Table of Contents

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

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

For the quarterly period ended September 30, 20202021

OR

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

For the transition period from                                                   to

Commission File Number                        000-13232                                                                            

JUNIATA VALLEY FINANCIAL CORP.Juniata Valley Financial Corp.

(Exact name of registrant as specified in its charter)

Pennsylvania

23-2235254

(State or other jurisdiction of

(I.R.S. Employer

incorporation or organization)

Identification No.)

Bridge and Main Streets, Mifflintown, Pennsylvania

17059

(Address of principal executive offices)

(Zip Code)

(855) 582-5101

(Registrant’s telephone number, including area code)

SecuritiesregisteredpursuanttoSection12(b)oftheAct:

Title of each class

    

Trading Symbol(s)

    

Name of each exchange on which registered

NoneNONE

N/A

N/A

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        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 (§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        No

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

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Emerging growth 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

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class

    

Outstanding as of November 9, 202015, 2021

Common Stock ($1.00 par value)

5,029,8414,988,542 shares

Table of Contents

TABLE OF CONTENTS

PART I - FINANCIAL INFORMATION

Item 1.

Financial Statements

Consolidated Statements of Financial Condition as of September 30, 2020 (Unaudited) and December 31, 2019

3

Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2020 and 2019 (Unaudited)

4

Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2020 and 2019 (Unaudited)

5

Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended September 30, 2020 and 2019 (Unaudited)

6

Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2020 and 2019 (Unaudited)

8

Notes to Consolidated Financial Statements (Unaudited)

10

Item 2.

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

40

Item 3.

Not applicable.

Item 4.

Controls and Procedures

56

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings

57

Item 1A.

Risk Factors

57

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

58

Item 3.

Defaults upon Senior Securities

58

Item 4.

Mine Safety Disclosures

58

Item 5.

Other Information

58

Item 6.

Exhibits

59

Signatures

60

2

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1.

Financial Statements

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Financial Condition as of September 30, 2021 (Unaudited) and December 31, 2020

(Unaudited)

(Dollars in thousands, except share data)

    

September 30, 2020

    

December 31, 2019

ASSETS

 

  

 

  

Cash and due from banks

$

11,135

$

12,658

Interest bearing deposits with banks

 

1,144

 

82

Cash and cash equivalents

 

12,279

 

12,740

Interest bearing time deposits with banks

 

735

 

2,210

Equity securities

 

992

 

1,144

Debt securities available for sale

 

296,848

 

210,686

Restricted investment in bank stock

 

3,449

 

3,442

Total loans

 

420,754

 

400,590

Less: Allowance for loan losses

 

(3,924)

 

(2,961)

Total loans, net of allowance for loan losses

 

416,830

 

397,629

Premises and equipment, net

 

8,881

 

9,243

Bank owned life insurance and annuities

 

16,503

 

16,266

Investment in low income housing partnerships

 

3,304

 

3,904

Core deposit and other intangible assets

 

261

 

318

Goodwill

 

9,047

 

9,047

Mortgage servicing rights

 

164

 

180

Accrued interest receivable and other assets

 

5,799

 

3,823

Total assets

$

775,092

$

670,632

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

  

 

  

Liabilities:

 

  

 

  

Deposits:

 

  

 

  

Non-interest bearing

$

159,512

$

134,703

Interest bearing

 

441,014

 

397,234

Total deposits

 

600,526

 

531,937

Short-term borrowings and repurchase agreements

 

24,575

 

13,129

Federal Reserve Bank ("FRB") advances

31,298

Long-term debt

 

35,000

 

45,000

Other interest bearing liabilities

 

1,563

 

1,603

Accrued interest payable and other liabilities

 

5,429

 

5,256

Total liabilities

 

698,391

 

596,925

Commitments and contingent liabilities

Stockholders’ Equity:

 

  

 

  

Preferred stock, 0 par value: Authorized - 500,000 shares, NaN issued

 

 

Common stock, par value $1.00 per share: Authorized 20,000,000 shares Issued - 5,151,279 shares at September 30, 2020; 5,141,749 shares at December 31, 2019 Outstanding - 5,029,841 shares at September 30, 2020; 5,099,729 shares at December 31, 2019

 

5,151

 

5,142

Surplus

 

24,977

 

24,898

Retained earnings

 

44,845

 

43,954

Accumulated other comprehensive income

 

3,827

 

516

Cost of common stock in Treasury: 121,438 shares at September 30, 2020; 42,020 shares at December 31, 2019

 

(2,099)

 

(803)

Total stockholders’ equity

 

76,701

 

73,707

Total liabilities and stockholders’ equity

$

775,092

$

670,632

3

See Notes to Consolidated Financial Statements

3

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)

Three Months Ended

Nine Months Ended

(Dollars in thousands, except share data)

September 30, 

September 30, 

    

2020

    

2019

    

2020

    

2019

Interest and dividend income:

  

  

Loans, including fees

$

4,848

$

5,157

$

14,507

$

16,023

Taxable securities

 

1,312

 

1,118

 

3,742

 

2,907

Tax-exempt securities

 

42

 

29

 

105

 

122

Other interest income

 

8

 

76

 

73

 

258

Total interest income

 

6,210

 

6,380

 

18,427

 

19,310

Interest expense:

 

  

 

  

 

  

 

  

Deposits

 

710

 

970

 

2,270

 

2,806

Short-term borrowings and repurchase agreements

 

26

 

9

 

34

 

44

FRB advances

28

 

0

35

0

Long-term debt

 

216

 

286

 

729

 

612

Other interest bearing liabilities

 

4

 

11

 

14

 

33

Total interest expense

 

984

 

1,276

 

3,082

 

3,495

Net interest income

 

5,226

 

5,104

 

15,345

 

15,815

Provision for loan losses

 

87

 

(46)

 

639

 

(490)

Net interest income after provision for loan losses

 

5,139

 

5,150

 

14,706

 

16,305

Non-interest income:

 

  

 

  

 

  

 

  

Customer service fees

 

339

 

429

 

1,030

 

1,280

Debit card fee income

 

384

 

328

 

1,080

 

1,000

Earnings on bank-owned life insurance and annuities

 

74

 

82

 

201

 

222

Trust fees

 

98

 

104

 

302

 

294

Commissions from sales of non-deposit products

 

66

 

52

 

213

 

218

Fees derived from loan activity

 

94

 

104

 

184

 

238

Mortgage banking income

 

11

 

16

 

41

 

52

Gain (loss) on sales and calls of securities

 

283

 

0

 

845

 

(56)

Change in value of equity securities

 

2

 

(19)

 

(152)

 

(4)

Other non-interest income

 

99

 

100

 

257

 

260

Total non-interest income

 

1,450

 

1,196

 

4,001

 

3,504

Non-interest expense:

 

  

 

  

 

  

 

  

Employee compensation expense

 

2,164

 

2,038

 

5,970

 

6,074

Employee benefits

 

625

 

1,492

 

1,747

 

3,090

Occupancy

 

284

 

309

 

869

 

979

Equipment

 

241

 

224

 

706

 

656

Data processing expense

 

600

 

556

 

1,664

 

1,545

Professional fees

 

198

 

210

 

562

 

772

Taxes, other than income

 

116

 

144

 

378

 

422

FDIC Insurance premiums

 

39

 

0

 

118

 

107

Loss (gain) on sales of other real estate owned

 

0

 

(222)

 

0

 

(208)

Amortization of intangible assets

 

19

 

21

 

57

 

65

Amortization of investment in low-income housing partnerships

 

200

 

200

 

600

 

600

Long-term debt prepayment penalty

 

0

 

0

 

524

 

0

Other non-interest expense

 

439

 

384

 

1,307

 

1,383

Total non-interest expense

 

4,925

 

5,356

 

14,502

 

15,485

Income before income taxes

 

1,664

 

990

 

4,205

 

4,324

Income tax provision (benefit)

 

58

 

(103)

 

(44)

 

(27)

Net income

$

1,606

$

1,093

$

4,249

$

4,351

Earnings per share

 

  

 

  

 

  

 

  

Basic

$

0.32

$

0.21

$

0.83

$

0.85

Diluted

$

0.32

$

0.21

$

0.83

$

0.85

4

See Notes to Consolidated Financial Statements

4

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)

(Dollars in thousands)

Three Months Ended September 30, 

2020

2019

Before Tax

Tax

Net of Tax

Before Tax

Tax

Net of Tax

    

Amount

    

Effect

    

Amount

    

Amount

    

Effect

    

Amount

Net income

$

1,664

$

(58)

$

1,606

$

990

$

103

$

1,093

Other comprehensive income:

 

  

 

  

 

  

 

  

 

  

 

  

Available for sale securities:

 

  

 

  

 

  

 

  

 

  

 

  

Unrealized holding gains arising during the period

 

614

 

(128)

 

486

 

802

 

(168)

 

634

Less reclassification adjustment for gains included in net income for sales of debt securities (1) (4)

 

(283)

 

59

 

(224)

 

0

 

0

 

0

Unrealized gains on cash flow hedge

10

(2)

8

0

0

0

Less reclassification adjustment for losses included in net income (3) (4)

1

0

1

0

0

0

Pension net gain

 

0

 

0

 

0

 

(235)

 

49

 

(186)

Amortization of pension net actuarial loss (2) (4)

 

0

 

0

 

0

 

942

 

(198)

 

744

Other comprehensive income (loss)

 

342

 

(71)

 

271

 

1,509

 

(317)

 

1,192

Total comprehensive income

$

2,006

$

(129)

$

1,877

$

2,499

$

(214)

$

2,285

5

Consolidated Statements of Stockholders’ Equity for the Three and Nine Months Ended September 30, 2021 and 2020 (Unaudited)

6

Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2021 and 2020 (Unaudited)

8

Notes to Consolidated Financial Statements (Unaudited)

9

Item 2.

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

39

Item 3.

Not applicable.

Item 4.

Controls and Procedures

54

PART II - OTHER INFORMATION

Item 1.

Legal Proceedings

55

Item 1A.

Risk Factors

55

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

55

Item 3.

Defaults upon Senior Securities

55

Item 4.

Mine Safety Disclosures

55

Item 5.

Other Information

55

Item 6.

Exhibits

56

Signatures

(Dollars in thousands)

Nine Months Ended September 30, 

2020

2019

Pre-Tax

Tax

Net-of-Tax

Pre-Tax

Tax

Net-of-Tax

   

Amount

   

Effect

   

Amount

   

Amount

   

Effect

   

Amount

Net income

$

4,205

$

44

$

4,249

$

4,324

$

27

$

4,351

Other comprehensive income:

 

  

 

  

 

  

 

  

 

  

 

  

Available for sale securities:

 

  

 

  

 

  

 

  

 

  

 

  

Unrealized holding gains arising during the period

 

5,231

 

(1,098)

 

4,133

 

4,317

 

(906)

 

3,411

Less reclassification adjustment for (gains) losses included in net income (1) (4)

 

(845)

 

177

 

(668)

 

56

 

(12)

 

44

Unrealized losses on cash flow hedge

(174)

37

(137)

0

0

0

Less reclassification adjustment for gains included in net income (3) (4)

(21)

4

(17)

0

0

0

Pension net loss

 

0

 

0

 

0

 

2,399

 

(504)

 

1,895

Pension loss due to change in assumptions

 

0

 

0

 

0

 

(1,478)

 

310

 

(1,168)

Amortization of pension net actuarial loss (2) (4)

 

0

 

0

 

0

 

1,276

 

(268)

 

1,008

Other comprehensive income

 

4,191

 

(880)

 

3,311

 

6,570

 

(1,380)

 

5,190

Total comprehensive income

$

8,396

$

(836)

$

7,560

$

10,894

$

(1,353)

$

9,541

57

2

Table of Contents

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Financial Condition

(Unaudited)

(Dollars in thousands, except share data)

    

September 30, 2021

    

December 31, 2020

ASSETS

 

  

 

  

Cash and due from banks

$

11,995

$

11,868

Interest bearing deposits with banks

 

703

 

19,753

Federal funds sold

 

0

 

10,000

Cash and cash equivalents

 

12,698

 

41,621

Interest bearing time deposits with banks

 

735

 

735

Equity securities

 

1,111

 

1,091

Debt securities available for sale

 

358,309

 

286,415

Restricted investment in bank stock

 

2,516

 

3,423

Total loans

 

411,764

 

422,661

Less: Allowance for loan losses

 

(3,725)

 

(4,094)

Total loans, net of allowance for loan losses

 

408,039

 

418,567

Premises and equipment, net

 

8,423

 

8,808

Other real estate owned

 

110

 

0

Bank owned life insurance and annuities

 

16,790

 

16,568

Investment in low income housing partnerships

 

2,505

 

3,105

Core deposit and other intangible assets

 

192

 

241

Goodwill

 

9,047

 

9,047

Mortgage servicing rights

 

128

 

158

Accrued interest receivable and other assets

 

6,521

 

3,939

Total assets

$

827,124

$

793,718

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

  

 

  

Liabilities:

 

  

 

  

Deposits:

 

  

 

  

Non-interest bearing

$

181,735

$

168,115

Interest bearing

 

525,847

 

454,751

Total deposits

 

707,582

 

622,866

Short-term borrowings and repurchase agreements

 

4,804

 

24,750

Federal Reserve Bank ("FRB") advances

0

27,955

Long-term debt

 

35,000

 

35,000

Other interest bearing liabilities

 

1,538

 

1,584

Accrued interest payable and other liabilities

 

5,097

 

4,966

Total liabilities

 

754,021

 

717,121

Commitments and contingent liabilities

Stockholders’ Equity:

 

  

 

  

Preferred stock, 0 par value: Authorized - 500,000 shares, NaN issued

 

0

 

0

Common stock, par value $1.00 per share: Authorized 20,000,000 shares Issued - 5,151,279 shares at September 30, 2021; 5,151,279 shares at December 31, 2020 Outstanding - 5,000,026 shares at September 30, 2021; 5,025,441 shares at December 31, 2020

 

5,151

 

5,151

Surplus

 

24,960

 

25,011

Retained earnings

 

47,063

 

45,096

Accumulated other comprehensive (loss) income

 

(1,455)

 

3,518

Cost of common stock in Treasury: 151,253 shares at September 30, 2021; 125,838 shares at December 31, 2020

 

(2,616)

 

(2,179)

Total stockholders’ equity

 

73,103

 

76,597

Total liabilities and stockholders’ equity

$

827,124

$

793,718

See Notes to Consolidated Financial Statements

3

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Income (Unaudited)

Three Months Ended

Nine Months Ended

(Dollars in thousands, except share data)

September 30, 

September 30, 

    

2021

    

2020

    

2021

    

2020

Interest and dividend income:

  

  

Loans, including fees

$

4,800

$

4,848

$

14,371

$

14,507

Taxable securities

 

1,350

 

1,312

 

3,543

 

3,742

Tax-exempt securities

 

36

 

42

 

112

 

105

Other interest income

 

8

 

8

 

19

 

73

Total interest income

 

6,194

 

6,210

 

18,045

 

18,427

Interest expense:

 

  

 

  

 

  

 

  

Deposits

 

555

 

710

 

1,771

 

2,270

Short-term borrowings and repurchase agreements

 

17

 

26

 

70

 

34

FRB advances

0

 

28

18

35

Long-term debt

 

216

 

216

 

641

 

729

Other interest bearing liabilities

 

2

 

4

 

5

 

14

Total interest expense

 

790

 

984

 

2,505

 

3,082

Net interest income

 

5,404

 

5,226

 

15,540

 

15,345

Provision for loan losses

 

(257)

 

87

 

(536)

 

639

Net interest income after provision for loan losses

 

5,661

 

5,139

 

16,076

 

14,706

Non-interest income:

 

  

 

  

 

  

 

  

Customer service fees

 

348

 

339

 

993

 

1,030

Debit card fee income

 

423

 

384

 

1,287

 

1,080

Earnings on bank-owned life insurance and annuities

 

64

 

74

 

186

 

201

Trust fees

 

111

 

98

 

338

 

302

Commissions from sales of non-deposit products

 

86

 

66

 

271

 

213

Fees derived from loan activity

 

137

 

94

 

333

 

184

Mortgage banking income

 

8

 

11

 

26

 

41

Gain on sales and calls of securities

 

0

 

283

 

58

 

845

Change in value of equity securities

 

38

 

2

 

139

 

(152)

Other non-interest income

 

91

 

99

 

249

 

257

Total non-interest income

 

1,306

 

1,450

 

3,880

 

4,001

Non-interest expense:

 

  

 

  

 

  

 

  

Employee compensation expense

 

2,145

 

2,164

 

6,176

 

5,970

Employee benefits

 

563

 

625

 

1,722

 

1,747

Occupancy

 

293

 

284

 

935

 

869

Equipment

 

184

 

241

 

565

 

706

Data processing expense

 

709

 

600

 

1,965

 

1,664

Professional fees

 

226

 

198

 

609

 

562

Taxes, other than income

 

71

 

116

 

314

 

378

FDIC Insurance premiums

 

80

 

39

 

231

 

118

Gain on other real estate owned

 

0

 

0

 

(49)

 

0

Amortization of intangible assets

 

16

 

19

 

49

 

57

Amortization of investment in low-income housing partnerships

 

200

 

200

 

600

 

600

Long-term debt prepayment penalty

 

0

 

0

 

0

 

524

Other non-interest expense

 

441

 

439

 

1,266

 

1,307

Total non-interest expense

 

4,928

 

4,925

 

14,383

 

14,502

Income before income taxes

 

2,039

 

1,664

 

5,573

 

4,205

Income tax provision (benefit)

 

142

 

58

 

302

 

(44)

Net income

$

1,897

$

1,606

$

5,271

$

4,249

Earnings per share

 

  

 

  

 

  

 

  

Basic

$

0.38

$

0.32

$

1.05

$

0.83

Diluted

$

0.38

$

0.32

$

1.05

$

0.83

See Notes to Consolidated Financial Statements

4

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

(Dollars in thousands)

Three Months Ended September 30, 

2021

2020

Before Tax

Tax

Net of Tax

Before Tax

Tax

Net of Tax

    

Amount

    

Effect

    

Amount

    

Amount

    

Effect

    

Amount

Net income

$

2,039

$

(142)

$

1,897

$

1,664

$

(58)

$

1,606

Other comprehensive (loss) income:

 

 

 

  

 

  

 

  

 

Available for sale securities:

 

 

 

  

 

  

 

  

 

Unrealized holding (losses) gains arising during the period

 

(1,929)

 

404

 

(1,525)

 

614

 

(128)

 

486

Reclassification adjustment for gains included in net income (1) (3)

 

0

 

0

 

0

 

(283)

 

59

 

(224)

Unrealized gains (losses) on cash flow hedge

38

(8)

30

10

(2)

8

Reclassification adjustment for losses included in net income (2) (3)

17

(3)

14

1

0

1

Other comprehensive (loss) income

 

(1,874)

 

393

 

(1,481)

 

342

 

(71)

 

271

Total comprehensive income

$

165

$

251

$

416

$

2,006

$

(129)

$

1,877

(Dollars in thousands)

Nine Months Ended September 30, 

2021

2020

Pre-Tax

Tax

Net-of-Tax

Pre-Tax

Tax

Net-of-Tax

    

Amount

    

Effect

    

Amount

    

Amount

    

Effect

    

Amount

Net income

$

5,573

$

(302)

$

5,271

$

4,205

$

44

$

4,249

Other comprehensive (loss) income:

 

  

 

  

 

  

 

  

 

  

 

Available for sale securities:

 

  

 

  

 

  

 

  

 

  

 

Unrealized holding (losses) gains arising during the period

 

(6,728)

 

1,412

 

(5,316)

 

5,231

 

(1,098)

 

4,133

Reclassification adjustment for gains included in net income (1) (3)

 

(58)

 

12

 

(46)

 

(845)

 

177

 

(668)

Unrealized gains (losses) on cash flow hedge

449

(94)

355

(174)

37

(137)

Reclassification adjustment for losses (gains) included in net income (2) (3)

43

(9)

34

(21)

4

(17)

Other comprehensive (loss) income

 

(6,294)

 

1,321

 

(4,973)

 

4,191

 

(880)

 

3,311

Total comprehensive (loss) income

$

(721)

$

1,019

$

298

$

8,396

$

(836)

$

7,560

(1)Amounts are included in (loss) gain on sales and calls of securities on the consolidated statements of income as a separate element within total non-interest income.
(2)Amounts are included in the computation of net periodic benefit cost and are included in employee benefits expense on the consolidated statements of income as a separate element within total non-interest expense.
(3)Amounts are included in interest expense on short-term borrowings and repurchase agreements on the consolidated statements of income.
(4)Income tax amounts are included in the provision for income taxes on the consolidated statements of income.

