 

Balance Sheet Review

 

As of September 30, 2019,2020, total assets were $1,499,976,000,$1,910,395,000, a $44,288,000$173,212,000 increase compared to December 31, 2018.2019. The increase in assets, primarily interest bearing deposits,securities available-for-sale and loans, was funded primarily by deposits and repurchase agreements.deposits.

 

Investment Portfolio

 

The investment portfolio totaled $457,995,000$548,818,000 as of September 30, 2019, a decrease2020, an increase of $976,000$68,975,000 from the December 31, 20182019 balance of $458,971,000.$479,843,000. The decreaseincrease in securities available-for-sale is primarily due to maturities in thepurchases of municipal, investment portfoliomortgage-backed securities, and to a lesser extent payments on mortgage backed securities. This decrease in investments wascorporate bonds, offset in part by increasesmaturities in the unrealized gain on the investment portfolio as market interest rates caused an increase in the fair value of the investment portfolio and purchases of U.S. Agencies and corporate bonds.Government Agency portfolio.

 

On a quarterly basis, the investment portfolio is reviewed for other-than-temporary impairment. As of September 30, 2019,2020, gross unrealized losses of $320,000,$91,000, are considered to be temporary in nature due to the interest rate environment of 20192020 and other general economic factors. As a result of the economic slowdown resulting from the COVID-19 pandemic, certain bonds in the investment portfolio may become other-than-temporarily impaired and could negatively affect the Company’s net income. As a result of the Company’s favorable liquidity position, the Company does not have the intent to sell securities with an unrealized loss at the present time. In addition, management believes it is more likely than not that the Company will hold these securities until recovery of their fair value to cost basis and avoid considering present unrealized loss positions to be other-than-temporary.

 

At September 30, 2020, the Company’s investment securities portfolio included securities issued by 275 government municipalities and agencies located within 23 states with a fair value of $233.6 million. At December 31, 2019, the Company’s investment securities portfolio included securities issued by 222251 government municipalities and agencies located within 1718 states with a fair value of $187.9 million. At December 31, 2018, the Company’s investment securities portfolio included securities issued by 263 government municipalities and agencies located within 16 states with a fair value of $216.0$195.3 million. No one municipality or agency represents a concentration within this segment of the investment portfolio. TheStorm Lake, Iowa, general obligation bonds with a fair value of $8.2 million (approximately 3.5% of the fair value of the government municipalities and agencies) represent the largest exposure to any one municipality or agency for the Company as of September 30, 2019 was $3.6 million (approximately 1.9%2020; the bonds are repayable from the levy of continuing annual tax on all the taxable property within the territory of the fair valuecity of the governmental municipalities and agencies) represented by the West Des Moines, Iowa Community School District to be repaid by sales tax revenues and property taxes.Storm Lake.

 

The Company’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates.

 

 

The following table summarizes the total general obligation and revenue bonds in the Company’s investment securities portfolios as of September 30, 20192020 and December 31, 20182019 identifying the state in which the issuing government municipality or agency operates.operates (Dollars inin thousands):

 

 

2019

  

2018

  

2020

 

2019

 
     

Estimated

      

Estimated

    

Estimated

   

Estimated

 
 

Amortized

  

Fair

  

Amortized

  

Fair

  

Amortized

 

Fair

 

Amortized

 

Fair

 
 

Cost

  

Value

  

Cost

  

Value

  

Cost

 

Value

 

Cost

 

Value

 
                 

Obligations of states and political subdivisions:

                         

General Obligation bonds:

                         

Iowa

 $56,464  $57,108  $59,935  $59,481  $67,161  $68,964  $58,457  $59,072 

Nebraska

 12,273  12,597  3,414  3,427 

Texas

  9,524   9,717   11,822   11,803  10,246  10,829  11,243  11,382 

Pennsylvania

  8,580   8,675   9,167   9,144 

Washington

  6,822   6,903   6,905   6,762  8,356  8,730  6,530  6,629 

Other (2019: 12 states; 2018: 12 states)

  17,924   18,176   17,138   17,198 

Oregon

 6,780  7,064  3,441  3,505 

Other (2020: 13 states; 2019: 12 states)

  24,736  25,462   19,208  19,432 
                 

Total general obligation bonds

 $99,314  $100,579  $104,967  $104,388  $129,552  $133,646  $102,293  $103,447 
                 

Revenue bonds:

                         

Iowa

 $78,971  $79,230  $104,589  $103,925  $66,293  $67,803  $78,281  $78,624 

Other (2019: 5 states; 2018: 7 states)

  8,010   8,131   7,691   7,642 

Texas

 8,629  9,213  480  476 

Other (2020: 16 states; 2019: 12 states)