See Notes to Consolidated Financial Statements

5

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Stockholders’ Equity (Unaudited)

Three months ended September 30, 2020

Accumulated

(Dollars in thousands, except share data)

 

Number 

 

 

 

Other

 

 

Total

of Shares

    

Common

    

    

Retained

    

Comprehensive

    

Treasury

    

Stockholders’

    

Outstanding

    

Stock

    

Surplus

    

Earnings

Income

    

Stock

    

Equity

Balance, July 1, 2020

5,086,718

$

5,151

$

24,946

$

44,355

$

3,556

$

(1,106)

$

76,902

Net income

1,606

1,606

Other comprehensive income

271

271

Cash dividends at $0.22 per share

(1,116)

(1,116)

Stock-based compensation

31

31

Purchase of treasury stock

(56,877)

(993)

(993)

Balance, September 30, 2020

5,029,841

$

5,151

$

24,977

$

44,845

$

3,827

$

(2,099)

$

76,701

Nine months ended September 30, 2020

Accumulated

(Dollars in thousands, except share data)

 

Number 

 

 

 

Other

 

 

Total

of Shares

    

Common

    

    

Retained

    

Comprehensive

    

Treasury

    

Stockholders’

  �� 

Outstanding

    

Stock

    

Surplus

    

Earnings

Income

    

Stock

    

Equity

Balance, January 1, 2020

5,099,729

$

5,142

$

24,898

$

43,954

$

516

$

(803)

$

73,707

Net income

 

  

 

  

 

  

 

4,249

 

  

 

  

 

4,249

Other comprehensive income

 

  

 

  

 

  

 

 

3,311

 

  

 

3,311

Cash dividends at $0.66 per share

 

  

 

  

 

  

 

(3,358)

 

  

 

  

 

(3,358)

Stock-based compensation

 

  

 

  

 

94

 

  

 

  

 

  

 

94

Purchase of treasury stock

 

(83,877)

(1,372)

 

(1,372)

Treasury stock issued for stock plans

 

4,459

(6)

76

 

70

Common stock issued for stock plans

 

9,530

 

9

 

(9)

 

  

 

  

 

  

 

Balance, September 30, 2020

 

5,029,841

$

5,151

$

24,977

$

44,845

$

3,827

$

(2,099)

$

76,701

6

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Stockholders’ Equity (Unaudited)

Three months ended September 30, 2019

Accumulated

(Dollars in thousands, except share data)

Number 

 

 

Retained

 

Other

 

 

Total

of Shares

    

Common

    

    

Earnings

    

Comprehensive

    

Treasury

    

Stockholders’

Outstanding

    

Stock

    

Surplus

    

(adjusted)

    

Income (Loss)

    

Stock

    

Equity

Balance at July 1, 2019

5,103,628

$

5,142

$

24,858

$

43,622

$

(384)

$

(712)

$

72,526

Net income

1,093

1,093

Other comprehensive income

1,192

1,192

Cash dividends at $0.22 per share

(1,122)

(1,122)

Stock-based compensation

28

28

Treasury stock issued for stock plans

4,009

(6)

75

69

Balance, September 30, 2019

5,107,637

$

5,142

$

24,880

$

43,593

$

808

$

(637)

$

73,786

Nine months ended September 30, 2019

Accumulated

(Dollars in thousands, except share data)

 

Number 

 

 

 

Other

 

 

Total

of Shares

    

Common

    

    

Retained

    

Comprehensive

    

Treasury

    

Stockholders’

    

Outstanding

    

Stock

    

Surplus

    

Earnings

Income (Loss)

    

Stock

    

Equity

Balance, January 1, 2019

5,092,048

$

5,134

$

24,821

$

42,525

$

(4,299)

$

(803)

$

67,378

Net income

 

  

 

  

 

  

 

4,351

 

  

 

  

 

4,351

Other comprehensive income

 

  

 

  

 

  

 

  

 

5,190

 

  

 

5,190

Reclassification for ASU 2018-02

 

  

 

  

 

  

 

83

(83)

 

  

 

Cash dividends at $0.66 per share

 

  

 

  

 

  

 

(3,366)

 

  

 

  

 

(3,366)

Stock-based compensation

 

  

 

  

 

75

 

  

 

  

 

  

 

75

Forfeiture of restricted stock

(800)

Treasury stock issued for stock plans

 

8,889

 

 

(8)

 

  

 

  

 

166

 

158

Common stock issued for stock plans

 

7,500

 

8

(8)

 

  

 

  

 

  

 

Balance, September 30, 2019

 

5,107,637

$

5,142

$

24,880

$

43,593

$

808

$

(637)

$

73,786

See Notes to Consolidated Financial Statements

7

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Cash Flows (Unaudited)

(Dollars in thousands)

Nine Months Ended September 30, 

    

2020

    

2019

Operating activities:

Net income

$

4,249

$

4,351

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

 

  

 

  

Provision for loan losses

 

639

 

(490)

Depreciation

 

609

 

598

Net amortization of securities premiums

 

973

 

578

Net amortization of loan origination fees

 

163

 

106

Deferred net loan origination costs

 

(496)

 

(340)

Amortization of intangibles

 

57

 

65

Amortization of investment in low income housing partnerships

 

600

 

600

Net amortization of purchase fair value adjustments

 

(80)

 

(158)

Net realized (gain) loss on sales and calls of available for sale securities

 

(845)

 

56

Change in value of equity securities

 

152

 

4

Net gain on sales of other real estate owned

 

0

 

(208)

Earnings on bank owned life insurance and annuities

 

(201)

 

(222)

Deferred income tax expense

 

242

 

411

Stock-based compensation expense

 

94

 

75

Proceeds from mortgage loans sold to others

 

57

 

67

Mortgage banking income

 

(41)

 

(52)

Increase in accrued interest receivable and other assets

 

(3,110)

 

(1,541)

(Decrease) increase in accrued interest payable and other liabilities

 

(21)

 

2,589

Net cash provided by operating activities

 

3,041

 

6,489

Investing activities:

 

  

 

  

Purchases of:

 

  

 

  

Securities available for sale

 

(201,217)

 

(85,802)

FHLB stock

 

(7)

 

(638)

Premises and equipment

 

(247)

 

(348)

Bank owned life insurance and annuities

 

(36)

 

(35)

Proceeds from:

 

 

  

Sales of securities available for sale

 

48,565

 

11,107

Maturities of and principal repayments on securities available for sale

 

70,748

 

20,092

Sale of other real estate owned

 

0

 

952

Sale of fixed assets

0

7

Investment in low income housing partnerships

 

0

 

(151)

Net decrease in interest bearing time deposits with banks

 

1,475

 

590

Net (increase) decrease in loans

 

(19,453)

 

13,212

Net cash used in investing activities

 

(100,172)

 

(41,014)

Financing activities:

 

  

 

  

Net increase in deposits

 

68,586

 

15,110

Net increase (decrease) in short-term borrowings and securities sold under agreements to repurchase

 

11,446

 

(10,530)

Issuance of FRB advances

31,298

0

Issuance of long-term debt

 

0

 

45,000

Repayment of long-term debt

 

(10,000)

 

(15,000)

Cash dividends

 

(3,358)

 

(3,366)

Purchase of treasury stock

 

(1,372)

 

0

Treasury stock issued for employee stock plans

 

70

 

158

Net cash provided by financing activities

 

96,670

 

31,372

Net decrease in cash and cash equivalents

 

(461)

 

(3,153)

Cash and cash equivalents at beginning of year

 

12,740

 

16,456

Cash and cash equivalents at end of period

$

12,279

$

13,303

8

Table of Contents

(Dollars in thousands)

Nine Months Ended September 30, 

    

2020

    

2019

Supplemental information:

Interest paid

$

3,120

$

3,329

Income tax paid

 

225

 

143

Supplemental schedule of noncash investing and financing activities:

 

  

 

  

Transfer of loans to repossessed vehicles

$

29

$

7

Right-of-Use assets obtained in exchange for lease obligations

 

0

 

556

See Notes to Consolidated Financial Statements


​​

9

Table of Contents

JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES

The consolidated financial statements include the accounts of Juniata Valley Financial Corp. (the “Company” or “Juniata”) and its wholly owned subsidiary, The Juniata Valley Bank (the “Bank” or “JVB”). All significant intercompany accounts and transactions have been eliminated.

The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete consolidated financial statements. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results may differ from those estimates, and such differences could be material to the financial statements. Additionally, effects of the COVID-19 pandemic may negatively impact significant estimates and the assumptions underlying those estimates. Estimates that are particularly susceptible to material change include the determination of the allowance for loan losses, and possible impairment of goodwill and other intangible assets. 

In the opinion of management, all adjustments considered necessary for fair presentation have been included. Operating results for the three and nine month periods ended September 30, 2020 are not necessarily indicative of the results for the year ending December 31, 2020. For further information, refer to the consolidated financial statements and notes thereto included in Juniata Valley Financial Corp.’s Annual Report on Form 10-K (“Annual Report”) for the year ended December 31, 2019.

The Company has evaluated events and transactions occurring subsequent to the consolidated statement of financial condition date of September 30, 2020 for items that should potentially be recognized or disclosed in these consolidated financial statements. The evaluation was conducted through the date these consolidated financial statements were issued.

2. RECENT ACCOUNTING STANDARDS UPDATES

Not Yet Adopted:

ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

Issued: June 2016

Summary: ASU 2016-13 requires credit losses on most financial assets to be measured at amortized cost and certain other instruments to be measured using an expected credit loss model (referred to as the current expected credit loss (“CECL”) model). Under this model, entities will estimate credit losses over the entire contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications unless reasonable expectation of a troubled debt restructuring exists) from the date of initial recognition of that instrument.

The ASU also replaces the current accounting model for purchased credit impaired loans and debt securities. The allowance for credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”), should be determined in a similar manner to other financial assets measured on an amortized cost basis. However, upon initial recognition, the allowance for credit losses is added to the purchase price (“gross up approach”) to determine the initial amortized cost basis. The subsequent accounting for PCD financial assets is the same expected loss model described above.

10

Table of Contents

Further, the ASU made certain targeted amendments to the existing impairment model for available for sale debt securities. For an available for sale debt security for which there is neither the intent nor a more-likely-than-not requirement to sell, an entity will record credit losses as an allowance rather than a write-down of the amortized cost basis.

Effective Date: On November 15, 2019, the FASB voted and approved to delay the effective date of this ASU for smaller reporting companies until fiscal years beginning after December 15, 2022. Since the Company is a smaller reporting company, the delay of the effective date of ASU 2016-13 approved by the FASB applies to the Company. While the Company’s senior management is currently in the process of evaluating the impact of the amended guidance on its consolidated financial statements and disclosures, it expects the allowance for loan and lease losses (“ALLL”) to increase upon adoption because the allowance will be required to cover the full remaining expected life of the portfolio, rather than the incurred loss under current U.S. GAAP. The extent of this increase is still being evaluated and will depend on economic conditions and the composition of the Company’s loan portfolio at the time of adoption. In preparation, the Company has taken steps to prepare for the implementation when it becomes effective by forming an internal taskforce, gathering pertinent data, participating in training courses, and partnering with a software provider that specializes in ALLL analysis, as well as assessing the sufficiency of data currently available through its core database.

3. ACCUMULATED OTHER COMPREHENSIVE INCOME

Components of accumulated other comprehensive income, net of tax, consisted of the following:

(Dollars in thousands)

September 30, 2020

    

Gains and (Losses) on Cash Flow Hedges

    

Unrealized Gains and (Losses) on Available for Sale Securities

    

Defined Benefit Pension Items

    

Total

Beginning balance, December 31, 2019

$

0

$

516

$

0

$

516

Current period other comprehensive income (loss):

Other comprehensive income (loss) before reclassification

(137)

4,133

0

3,996

Amounts reclassified from accumulated other comprehensive income

(17)

(668)

0

(685)

Net current period other comprehensive income (loss)

 

(154)

 

3,465

 

0

 

3,311

Ending balance, September 30, 2020

$

(154)

$

3,981

$

0

$

3,827

(Dollars in thousands)

December 31, 2019

    

Gains and (Losses) on Cash Flow Hedges

    

Unrealized Gains and (Losses) on Available for Sale Securities

    

Defined Benefit Pension Items

    

Total

Beginning balance, December 31, 2018

$

0

$

(2,647)

$

(1,652)

$

(4,299)

Current period other comprehensive income:

Other comprehensive income before reclassification

0

3,129

634

3,763

Amounts reclassified from accumulated other comprehensive income

0

34

1,101

1,135

Net current period other comprehensive income

 

0

 

3,163

 

1,735

 

4,898

Reclassification for ASU 2018-02

0

0

(83)

(83)

Ending balance, December 31, 2019

$

0

$

516

$

0

$

516

11

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4. EARNINGS PER SHARE

Basic earnings per share (“EPS”) is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. Potential common shares that may be issued by the Company relate solely to outstanding stock options and are determined using the treasury stock method.

The following table sets forth the computation of basic and diluted earnings per share:

(Dollars in thousands, except earnings per share data)

Three Months Ended September 30, 

2020

    

2019

Net income

$

1,606

$

1,093

Weighted-average common shares outstanding

 

5,074

 

5,104

Basic earnings per share

$

0.32

$

0.21

Weighted-average common shares outstanding

$

5,074

$

5,104

Common stock equivalents due to effect of stock options

 

7

 

20

Total weighted-average common shares and equivalents

5,081

5,124

Diluted earnings per share

$

0.32

$

0.21

(Dollars in thousands, except earnings per share)

Nine months ended September 30, 

    

2020

    

2019

Net income

$

4,249

$

4,351

Weighted-average common shares outstanding

 

5,089

 

5,101

Basic earnings per share

$

0.83

$

0.85

Weighted-average common shares outstanding

$

5,089

$

5,101

Common stock equivalents due to effect of stock options

 

6

 

20

Total weighted-average common shares and equivalents

5,095

5,121

Diluted earnings per share

$

0.83

$

0.85

5. SECURITIES

Equity Securities

Equity securities owned by the Company consist of common stock of various financial services providers. ASC Topic 321, Investments – Equity Securities requires all equity securities within its scope to be measured at fair value with changes in fair value recognized in net income. As of September 30, 2020, the Company had $992,000 in equity securities recorded at fair value and $1,144,000 in equity securities recorded at fair value at December 31, 2019. The Company recorded a net gain of $2,000 and a net loss of $152,000 during the three and nine months ended September 30, 2020, respectively, and net losses of $19,000 and $4,000 during the three and nine months ended September 30, 2019, respectively, on the Consolidated Statements of Income as a resultseparate element within total non-interest income.
(2)Amounts are included in interest expense on short-term borrowings and repurchase agreements on the Consolidated Statements of Income.
(3)Income tax amounts are included in the change in fair valueprovision for income taxes on the Consolidated Statements of the Company’s equity securities during the applicable period.Income.

See Notes to Consolidated Financial Statements

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Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Stockholders’ Equity (Unaudited)

Three months ended September 30, 2021

Accumulated

(Dollars in thousands, except share data)

 

Number 

 

 

 

Other

 

 

Total

of Shares

    

Common

    

    

Retained

    

Comprehensive

    

Treasury

    

Stockholders’

    

Outstanding

    

Stock

    

Surplus

    

Earnings

Income (Loss)

    

Stock

    

Equity

Balance, July 1, 2021

5,000,026

$

5,151

$

24,922

$

46,266

$

26

$

(2,616)

$

73,749

Net income

1,897

1,897

Other comprehensive loss

(1,481)

(1,481)

Cash dividends at $0.22 per share

(1,100)

(1,100)

Stock-based compensation

38

38

Balance, September 30, 2021

5,000,026

$

5,151

$

24,960

$

47,063

$

(1,455)

$

(2,616)

$

73,103

Nine months ended September 30, 2021

Accumulated

(Dollars in thousands, except share data)

 

Number 

 

 

 

Other

 

 

Total

of Shares

    

Common

    

    

Retained

    

Comprehensive

    

Treasury

    

Stockholders’

    

Outstanding

    

Stock

    

Surplus

    

Earnings

Income (Loss)

    

Stock

    

Equity

Balance, January 1, 2021

5,025,441

$

5,151

$

25,011

$

45,096

$

3,518

$

(2,179)

$

76,597

Net income

 

  

 

  

 

  

 

5,271

 

  

 

  

 

5,271

Other comprehensive loss

 

  

 

  

 

  

 

 

(4,973)

 

  

 

(4,973)

Cash dividends at $0.66 per share

 

  

 

  

 

  

 

(3,304)

 

 

  

 

(3,304)

Stock-based compensation

 

  

 

  

 

110

 

  

 

  

 

  

 

110

Purchase of treasury stock

 

(39,198)

(675)

 

(675)

Treasury stock issued for stock plans

 

13,783

(161)

238

 

77

Balance, September 30, 2021

 

5,000,026

$

5,151

$

24,960

$

47,063

$

(1,455)

$

(2,616)

$

73,103

6

Table of Contents

Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Stockholders’ Equity (Unaudited)

Three months ended September 30, 2020

Accumulated

(Dollars in thousands, except share data)

Number 

 

 

Retained

 

Other

 

 

Total

of Shares

    

Common

    

    

Earnings

    

Comprehensive

    

Treasury

    

Stockholders’

Outstanding

    

Stock

    

Surplus

    

(adjusted)

    

Income

    

Stock

    

Equity

Balance, July 1, 2020

5,086,718

$

5,151

$

24,946

$

44,355

$

3,556

$

(1,106)

$

76,902

Net income

1,606

1,606

Other comprehensive income

271

271

Cash dividends at $0.22 per share

(1,116)

(1,116)

Stock-based compensation

31

31

Purchase of treasury stock

(56,877)

(993)

(993)

Balance, September 30, 2020

5,029,841

$

5,151

$

24,977

$

44,845

$

3,827

$

(2,099)

$

76,701

Nine months ended September 30, 2020

Accumulated

(Dollars in thousands, except share data)

 

Number 

 

 

 

Other

 

 

Total

of Shares

    

Common

    

    

Retained

    

Comprehensive

    

Treasury

    

Stockholders’

    

Outstanding

    

Stock

    

Surplus

    

Earnings

Income

    

Stock

    

Equity

Balance, January 1, 2020

5,099,729

$

5,142

$

24,898

$

43,954

$

516

$

(803)

$

73,707

Net income

 

  

 

  

 

  

 

4,249

 

  

 

  

 

4,249

Other comprehensive income

 

  

 

  

 

  

 

 

3,311

 

  

 

3,311

Cash dividends at $0.66 per share

 

  

 

  

 

  

 

(3,358)

 

  

 

  

 

(3,358)

Stock-based compensation

 

  

 

  

 

94

 

  

 

  

 

  

 

94

Purchase of treasury stock

 

(83,877)

(1,372)

 

(1,372)

Treasury stock issued for stock plans

 

4,459

(6)

76

 

70

Common stock issued for stock plans

 

9,530

 

9

 

(9)

 

  

 

  

 

  

 

Balance, September 30, 2020

 

5,029,841

$

5,151

$

24,977

$

44,845

$

3,827

$

(2,099)

$

76,701

See Notes to Consolidated Financial Statements

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Juniata Valley Financial Corp. and Subsidiary

Consolidated Statements of Cash Flows (Unaudited)

(Dollars in thousands)

Nine Months Ended September 30, 

    

2021

    

2020

Operating activities:

Net income

$

5,271

$

4,249

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

 

  

 

  

Provision for loan losses

 

(536)

 

639

Depreciation

 

548

 

609

Net amortization of securities premiums

 

972

 

973

Net amortization of loan origination fees

 

454

 

163

Deferred net loan origination costs

 

(474)

 

(496)

Amortization of intangibles

 

49

 

57

Amortization of investment in low income housing partnerships

 

600

 

600

Net amortization of purchase fair value adjustments

 

(123)

 

(80)

Net realized gain on sales and calls of available for sale securities

 

(58)

 

(845)

Change in value of equity securities

 

(139)

 

152

Net gain on other real estate owned

 

(49)

 

0

Earnings on bank owned life insurance and annuities

 

(186)

 

(201)

Deferred income tax (benefit) expense

 

(206)

 

242

Stock-based compensation expense

 

110

 

94

Proceeds from mortgage loans sold to others

 

56

 

57

Mortgage banking income

 

(26)

 

(41)

Increase in accrued interest receivable and other assets

 

(563)

 

(3,110)

Increase (decrease) in accrued interest payable and other liabilities

 

85

 

(21)

Net cash provided by operating activities

 

5,785

 

3,041

Investing activities:

 

  

 

  

Purchases of:

 

  

 

  

Securities available for sale

 

(173,765)

 

(201,217)

FHLB stock

 

0

 

(7)

Premises and equipment

 

(164)

 

(247)

Bank owned life insurance and annuities

 

(36)

 

(36)

Proceeds from:

 

 

Redemption of equity securities

119

 

0

Sales of debt securities available for sale

 

32,856

 

48,565

Maturities of and principal repayments on securities available for sale

 

61,315

 

70,748

Redemption of FHLB stock

 

907

 

0

Sale of other assets

 

1

 

0

Net decrease in interest bearing time deposits with banks

 

0

 

1,475

Net decrease (increase) in loans

 

11,150

 

(19,453)

Net cash used in investing activities

 

(67,617)

 

(100,172)

Financing activities:

 

  

 

  

Net increase in deposits

 

84,712

 

68,586

Net (decrease) increase in short-term borrowings and securities sold under agreements to repurchase

 

(19,946)

 

11,446

Issuance of FRB advances

0

31,298

Repayment of FRB advances

(27,955)

0

Repayment of long-term debt

 

0

 

(10,000)

Cash dividends

 

(3,304)

 

(3,358)

Purchase of treasury stock

 

(675)

 

(1,372)

Treasury stock issued for employee stock plans

 

77

 

70

Net cash provided by financing activities

 

32,909

 

96,670

Net decrease in cash and cash equivalents

 

(28,923)

 

(461)

Cash and cash equivalents at beginning of year

 

41,621

 

12,740

Cash and cash equivalents at end of period

$

12,698

$

12,279

Supplemental information:

Income tax paid

$

179

$

225

Interest paid

2,640

 

3,120

Supplemental schedule of noncash investing and financing activities:

Transfer of loans to other real estate owned

$

61

$

0

Transfer of loans to repossessed vehicles

1

29

See Notes to Consolidated Financial Statements

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JUNIATA VALLEY FINANCIAL CORP. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

1. BASIS OF PRESENTATION AND ACCOUNTING POLICIES

The consolidated financial statements include the accounts of Juniata Valley Financial Corp. (the “Company” or “Juniata”) and its wholly owned subsidiary, The Juniata Valley Bank (the “Bank” or “JVB”). All significant intercompany accounts and transactions have been eliminated.

The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information. Accordingly, they do not include all the information and footnotes required by U.S. GAAP for complete consolidated financial statements. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts in the financial statements and accompanying notes. Actual results may differ from those estimates, and such differences could be material to the financial statements. Additionally, the ongoing effects of the COVID-19 pandemic may negatively impact significant estimates and the assumptions underlying those estimates. Estimates that are particularly susceptible to material change include the determination of the allowance for loan losses, and possible impairment of goodwill and other intangible assets. 

In the opinion of management, all adjustments considered necessary for fair presentation have been included. Operating results for the three and nine month periods ended September 30, 2021 are not necessarily indicative of the results that can be expected for the year ending December 31, 2021. For further information, refer to the consolidated financial statements and notes thereto included in Juniata Valley Financial Corp.’s Annual Report on Form 10-K (“Annual Report”) for the year ended December 31, 2020.

The Company has evaluated events and transactions occurring subsequent to the consolidated statement of financial condition date of September 30, 2021 for items that should potentially be recognized or disclosed in these consolidated financial statements. The evaluation was conducted through the date these consolidated financial statements were issued.

2. RECENT ACCOUNTING STANDARDS UPDATES

ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments

Issued: June 2016

Summary: ASU 2016-13 requires credit losses on most financial assets to be measured at amortized cost and certain other instruments to be measured using an expected credit loss model (referred to as the current expected credit loss (“CECL”) model). Under this model, entities will estimate credit losses over the entire contractual term of the instrument (considering estimated prepayments, but not expected extensions or modifications unless reasonable expectation of a troubled debt restructuring exists) from the date of initial recognition of that instrument.

The ASU also replaces the current accounting model for purchased credit impaired loans and debt securities. The allowance for credit losses for purchased financial assets with a more-than insignificant amount of credit deterioration since origination (“PCD assets”), should be determined in a similar manner to other financial assets measured on an amortized cost basis. However, upon initial recognition, the allowance for credit losses is added to the purchase price (“gross up approach”) to determine the initial amortized cost basis. The subsequent accounting for PCD financial assets is the same expected loss model described above.

Further, the ASU made certain targeted amendments to the existing impairment model for available for sale debt securities. For an available for sale debt security for which there is neither the intent nor a more-likely-than-not requirement to sell, an entity will record credit losses as an allowance rather than a write-down of the amortized cost basis.

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Effective Date: On October 16, 2019, the FASB voted and approved a delay of the effective date of this ASU for smaller reporting companies until fiscal years beginning after December 15, 2022. Since the Company is a smaller reporting company, the delay of the effective date of ASU 2016-13 approved by the FASB applies to the Company. In preparation, the Company has taken steps to prepare for the implementation when it becomes effective by forming a CECL transition team, gathering pertinent data, assessing the sufficiency of data currently available through its core database, participating in training courses, and partnering with a software provider that specializes in ALLL analysis. The Company’s CECL transition team is currently in the process of evaluating the impact of the amended guidance on its consolidated financial statements and disclosures. The team expects the allowance for loan and lease losses (“ALLL”) to increase upon adoption because it will be required to cover the full remaining expected life of the portfolio, rather than the incurred loss under current U.S. GAAP. The extent of this increase is being evaluated and will depend on economic conditions and the composition of the Company’s loan portfolio at the time of adoption.

3. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Components of accumulated other comprehensive income (loss), net of tax, consisted of the following:

(Dollars in thousands)

September 30, 2021

    

Gains and (Losses) on Cash Flow Hedges

    

Unrealized Gains and (Losses) on Available for Sale Securities

    

Total

Beginning balance, December 31, 2020

$

(45)

$

3,563

$

3,518

Current period other comprehensive income (loss):

Other comprehensive income (loss) before reclassification

355

(5,316)

(4,961)

Amounts reclassified from accumulated other comprehensive income (loss)

34

(46)

(12)

Net current period other comprehensive income (loss)

 

389

 

(5,362)

 

(4,973)

Ending balance, September 30, 2021

$

344

$

(1,799)

$

(1,455)

(Dollars in thousands)

December 31, 2020

    

Gains and (Losses) on Cash Flow Hedges

    

Unrealized Gains and (Losses) on Available for Sale Securities

    

Total

Beginning balance, December 31, 2019

$

0

$

516

$

516

Current period other comprehensive income (loss):

Other comprehensive income (loss) before reclassification

(38)

3,727

3,689

Amounts reclassified from accumulated other comprehensive loss

(7)

(675)

(682)

Net current period other comprehensive income (loss)

 

(45)

 

3,052

 

3,007

Reclassification for ASU 2018-02

0

(5)

(5)

Ending balance, December 31, 2020

$

(45)

$

3,563

$

3,518

4. EARNINGS PER SHARE

Basic earnings per share (“EPS”) is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted EPS reflects the potential dilutive effect on EPS that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock, increasing the total number of shares outstanding. Potential common shares that may be issued by the Company relate solely to outstanding stock options and are determined using the treasury stock method.

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The following tables set forth the computation of basic and diluted earnings per share:

(Amounts in thousands, except earnings per share data)

Three Months Ended September 30, 

2021

    

2020

Net income

$

1,897

$

1,606

Weighted-average common shares outstanding

 

5,000

 

5,074

Basic earnings per share

$

0.38

$

0.32

Weighted-average common shares outstanding

5,000

5,074

Common stock equivalents due to effect of stock options

 

11

 

7

Total weighted-average common shares and equivalents

5,011

5,081

Diluted earnings per share

$

0.38

$

0.32

(Amounts in thousands, except earnings per share data)

Nine months ended September 30, 

    

2021

    

2020

Net income

$

5,271

$

4,249

Weighted-average common shares outstanding

 

5,008

 

5,089

Basic earnings per share

$

1.05

$

0.83

Weighted-average common shares outstanding

5,008

5,089

Common stock equivalents due to effect of stock options

 

9

 

6

Total weighted-average common shares and equivalents

5,017

5,095

Diluted earnings per share

$

1.05

$

0.83

5. SECURITIES

Equity Securities

Equity securities owned by the Company consist of common stock of various financial services providers. ASC Topic 321, Investments – Equity Securities requires all equity securities within its scope to be measured at fair value with changes in fair value recognized in net income. As of September 30, 2021, the Company had $1,111,000 in equity securities recorded at fair value, and $1,091,000 in equity securities were recorded at fair value at December 31, 2020. The Company recorded net gains of $38,000 and $139,000 during the three and nine months ended September 30, 2021, respectively, and a net gain of $2,000 and net loss of $152,000 during the three and nine months ended September 30, 2020, respectively, due to changes in the fair value of the Company’s portfolio of equity securities during the applicable periods.

Debt Securities Available for Sale

Debt securities classified as available for sale, which include marketable investment securities, are within the scope of ASC Topic 320, Investments – Debt Securities. Topic 320 requires all debt securities within its scope to be stated at fair value, with the unrealized gains and losses, net of tax, reported as a component of other comprehensive income (loss). Securities classified as available for sale are those securities that the Company intends to hold for an indefinite period of time but not necessarily to maturity. Any decision to sell a security classified as available for sale would be based on various factors, including significant movement in interest rates, changes in maturity mix of the Company’s assets and

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liabilities, liquidity needs, regulatory capital considerations and other similar factors. Interest and dividends are recognized as income when earned. Premiums and discounts are recognized in interest income using the interest method over the terms of the securities. Gains or losses on the disposition of securities available for sale are based on the net proceeds and the adjusted carrying amount of the securities sold, determined on a specific identification basis.

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Table of Contents

The Company’s available for sale investment portfolio includes primarily bonds issued by U.S. Government sponsored enterprises (approximately 1%11% of the investment portfolio), municipal bonds (approximately 2%), corporate debt securities (approximately 3%) and mortgage-backed securities issued by Government-sponsored entities and backed by residential mortgages (approximately 94%76%), corporate debt securities (approximately 10%) and municipal bonds (approximately 3%) as of September 30, 2020.2021. Most of the municipal bonds are general obligation bonds with maturities or pre-refunding dates within 5 years.

The amortized cost and fair value of debt securities available for sale as of September 30, 20202021 and December 31, 2019,2020, by contractual maturity, are shown in the tables below. Expected maturities may differ from contractual maturities because the securities may be called or prepaid with or without prepayment penalties.

(Dollars in thousands)

    

September 30, 2020

Gross

    

Gross

Amortized

Fair

Unrealized

Unrealized

Debt Securities Available for Sale

    

Cost

    

Value

    

Gains

    

Losses

Type and Maturity

 

  

 

  

 

  

 

  

Obligations of U.S. Government sponsored enterprises

 

  

 

  

 

 

  

After five years but within ten years

$

4,000

$

4,011

$

11

$

0

 

4,000

 

4,011

 

11

 

0

Obligations of state and political subdivisions

 

  

 

  

 

  

 

  

After one year but within five years

 

4,019

 

4,076

 

57

0

After five years but within ten years

 

2,789

 

2,974

 

185

0

 

6,808

 

7,050

 

242

 

0

Corporate debt securities

 

  

 

  

 

  

 

  

Within one year

 

1,029

 

1,083

 

54

 

0

After five years but within ten years

 

7,061

7,555

502

(8)

 

8,090

 

8,638

 

556

 

(8)

Mortgage-backed securities

 

272,916

277,149

4,373

(140)

Total

$

291,814

$

296,848

$

5,182

$

(148)

(Dollars in thousands)

December 31, 2019

    

September 30, 2021

    

    

    

    

    

Gross

    

Gross

Gross

    

Gross

Amortized

Fair

Unrealized

Unrealized

Amortized

Fair

Unrealized

Unrealized

Debt Securities Available for Sale

Cost

Value

Gains

Losses

    

Cost

    

Value

    

Gains

    

Losses

Type and Maturity

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Obligations of U.S. Government sponsored enterprises

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

After one year but within five years

$

14,998

$

14,970

$

1

$

(29)

After five years but within ten years

 

6,000

 

5,950

 

0

 

(50)

$

41,866

$

40,972

$

0

$

(894)

 

20,998

 

20,920

 

1

 

(79)

 

41,866

 

40,972

 

0

 

(894)

Obligations of state and political subdivisions

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Within one year

 

1,020

 

1,024

 

4

0

 

30

 

30

 

0

0

After one year but within five years

 

2,810

 

2,823

 

13

0

 

4,539

4,686

 

147

0

After five years but within ten years

 

723

 

728

 

5

0

1,240

 

1,224

 

0

(16)

After ten years

 

4,119

 

4,032

 

0

(87)

 

9,928

 

9,972

 

147

 

(103)

Corporate debt securities

 

  

 

  

 

  

 

  

After one year but within five years

 

2,000

1,994

0

(6)

After five years but within ten years

 

27,434

28,249

912

(97)

After ten years

5,000

5,006

6

0

 

4,553

 

4,575

 

22

 

0

 

34,434

 

35,249

 

918

 

(103)

Mortgage-backed securities

 

184,488

185,191

1,132

(429)

 

274,359

272,116

1,490

(3,733)

Total

$

210,039

$

210,686

$

1,155

$

(508)

$

360,587

$

358,309

$

2,555

$

(4,833)

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(Dollars in thousands)

December 31, 2020

    

    

    

    

    

Gross

    

Gross

Amortized

Fair

Unrealized

Unrealized

Debt Securities Available for Sale

Cost

Value

Gains

Losses

Type and Maturity

 

  

 

  

 

  

 

  

Obligations of U.S. Government sponsored enterprises

 

  

 

  

 

  

 

  

After five years but within ten years

$

22,994

$

22,949

$

7

$

(52)

 

22,994

 

22,949

 

7

 

(52)

Obligations of state and political subdivisions

 

  

 

  

 

  

 

  

Within one year

 

31

 

31

 

0

0

After one year but within five years

 

4,708

4,767

 

59

0

After five years but within ten years

 

3,289

 

3,484

 

195

0

 

8,028

 

8,282

 

254

 

0

Corporate debt securities

 

  

 

  

 

  

 

  

Within one year

 

1,033

 

1,039

 

6

 

0

After five years but within ten years

 

10,058

10,484

485

(59)

 

11,091

 

11,523

 

491

 

(59)

Mortgage-backed securities

 

239,793

243,661

3,999

(131)

Total

$

281,906

$

286,415

$

4,751

$

(242)

Certain obligations of the U.S. Government and state and political subdivisions as well as mortgage-backed securities are pledged to secure public deposits, securities sold under agreements to repurchase and for other purposes as required or permitted by law. The carrying value of the pledged assets was $70,977,000$88,705,000 and $50,365,000 at$74,614,000 on September 30, 20202021 and December 31, 2019,2020, respectively.

In addition to cash received from the scheduled maturities of investment securities, some securities available for sale are sold or called at current market values during the course of normal operations.

The following table summarizes proceeds received from sales or calls of available for sale investment securities transactions and the resulting realized gains and losses during the nine months ended September 30, 20202021 and 2019.2020.