  22,100  22,901   12,691  12,755 
                 

Total revenue bonds

 $86,981  $87,361  $112,280  $111,567  $97,022  $99,917  $91,452  $91,855 
                 

Total obligations of states and political subdivisions

 $186,295  $187,940  $217,247  $215,955  $226,574  $233,563  $193,745  $195,302 

 

As of September 30, 20192020 and December 31, 2018,2019, the revenue bonds in the Company’s investment securities portfolios were issued by government municipalities and agencies to fund public services such as community school facilities, college and university dormitory facilities, water utilities and electrical utilities. The revenue bonds are to be paid from primarily 57 primary revenue sources. The revenue sources that represent 5% or more, individually, as a percent of the total revenue bonds are summarized in the following table.table (in thousands):

 

 

2019

  

2018

  

2020

 

2019

 
     

Estimated

      

Estimated

    

Estimated

   

Estimated

 
 

Amortized

  

Fair

  

Amortized

  

Fair

  

Amortized

 

Fair

 

Amortized

 

Fair

 
 

Cost

  

Value

  

Cost

  

Value

  

Cost

 

Value

 

Cost

 

Value

 
                 

Revenue bonds by revenue source

                         

Sales tax

 $44,153  $44,412  $60,422  $60,322  $31,734  $32,260  $37,928  $38,173 

Water

  12,929   12,977   13,863   13,644  21,117  21,792  7,271  7,272 

College and universities, primarily dormitory revenues

  5,463   5,481   8,183   8,139  11,647  12,182  14,016  14,103 

Leases

  7,477   7,534   8,958   8,861  7,484  7,697  7,291  7,351 

Electric power & light revenues

  4,659   4,693   5,223   5,185  6,127  6,291  4,370  4,405 

Sewer

 5,274  5,554  4,612  4,645 

Tax increment financing

 5,063  5,413  2,545  2,428 

Other

  12,300   12,264   15,631   15,416   8,576  8,728   13,419  13,478 
                 

Total revenue bonds by revenue source

 $86,981  $87,361  $112,280  $111,567  $97,022  $99,917  $91,452  $91,855 

 

Loan Portfolio

 

The loan portfolio, net of the allowance for loan losses, totaled $882,130,000$1,159,063,000 and $890,461,000$1,048,147,000 as of September 30, 20192020 and December 31, 2018,2019, respectively. Loan demandThe increase in loans was primarily due to government guaranteed loans under the Paycheck Protection Program (“PPP”). The PPP loans totaled $79.6 million as of September 30, 2020. The PPP loans bear an interest rate of 1.0% and generally have a two-year maturity. The Small Business Administration has moderated since year end.

the fees over the life of the loans. Management expects most of these loans to be forgiven and the fees associated with these loans will be accelerated into interest income.

 

Deposits

 

Deposits totaled $1,249,133,000$1,660,173,000 and $1,221,084,000$1,493,175,000 as of September 30, 20192020 and December 31, 2018,2019, respectively. The increasechange in deposits since December 31, 20182019 was primarily due to increases in account balances in NOW accountof noninterest-bearing commercial checking accounts, interest-bearing public funds checking accounts and certificatesretail savings accounts. Balance fluctuations were primarily due to normal customer activity, as customers’ liquidity needs vary at any given time. In addition, funds disbursed under the PPP program were deposited into customer accounts and may impact overall deposit fluctuations as customers spend those funds according to the PPP rules. Deposit levels may decrease in future periods as a result of deposits, offsetthe distressed economic conditions in part by a decline in retail demand deposit account balances.   our market areas related to the COVID-19 pandemic and the low interest rate environment.

 

Securities Sold Under Agreements to Repurchase

 

Securities sold under agreements to repurchase totaled $52,196,000$30,492,000 as of September 30, 2019, an increase2020, a decrease of $11,522,000,$11,542,000, or 28%27%, from the December 31, 20182019 balance of $40,674,000.$42,034,000. The increasedecrease was primarily due primarily to an increaseaccount balances that transferred to interest-bearing checking.

Dividends Payable

There were no dividends payable as of September 30, 2020 as compared to $2,213,000 as of December 31, 2019. In the past, dividends were declared in one quarter and then paid in the balancessubsequent quarter. For the quarter ended September 30, 2020 the dividend was not declared until October 14, 2020 and will be paid in the fourth quarter of one existing customer.2020.

 

Off-Balance Sheet Arrangements

 

The Company is party to financial instruments with off-balance-sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2018.2019.