(Dollars in thousands)

Nine Months Ended

Nine Months Ended

September 30, 

September 30, 

    

2020

    

2019

    

2021

    

2020

Gross proceeds from sales and calls of securities

$

48,565

$

11,107

$

32,975

$

48,565

Securities available for sale:

 

 

  

 

 

Gross realized gains from sold and called securities

$

875

$

5

$

130

$

875

Gross realized losses from sold and called securities

 

(30)

 

(61)

 

(72)

 

(30)

Net gains (losses) from sales and calls of securities

$

845

$

(56)

Net gains from sales and calls of securities

$

58

$

845

Topic 320 clarifies the interaction of the factors that should be considered when determining whether a debt security is other-than-temporarily impaired. Management must assess whether (a) it has the intent to sell the security and (b) it is more likely than not that it will be required to sell the security prior to its anticipated recovery. These steps are taken before an assessment is made as to whether the entity will recover the cost basis of the investment. In instances when a determination is made that an other-than-temporary impairment exists and the entity does not intend to sell the debt security and it is not more likely than not that it will be required to sell the debt security prior to its anticipated recovery, the other-than-temporary impairment is separated into the amount of the total other-than-temporary impairment related to a decrease in cash flows expected to be collected from the debt security (the credit loss) and the amount of the total other-than-temporary impairment related to all other factors. The amount of the total other-than-temporary impairment related to the credit loss is recognized in earnings. The amount of the total other-than-temporary impairment related to all other factors is recognized in other comprehensive income.

The following tables show gross unrealized losses and fair values of debt securities available for sale, aggregated by category and length of time the individual securities have been in a continuous unrealized loss position at September 30, 2020 and December 31, 2019:

Unrealized Losses at September 30, 2020

Less Than 12 Months

12 Months or More

Total

(Dollars in thousands)

    

Number

    

    

    

Number

    

    

    

Number

    

    

of

Fair

Unrealized 

of

Fair

Unrealized 

of

Fair

Unrealized 

Securities

Value

Losses

Securities

Value

Losses

Securities

Value

Losses

Corporate debt securities

1

$

3,033

$

(8)

 

0

$

0

$

0

 

1

$

3,033

$

(8)

Mortgage-backed securities

 

9

44,727

(140)

 

0

0

0

 

9

44,727

(140)

Total temporarily impaired securities

 

10

$

47,760

$

(148)

 

0

$

0

$

0

 

10

$

47,760

$

(148)

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Unrealized Losses at December 31, 2019

Less Than 12 Months

12 Months or More

Total

(Dollars in thousands)

    

Number

    

    

    

Number

    

    

    

Number

    

    

of

Fair

Unrealized 

of

Fair

Unrealized 

of

Fair

Unrealized 

Securities

Value

Losses

Securities

Value

Losses

Securities

Value

Losses

Obligations of U.S. Government sponsored enterprises

 

9

$

16,919

$

(79)

 

0

$

0

$

0

 

9

$

16,919

$

(79)

Mortgage-backed securities

 

13

 

47,466

 

(204)

 

16

 

22,049

 

(225)

 

29

 

69,515

 

(429)

Total temporarily impaired securities

 

22

$

64,385

$

(283)

 

16

$

22,049

$

(225)

 

38

$

86,434

$

(508)

The following tables show gross unrealized losses and fair values of debt securities available for sale, aggregated by category and length of time the individual securities have been in a continuous unrealized loss position at September 30, 2021 and December 31, 2020:

Unrealized Losses at September 30, 2021

Less Than 12 Months

12 Months or More

Total

(Dollars in thousands)

    

Number

    

    

    

Number

    

    

    

Number

    

    

of

Fair

Unrealized 

of

Fair

Unrealized 

of

Fair

Unrealized 

Securities

Value

Losses

Securities

Value

Losses

Securities

Value

Losses

Obligations of U.S. Government sponsored enterprises

 

8

$

40,972

$

(894)

 

0

$

0

$

0

 

8

$

40,972

$

(894)

Obligations of state and political subdivisions

 

6

5,256

 

(103)

 

0

 

0

 

0

 

6

 

5,256

 

(103)

Corporate debt securities

5

9,281

(103)

 

0

0

0

 

5

9,281

(103)

Mortgage-backed securities

 

38

204,783

(3,733)

 

0

0

0

 

38

204,783

(3,733)

Total temporarily impaired securities

 

57

$

260,292

$

(4,833)

 

0

$

0

$

0

 

57

$

260,292

$

(4,833)

Unrealized Losses at December 31, 2020

Less Than 12 Months

12 Months or More

Total

(Dollars in thousands)

    

Number

    

    

    

Number

    

    

    

Number

    

    

of

Fair

Unrealized 

of

Fair

Unrealized 

of

Fair

Unrealized 

Securities

Value

Losses

Securities

Value

Losses

Securities

Value

Losses

Obligations of U.S. Government sponsored enterprises

 

3

$

18,948

$

(52)

 

0

$

0

$

0

 

3

$

18,948

$

(52)

Corporate debt securities

1

2,972

(59)

 

0

0

0

 

1

2,972

(59)

Mortgage-backed securities

 

7

43,583

(131)

 

0

0

0

 

7

43,583

(131)

Total temporarily impaired securities

 

11

$

65,503

$

(242)

 

0

$

0

$

0

 

11

$

65,503

$

(242)

At September 30, 2020, 12021, 8 obligations of U.S. Government sponsored enterprises, 6 obligations of state and political subdivisions, 5 corporate debt securitysecurities, and 9NaN mortgage-backed securities had unrealized losses. NoneNaN of these securities have been in a continuous loss position for twelve months or more. The mortgage-backed securities in the Company’s portfolio are government sponsored enterprise (“GSE”) pass-through instruments issued by the Federal National Mortgage Association (“FNMA”) or Federal Home Loan Mortgage Corporation (“FHLMC”), which guarantees the timely payment of principal on these investments.

The unrealized losses noted in the tables above are considered to be temporary impairments. The decline in the values of the debt securities is due only to interest rate fluctuations, rather than erosion of issuer credit quality. As a result, the payment of contractual cash flows, including principal repayment, is not at risk. Because the Company does not intend to sell the securities, does not believe the Company will be required to sell the securities before recovery and expects to recover the entire amortized cost basis, 0 debt securities were deemed to be other-than-temporarily impaired for the periods ended September 30, 20202021 and December 31, 2019,2020, respectively.

6. LOANS AND RELATED ALLOWANCE FOR CREDIT LOSSES

Loans that the Company originated and has the intent and ability to hold for the foreseeable future or until maturity or payoff are stated at the outstanding unpaid principal balances, net of any deferred fees or costs and the allowance for loan losses. Loans acquired through a business combination are discussed under the heading “Acquired Loans”. Interest income on all loans, other than nonaccrual loans, is accrued over the term of the loans based on the amount of principal outstanding. Unearned income is amortized to income over the life of the loans, using the interest method.

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The loan portfolio includes the following classes: (1) commercial, financial and agricultural, (2) real estate - commercial, (3) real estate - construction, (4) real estate – mortgage, (5) obligations of states and political subdivisions, and (6) personal loans.

Interest income on consumer, mortgage and commercial loans is discontinued and loans are placed on non-accrual status at the time the loan is 90 days delinquent unless the loan is well-secured and in process of collection. Loans are charged off to the extent principal or interest is deemed uncollectible. Past due status is based on the contractual terms of the loan. In all cases, loans are placed on non-accrual or charged off at an earlier date if collection of principal or interest is considered doubtful. Non-accrual loans and loans past due 90 days still on accrual include both homogeneous loans that are collectively evaluated for impairment and individually classified impaired loans. Interest received on such loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual. Under the cost-recovery method, interest income is not recognized until the loan principal balance is reduced to zero. Under the cash-basis method, interest income is recorded when the payment is received in cash. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current, the loan has performed in accordance with the contractual terms for a reasonable period of time and future payments are reasonably assured.

The Company originates loans in the portfolio with the intent to hold them until maturity. At the time the Company no longer intends to hold loans to maturity based on asset/liability management practices, the Company transfers loans from

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its portfolio to held for sale at fair value. Any write-down recorded upon transfer is charged against the allowance for loan losses. Any write-downs recorded after the initial transfers are recorded as a charge to other non-interest expense. Gains or losses recognized upon sale are included in gains on sales of loans, which is a component of non-interest income.

Loans Held for Sale

The Company has originated residential mortgage loans with the intent to sell. These individual loans are normally funded bysold to the buyer immediately. The Company maintains servicing rights on these loans. Mortgage

When mortgage loans are sold with servicing retained, servicing rights are recognizedinitially recorded at fair value with the income statement effect recorded in gains on sales of loans. Fair value is based on market prices for comparable mortgage servicing contracts, when available, or alternatively, is based on a valuation model that calculates the present value of estimated future net servicing income. Under the fair value measurement method, the Company measures servicing rights at fair value at each reporting date and reports changes in fair value of servicing assets in earnings in the period in which the changes occur, which are included with mortgage banking income on the income statement. The fair values of servicing rights are subject to fluctuations because of changes in estimated and actual prepayment speeds and default rates and losses.

Servicing fee income, which is reported on the income statement as an asset upon the sale ofmortgage banking income, is recorded for fees earned for servicing loans. The fees are based on a mortgage loan. A portioncontractual percentage of the cost of theoutstanding principal or a fixed amount per loan is allocated to the servicing right based upon fair value. Servicing rights are intangible assets and are carried at estimated fair value. Adjustments to fair value are recorded as non-interest income when earned. Late fees and included in mortgage banking income in the consolidated statements of income.ancillary fees related to loan servicing are not material.

Commercial, Financial and Agricultural Lending

The Company originates commercial, financial and agricultural loans primarily to businesses located in its primary market area and surrounding areas. These loans are used for various business purposes, which include short-term loans and lines of credit to finance machinery and equipment purchases, inventory and accounts receivable. Generally, the maximum term for loans extended on machinery and equipment is shorter and does not exceed the projected useful life of such machinery and equipment. Most business lines of credit are written with a five year maturity, subject to an annual credit review.

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Table of Contents

Commercial loans are generally secured with short-term assets; however, in many cases, additional collateral, such as real estate, is provided as additional security for the loan. Loan-to-value maximum values have been established by the Company and are specific to the type of collateral. Collateral values may be determined using invoices, inventory reports, accounts receivable aging reports, collateral appraisals, and other methods.

In underwriting commercial loans, an analysis of the borrower’s character, capacity to repay the loan, the adequacy of the borrower’s capital and collateral, as well as an evaluation of conditions affecting the borrower, is performed. Evaluation of the borrower’s past, present and future cash flows is also an important aspect of the Company’s analysis.

Concentration analysis assists in identifying industry specific risk inherent in commercial, financial and agricultural lending. Mitigants include the identification of secondary and tertiary sources of repayment and appropriate increases in oversight.

Commercial, financial and agricultural loans generally present a higher level of risk than certain other types of loans, particularly during slow economic conditions.

Real Estate - Commercial Lending

The Company engages in real estate - commercial lending in its primary market area and surrounding areas. The Company’s real estate - commercial portfolio is secured primarily by residential housing, commercial buildings, raw land and hotels. Generally, real estate - commercial loans have terms that do not exceed 20 years, have loan-to-value ratios of up to 80% of the appraised value of the property and are typically secured by personal guarantees of the borrowers.

As economic conditions deteriorate, the Company reduces its exposure in real estate loans with higher risk characteristics. In underwriting these loans, the Company performs a thorough analysis of the financial condition of the borrower, the borrower’s credit history, and the reliability and predictability of the cash flow generated by the property securing the loan. Appraisals on properties securing commercial real estate loans originated by the Company are performed by independent appraisers.

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Table of Contents

Real estate - commercial loans generally present a higher level of risk than certain other types of loans, particularly during slow economic conditions.

Real Estate - Construction Lending

The Company engages in real estate - construction lending in its primary market area and surrounding areas. The Company’s real estate - construction lending portfolio consists of commercial and residential site development loans, as well as commercial building construction and residential housing construction loans.

The Company’s commercial real estate - construction loans are generally secured with the subject property, and advances are made in conformity with a pre-determined draw schedule supported by independent inspections. Terms of construction loans depend on the specifics of the project, such as estimated absorption rates, estimated time to complete, etc.

In underwriting commercial real estate - construction loans, the Company performs a thorough analysis of the financial condition of the borrower, the borrower’s credit history and the reliability and predictability of the cash flow generated by the project using feasibility studies, market data, and other resources. Appraisals on properties securing real estate - commercial loans originated by the Company are performed by independent appraisers.

Real estate - construction loans generally present a higher level of risk than certain other types of loans, particularly during slow economic conditions. The difficulty of estimating total construction costs adds to the risk as well.

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Table of Contents

Real Estate - Mortgage Lending

The Company’s real estate - mortgage portfolio is comprised of one-to-four family residential mortgages and business loans secured by one-to-four family properties. One-to-four family residential mortgage loan originations, including home equity installment and home equity lines of credit loans, are generated by the Company’s marketing efforts, its present customers, walk-in customers and referrals. These loans originate primarily within the Company’s market area or with customers primarily from the market area.

The Company offers fixed-rate and adjustable rate real estate - mortgage loans with a term up to a maximum of 25-years for both permanent structures and those under construction. The Company’s one-to-four family residential mortgage originations are secured primarily by properties located in its primary market area and surrounding areas. The majorityMost of the Company’s residential real estate - mortgage loans originate with a loan-to-value of 80% or less. Home equity installment loans are secured by the borrower’s primary residence with a maximum loan-to-value of 80% and a maximum term of 15 years. Home equity lines of credit are secured by the borrower’s primary residence with a maximum loan-to-value of 90% and a maximum term of 20 years.

In underwriting one-to-four family residential real estate loans, the Company evaluates the borrower’s ability to make monthly payments, the borrower’s repayment history and the value of the property securing the loan. The ability to repay is determined by the borrower’s employment history, current financial conditions, and credit background. The analysis is based primarily on the customer’s ability to repay and secondarily on the collateral or security. Most properties securing real estate loans made by the Company are appraised by independent fee appraisers. The Company generally requires mortgage loan borrowers to obtain an attorney’s title opinion or title insurance, and fire and property insurance (including flood insurance, if necessary) in an amount not less than the amount of the loan. The Company does not engage in sub-prime residential mortgage originations.

Residential mortgage loans and home equity loans generally present a lower level of risk than certain other types of consumer loans because they are secured by the borrower’s primary residence. Risk is increased when the Company is in a subordinate position for the loan collateral.

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Table of Contents

Obligations of States and Political Subdivisions

The Company lends to local municipalities and other tax-exempt organizations. These loans are primarily tax-anticipation notes and, as such, carry little risk. Historically, the Company has never had a loss on any loan of this type.

Personal Lending

The Company offers a variety of secured and unsecured personal loans, including vehicle loans, mobile home loans and loans secured by savings deposits as well as other types of personal loans.

Personal loan terms vary according to the type and value of collateral and creditworthiness of the borrower. In underwriting personal loans, a thorough analysis of the borrower’s willingness and financial ability to repay the loan as agreed is performed. The ability to repay is determined by the borrower’s employment history, current financial conditions and credit background.

Personal loans may entail greater credit risk than do residential mortgage loans, particularly in the case of personal loans which are unsecured or are secured by rapidly depreciable assets, such as automobiles or recreational equipment. In such cases, any repossessed collateral for a defaulted personal loan may not provide an adequate source of repayment of the outstanding loan balance as a resultbecause of the greater likelihood of damage, loss or depreciation. In addition, personal loan collections are dependent on the borrower’s continuing financial stability, and thus are more likely to be affected by adverse personal circumstances. Furthermore, the application of various federal and state laws, including bankruptcy and insolvency laws, may limit the amount which can be recovered on such loans.

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Table of Contents

Allowance for CreditLoan Losses

The allowance for credit losses consists of the allowance for loan losses and the reserve for unfunded lending commitments. The allowance for loan losses (“allowance”) represents management’s estimate of probable incurred losses in the loan portfolio as of the consolidated statement of financial condition date and is recorded as a reduction to loans. The reserve for unfunded lending commitments represents management’s estimate of probable incurred losses in its unfunded lending commitments and is recorded in other liabilities on the consolidated statement of financial condition, when necessary. The amount of the reserve for unfunded lending commitments is not material to the consolidated financial statements. The allowance for loan losses is increased by the provision for loan losses, and decreased by charge-offs, net of recoveries.recoveries and loan loss provision credits. Loans deemed to be uncollectible are charged against the allowance for loan losses, and subsequent recoveries, if any, are credited to the allowance.

For financial reporting purposes, the provision for loan losses charged to current operating income is based on management’s estimates, and actual losses may vary from estimates. These estimates are reviewed and adjusted at least quarterly and are reported in earnings in the periods in which they become known.

Loans included in any class are considered for charge-off when:

principal or interest has been in default for 120 days or more and for which no payment has been received during the previous four months;
all collateral securing the loan has been liquidated and a deficiency balance remains;
a bankruptcy notice is received for an unsecured loan;
a confirming loss event has occurred; or
the loan is deemed to be uncollectible for any other reason.

The allowance consists of specific and general components. The specific component relates to loans that are individually classified as impaired when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. Loans for which the terms have been

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modified resulting in a concession, and for which the borrower is experiencing financial difficulties, are considered troubled debt restructurings (“TDRs”) and classified as impaired.

The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) enacted on March 27, 2020 permits financial institutions to exclude loan modifications to borrowers affected by the COVID-19 pandemic from TDR treatment if (1) the borrower was not more than 30 days past due as of December 31, 2019, and (2) the loan modification is made between March 1, 2020 and the earlier of January 1, 2022 or 60 days after the end of the coronavirus emergency declaration following the passing of the 2021 Consolidated Appropriations Act (“CAA”) on December 27, 2020. A loan modification accounted for in accordance with the CARES Act is not treated as a TDR for accounting or disclosure purposes.  

Factors considered by management in determining impairment include payment status, collateral value and the probability of collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls on a case-by-case basis, taking into consideration all of the circumstances surrounding the loans and the borrower, including the length of the delay, the reasons for the delay, the borrower’s prior payment record and the amount of the shortfall in relation to the principal and interest owed. Impairment is measured on a loan by loan basis by the present value of expected future cash flows discounted at the loan’s effective interest rate, the loan’s observable market price or the fair value of the collateral if the loan is collateral dependent. If a loan is impaired, a portion of the allowance is allocated so that the loan is reported, net, at the present value of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the collateral.

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Table of Contents

Impairment for substantially all of the Company’s impaired loans is measured based on the estimated fair value of the loan’s collateral. For real estate - commercial loans, estimated fair values are determined primarily through third-party appraisals. When a real estate secured loan becomes impaired, a decision is made regarding whether an updated certified appraisal of the real estate is necessary. This decision is based on various considerations, including the age of the most recent appraisal, the loan-to-value ratio based on the current appraisal and the condition of the property. Appraised values may be discounted to arrive at the estimated selling price of the collateral, which is considered to be the estimated fair value. The discounts also include the estimated costs to sell the property. For commercial, financial and agricultural, and obligations of states and political subdivision loans, estimated fair values are determined based on the borrower’s financial statements, inventory reports, aging accounts receivable, equipment appraisals or invoices. Indications of value from these sources are generally discounted based on the age of the financial information or the quality of the assets. For such loans that are classified as impaired, an allowance is established when the discounted cash flows (or collateral value or observable market price) of the impaired loan is lower than the carrying value of that loan. The Company generally does not separately identify individual consumer segment loans for impairment analysis unless such loans are subject to a restructuring agreement.

Troubled debt restructurings are individually evaluated for impairment and included in the separately identified impairment disclosures. Loans whose terms are modified are classified as troubled debt restructurings if the Company grants borrowersborrowers’ concessions and it is deemed that those borrowers are experiencing financial difficulty. Concessions granted under a troubled debt restructuring generally involve a below-market interest rate based on the loan’s risk characteristics, an extension of a loan’s stated maturity date or a significant delay in payment. Non-accrual troubled debt restructurings are restored to accrual status if principal and interest payments, under the modified terms, are current for a sustained period after modification. For TDRs that subsequently default, the Company determines the amount of the allowance on that loan in accordance with the accounting policy for the allowance for loan losses on loans individually identified as impaired. The Company incorporates recent historical experience related to TDRs, including the performance of TDRs that subsequently default, into the calculation of the allowance by loan portfolio class.

Juniata experienced favorable asset quality trends and net recoveries of previously charged-off loans during the nine months ended September 30, 2021. Only 2 loans in the aggregate amount of $72,000, placed on deferral due to the pandemic remained in deferment as of September 30, 2021. All other loans previously placed in deferment have resumed contractual debt service as of September 30, 2021.

Acquired Loans

Loans that Juniata acquires through business combinations are recorded at fair value with no carryover of the related allowance for loan losses. Some of these loans have shown evidence of credit deterioration since origination. These purchased credit impaired (“PCI”) loans are recorded at the amount paid, such that there is no carryover of the seller’s allowance for loan losses. After acquisition, losses are recognized by an increase in the allowance for loan losses.

Such purchased credit impaired loans are accounted for individually or aggregated into pools of loans based on common risk characteristics, such as credit score, loan type, and date of origination. Juniata estimates the amount and timing of expected cash flows for each loan or pool, and the expected cash flows in excess of amount paid is recorded as interest

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income over the remaining life of the loan or pool (accretable yield). The excess of the loan’s or pool’s contractual principal and interest over expected cash flows is not recorded (nonaccretable difference).

Over the life of the loan or pool, expected cash flows continue to be estimated. If the present value of expected cash flows is less than the carrying amount, a loss is recorded as a provision for loan losses. If the present value of expected cash flows is greater than the carrying amount, it is recognized as part of future interest income.

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Table of Contents

PCI loans that met the criteria for impairment or non-accrual of interest prior to the acquisition may be considered performing upon acquisition, regardless of whether the customer is contractually delinquent, if Juniata expects to fully collect the new carrying value (i.e., fair value) of the loans. As such, Juniata may no longer consider the loan to be non-accrual or nonperforming and may accrue interest on these loans, including the impact of any accretable discount. In addition, charge-offs on such loans would be first applied to the nonaccretable difference portion of the fair value adjustment.

Loans acquired through business combinations that do not meet the specific criteria of ASC 310-30, but for which a discount is attributable at least in part to credit quality, are also accounted for in accordance with this guidance. As a result, related discounts are recognized subsequently through accretion based on the contractual cash flows of the acquired loans.

Paycheck Protection Program Loans

On March 27, 2020, the Coronavirus Aid, Relief, and Economic SecurityThe CARES Act (“CARES Act”) was enacted, establishingestablished the Paycheck Protection Program (“PPP”) which is administered by the Small Business Administration (“SBA”). The PPP iswas intended to provide economic relief to small businesses nationwide adversely impacted under the COVID-19 Emergency Declaration issued on March 13, 2020. The PPP, which began on April 3, 2020, providesprovided small businesses with funds to cover up to eight weeks of payroll costs, including benefits. It also providesprovided for forgiveness of the loans in an amount up to the full principal amount of qualifying loans.

On June 5, 2020, the Paycheck Protection Program Flexibility Act of 2020 (“PPP Flexibility Act”) extended the covered period for loan forgiveness from eight weeks after the date of loan disbursement to 24 weeks. The 24 week period appliesapplied to all borrowers, but borrowers that received an SBA loan number before June 5, 2020, havehad the option to use an eight week period. The PPP Flexibility Act also amended the requirements regarding forgiveness of PPP loans, reducing the portion of PPP loan proceeds that must be used for payroll costs for the full amount of the PPP loan to be eligible for forgiveness from 75% to 60%. Additionally, the PPP Flexibility Act extended the maturity date for PPP loans made on, or after June 5, 2020 from two years to five years; however, lenders and borrowers maycould mutually agree to modify PPP loans made before such date to reflect the longer maturity.

The Company is participating in the PPP, and as of September 30, 2020, has funded 508 PPP loans totaling $31,531,000, net of remaining deferred fees of $533,000. As of September 30, 2020, 454 of the Company’s PPP loans had maturity dates of two years, while the remaining 54 loans, totaling $698,000, had five year maturities. All the Company’s PPP loans are part of the commercial, financial and agricultural loan portfolio.

The SBA began approving PPP forgiveness applications and remitting forgiveness payments to PPP lenders for PPP borrowers on October 2, 2020. On October 8, 2020, the SBA, in consultation with the U.S. Treasury Department, released a simpler loan forgiveness application for PPP loans of $50,000 or less to streamline the PPP forgiveness process to provide financial and administrative relief to American’s smallest businesses and eased the burden on PPP lenders, allowing them to process forgiveness applications more swiftly.

The CAA provided several amendments to the PPP, including additional funding for first and second draws of PPP loans up to March 31, 2021. On March 30, 2021, the PPP Extension Act of 2021 was signed into law, extending the program to May 31, 2021.  

The Company participated in the PPP and funded 508 first round PPP loans totaling $32,064,000 in 2020 and funded 362 second round PPP loans totaling $18,931,000 in 2021. As of September 30, 2020, Juniata had 3672021, 6 first round PPP loans, totaling $6,066,000, with a balance of $50,000 or less. As of September 30, 2020, Juniata had 0t yet submitted a forgiveness application on behalf of its$233,000, remained outstanding and 303 second round PPP borrowers.loans, totaling $14,690,000, remained outstanding. All remaining PPP loans were forgiven. PPP loans are included in the commercial, financial and agricultural loan class.

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Table of Contents

Loan Portfolio Classification

The following table presents the loan portfolio by class at September 30, 20202021 and December 31, 2019.2020.

(Dollars in thousands)

    

    

    

    

 

September 30, 2020

 

December 31, 2019

 

September 30, 2021

 

December 31, 2020

Commercial, financial and agricultural

$

71,859

$

51,785

$

59,847

$

73,057

Real estate - commercial

121,527

126,613

155,198

122,698

Real estate - construction

 

62,142

 

46,459

 

40,612

 

61,051

Real estate - mortgage

 

142,998

 

150,538

 

132,665

 

141,438

Obligations of states and political subdivisions

15,601

16,377

18,728

18,550

Personal

 

6,627

 

8,818

 

4,714

 

5,867

Total

$

420,754

$

400,590

$

411,764

$

422,661

The following table summarizes the activity in the allowance for loan losses by loan class, for the three and nine months ended September 30, 20202021 and 2019.2020.

(Dollars in thousands)

    

    

    

    

Obligations

    

    

    

    

    

    

    

Obligations

    

    

    

Commercial,

of states

Commercial,

of states

financial and

Real estate-

Real estate-

and political

Real estate-

financial and

Real estate-

Real estate-

and political

Real estate-

agricultural

commercial

construction

subdivisions

mortgage

Personal

Total

agricultural

commercial

construction

subdivisions

mortgage

Personal

Total

Three Months Ended

September 30, 2021

Balance, beginning of period

$

289

$

1,435

$

924

$

33

$

1,164

$

61

$

3,906

Provision for loan losses

 

(9)

 

(104)

 

(81)

 

(5)

 

(54)

 

(4)

 

(257)

Charge-offs

 

0

 

0

 

0

 

0

 

0

 

(2)

 

(2)

Recoveries

 

0

 

36

 

27

 

0

 

12

 

3

 

78

Balance, end of period

$

280

$

1,367

$

870

$

28

$

1,122

$

58

$

3,725

September 30, 2020

Balance, beginning of period

$

311

$

878

$

1,137

$

22

$

1,149

$

61

$

3,558

$

311

$

878

$

1,137

$

22

$

1,149

$

61

$

3,558

Provision for loan losses

 

(40)

 

(10)

 

145

 

(1)

 

(12)

 

5

 

87

 

(40)

 

(10)

 

145

 

(1)

 

(12)

 

5

 

87

Charge-offs

 

0

 

0

 

0

 

0

 

(3)

 

(10)

 

(13)

 

0

 

0

 

0

 

0

 

(3)

 

(10)

 

(13)

Recoveries

 

0

 

0

 

267

 

0

 

24

 

1

 

292

 

0

 

0

 

267

 

0

 

24

 

1

 

292

Balance, end of period

$

271

$

868

$

1,549

$

21

$

1,158

$

57

$

3,924

$

271

$

868

$

1,549

$

21

$

1,158

$

57

$

3,924

September 30, 2019

Nine Months Ended

September 30, 2021

Balance, beginning of period

$

274

$

1,038

$

588

$

22

$

1,019

$

74

$

3,015

$

302

$

908

$

1,586

$

28

$

1,200

$

70

$

4,094

Provision for loan losses

 

(8)

 

0

 

(37)

 

1

 

(6)

 

4

 

(46)

 

(29)

 

423

 

(799)

 

0

 

(119)

 

(12)

 

(536)

Charge-offs

 

(2)

 

0

 

0

 

0

 

0

 

(11)

 

(13)

 

0

 

0

 

0

 

0

 

0

 

(10)

 

(10)

Recoveries

 

0

 

0

 

94

 

0

 

2

 

5

 

101

 

7

 

36

 

83

 

0

 

41

 

10

 

177

Balance, end of period

$

264

$

1,038

$

645

$

23

$

1,015

$

72

$

3,057

$

280

$

1,367

$

870

$

28

$

1,122

$

58

$

3,725

Nine Months Ended

September 30, 2020

Balance, beginning of period

$

321

$

754

$

718

$

17

$

1,081

$

70

$

2,961

$

321

$

754

$

718

$

17

$

1,081

$

70

$

2,961

Provision for loan losses

 

(50)

 

114

 

502

 

4

 

57

 

12

 

639

 

(50)

 

114

 

502

 

4

 

57

 

12

 

639

Charge-offs

 

0

 

0

 

0

 

0

 

(7)

 

(34)

 

(41)

 

0

 

0

 

0

 

0

 

(7)

 

(34)

 

(41)

Recoveries

 

0

 

0

 

329

 

0

 

27

 

9

 

365

 

0

 

0

 

329

 

0

 

27

 

9

 

365

Balance, end of period

$

271

$

868

$

1,549

$

21

$

1,158

$

57

$

3,924

$

271

$

868

$

1,549

$

21

$

1,158

$

57

$

3,924

September 30, 2019

Balance, beginning of period

$

275

$

1,074

$

558

$

20

$

1,035

$

72

$

3,034

Provision for loan losses

 

(12)

 

(335)

 

(200)

 

3

 

22

 

32

 

(490)

Charge-offs

 

(2)

 

(15)

 

0

 

0

 

(49)

 

(48)

 

(114)

Recoveries

 

3

 

314

 

287

 

0

 

7

 

16

 

627

Balance, end of period

$

264

$

1,038

$

645

$

23

$

1,015

$

72

$

3,057

21

Table of Contents

The following table summarizes loans by loan class, segregated into the amount required for loans individually evaluated for impairment and the amount required for loans collectively evaluated for impairment as of September 30, 20202021 and December 31, 2019.2020.

(Dollars in thousands)

    

    

    

    

Obligations

    

    

    

Commercial,

of states

financial and

Real estate-

Real estate-

and political

Real estate-

agricultural

commercial

construction

subdivisions

mortgage

Personal

Total

September 30, 2020

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Loans allocated by:

individually evaluated for impairment

$

7

$

1,187

$

0

$

0

$

801

$

0

$

1,995

acquired with credit deterioration

0

348

0

0

644

0

992

collectively evaluated for impairment

71,852

119,992

62,142

15,601

141,553

6,627

417,767

$

71,859

$

121,527

$

62,142

$

15,601

$

142,998

$

6,627

$

420,754

Allowance for loan losses allocated by:

individually evaluated for impairment

$

0

$

0

$

0

$

0

$

0

$

0

$

0

acquired with credit deterioration

0

0

0

0

0

0

0

collectively evaluated for impairment

271

868

1,549

21

1,158

57

3,924

$

271

$

868

$

1,549

$

21

$

1,158

$

57

$

3,924

December 31, 2019

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Loans allocated by:

individually evaluated for impairment

$

0

$

1,206

$

0

$

0

$

1,296

$

14

$

2,516

acquired with credit deterioration

0

366

0

0

704

0

1,070

collectively evaluated for impairment

51,785

125,041

46,459

16,377

148,538

8,804

397,004

$

51,785

$

126,613

$

46,459

$

16,377

$

150,538

$

8,818

$

400,590

Allowance for loan losses allocated by:

individually evaluated for impairment

$

0

$

0

$

0

$

0

$

0

$

0

$

0

acquired with credit deterioration

0

0

0

0

0

0

0

collectively evaluated for impairment

321

754

718

17

1,081

70

2,961

$

275

$

1,074

$

558

$

20

$

1,035

$

72

$

2,961

(Dollars in thousands)

    

    

    

    

Obligations

    

    

    

Commercial,

of states

financial and

Real estate-

Real estate-

and political

Real estate-

agricultural

commercial

construction

subdivisions

mortgage

Personal

Total

September 30, 2021

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Loans allocated by:

Individually evaluated for impairment

$

0

$

5,283

$

0

$

0

$

466

$

0

$

5,749

Acquired with credit deterioration

0

369

0

0

604

0

973

Collectively evaluated for impairment

59,847

149,546

40,612

18,728

131,595

4,714

405,042

$

59,847

$

155,198

$

40,612

$

18,728

$

132,665

$

4,714

$

411,764

Allowance for loan losses allocated by:

Individually evaluated for impairment

$

0

$

0

$

0

$

0

$

0

$

0

$

0

Acquired with credit deterioration

0

0

0

0

0

0

0

Collectively evaluated for impairment

280

1,367

870

28

1,122

58

3,725

$

280

$

1,367

$

870

$

28

$

1,122

$

58

$

3,725

December 31, 2020

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Loans allocated by:

Individually evaluated for impairment

$

0

$

3,483

$

0

$

0

$

744

$

0

$

4,227

Acquired with credit deterioration

0

339

0

0

623

0

962

Collectively evaluated for impairment

73,057

118,876

61,051

18,550

140,071

5,867

417,472

$

73,057

$

122,698

$

61,051

$

18,550

$

141,438

$

5,867

$

422,661

Allowance for loan losses allocated by:

Individually evaluated for impairment

$

0

$

0

$

0

$

0

$

2

$

0

$

2

Acquired with credit deterioration

0

0

0

0

0

0

0

Collectively evaluated for impairment

302

908

1,586

28

1,198

70

4,092

$

302

$

908

$

1,586

$

28

$

1,200

$

70

$

4,094

The Company has certain loans in its portfolio that are consideredit considers to be impaired. It is the policy of the Company to recognize income on impaired loans that have been transferred to nonaccrual status on a cash basis, only to the extent that it exceeds anticipated principal balance recovery. Until an impaired loan is placed on nonaccrual status, income is recognized on the accrual basis. Collateral analysis is performed on each impaired loan at least quarterly, and results are used to determine if a specific reserve is necessary to adjust the carrying value of each individual loan down to the estimated fair value. Generally, specific reserves are carried against impaired loans based upon estimated collateral value until a confirming loss event occurs or until termination of the credit is scheduled through liquidation of the collateral or foreclosure. Consumer mortgage loans secured by residential real estate properties for which formal foreclosure proceedings were in process at September 30, 20202021 and December 31, 20192020 totaled $207,000$177,000 and $248,000,$152,000, respectively. Charge-offs will occur when a confirmed loss is identified. Professional appraisals of collateral, discounted for expected selling costs, appraisal age, economic conditions and other known factors, are used to determine the charge-off amount.

22

Table of Contents

The following table summarizes information regarding impaired loans by portfolio class as of September 30, 20202021 and December 31, 2019.2020.

(Dollars in thousands)

As of September 30, 2021

As of December 31, 2020

    

Recorded

    

Unpaid Principal

    

Related

    

Recorded

    

Unpaid Principal

    

Related

Investment

Balance

Allowance

Investment

Balance

Allowance

Impaired loans

With no related allowance recorded:

 

  

 

  

 

  

 

  

 

  

 

  

Real estate - commercial

$

5,283

$

5,744

$

$

3,483

$

3,580

$

Acquired with credit deterioration

 

369

376

 

 

339

386

 

Real estate – construction

 

0

 

859

 

 

0

 

894

 

Real estate - mortgage

 

466

 

1,168

 

 

666

 

1,396

 

Acquired with credit deterioration

 

604

786

 

 

623

801

 

With an allowance recorded:

 

 

  

 

  

 

 

  

 

  

Real estate - mortgage

$

$

$

$

78

$

77

$

2

Total:

 

  

 

  

 

  

 

  

 

  

 

  

Real estate - commercial

$

5,283

$

5,744

$

0

$

3,483

$

3,580

$

0

Acquired with credit deterioration

 

369

 

376

 

0

 

339

 

386

 

0

Real estate - construction

 

0

 

859

 

0

 

0

 

894

 

0

Real estate – mortgage

 

466

 

1,168

 

0

 

744

 

1,473

 

2

Acquired with credit deterioration

 

604

 

786

 

0

 

623

 

801

 

0

$

6,722

$

8,933

$

$

5,189

$

7,134

$

2

(Dollars in thousands)

As of September 30, 2020

As of December 31, 2019

    

Recorded

    

Unpaid Principal

    

Related

    

Recorded

    

Unpaid Principal

    

Related

Investment

Balance

Allowance

Investment

Balance

Allowance

Impaired loans

With no related allowance recorded:

 

  

 

  

 

  

 

  

 

  

 

  

Commercial, financial and agricultural

$

7

$

7

$

$

0

$

0

$

Real estate - commercial

1,187

1,288

1,206

1,304

Acquired with credit deterioration

 

348

390

 

 

366

 

395

 

Real estate – construction

 

0

 

964

 

 

0

 

1,054

 

Real estate - mortgage

 

726

 

1,459

 

 

1,296

 

2,006

 

Acquired with credit deterioration

 

644

811

 

 

704

 

840

 

Personal

 

0

 

0

 

 

14

 

14

 

With an allowance recorded:

 

 

  

 

  

 

  

 

  

 

  

Real estate - mortgage

$

75

$

74

$

0

$

0

$

0

$

0

Total:

 

  

 

  

 

  

 

  

 

  

 

  

Commercial, financial and agricultural

$

7

$

7

$

0

$

0

$

0

$

0

Real estate - commercial

1,187

1,288

0

1,206

1,304

0

Acquired with credit deterioration

 

348

 

390

 

0

 

366

 

395

 

0

Real estate - construction

 

0

 

964

 

0

 

0

 

1,054

 

0

Real estate – mortgage

 

801

 

1,533

 

0

 

1,296

 

2,006

 

0

Acquired with credit deterioration

 

644

 

811

 

0

 

704

 

840

 

0

Personal

 

0

 

0

 

0

 

14

 

14

 

0

$

2,987

$

4,993

$

$

3,586

$

5,613

$

0

The related allowance on the real estate – mortgage loan with an allowance recorded in the table above was immaterial as of September 30, 2020.