 

Asset Quality Review and Credit Risk Management

 

The Company’s credit risk is historically centered in the loan portfolio, which on September 30, 20192020 totaled $882,130,000$1,159,063,000 compared to $890,461,000$1,048,147,000 as of December 31, 2018.2019. Net loans comprise 59%61% of total assets as of September 30, 2019.2020. The objectobjective in managing loan portfolio risk is to reduce the risk of loss resulting from a customer’s failure to perform according to the terms of an agreement and to quantify and manage credit risk on a portfolio basis. The Company’s level of problem loans (consisting of nonaccrual loans and loans past due 90 days or more) as a percentage of total loans was 0.58%1.44% at September 30, 2019,2020, as compared to 0.38%0.48% at December 31, 2018 and 0.42% at September 30, 2018.2019. The increase in the level of problem loans is due primarily to two agriculturalthe deterioration of one loan relationships.relationship in the hospitality portfolio. The Company’s level of problem loans as a percentage of total loans at September 30, 20192020 of 0.58%1.44% is lowerhigher as compared to the Iowa State Average peer group of FDIC insured institutions as of June 30, 2019,2020, of 0.72%.0.85%, most recent available.

 

Impaired loans net of specific reserves, totaled $4,923,000$16,388,000 as of September 30, 20192020 and have increased $2,190,000$11,600,000 as compared to the impaired loans of $2,733,000$4,788,000 as of December 31, 2018.2019. The increase is primarily due to one hospitality loan relationship.

 

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payment of principal and interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. The Company applies its normal loan review procedures to identify loans that should be evaluated for impairment.

 

The Company had TDRs of $1,171,000$11,480,000 as of September 30, 2019, all of which were included in impaired2020 and nonaccrual loans. The Company had TDRs of $2,350,000$1,171,000 as of December 31, 2018,2019, all of which were included in impaired and nonaccrual loans.

 

TDRs are monitored and reported on a quarterly basis. Certain TDRs are on nonaccrual status at the time of restructuring. These borrowings are typically returned to accrual status after the following: sustained repayment performance in accordance with the restructuring agreement for a reasonable period of at least sixnine months; and, management is reasonably assured of future performance. If the TDR meets these performance criteria and the interest rate granted at the modification is equal to or greater than the rate that the Company was willing to accept at the time of the restructuring for a new loan with comparable risk, then the loan will return to performing status.

 

Section 4013 of the CARES Act, “Temporary Relief From Troubled Debt Restructurings,” allows financial institutions the option to temporarily suspend certain requirements under U.S. GAAP related to TDRs for a limited period of time during the COVID-19 pandemic. In March 2020 various regulatory agencies issued an interagency statement on loan modifications and reporting for financial institutions working with customers affected by COVID-19. The interagency statement was effective immediately and impacted accounting for loan modifications. The agencies confirmed with the staff of the FASB that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs. This includes short-term (e.g., six months) modifications, such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant. Borrowers considered current are those that are less than 30 days past due on their contractual payments at the time a modification program was implemented.

 

For TDRs that were on nonaccrual status before the modification, a specific reserve may already be recorded. In periods subsequent to modification, the Company will continue to evaluate all TDRs for possible impairment and, as necessary, recognize impairment through the allowance. ASpecific reserves of $40,000 were provided for the three and nine months ended September 30, 2020. No additional specific reserve was established inprovided for the amount of $200,000 in thethree and nine months ended September 30, 2019. An $80,000 specific reserve was established inThe Company had $15,000 and $31,000 of charge-offs for TDR’s for the three and nine months ended September 30, 2018 on a TDR loan,2020, respectively. The Company had $275,000 of charge-offs for TDR’s for the three and nine months ended September 30, 2019. The Company had $12,000 of charge-offs relateddoes not have material commitments to TDRs for the nine months ended September 30, 2018.lend additional funds to borrowers with loans whose terms have been modified in troubled debt restructurings or whose loans are on nonaccrual.

 

Loans past due 90 days or more that are still accruing interest are reviewed no less frequently than quarterly to determine if there continues to be a strong reason that the credit should not be placed on non-accrual.nonaccrual. As of September 30, 2019, non-accrual2020, nonaccrual loans totaled $5,167,000$16,388,000 and there were $9,000$180,000 of loans past due 90 days and still accruing. This compares to non-accrualnonaccrual loans of $3,234,000$4,788,000 and loans past due 90 days and still accruing totaled $150,000$255,000 as of December 31, 2018.2019. The increases areincrease in nonaccrual loans is due primarily to two agricultural loan relationships.a hospitality loan. Real estate owned totaled $218,000$621,000 and $830,000$4,004,000 as of September 30, 20192020 and December 31, 2018,2019, respectively.