Average recorded investment of impaired loans and related interest income recognized for the three and nine months ended September 30, 20202021 and 20192020 are summarized in the tables below.

(Dollars in thousands)

Three Months Ended September 30, 2020

Three Months Ended September 30, 2019

Three Months Ended September 30, 2021

Three Months Ended September 30, 2020

    

Average

    

Interest

    

Cash Basis

    

Average

    

Interest

    

Cash Basis

    

Average

    

Interest

    

Cash Basis

    

Average

    

Interest

    

Cash Basis

Recorded

Income

Interest

Recorded

Income

Interest

Recorded

Income

Interest

Recorded

Income

Interest

Investment

Recognized

Income

Investment

Recognized

Income

Investment

Recognized

Income

Investment

Recognized

Income

Impaired loans

With no related allowance recorded:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Commercial, financial and agricultural

$

161

$

0

$

0

$

750

$

0

$

12

$

0

$

0

$

0

$

581

$

0

$

0

Real estate - commercial

 

1,722

 

5

 

6

 

1,232

 

5

 

16

 

5,291

 

55

 

0

 

3,412

 

5

 

8

Acquired with credit deterioration

 

351

 

0

 

0

 

381

 

0

 

0

 

364

 

0

 

0

 

354

 

0

 

0

Real estate - mortgage

 

735

 

4

 

11

 

1,284

 

4

 

12

 

483

 

3

 

10

 

877

 

4

 

11

Acquired with credit deterioration

 

650

 

0

 

0

 

763

 

0

 

0

 

595

 

0

 

0

 

668

 

0

 

0

Personal

 

0

 

0

 

0

 

14

 

0

 

0

With an allowance recorded:

 

 

 

 

  

 

  

 

  

 

 

 

 

 

 

Real estate - mortgage

$

75

$

0

$

0

$

0

$

0

$

0

$

0

$

0

$

0

$

121

$

0

$

0

Total:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Commercial, financial and agricultural

$

161

$

0

$

0

$

750

$

0

$

12

$

0

$

0

$

0

$

581

$

0

$

0

Real estate - commercial

 

1,722

 

5

 

6

 

1,232

 

5

 

16

 

5,291

 

55

 

0

 

3,412

 

5

 

8

Acquired with credit deterioration

 

351

 

0

 

0

 

381

 

0

 

0

 

364

 

0

 

0

 

354

 

0

 

0

Real estate - mortgage

 

810

 

4

 

11

 

1,284

 

4

 

12

 

483

 

3

 

10

 

998

 

4

 

11

Acquired with credit deterioration

 

650

 

0

 

0

 

763

 

0

 

0

 

595

 

0

 

0

 

668

 

0

 

0

Personal

 

0

 

0

 

0

 

14

 

0

 

0

$

3,694

$

9

$

17

$

4,424

$

9

$

40

$

6,733

$

58

$

10

$

6,013

$

9

$

19

23

Table of Contents

(Dollars in thousands)

Nine Months Ended September 30, 2020

Nine Months Ended September 30, 2019

Nine Months Ended September 30, 2021

Nine Months Ended September 30, 2020

    

Average

    

Interest

    

Cash Basis

    

Average

    

Interest

    

Cash Basis

    

Average

    

Interest

    

Cash Basis

    

Average

    

Interest

    

Cash Basis

Recorded

Income

Interest

Recorded

Income

Interest

Recorded

Income

Interest

Recorded

Income

Interest

Investment

Recognized

Income

Investment

Recognized

Income

Investment

Recognized

Income

Investment

Recognized

Income

Impaired Loans

With no related allowance recorded:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Commercial, financial and agricultural

$

310

$

0

$

0

$

369

$

22

$

12

$

0

$

0

$

0

$

384

$

0

$

0

Real estate - commercial

 

2,405

 

15

 

26

 

1,066

 

40

 

16

4,346

166

0

2,746

 

10

 

20

Acquired with credit deterioration

 

355

 

0

 

0

 

460

 

0

 

0

 

345

 

0

 

0

 

357

 

0

 

0

Real estate - construction

 

0

 

0

 

0

 

14

 

0

 

0

Real estate - mortgage

 

939

 

12

 

33

 

1,238

 

13

 

35

 

579

 

10

 

30

 

1,010

 

8

 

22

Acquired with credit deterioration

 

669

 

0

 

0

 

860

 

0

 

0

 

602

 

0

 

0

 

678

 

0

 

0

Personal

 

3

 

0

 

0

 

16

 

0

 

0

 

0

 

0

 

0

 

5

 

0

 

0

With an allowance recorded:

 

 

  

 

  

 

  

 

  

 

  

 

 

  

 

  

 

 

  

 

  

Real estate - mortgage

$

106

$

0

$

0

$

0

$

0

$

0

$

0

$

0

$

0

$

121

$

0

$

0

Total:

 

 

  

 

  

 

  

 

  

 

  

 

 

  

 

  

 

 

  

 

  

Commercial, financial and agricultural

$

310

$

0

$

0

$

369

$

22

$

12

$

0

$

0

$

0

$

384

$

0

$

0

Real estate - commercial

2,405

15

26

1,066

40

16

4,346

166

0

2,746

10

20

Acquired with credit deterioration

 

355

 

0

 

0

 

460

 

0

 

0

 

345

 

0

 

0

 

357

 

0

 

0

Real estate - construction

 

0

 

0

 

0

 

14

 

0

 

0

Real estate - mortgage

 

1,045

 

12

 

33

 

1,238

 

13

 

35

 

579

 

10

 

30

 

1,131

 

8

 

22

Acquired with credit deterioration

 

669

 

0

 

0

 

860

 

0

 

0

 

602

 

0

 

0

 

678

 

0

 

0

Personal

 

3

 

0

 

0

 

16

 

0

 

0

 

0

 

0

 

0

 

5

 

0

 

0

$

4,787

$

27

$

59

$

4,023

$

75

$

63

$

5,872

$

176

$

30

$

5,301

$

18

$

42

The recorded investment in loans excludes accrued interest receivable and loan origination fees, net due to immateriality. For purposes of this disclosure, the unpaid principal balance is not reduced for partial charge-offs.

Loans on which the accrual of interest has been discontinued are designated as non-accrual loans. Accrual of interest on loans is generally discontinued when the contractual payment of principal or interest has become 90 days past due or reasonable doubt exists as to the full, timely collection of principal or interest. However, it is the Company’s policy to continue to accrue interest on loans over 90 days past due as long asif (1) they are guaranteed or well secured and (2) there is an effective means of timely collection in process. When a loan is placed on non-accrual status, all unpaid interest credited to income in the current year is reversed against current period income, and unpaid interest accrued in prior years is charged against the allowance for loan losses. Interest received on nonaccrual loans generally is either applied against principal or reported as interest income, according to management’s judgment as to the collectability of principal. Generally, accruals are resumed on loans only when the obligation is brought fully current with respect to interest and principal, has performed in accordance with the contractual terms for a reasonable period of time and the ultimate collectability of the total contractual principal and interest is no longer in doubt. The Company’s nonaccrual and charge-off policies are the same, regardless of the loan type.

The following table presents nonaccrual loans by classes of the loan portfolio as of September 30, 20202021 and December 31, 2019.2020.

(Dollars in thousands)

    

    

    

    

 

September 30, 2020

 

December 31, 2019

 

September 30, 2021

 

December 31, 2020

Non-accrual loans:

Commercial, financial and agricultural

$

7

$

0

Real estate - commercial

887

903

$

0

$

41

Real estate - mortgage

 

433

 

902

 

162

 

381

Personal

 

0

 

14

Total

$

1,327

$

1,819

$

162

$

422

24

Table of Contents

The performance and credit quality of the loan portfolio is also monitored by analyzing the age of the loans receivable as determined by the length of time a recorded payment is past due. Past due status is determined by the contractual terms of the loan. The following tables present the classes of the loan portfolio summarized by the past due status as of September 30, 20202021 and December 31, 2019.2020.

    

    

    

    

    

    

    

Loans

    

    

    

    

    

    

    

Loans

Past Due

Past Due

Greater

Greater

(Dollars in thousands)

Greater

than 89

Greater

than 89

3059 Days

6089 Days

than 89

Total Past

Days and

3059 Days

6089 Days

than 89

Total Past

Days and

Current

Past Due(2)

Past Due

Days

Due

Total Loans

Accruing(1)

Current

Past Due(2)

Past Due

Days

Due

Total Loans

Accruing(1)

As of September 30, 2020

As of September 30, 2021

Commercial, financial and agricultural

$

71,859

$

0

$

0

$

0

$

0

$

71,859

$

0

$

59,847

$

0

$

0

$

0

$

0

$

59,847

$

0

Real estate - commercial

 

121,136

 

0

 

0

 

43

 

43

 

121,179

 

0

 

154,632

 

197

 

0

 

0

 

197

 

154,829

 

0

Real estate - construction

 

61,969

 

0

 

0

 

173

 

173

 

62,142

 

173

 

40,612

 

0

 

0

 

0

 

0

 

40,612

 

0

Real estate - mortgage

 

141,732

 

86

 

253

 

283

 

622

 

142,354

 

134

 

131,759

 

70

 

97

 

135

 

302

 

132,061

 

87

Obligations of states and political subdivisions

 

15,601

 

0

 

0

 

0

 

0

 

15,601

 

0

 

18,728

 

0

 

0

 

0

 

0

 

18,728

 

0

Personal

 

6,609

 

18

 

0

 

0

 

18

 

6,627

 

0

 

4,714

 

0

 

0

 

0

 

0

 

4,714

 

0

Subtotal

418,906

104

253

499

856

419,762

307

410,292

267

97

135

499

410,791

87

Loans acquired with credit deterioration

Real estate - commercial

 

348

 

0

 

0

 

0

 

0

 

348

 

0

 

369

 

0

 

0

 

0

 

0

 

369

 

0

Real estate - mortgage

 

418

 

134

 

0

 

92

 

226

 

644

 

92

 

468

 

0

 

44

 

92

 

136

 

604

 

92

Subtotal

766

134

0

92

226

992

92

837

0

44

92

136

973

92

$

419,672

$

238

$

253

$

591

$

1,082

$

420,754

$

399

$

411,129

$

267

$

141

$

227

$

635

$

411,764

$

179

Loans

Loans

���

Past Due

Past Due

Greater

Greater

(Dollars in thousands)

Greater

than 89

Greater

than 89

3059 Days

6089 Days

than 89

Total Past

Days and

3059 Days

6089 Days

than 89

Total Past

Days and

    

Current

    

Past Due(2)

    

Past Due

    

Days

    

Due

    

Total Loans

    

Accruing(1)

    

Current

    

Past Due(2)

    

Past Due

    

Days

    

Due

    

Total Loans

    

Accruing(1)

As of December 31, 2019

As of December 31, 2020

Commercial, financial and agricultural

$

51,725

$

60

$

0

$

0

$

60

$

51,785

$

0

$

73,028

$

7

$

0

$

22

$

29

$

73,057

$

22

Real estate - commercial

 

126,180

 

19

 

0

 

48

 

67

 

126,247

 

0

 

122,318

 

0

 

0

 

41

 

41

 

122,359

 

0

Real estate - construction

 

46,172

 

287

 

0

 

0

 

287

 

46,459

 

0

 

61,051

 

0

 

0

 

0

 

0

 

61,051

 

0

Real estate - mortgage

 

148,366

 

348

 

149

 

971

 

1,468

 

149,834

 

359

 

139,842

 

351

 

453

 

169

 

973

 

140,815

 

0

Obligations of states and political subdivisions

 

16,377

 

0

 

0

 

0

 

0

 

16,377

 

0

 

18,550

 

0

 

0

 

0

 

0

 

18,550

 

0

Personal

 

8,725

 

55

 

0

 

38

 

93

 

8,818

 

24

 

5,853

 

0

 

14

 

0

 

14

 

5,867

 

0

Subtotal

397,545

769

149

1,057

1,975

399,520

383

420,642

358

467

232

1,057

421,699

22

Loans acquired with credit deterioration

Real estate - commercial

 

366

 

0

 

0

 

0

 

0

 

366

 

0

 

293

 

0

 

46

 

0

 

46

 

339

 

0

Real estate - mortgage

 

330

 

371

 

0

 

3

 

374

 

704

 

3

 

481

 

50

 

0

 

92

 

142

 

623

 

92

Subtotal

696

371

0

3

374

1,070

3

774

50

46

92

188

962

92

$

398,241

$

1,140

$

149

$

1,060

$

2,349

$

400,590

$

386

$

421,416

$

408

$

513

$

324

$

1,245

$

422,661

$

114

(1)These loans are guaranteed, or well-secured, and there is an effective means of collection in process.
(2)Loans are considered past due when the borrower is in arrears on two or more monthly payments.

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Table of Contents

Troubled Debt Restructurings

The following tables summarize information regarding troubled debt restructurings by loan portfolio class at September 30, 2020 and December 31, 2019.

(Dollars in thousands)

Pre-Modification

Post-Modification

Number of

Outstanding

Outstanding

    

Contracts

    

Recorded Investment

    

Recorded Investment

    

Recorded Investment

As of September 30, 2020

 

  

 

  

 

  

 

  

Accruing troubled debt restructurings:

 

  

 

  

 

  

 

  

Real estate - commercial

1

$

306

$

326

$

302

Real estate - mortgage

 

7

488

516

367

 

8

$

794

$

842

$

669

(Dollars in thousands)

Pre-Modification

Post-Modification

Number of

Outstanding

Outstanding

    

Contracts

    

Recorded Investment

    

Recorded Investment

    

Recorded Investment

As of December 31, 2019

 

  

 

  

 

  

 

  

Accruing troubled debt restructurings:

 

  

 

  

 

  

 

  

Real estate - commercial

 

1

$

306

$

326

$

306

Real estate - mortgage

 

7

488

516

397

 

8

$

794

$

842

$

703

The Company’s troubled debt restructurings are also impaired loans, which may result in a specific allocation and subsequent charge-off if appropriate. As of September 30, 2020, there were 0 specific reserves carried for troubled debt restructured loans. There were 0 troubled debt restructured loans in default within 12 months of restructure during the three or nine months ended September 30, 2020. NaN troubled debt restructured loan for $314,000 was in default within 12 months of restructure during the three and nine months ended September 30, 2019. On December 31, 2019, there were 0 specific reserves carried for the troubled debt restructurings, nor any charge-offs related to the troubled debt restructured loans. The amended terms of the restructured loans vary, and may include interest rates that have been reduced, principal payments that have been reduced or deferred for a period of time and/or maturity dates that have been extended.

As of September 30, 2021, the Company had a recorded investment in troubled debt restructurings of $5,583,000 with 0 specific reserves or any charge-offs related to the troubled debt restructured loans. There were 0 troubled debt restructured loans in default within 12 months of restructure during the three and nine months ended September 30, 2021 or 2020. On December 31, 2020, the Company had a recorded investment in troubled debt restructurings of $3,802,000 with 0 specific reserves or any charge-offs related to the troubled debt restructured loans. The increase in troubled debt restructurings between December 31, 2020 and September 30, 2021 was due to the addition of 1 hospitality-industry loan, which was granted concessions due to financial difficulty due only in part to the pandemic. The borrower has been experiencing cash-flow difficulties and is in the process of liquidating the properties collateralizing the loan. Full payment according to the restructured terms is expected to be received.

The following table presents the loan whose terms were modified resulting in troubled debt restructuring during the nine months ended September 30, 2021. There were 0 loan terms modified resulting in troubled debt restructuring during the three months ended September 30, 2021, nor during the three and nine months ended September 30, 2020, nor during the three months ended September 30, 2019. The following table lists the loan whose terms were modified resulting in a troubled debt restructuring during the nine months ended September 30, 2019.2020.

(Dollars in thousands)

    

    

Pre-Modification

    

Post-Modification

    

    

    

Pre-Modification

    

Post-Modification

    

Number of

Outstanding

Outstanding

Number of

Outstanding

Outstanding

Contracts

Recorded Investment

Recorded Investment

Recorded Investment

Contracts

Recorded Investment

Recorded Investment

Recorded Investment

Nine months ended September 30, 2019

  

  

  

  

Nine months ended September 30, 2021

  

  

  

  

Accruing troubled debt restructurings:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Real estate - commercial

 

1

$

306

$

326

$

314

 

1

$

2,254

$

2,254

$

1,854

Real estate - mortgage

 

1

9

9

6

 

2

$

315

$

335

$

320

 

1

$

2,254

$

2,254

$

1,854

The CARES Act permits financial institutions to exclude loan modifications to borrowers affected by the COVID-19 pandemic from TDR treatment if (1) the borrower was not more than 30 days past due as of December 31, 2019, and (2) the loan modification is made between March 1, 2020 and the earlier of December 31, 2020January 1, 2022 or 60 days after the end of the coronavirus emergency declaration.declaration following the passing of the CAA on December 27, 2020. A loan modification accounted for in accordance with the CARES Act is not treated as a TDR for accounting or disclosure purposes.  

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Table of Contents

On April 7, 2020, the federal banking supervisory agencies issued a Revised Interagency Statement on Loan Modifications by Financial Institutions Working with Customers Affected by the Coronavirus (“Interagency Statement”). The interagency statement offers some practical expedients for evaluating whether loan modifications that occur inIn response to the COVID-19 pandemic, are TDRs. A lender can conclude thatthe Company established a borrower is not experiencing financial difficulty if either (1) short-term (i.e. six months) modifications are made in response to COVID-19 such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant related to loans in which the borrower is less than 30 days past dueModification Program on its contractual payments at the time a modification program is implemented, or (2) the modification or deferral program is mandated by the federal government or a state government (e.g., a state program that requires all institutions within that state to suspend mortgage payments for a specified period). Accordingly, any loan modification made in response to the COVID-19 pandemic that meets either of these practical expedients would not be considered a TDR because the borrower is not experiencing financial difficulty.