 

The agricultural real estate and agricultural operating loan portfolio classifications remain elevated as a result of lower grain prices.elevated. The watch and special mention loans in these categories totaled $43,236,000$58,653,000 as of September 30, 20192020 as compared to $47,808,000$48,028,000 as of December 31, 2018.2019. This increase is primarily due to one agricultural customer relationship. The substandard loans in these categories totaled $9,465,000$11,135,000 as of September 30, 20192020 as compared to $9,666,000$15,913,000 as of December 31, 2018.2019. The Iowa agricultural economy remains challengedwas challenging for most of 2020 as thea result of the delayed planting, late maturing crops, current grain pricesprice of commodities, including corn, soybeans, cattle, hogs and tariff concerns on Iowa exports.ethanol, along with export concerns. Crop yields were also negatively impacted in some markets as a result of the Derecho and drought conditions.

 

The watch and special mention loans classified as commercial real estate totaled $35,949,000$77,378,000 as of September 30, 20192020 as compared to $30,952,000$33,790,000 as of December 31, 2018.2019. This increase in commercial real estate loans was due primarily to the hospitality and entertainment loan portfolio. The substandard commercial real estate loans in this category totaled $16,053,000$33,724,000 as of September 30, 20192020 as compared to $13,318,000$14,786,000 as of December 31, 2018.2019.

 

The allowance for loan losses as a percentage of outstanding loans as of September 30, 20192020 was 1.33%1.35%, as compared to 1.30%1.19% at December 31, 2018.2019. The allowance for loan losses totaled $11,934,000$15,932,000 and $11,684,000$12,619,000 as of September 30, 20192020 and December 31, 2018, respectively. Net charge-offs of loans totaled $295,000 and $226,000 for the nine months ended September 30, 2019, and 2018, respectively.

 

The allowance for loan losses is management’s best estimate of probable losses inherent in the loan portfolio as of the balance sheet date. Factors considered in establishing an appropriate allowance include: an assessment of the financial condition of the borrower, a realistic determination of value and adequacy of underlying collateral, the condition of the local economy and the condition of the specific industry of the borrower, an analysis of the levels and trends of loan categories and a review of delinquent and classified loans. The increase in the allowance for loan losses is mainly due to increased risk associated with the loan portfolio due to the economic slowdown associated with COVID-19 and to a lesser extent organic growth in the loan portfolio. Additional increases in the allowance for loan losses are anticipated if the effects of the COVID-19 conditions negatively impacts our loan portfolio. These increases may be due to increased charge-offs or an increase in the qualitative factors. The qualitative factors are considered as a part of our allowance for loan loss calculation and may deteriorate if the economic effects of COVID-19 continue in the State of Iowa and a resumption to typical social and economic activity is delayed.    

 

Liquidity and Capital Resources

 

Liquidity management is the process by which the Company, through its Banks’ Asset and Liability Committees (ALCO), ensures that adequate liquid funds are available to meet its financial commitments on a timely basis, at a reasonable cost and within acceptable risk tolerances. These commitments include funding credit obligations to borrowers, funding of mortgage originations pending delivery to the secondary market, withdrawals by depositors, maintaining adequate collateral for pledging for public funds, trust deposits and borrowings, paying dividends to shareholders, payment of operating expenses, funding capital expenditures and maintaining deposit reserve requirements.

 

Liquidity is derived primarily from core deposit growth and retention; principal and interest payments on loans; principal and interest payments, sale, maturity and prepayment of securities available-for-sale; net cash provided from operations; and access to other funding sources. Other funding sources include federal funds purchased lines, FHLB advances and other capital market sources.

 

As of September 30, 2019,2020, the level of liquidity and capital resources of the Company remain at a satisfactory level. Management believes that the Company's liquidity sources will be sufficient to support its existing operations for the foreseeable future.

 

The liquidity and capital resources discussion will cover the following topics:

 

     Review of the Company’s Current Liquidity Sources

●     Review of Statements of Cash Flows

●     Company Only Cash Flows

●     Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

●     Capital Resources

Review of the Company’s Current Liquidity Sources

Liquid assets of cash and due from banks and interest-bearing deposits in financial institutions as of September 30, 2019 and December 31, 2018 totaled $112,416,000 and $56,442,000, respectively, and provide an adequate level of liquidity given current economic conditions.

Other sources of liquidity available to the Banks as of September 30, 2019 include outstanding lines of credit with the FHLB of Des Moines, Iowa of $182,063,000, with $5,000,000 of outstanding FHLB advances. Federal funds borrowing capacity at correspondent banks was $93,531,000, with no outstanding federal fund purchase balances as of September 30, 2019. The Company had securities sold under agreements to repurchase totaling $52,196,000 as of September 30, 2019.

Total investments as of September 30, 2019 were $457,995,000 compared to $458,971,000 as of December 31, 2018. These investments provide the Company with a significant amount of liquidity since all of the investments are classified as available-for-sale as of September 30, 2019.

The investment portfolio serves an important role in the overall context of balance sheet management in terms of balancing capital utilization and liquidity. The decision to purchase or sell securities is based upon the current assessment of economic and financial conditions, including the interest rate environment, liquidity and credit considerations. The portfolio’s scheduled maturities and payments represent a significant source of liquidity.