On August 3,March 20, 2020 the Federal Financial Institutions Examination Council (“FFIEC”) issued the Joint Statement on Additional Loan Accommodations Related to COVID-19 to provide prudent risk management and consumer protection principles for financial institution to consider while working with borrowers as loans near the end of initial loan accommodation periods applicable during the pandemic. In determining whether to offer additional accommodations optionspayment relief to a borrower, it is generally appropriate forcertain borrowers. Through this program, the financial institution to assess each loan based upon the fundamental risk characteristics affecting the collectability of that particular credit, including evaluating the borrower’s financial condition and repayment capacity, as well as assessing whether current conditions have affected collateral values or the strength of guarantees, if applicable. If a financial institution elects to account for a loan modification under Section 4013 of the CARES Act, an additional loan modification could also be eligible under Section 4013 if (1) related to the COVID event; (2) executed on a loan that was not more than 30 days past due as of December 31, 2019; and (3) executed between March 1, 2020, and the earlier of (a) 60 days after the date of termination of the National Emergency or (b) December 31, 2020. If a financial institution does not elect to account for a loan modification under Section 4013, an additional modification should be viewed cumulatively in determining whether the additional modification is a TDR. If a loan modification was previously elected under the Interagency Statement, subsequent qualifying loan modifications may be accounted for under Section 4013 of the CARES Act.

During the nine month period ending on September 30, 2020, JuniataCompany has approved interest and/or principal payment deferrals on 237 loans totaling $90,227,000 for individuals and businesses affected by the economic impacts of COVID-19. Asthe COVID-19 pandemic. Only 2 loans in the aggregate amount of September 30, 2020, 228 of these payment deferral loans, totaling $78,454,000, completing$72,000, placed on deferment due to the agreed-uponpandemic remained in deferment period and returned to normal debt service. NaN of these loans, totaling $111,000, were delinquent at September 30, 2020. The remaining 9 payment deferral loans, totaling $11,773,000, consisted primarily of commercial real estate loans for the hospitality and fitness/recreation industries within their second deferral period as of September 30, 2020. NaN of the borrowers approved for these designated deferrals were delinquent2021. All other loans previously placed in deferment have resumed contractual debt service as of March 20, 2020, the date on which the Company’s COVID-19 Modification Program went into effect, and the loan modifications are not considered to be troubled-debt restructures under Section 4013.September 30, 2021.

Credit Quality Indicators

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans individually by classifying the loans as to credit risk. This individual analysis includes loans to commercial customers with an aggregate loan exposure greater than $500,000 and for lines of credit in excess of $50,000. This analysis is performed on a continuing basis with all such loans reviewed annually. The Company uses the following definitions for risk ratings:

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Table of Contents

than $500,000 and for lines of credit in excess of $50,000. This individual analysis is performed on a continuing basis with all such loans reviewed annually. The Company uses the following definitions for risk ratings:

Special Mention. Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date. Loans in this category are reviewed no less than quarterly.

Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected. Loans in this category are reviewed no less than monthly.

Doubtful. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, based on the basis of currently existing facts, conditions, and values, highly questionable and improbable. Loans in this category are reviewed no less than monthly.

Loans not falling into one ofmeeting the categoriescriteria above that are analyzed individually as part of the above described process are considered to be pass-rated loans.

The following tables present the classes of the loan portfolio summarized by the aggregate pass rating and the classified ratings of special mention, substandard and doubtful within the Company’s internal risk rating system as of September 30, 20202021 and December 31, 2019. 2020.

(Dollars in thousands)

Special

As of September 30, 2021

    

Pass

    

Mention

    

Substandard

    

Doubtful

    

Total

Commercial, financial and agricultural

$

58,572

$

775

$

500

$

0

$

59,847

Real estate - commercial

 

108,484

 

40,993

 

5,721

 

0

 

155,198

Real estate - construction

 

40,054

 

0

 

558

 

0

 

40,612

Real estate - mortgage

 

131,349

 

261

 

1,055

 

0

 

132,665

Obligations of states and political subdivisions

 

18,728

 

0

 

0

 

0

 

18,728

Personal

 

4,714

 

0

 

0

 

0

 

4,714

Total

$

361,901

$

42,029

$

7,834

$

0

$

411,764

(Dollars in thousands)

Special

As of December 31, 2020

    

Pass

    

Mention

    

Substandard

    

Doubtful

    

Total

Commercial, financial and agricultural

$

71,983

$

495

$

579

$

0

$

73,057

Real estate - commercial

 

99,828

 

15,198

 

7,631

 

41

 

122,698

Real estate - construction

 

36,332

 

24,644

 

75

 

0

 

61,051

Real estate - mortgage

 

139,787

 

289

 

1,317

 

45

 

141,438

Obligations of states and political subdivisions

 

18,550

 

0

 

0

 

0

 

18,550

Personal

 

5,867

 

0

 

0

 

0

 

5,867

Total

$

372,347

$

40,626

$

9,602

$

86

$

422,661

The decline in special mention real estate – construction loans and the increase in the special mention category atreal estate – commercial loans as of September 30, 20202021 compared to December 31, 20192020 was predominantly the result of downgrading four participated hospitality and recreational facilitylargely due to two relationships totaling $20,000,000,transitioning from passa construction phase to special mention in 2020. Partially offsetting this increase was the payoff of a $4,800,000 special mention relationship during 2020.permanent loan status.

(Dollars in thousands)

Special

As of September 30, 2020

    

Pass

    

Mention

    

Substandard

    

Doubtful

    

Total

Commercial, financial and agricultural

$

70,263

$

1,047

$

549

$

0

$

71,859

Real estate - commercial

 

109,233

 

4,177

 

8,074

 

43

 

121,527

Real estate - construction

 

44,709

 

16,968

 

465

 

0

 

62,142

Real estate - mortgage

 

141,252

 

302

 

1,392

 

52

 

142,998

Obligations of states and political subdivisions

 

15,601

 

0

 

0

 

0

 

15,601

Personal

 

6,627

 

0

 

0

 

0

 

6,627

Total

$

387,685

$

22,494

$

10,480

$

95

$

420,754

(Dollars in thousands)

Special

As of December 31, 2019

    

Pass

    

Mention

    

Substandard

    

Doubtful

    

Total

Commercial, financial and agricultural

$

46,725

$

4,080

$

980

$

0

$

51,785

Real estate - commercial

 

113,851

 

5,668

 

7,046

 

48

 

126,613

Real estate - construction

 

44,954

 

287

 

1,218

 

0

 

46,459

Real estate - mortgage

 

148,164

 

327

 

1,951

 

96

 

150,538

Obligations of states and political subdivisions

 

16,377

 

0

 

0

 

0

 

16,377

Personal

 

8,804

 

0

 

14

 

0

 

8,818

Total

$

378,875

$

10,362

$

11,209

$

144

$

400,590

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Table of Contents

7. GOODWILL AND OTHER INTANGIBLE ASSETS

Goodwill

On September 8, 2006, the Company acquired a branch office in Richfield, PA. Goodwill associated with this transaction is carried at $2,046,000. On November 30, 2015, the Company acquired FNBPA Bancorp, Inc. and, as a result, carries goodwill of $3,402,000 relating to the acquisition. On April 30, 2018, the Company acquired the remainder of the outstanding common stock of Liverpool Community Bank and, as a result, carries goodwill of $3,599,000 relating to the acquisition.

Total goodwill at September 30, 20202021 and December 31, 20192020 was $9,047,000. Goodwill is not amortized but is tested annually for impairment, or more frequently if certain events occur which might indicate goodwill has been impaired. Due to the severe economic impact of COVID-19, testingThere was performed as of March 31, 2020, and management concluded that 0 impairment of goodwill existed as of that date. No goodwill impairment test was conducted atduring the three and nine months ended September 30, 2020 because the Company’s stock was trading above book value per share and there were no other circumstances indicating impairment may exist.2021 or September 30, 2020.

Intangible Assets

On November 30, 2015, a core deposit intangible in the amount of $303,000 associated with the FNBPA Bancorp, Inc. acquisition was recorded and is being amortized over a ten-year period using a sum of the year’s digits basis. Amortization expense recognized for the intangibles related to the FNBPA acquisition in the three and nine months ended September 30, 20202021 was $8,000$6,000 and $24,000,$20,000, respectively.

On April 30, 2018, a core deposit intangible in the amount of $289,000 associated with the Liverpool Community Bank acquisition was recorded and is being amortized over a ten-year period using a sum of the year’s digit basis. Amortization expense recognized for the intangible related to the Liverpool Community Bank acquisition in the three and nine months ended September 30, 20202021 was $11,000$10,000 and $33,000,$29,000, respectively.

The following table shows the amortization schedule for each of the intangible assets recorded.

(Dollars in thousands)

    

FNBPA

    

LCB

Acquisition

Acquisition

Core

Core

Deposit

Deposit

Intangible

Intangible

Beginning Balance at Acquisition Date

$

303

$

289

Amortization expense recorded prior to January 1, 2020

 

190

 

84

Amortization expense recorded in the twelve months

 

  

 

  

ended December 31, 2020

 

33

 

44

Unamortized balance as of December 31, 2020

 

80

 

161

Amortization expense recorded in the

 

nine months ended September 30, 2021

20

 

29

Unamortized balance as of September 30, 2021

$

60

$

132

Scheduled remaining amortization expense for years ended:

 

 

December 31, 2021

$

7

$

10

December 31, 2022

22

 

33

December 31, 2023

 

16

 

28

December 31, 2024

 

10

23

December 31, 2025

 

5

17

After December 31, 2025

21

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Table of Contents

8. BORROWINGS

Borrowings consisted of the following as of September 30, 2021 and December 31, 2020.

(Dollars in thousands)

September 30, 

December 31, 

    

2021

    

2020

Securities sold under agreements to repurchase

$

4,804

$

4,750

Short-term debt with FHLB

0

20,000

Federal Reserve Bank advances

0

27,955

Long-term debt with FHLB

 

35,000

 

35,000

$

39,804

$

87,705

Long-term debt is comprised only of FHLB advances with an original maturity of one year or more. The following table summarizes the scheduled maturities of long-term debt as of September 30, 2021.

(Dollars in thousands)

Scheduled

Weighted Average

Year

    

Maturities

    

Interest Rate

2021

$

0

0

%

2022

0

0

2023

0

 

0

2024

 

20,000

 

2.42

2025

 

15,000

 

2.41

Thereafter

0

0

$

35,000

 

2.42

%

9. STOCK COMPENSATION PLAN

Long-Term Incentive Plan

The Company maintains the 2016 Long-Term Incentive Plan (the “Plan”); the Plan amended and restated the former 2011 Stock Option Plan (the “2011 Plan”). The Plan continues in effect for any outstanding awards under the 2011 Plan in accordance with the terms and conditions governing such awards immediately prior to the effective date of the Plan. The Plan expanded the types of awards authorized by the 2011 Plan to include, among others, restricted stock. Under the provisions of the Plan, awards may consist of grants of incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock and performance shares to officers and key employees of the Company, as well as directors. The Plan is administered by a committee of the Board of Directors.

The maximum number of shares of common stock that may be issued under the Plan is 300,000 shares and 162,051 shares were available for grant as of September 30, 2021. Shares of common stock issued under the Plan may be treasury shares or authorized but unissued shares. Forfeited awards are returned to the pool of shares available for grant for future awards.

Through the nine months ended September 30, 2021, 8,839 restricted shares were awarded to certain officers and all directors. Each of the awards vest after three-years, with no interim vesting. As of September 30, 2021, there was $210,000 of unrecognized compensation cost related to all non-vested restricted stock awards. This cost is expected to be recognized through February 2024.

Compensation expense for stock options granted and restricted stock awarded is measured using the fair value of the award on the grant date and is recognized over the vesting period. The Company recognized stock-based compensation expense of $38,000 and $110,000 for the three and nine months ended September 30, 2021, respectively, and $31,000 and $94,000 for the three and nine months ended September 30, 2020, respectively.

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Table of Contents

The following table shows the amortization schedule for each of the intangible assets recorded.

(Dollars in thousands)

    

FNBPA

    

LCB

Acquisition

Acquisition

Core

Core

Deposit

Deposit

Intangible

Intangible

Beginning Balance at Acquisition Date

$

303

$

289

Amortization expense recorded prior to January 1, 2019

 

152

 

35

Amortization expense recorded in the twelve months

 

  

 

  

ended December 31, 2019

 

38

 

49

Unamortized balance as of December 31, 2019

 

113

 

205

Amortization expense recorded in the

 

nine months ended September 30, 2020

24

 

33

Unamortized balance as of September 30, 2020

$

89

$

172

Scheduled remaining amortization expense for years ended:

 

 

December 31, 2020

$

9

$

11

December 31, 2021

27

 

39

December 31, 2022

 

22

 

33

December 31, 2023

 

16

 

28

December 31, 2024

 

10

23

After December 31, 2024

5

38

8. BORROWINGS

Borrowings consistedThe following table presents a summary of the followingstatus of the Company’s non-vested restricted stock awards as of September 30, 20202021, and December 31, 2019.changes during the period then ended is presented below:

(Dollars in thousands)

September 30, 

December 31, 

    

2020

    

2019

Securities sold under agreements to repurchase

$

4,575

$

3,429

Overnight advances with FHLB

 

0

 

9,700

Short-term debt with FHLB

20,000

0

Federal Reserve Bank advances

31,298

0

Long-term debt with FHLB

 

35,000

 

45,000

$

90,873

$

58,129

    

    

Weighted

Average

Grant Date

Shares

Fair Value

Non-vested at January 1, 2021

 

20,175

$

19.62

Vested

 

(4,460)

 

19.80

Forfeited

(200)

17.90

Granted

 

8,839

 

16.55

Non-vested at September 30, 2021

 

24,354

$

18.49

Borrowings increased $32,744,000, or 56.3%, atNaN stock options were awarded during the nine months ended September 30, 2020 compared2021. Previously granted stock options vest over three to December 31, 2019.five years and are exercisable at the grant price, which is at least the fair market value of the stock on the grant date. The Company executedPlan provides that the option price per share is not to be less than the fair market value of the stock on the day the option was granted, but in no event less than the par value of such stock. Options granted under the Plan are exercisable no earlier than one year after the date of grant and expire ten years after the date of the grant. All options previously granted under the Plans are scheduled to expire by February 17, 2025.

Total options outstanding as of September 30, 2021 have exercise prices between $17.65 and $18.00, with a three-year cash flow hedge on $20,000,000 in three-month advances from the FHLB in the second quarterweighted average exercise price of 2020, which it renewed in the third quarter$17.78 and a weighted average remaining contractual life of 2020. 2.30 years.

The Company also began participating in the Federal Reserve Bank’s Paycheck Protection Program Liquidity Facility (“PPPLF”) during the second quarter and received $31,298,000 in advances.

As of September 30, 2020, such advances remained outstanding. 2021, there was 0 unrecognized compensation cost related to options granted under the Plan and 0 options were exercised under the Plans during the period.

A summary of the status of the outstanding stock options as of September 30, 2021, and changes during the period then ended is presented below:

    

    

Weighted

Average

Exercise

Shares

Price

Outstanding at beginning of year

 

81,547

$

17.78

Granted

 

0

 

0

Exercised

 

0

 

0

Expired

 

(9,600)

 

17.75

Outstanding at end of year

 

71,947

$

17.78

Employee Stock Purchase Plan

The advances are collateralizedCompany has an Employee Stock Purchase Plan under which employees, through payroll deductions, may purchase shares of Company stock annually. The option price of the stock purchases is between 95% and 100% of the fair market value of the stock on the offering termination date as determined annually by the PPP loans granted byBoard of Directors. The maximum number of shares which employees may purchase under the Company. The maturity datePlan is 250,000; however, the annual issuance of shares may not exceed 5,000 shares plus any unissued shares from prior offerings. There were 4,944 and 4,459 shares issued from treasury under this plan during the PPPLF advance equalsnine months ended September 30, 2021 and 2020, respectively. As of September 30, 2021, there were 161,676 shares reserved for issuance under the maturity date of the underlying PPP loans pledged to secure the extension of credit. The maturity date of the PPPLF’s extension of credit will be accelerated if an underlying PPP loan goes into default if the Company sells the PPP loan to the SBA to realize on the SBA guarantee. The maturity date of the PPPLF’s extension of credit also will be accelerated to the extent of any loan forgiveness reimbursement received by the Company from the SBA. The interest rate on the advances is fixed at 0.35%.

Employee Stock Purchase Plan.

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Long-term debt is comprised only of FHLB advances with an original maturity of one year or more. In April 2020, Juniata executed a balance sheet strategy by repaying $10,000,000 in FHLB long-term advances, at a weighted average rate of 2.75%, to create a smaller, more efficient balance sheet. A prepayment penalty of $524,000 was incurred. The following table summarizes the scheduled maturities of the remaining long-term debt as of September 30, 2020.

(Dollars in thousands)

Scheduled

Weighted Average

Year

    

Maturities

    

Interest Rate

2024

 

$

20,000

 

2.42

%

2025

 

15,000

 

2.41

$

35,000

 

2.42

%

9.10. FAIR VALUE MEASUREMENT

Fair value measurement and disclosure guidance defines fair value as the price that would be received to sell an asset or transfer a liability in an orderly transaction (that is, not a forced liquidation or distressed sale) between market participants at the measurement date under current market conditions. 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. Additional guidance is provided on determining when the volume and level of activity for the asset or liability has significantly decreased. The guidance also includes guidance on identifying circumstances when a transaction may not be considered orderly.

Fair value measurement and disclosure guidance provides a list of factors that a reporting entity should evaluate to determine whether there has been a significant decrease in the volume and level of activity for the asset or liability in relation to normal market activity for the asset or liability. When the reporting entity concludes there has been a significant decrease in the volume and level of activity for the asset or liability, further analysis of the information from that market is needed, and significant adjustments to the related prices may be necessary to estimate fair value in accordance with fair value measurement and disclosure guidance.

This guidance clarifies that, when there has been a significant decrease in the volume and level of activity for the asset or liability, some transactions may not be orderly. In those situations, the entity must evaluate the weight of the evidence to determine whether the transaction is orderly. The guidance provides a list of circumstances that may indicate that a transaction is not orderly. A transaction price that is not associated with an orderly transaction is given little, if any, weight when estimating fair value.

Fair value measurement and disclosure guidance defines fair value 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.

Fair value measurement and disclosure guidance requires the use of valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present amount on a discounted basis. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement cost). Valuation techniques should be consistently applied. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those

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that reflect the assumptions market participants would use in pricing the asset or liability developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. In that regard, the guidance establishes a fair value hierarchy for valuation inputs that gives the highest priority to quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows:

Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability tocan access at the measurement date.