Review of the Company’s Current Liquidity Sources

Review of Statements of Cash Flows

Net cash provided by operating activities for the nine months ended September 30, 2019 totaled $14,339,000 compared to $15,471,000 for the nine months ended September 30, 2018. The cash flow from operations in 2019 is comparable to the same period in 2018.

Net cash provided by (used in) investing activities for the nine months ended September 30, 2019 was $(32,866,000) compared to $9,570,000 for the nine months ended September 30, 2018. The increase of $42,436,000 in cash used in investing activities was primarily due to a higher level of interest bearing deposits in financial institutions and purchases of investments, offset in part by a lower level of loans, interest bearing deposits and purchases of investments contributed to the increase.

Net cash provided by (used in) financing activities for the nine months ended September 30, 2019 totaled $21,628,000 compared to $(26,120,000) for the nine months ended September 30, 2018. The increase in cash provided by financing activities was $47,748,000. The increase was primarily due to an increase in deposits and a lower amount of repayments of FHLB advances and other borrowings in 2019 as compared to 2018. As of September 30, 2019, the Company did not have any external debt financing, off-balance sheet financing arrangements, or derivative instruments linked to its stock.

Company Only Cash Flows

The Company’s liquidity on an unconsolidated basis is heavily dependent upon dividends paid to the Company by the Banks. The Banks provide adequate liquidity to pay the Company’s expenses and stockholder dividends. Dividends paid by the Banks to the Company amounted to $9,568,000 and $8,790,000 for the nine months ended September 30, 2019 and 2018, respectively. Various federal and state statutory provisions limit the amounts of dividends banking subsidiaries are permitted to pay to their holding companies without regulatory approval. Federal Reserve policy further limits the circumstances under which bank holding companies may declare dividends. For example, a bank holding company should not continue its existing rate of cash dividends on its common stock unless its net income is sufficient to fully fund each dividend and its prospective rate of earnings retention appears consistent with its capital needs, asset quality and overall financial condition. In addition, the Federal Reserve and the FDIC have issued policy statements, which provide that insured banks and bank holding companies should generally pay dividends only out of current operating earnings. Federal and state banking regulators may also restrict the payment of dividends by order. The quarterly dividend declared by the Company increased to $0.24 per share in 2019 from $0.23 per share in 2018.

The Company, on an unconsolidated basis, has interest bearing deposits totaling $16,143,000 as of September 30, 2019 that are presently available to provide additional liquidity to the Banks.

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

No other material capital expenditures or material changes in the capital resource mix are anticipated at this time, with the exception of the need to finance approximately $22.3 million of the purchase price for the Company’s recently-announced stock acquisition of Iowa State Savings Bank. The purchase was funded on October 25, 2019 by current cash at the Company as well as dividends from affiliate banks to the Company. The banks remain well-capitalized after these dividends are accrued. The primary cash flow uncertainty would be a sudden decline in deposits causing the Banks to liquidate securities.  Historically, the Banks have maintained an adequate level of short-term marketable investments to fund the temporary declines in deposit balances. There are no known trends in liquidity and cash flow needs as of September 30, 2019 that are of concern to management.

Capital Resources

The Company’s total stockholders’ equity as of September 30, 2019 totaled $186,163,000 and was $13,298,000 higher than the $172,865,000 recorded as of December 31, 2018. The increase in stockholders’ equity was primarily due to net income and an increase in other comprehensive income, offset in part by dividends declared. The increase in other comprehensive income is created by lower market interest rates compared to December 31, 2018, which resulted in higher fair values in the securities available-for-sale portfolio. At September 30, 2019 and December 31, 2018, stockholders’ equity as a percentage of total assets was 12.4% and 11.9%, respectively. The capital levels of the Company exceed applicable regulatory guidelines as of September 30, 2019.

Forward-Looking Statements and Business Risks

The Private Securities Litigation Reform Act of 1995 provides the Company with the opportunity to make cautionary statements regarding forward-looking statements contained in this Quarterly Report, including forward-looking statements concerning the Company’s future financial performance and asset quality. Any forward-looking statement contained in this Quarterly Report is based on management’s current beliefs, assumptions and expectations of the Company’s future performance, taking into account all information currently available to management. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to management. If a change occurs, the Company’s business, financial condition, liquidity, results of operations, asset quality, plans and objectives may vary materially from those expressed in the forward-looking statements. The risks and uncertainties that may affect the actual results of the Company include, but are not limited to, the following: economic conditions, particularly in the concentrated geographic area in which the Company and its affiliate banks operate; competitive products and pricing available in the marketplace; changes in credit and other risks posed by the Company’s loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for loan losses dictated by new market conditions or regulatory requirements; fiscal and monetary policies of the U.S. government; changes in governmental regulations affecting financial institutions (including regulatory fees and capital requirements); changes in prevailing interest rates; credit risk management and asset/liability management; the financial and securities markets; the availability of and cost associated with sources of liquidity; and other risks and uncertainties inherent in the Company’s business, including those discussed under the headings “Risk Factors” and “Forward-Looking Statements and Business Risks” in the Company’s Annual Report.

Review of the Company’s Current Liquidity Sources

Liquid assets of cash and due from banks and interest-bearing deposits in financial institutions and federal funds sold as of September 30, 2020 and December 31, 2019 totaled $142,393,000 and $143,565,000, respectively, and management believes these sources provide an adequate level of liquidity given current economic conditions.

Other sources of liquidity available to the Banks as of September 30, 2020 include outstanding lines of credit with the FHLB of Des Moines, Iowa of $214,567,000, with $3,000,000 of outstanding FHLB advances. Federal funds borrowing capacity at correspondent banks was $106,250,000, with no outstanding federal fund purchase balances as of September 30, 2020. The Company had securities sold under agreements to repurchase totaling $30,492,000 as of September 30, 2020.

Total investments as of September 30, 2020 were $548,818,000 compared to $479,843,000 as of December 31, 2019. These investments provide the Company with a significant amount of liquidity since all of the investments are classified as available-for-sale as of September 30, 2020.

The investment portfolio serves an important role in the overall context of balance sheet management in terms of balancing capital utilization and liquidity. The decision to purchase or sell securities is based upon the current assessment of economic and financial conditions, including the interest rate environment, liquidity and credit considerations. The portfolio’s scheduled maturities and payments represent a significant source of liquidity.

Review of the Consolidated Statements of Cash Flows

Net cash provided by operating activities for the nine months ended September 30, 2020 totaled $21,323,000 compared to $14,339,000 for the nine months ended September 30, 2019, an increase of $6,984,000. This increase was primarily due to an increase in net income and the provision for loan losses.

Net cash used in investing activities for the nine months ended September 30, 2020 was $178,202,000 compared to $32,866,000 for the nine months ended September 30, 2019. The increase of $145,336,000 in cash used in investing activities was primarily due to a higher level of loans and purchases of investments, offset in part by increases in the proceeds from the maturities and calls of investments.

Net cash provided by financing activities for the nine months ended September 30, 2020 totaled $145,012,000 compared to $21,628,000 for the nine months ended September 30, 2019. The increase in cash provided by financing activities of $123,384,000 was primarily due to an increase in deposits, a lower amount of repayments of FHLB advances in 2020 as compared to 2019, and partially offset by changes in securities sold under repurchase agreements. As of September 30, 2020, the Company did not have any external debt financing, off-balance sheet financing arrangements, or derivative instruments linked to its stock.

Review of Company Only Cash Flows

The Company’s liquidity on an unconsolidated basis is heavily dependent upon dividends paid to the Company by the Banks. The Banks provide adequate liquidity to pay the Company’s expenses and stockholder dividends. Dividends paid by the Banks to the Company amounted to $7,229,000 and $9,568,000 for the nine months ended September 30, 2020 and 2019, respectively. Various federal and state statutory provisions limit the amounts of dividends banking subsidiaries are permitted to pay to their holding companies without regulatory approval. Federal Reserve policy further limits the circumstances under which bank holding companies may declare dividends. For example, a bank holding company should not continue its existing rate of cash dividends on its common stock unless its net income is sufficient to fully fund each dividend and its prospective rate of earnings retention appears consistent with its capital needs, asset quality and overall financial condition. In addition, the Federal Reserve and the FDIC have issued policy statements, which provide that insured banks and bank holding companies should generally pay dividends only out of current operating earnings. Federal and state banking regulators may also restrict the payment of dividends by order.

The Company, on an unconsolidated basis, has interest-bearing deposits totaling $2,979,000 as of September 30, 2020.

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

No other material capital expenditures or material changes in the capital resource mix are anticipated at this time. The primary cash flow uncertainty would be a sudden decline in deposits causing the Banks to liquidate securities. Historically, the Banks have maintained an adequate level of short-term marketable investments to fund the temporary declines in deposit balances. There are no known trends in liquidity and cash flow needs as of September 30, 2020 that are of concern to management.

Capital Resources

The Company’s total stockholders’ equity as of September 30, 2020 totaled $206,037,000 and was $18,458,000 higher than the $187,579,000 recorded as of December 31, 2019. The increase in stockholders’ equity was primarily due to net income and an increase in other comprehensive income, offset in part by dividends declared and stock repurchases. The increase in other comprehensive income is created by lower market interest rates compared to December 31, 2019, which resulted in higher fair values in the securities available-for-sale portfolio. At September 30, 2020 and December 31, 2019, stockholders’ equity as a percentage of total assets was 10.8%. The capital levels of the Company exceed applicable regulatory guidelines as of September 30, 2020.

Forward-Looking Statements and Business Risks

The Private Securities Litigation Reform Act of 1995 provides the Company with the opportunity to make cautionary statements regarding forward-looking statements contained in this Quarterly Report, including forward-looking statements concerning the Company’s future financial performance and asset quality.  Any forward-looking statement contained in this Quarterly Report is based on management’s current beliefs, assumptions and expectations of the Company’s future performance, taking into account all information currently available to management.  These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to management.  If a change occurs, the Company’s business, financial condition, liquidity, results of operations, asset quality, plans and objectives may vary materially from those expressed in the forward-looking statements.  The risks and uncertainties that may affect the actual results of the Company include, but are not limited to, the following:  the substantial negative impact of the COVID-19 pandemic on national, regional and local economies in general and on our customers in particular; competitive products and pricing available in the marketplace; changes in credit and other risks posed by the Company’s loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for loan losses resulting from the COVID-19 pandemic or as dictated by new market conditions or regulatory requirements; fiscal and monetary policies of the U.S. government; changes in governmental regulations affecting financial institutions (including regulatory fees and capital requirements); changes in prevailing interest rates; credit risk management and asset/liability management; the financial and securities markets; the availability of and cost associated with sources of liquidity; and other risks and uncertainties inherent in the Company’s business, including those discussed under the heading “Risk Factors” in the Company’s annual report on Form 10-K.  Management intends to identify forward-looking statements when using words such as “believe”, “expect”, “intend”, “anticipate”, “estimate”, “should”, “forecasting” or similar expressions.  Undue reliance should not be placed on these forward-looking statements.  The Company undertakes no obligation to revise or update such forward-looking statements to reflect current events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

The Company's market risk is comprised primarily of interest rate risk arising from its core banking activities of lending and deposit taking. Interest rate risk results from the changes in market interest rates which may adversely affect the Company's net interest income. Management continually develops and applies strategies to mitigate this risk. Management does not believe that the Company's primary market risk exposure and how it has been managed year-to-date in 2019 changed significantly when compared to 2018.

The Company's market risk is comprised primarily of interest rate risk arising from its core banking activities of lending and deposit taking. Interest rate risk results from the changes in market interest rates which may adversely affect the Company's net interest income. Management continually develops and applies strategies to mitigate this risk. Management does not believe that the Company's primary market risk exposure and how it has been managed year-to-date in 2020 changed significantly when compared to 2019. Uncertainty due to the federal governmental actions stemming from reactions to the COVID-19 pandemic, may cause market interest rates to deviate from historical norms.

 

Item 4.

Controls and Procedures

 

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended). Based on that evaluation, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

 

There was no change in the Company's internal control over financial reporting that occurred during the Company's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

 

PART II.

OTHER INFORMATION

 

Item 1.

Legal Proceedings

 

Not applicable

 

Item 1.A.

Risk Factors

 

The COVID-19 pandemic has adversely impacted, and is expected to continue adversely impacting, our business and financial results, and the ultimate impact will depend on future developments, which are highly uncertain and cannot be predicted at this time given the evolving nature of the pandemic, including the scope and duration of the pandemic, the short and long term effects on national, state and local economies and actions taken by governmental authorities in response to the pandemic.

 

The COVID-19 pandemic has negatively impacted the national, Iowa and local economies in which the Company conducts business, created significant volatility and disruption in financial markets, and substantially increased unemployment levels. In addition, the pandemic resulted in temporary closures and slowdowns of many businesses and significant restrictions on companies and individuals beginning in Iowa on March 9, 2020. The State of Iowa has eased many of these restrictions related to the COVID-19 pandemic. As a result, the demand for our products and services may be significantly impacted, including the demand for new loans and deposits. Furthermore, the pandemic will likely result in the recognition of an elevated level of credit losses in our loan portfolios and continued increases in our allowance for loan losses, particularly if businesses remain closed or not fully operational, the impact on the Iowa and local economy worsens, or more customers draw on their lines of credit or seek additional loans to help finance their businesses. Similarly, because of changing economic and market conditions affecting issuers, we may be required to recognize impairments on the securities we hold in our investment portfolio, as well as reductions in the unrealized gains component of other comprehensive income. Additionally, goodwill arising from recent bank acquisitions could become impaired if our net income and the fair value of the acquired assets decline due to the economic slowdown. Each of the foregoing events could negatively impact our revenues, earnings or both, as well as our financial condition.

Our business operations may also be disrupted if significant portions of our workforce are unable to work effectively, including because of illness, quarantines, government actions, or other restrictions in connection with the pandemic. The Company, as a financial institution, is considered an essential business and, therefore, continues to operate and maintain our customer relationships. Changes in restrictions by governmental authorities may change the way the Company conducts its business. Current and future governmental actions may temporarily require the Company to conduct business related to foreclosures, repossessions, payments deferrals and other customer-related transactions differently. The Company could also take actions to preserve its capital levels, such as lowering or suspending dividends, in response to the COVID-19 pandemic.

The extent to which the COVID-19 pandemic impacts our business, prospects, results of operations, and financial condition, as well as our regulatory capital and liquidity ratios, will depend on future developments, which are highly uncertain and cannot be predicted at this time due to the evolving nature of the pandemic, including the scope and duration of the pandemic, the short and long term effects on national, state and local economies and actions taken by governmental authorities and other third parties in response to the pandemic.

None.

 

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

In November, 2018,

In November, 2019, the Company approved a Stock Repurchase Plan which provided for the repurchase of up to 100,000 shares of the Company’s common stock. As of September 30, 2020, there were no shares remaining to be purchased under the plan. Ames National Corporation completed the stock repurchase program in April, 2020 and the average price per share was $19.92.

The following table provides information with respect to purchases made by or on behalf of the Company or any “affiliated purchases” (as defined in rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended September 30, 2020.

Total

Number

Maximum

of Shares

Number of

Purchased as

Shares that

Total

Part of

May Yet Be

Number

Average

Publicly

Purchased

of Shares

Price Paid

Announced

Under

Period

Purchased

Per Share

Plans

The Plan

July 1, 2020 to July 31, 2020

-$---

August 1, 2020 to August 31, 2020

-$---

September 1, 2020 to September 30, 2019, there were 11,834 shares remaining to be purchased under the plan.2020

-$---

Total

The following table provides information with respect to purchases made by or on behalf of the Company or any “affiliated purchases” (as defined in rule 10b-18(a)(3) under the Securities Exchange Act of 1934), of the Company’s common stock during the three months ended September 30, 2019.

          

Total

     
          

Number

  

Maximum

 
          

of Shares

  

Number of

 
          

Purchased as

  

Shares that

 
  

Total

      

Part of

  

May Yet Be

 
  

Number

  

Average

  

Publicly

  

Purchased

 
  

of Shares

  

Price Paid

  

Announced

  

Under

 

Period

 

Purchased

  

Per Share

  

Plans

  

The Plan

 
                 

July 1, 2019 to July 31, 2019

  148  $26.28   148   21,061 
                 

August 1, 2019 to August 31, 2019

  9,227  $26.06   9,227   11,834 
                 

September 1, 2019 to September 30, 2019

  -  $-   -   11,834 
                 

Total

  9,375       9,375     
--

 

 

Item 3.

Defaults Upon Senior Securities

 

 

Not applicable

 

Item 4.

Mine Safety Disclosures

 

 

Not applicable

 

Item 5.

Other information

 

Not applicable

 

Item 6.

Exhibits

2.1

Stock purchase agreement (incorporated by reference to Exhibit 2.1 to the Form 10-Q filed on August 7, 2019).

31.1

Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

31.2

Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

32.1Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350.
32.2Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350.
101.INSXBRL Instance Document (1)
101.SCHXBRL Taxonomy Extension Schema Document (1)
101.CALXBRL Taxonomy Extension Calculation Linkbase Document (1)
101.LABXBRL Taxonomy Extension Label Linkbase Document (1)
101.PREXBRL Taxonomy Extension Presentation Linkbase Document (1)
101.DEF XBRL Taxonomy Extension Definition Linkbase Document (1)

2.1

Stock purchase agreement (incorporated by reference to Exhibit 2.1 to the Form 10-Q filed on August 7, 2019).

31.1

Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

31.2

Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.

32.1

Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350.

32.2

Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350.

 

 

101.INS

Inline XBRL Instance Document (the Instance Document does not appear in the Interactive Data File because its XBRL (1)

101.SCH

Inline XBRL Taxonomy Extension Schema Document (1)

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document (1)

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document (1)

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document (1)

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase Document (1)

104

Cover page Interactive Data File (formatted as Inline XBRL and combined in Exhibit 101.1)

(1)     These interactive date files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

AMES NATIONAL CORPORATION

SIGNATURESDATE:            November 5, 2020

By: /s/ John P. Nelson

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.John P. Nelson, Chief Executive Officer and President

By: /s/ John L. Pierschbacher

John L. Pierschbacher. Chief Financial Officer 

 

AMES NATIONAL CORPORATION
DATE:     November 6, 2019   By: /s/ John P. Nelson
John P. Nelson, Chief Executive Officer and President
By: /s/ John L. Pierschbacher
John L. Pierschbacher. Chief Financial Officer

55

56