Level 2 Inputs – InputsSignificant other observable inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These might includeprices such as quoted prices for similar assets or liabilities in active markets,liabilities; quoted prices for identical or similar assets or liabilities in markets that are not active,active; or other inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatilities, prepayment speeds, credit risks, etc.) or inputs that are derived principally from orcan be corroborated by observable market data by correlation or other means.data.

Level 3 Inputs – UnobservableSignificant unobservable inputs for determining the fair values of assets or liabilities that reflect an entity’sa company’s own assumptions about the assumptions that market participants would use in pricing the assetsan asset or liabilities.liability.

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An asset’s or liability’s placement in the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such assets and liabilities pursuant to the valuation hierarchy, is set forth below.

In general, fair value is based upon quoted market prices, where available. If such quoted market prices are not available, fair value is based upon internally developed models that primarily use, as inputs, observable market-based parameters. Valuation adjustments may be made to ensure that financial instruments are recorded at fair value. These adjustments may include amounts to reflect counterparty credit quality and the Company’s creditworthiness, among other things, as well as unobservable parameters. Any such valuation adjustments are applied consistently over time. The Company’s valuation methodologies may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. While management believes the Company’s valuation methodologies are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.

Equities Securities – The fair value of equity securities is based upon quoted prices in active markets and is reported using Level 1 inputs.

Debt Securities Available for Sale – DebtFor debt securities classified as available for sale where quoted prices are not available, fair values are calculated based on market prices of similar securities and are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurement 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 bond’sdebt securities’ terms and conditions, among other things. For debt securities available for sale where quoted prices or market prices of similar securities are not available, fair values are calculated using other market indicators and are reported at fair value utilizing Level 3 inputs.

Derivatives– The fair values of derivatives are based on valuation models using observable market data as of the measurement date utilizing Level 2 inputs. The Company’s derivatives are comprised of interest rate swaps traded in an over-the-counter market where quoted market prices are not always available; therefore, the fair values are determined using quantitative models that utilize multiple market inputs. The inputs will vary based on the type of curves, prepayment rates and volatility factors used to value the position. Most market inputs are actively quoted and can be validated through external sources, including brokers, market transactions and third-party pricing services.

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Table of Contents

Impaired Loans – Certain impaired loans are reported on a non-recurring basis at the fair value of the underlying collateral since repayment is expected solely from the collateral. Fair value is generally determined based upon independent third-party appraisals of the properties, or discounted cash flows based upon the expected proceeds. These assets are included as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements.

Other Real Estate Owned – Certain assets included in other real estate owned are carried at fair value as a result of impairment and accordingly are presented as measured on a non-recurring basis. Values are estimated using Level 3 inputs, based on appraisals that consider the sales prices of property in the proximate vicinity.

Mortgage Servicing Rights – The fair value of servicing assets is based on the present value of estimated future cash flows on pools of mortgages stratified by rate and maturity date and are considered Level 3 inputs.

The following tables summarize assets and liabilities measured at fair value as of September 30, 2020 and December 31, 2019 segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value. There were 0 transfers of assets between fair value Level 1 and Level 2 during the nine months ended September 30, 2020 or 2019.

    

(Level 1)

    

(Level 2)

    

(Level 3)

    

Quoted Prices in

Significant

Significant

(Dollars in thousands)

Active Markets

Other

Other

for Identical

Observable

Unobservable

September 30, 2020

Assets

Inputs

Inputs

Total

Assets measured at fair value on a recurring basis:

 

  

 

  

 

  

 

  

Debt securities available for sale:

 

  

 

  

 

  

 

  

Obligations of U.S. Government agencies and corporations

$

0

$

4,011

$

0

$

4,011

Obligations of state and political subdivisions

 

0

 

7,050

 

0

 

7,050

Corporate debt securities

0

8,638

0

8,638

Mortgage-backed securities

 

0

 

277,149

 

0

 

277,149

Total debt securities available for sale

$

0

$

296,848

$

0

$

296,848

Equity securities

$

992

$

0

$

0

$

992

Mortgage servicing rights

$

0

$

0

$

164

$

164

Liabilities measured at fair value on a recurring basis:

 

  

 

  

 

  

 

  

Interest rate swaps

$

0

$

195

$

0

$

195

Assets measured at fair value on a non-recurring basis:

 

  

 

  

 

  

 

  

Impaired loans

$

0

$

0

$

95

$

95

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(Level 1)

    

(Level 2)

    

(Level 3)

    

Quoted Prices in

Significant

Significant

(Dollars in thousands)

Active Markets

Other

Other

for Identical

Observable

Unobservable

December 31, 2019

Assets

Inputs

Inputs

Total

Assets measured at fair value on a recurring basis:

 

  

 

  

 

  

 

  

Debt securities available for sale:

 

  

 

  

 

  

 

  

Obligations of U.S. Government agencies and corporations

$

0

$

20,920

$

0

$

20,920

Obligations of state and political subdivisions

 

0

 

4,575

 

0

 

4,575

Mortgage-backed securities

 

0

 

185,191

 

0

 

185,191

Total debt securities available for sale

$

0

$

210,686

$

0

$

210,686

Equity securities

$

1,144

$

0

$

0

$

1,144

Mortgage servicing rights

$

0

$

0

$

180

$

180

Assets measured at fair value on a non-recurring basis:

 

  

 

  

 

  

 

  

Impaired loans

$

0

$

0

$

144

$

144

The following tables summarize financial assets and financial liabilities measured at fair value as of September 30, 2021 and December 31, 2020 segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value. There were no assets measured at fair value on a non-recurring basis as of September 30, 2021.

    

(Level 1)

    

(Level 2)

    

(Level 3)

    

Quoted Prices in

Significant

Significant

(Dollars in thousands)

Active Markets

Other

Other

for Identical

Observable

Unobservable

September 30, 2021

Assets

Inputs

Inputs

Total

Assets measured at fair value on a recurring basis:

 

  

 

  

 

  

 

  

Debt securities available for sale:

 

  

 

  

 

  

 

  

Obligations of U.S. Government agencies and corporations

$

$

40,972

$

$

40,972

Obligations of state and political subdivisions

 

 

9,972

 

 

9,972

Corporate debt securities

30,729

4,520

35,249

Mortgage-backed securities

 

 

272,116

 

 

272,116

Total debt securities available for sale

$

$

353,789

$

4,520

$

358,309

Equity securities

$

1,111

$

$

$

1,111

Mortgage servicing rights

$

$

$

128

$

128

Interest rate swaps

$

$

435

$

$

435

    

(Level 1)

    

(Level 2)

    

(Level 3)

    

Quoted Prices in

Significant

Significant

(Dollars in thousands)

Active Markets

Other

Other

for Identical

Observable

Unobservable

December 31, 2020

Assets

Inputs

Inputs

Total

Assets measured at fair value on a recurring basis:

 

  

 

  

 

  

 

  

Debt securities available for sale:

 

  

 

  

 

  

 

  

Obligations of U.S. Government agencies and corporations

$

$

22,949

$

$

22,949

Obligations of state and political subdivisions

 

 

8,282

 

 

8,282

Corporate debt securities

9,523

2,000

11,523

Mortgage-backed securities

 

 

243,661

 

 

243,661

Total debt securities available for sale

$

$

284,415

$

2,000

$

286,415

Equity securities

$

1,091

$

$

$

1,091

Mortgage servicing rights

$

$

$

158

$

158

Liabilities measured at fair value on a recurring basis:

 

  

 

  

 

  

 

  

Interest rate swaps

$

$

57

$

$

57

Assets measured at fair value on a non-recurring basis:

 

  

 

  

 

  

 

  

Impaired loans

$

$

$

84

$

84

Assets

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The table below presents a reconciliation of the beginning and ending balances of investment securities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three and nine month periods ended September 30, 2021 and 2020.

Three Months Ended

Nine Months Ended

(Dollars in thousands)

September 30, 

September 30, 

2021

2020

2021

2020

Investment Securities:

Beginning balance

$

4,500

$

0

$

2,000

$

0

Total gains (loss) included in OCI

20

0

20

0

Purchases

0

0

2,500

0

Principal payments and other

0

0

0

0

Sales

0

0

0

0

Balance, end of period

$

4,520

$

0

$

4,520

$

0

Mortgage servicing rights and assets measured at fair value on a nonrecurring basis for which Level 3 inputs have been used to determine fair value are immaterial to the Company’s consolidated financial statements.

Fair Value of Financial Instruments

Management uses its best judgment in estimating the fair value of the Company’s financial instruments; however, there are inherent weaknesses in any estimation technique. Therefore, the fair value estimates reported herein are not necessarily indicative of the amounts the Company could have realized in sales transactions on the dates indicated. The estimated fair value amounts have been measured as of their respective year ends and have not been re-evaluated or updated for purposes of these consolidated financial statements subsequent to those respective dates. As such, the estimated fair values of these financial instruments subsequent toafter the respective reporting dates may be different from the amounts reported at each quarter end.

The information presented below should not be interpreted as an estimate of the fair value of the entire Company since a fair value calculation is provided only for a limited portion of the Company’s assets and liabilities. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.

The following discussion describes the estimated fair value of the Company’s financial instruments as well as the significant methods and assumptions not previously disclosed used to determine these estimated fair values.

Carrying values approximate fair value for cash and due from banks, interest-bearing demand deposits with banks, restricted stock in the Federal Home Loan Bank, loans held for sale, interest receivable, mortgage servicing rights, non-interest bearing deposits, securities sold under agreements to repurchase, short-term borrowings and interest payable. Other than cash and due from banks, which are considered Level 1 inputs, and mortgage servicing rights, which are Level 3 inputs, these instruments are Level 2 inputs.

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The carrying amounts and estimated fair values of the Company’s financial instruments are as follows:

Financial Instruments

Financial Instruments

(Dollars in thousands)

September 30, 2020

December 31, 2019

September 30, 2021

December 31, 2020

    

Carrying

    

Fair

    

Carrying

    

Fair

    

Carrying

    

Fair

    

Carrying

    

Fair

Value

Value

Value

Value

Value

Value

Value

Value

Financial assets:

Cash and due from banks

$

11,135

$

11,135

$

12,658

$

12,658

$

11,995

$

11,995

$

11,868

$

11,868

Interest bearing deposits with banks

 

1,144

 

1,144

 

82

 

82

 

703

 

703

 

19,753

 

19,753

Interest bearing time deposits with banks

 

735

 

735

 

2,210

 

2,210

 

735

 

735

 

735

 

735

Securities

 

297,840

 

297,840

 

211,830

 

211,830

 

359,420

 

359,420

 

287,506

 

287,506

Restricted investment in bank stock

3,449

 

N/A

 

3,442

 

N/A

2,516

 

N/A

 

3,423

 

N/A

Loans, net of allowance for loan losses

 

416,830

 

418,497

 

397,629

 

403,359

 

408,039

 

409,460

 

418,567

 

424,791

Interest rate swaps

435

435

0

0

Accrued interest receivable

 

2,656

 

2,656

 

1,607

 

1,607

 

2,052

 

2,052

 

2,105

 

2,105

Financial liabilities:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Non-interest bearing deposits

$

159,512

$

159,512

$

134,703

$

134,703

$

181,735

$

181,735

$

168,115

$

168,115

Interest bearing deposits

 

441,014

 

445,648

 

397,234

 

399,848

 

525,847

 

529,163

 

454,751

 

459,224

Securities sold under agreements to repurchase

 

4,575

 

N/A

 

3,429

 

N/A

 

4,804

 

N/A

 

4,750

 

N/A

Short-term borrowings

 

20,000

 

20,000

 

9,700

 

9,700

 

0

 

0

 

20,000

 

20,002

FRB advances

31,298

31,298

0

0

27,955

27,955

Long-term debt

 

35,000

 

37,374

 

45,000

 

45,809

 

35,000

 

36,747

 

35,000

 

37,365

Interest rate swaps

195

195

0

0

57

57

Other interest bearing liabilities

 

1,563

 

1,564

 

1,603

 

1,603

 

1,538

 

1,538

 

1,584

 

1,585

Accrued interest payable

 

435

 

435

 

473

 

473

 

313

 

313

 

448

 

448

Off-balance sheet financial instruments:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Commitments to extend credit

$

0

$

0

$

0

$

0

$

0

$

0

$

0

$

0

Letters of credit

 

0

 

0

 

0

 

0

 

0

 

0

 

0

 

0

The following tables present the carrying amount, fair value and placement in the fair value hierarchy of the Company’s financial instruments not previously disclosed as of September 30, 20202021 and December 31, 2019.2020. The tables exclude financial instruments for which the carrying amount approximates fair value.

    

    

    

(Level 1)

    

(Level 2)

    

(Level 3)

    

    

    

(Level 1)

    

(Level 2)

    

(Level 3)

Quoted Prices in

Significant

Significant

Quoted Prices in

Significant

Significant

(Dollars in thousands)

Active Markets

Other

Other

Active Markets

Other

Other

Carrying

for Identical

Observable

Unobservable

Carrying

for Identical

Observable

Unobservable

Amount

Fair Value

Assets or Liabilities

Inputs

Inputs

Amount

Fair Value

Assets or Liabilities

Inputs

Inputs

September 30, 2020

September 30, 2021

Financial instruments - Assets

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Interest bearing time deposits with banks

$

735

$

735

$

0

$

735

$

0

$

735

$

735

$

$

735

$

Loans, net of allowance for loan losses

 

416,830

 

418,497

 

0

 

0

 

418,497

 

408,039

 

409,460

 

 

 

409,460

Financial instruments - Liabilities

 

 

 

  

 

 

  

 

 

 

  

 

 

  

Interest bearing deposits

$

441,014

$

445,648

$

0

$

445,648

$

0

$

525,847

$

529,163

$

$

529,163

$

Long-term debt

 

35,000

 

37,374

 

0

 

37,374

 

0

 

35,000

 

36,747

 

 

36,747

 

Other interest bearing liabilities

 

1,563

 

1,564

 

0

 

1,564

 

0

 

1,538

 

1,538

 

 

1,538

 

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Table of Contents

(Level 1)

(Level 2)

(Level 3)

Quoted Prices in

Significant

Significant

(Dollars in thousands)

Active Markets

Other

Other

Carrying

for Identical

Observable

Unobservable

    

Amount

    

Fair Value

    

Assets or Liabilities

    

Inputs

    

Inputs

December 31, 2019

Financial instruments - Assets

 

  

 

  

 

  

 

  

 

  

Interest bearing time deposits with banks

$

2,210

$

2,210

$

0

$

2,210

$

0

Loans, net of allowance for loan losses

 

397,629

 

403,359

 

0

 

0

 

403,359

Financial instruments - Liabilities

 

 

 

  

 

 

  

Interest bearing deposits

$

397,234

$

399,848

$

0

$

399,848

$

0

Long-term debt

 

45,000

 

45,809

 

0

 

45,809

 

0

Other interest bearing liabilities

 

1,603

 

1,603

 

0

 

1,603

 

0

10. DEFINED BENEFIT RETIREMENT PLAN

The Company sponsored a defined benefit retirement plan, The Juniata Valley Bank Retirement Plan (“JVB Plan”), which covered substantially all of its employees employed prior to December 31, 2007. As of January 1, 2008, the JVB Plan was amended to close the plan to new entrants. All active participants as of December 31, 2007 became 100% vested in their accrued benefit and, as long as they remained eligible, continued to accrue benefits until December 31, 2012. The benefits were based on years of service and the employee’s compensation. Effective December 31, 2012, the JVB Plan was amended to cease future service accruals after that date (i.e., it was frozen).

As a result of the FNBPA acquisition, as of November 30, 2015, the Company assumed sponsorship of a second defined benefit retirement plan, the Retirement Plan for the First National Bank of Port Allegany (“FNB Plan”), which covered substantially all former FNBPA employees that were employed prior to September 30, 2008. The FNBPA Plan was amended as of December 31, 2015 to cease future service accruals to previously unfrozen participants and was considered to be “frozen”. Effective December 31, 2016, the FNB Plan was merged into the JVB Plan, which was amended to provide the same benefits to the class of participants previously included in the FNB Plan.

Juniata’s Board of Directors resolved to terminate the JVB Plan, effective November 30, 2018. All participants were properly notified. During the second quarter of 2019, JVB Plan participants elected preferences for receiving their vested benefit in the form of either lump sum payments or annuities. All obligations were satisfied in the third quarter of 2019, and the JVB Plan was liquidated. Excess funds of $431,000 were transferred to fund the Company’s 401(k) Safe Harbor Plan.

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There was 0 pension expense recorded during the three and nine months ended September 30, 2020. Pension expense included the following components for the three and nine months ended September 30, 2019:

Three Months Ended

Nine Months Ended

(Dollars in thousands)

September 30, 

September 30, 

    

2019

    

2019

Components of net periodic pension cost:

Interest cost

$

49

$

299

Expected return on plan assets

 

66

 

(182)

Recognized net actuarial loss

 

943

 

1,277

Net periodic pension cost

 

1,058

1,394

Total recognized in other comprehensive income

(1,863)

(2,197)

Total recognized in net periodic pension cost and other comprehensive income

$

(805)

$

(803)

(Level 1)

(Level 2)

(Level 3)

Quoted Prices in

Significant

Significant

(Dollars in thousands)

Active Markets

Other

Other

Carrying

for Identical

Observable

Unobservable

    

Amount

    

Fair Value

    

Assets or Liabilities

    

Inputs

    

Inputs

December 31, 2020

Financial instruments - Assets

 

  

 

  

 

  

 

  

 

  

Interest bearing time deposits with banks

$

735

$

735

$

$

735

$

Loans, net of allowance for loan losses

 

418,567

 

424,791

 

 

 

424,791

Financial instruments - Liabilities

 

 

 

  

 

 

  

Interest bearing deposits

$

454,751

$

459,224

$

$

459,224

$

Long-term debt

 

35,000

 

37,365

 

 

37,365

 

Other interest bearing liabilities

 

1,584

 

1,585

 

 

1,585

 

There was 0 pension activity during the nine months ended September 30, 2020. Information pertaining to the activity in the defined benefit plan during the nine months ended September 30, 2019 is as follows:

(Dollars in thousands)

Nine Months Ended

    

September 30, 2019

Change in projected benefit obligation ("PBO")

PBO at beginning of year

$

12,555

Interest cost

 

299

Change in assumptions

 

1,477

Actuarial loss

 

(1,326)

Group annuity purchase

 

(9,021)

Settlement payments

 

(3,569)

Benefits paid

 

(415)

PBO at end of period

$

0

Change in plan assets

 

  

Fair value of plan assets at beginning of year

$

12,182

Actual return on plan assets, net of expenses

 

1,254

Employer contribution

 

0

Group annuity purchase

 

(9,021)

Settlement payments

 

(3,569)

Benefits paid

 

(415)

Benefits transferred to 401(k) Plan

(431)

Fair value of plan assets at end of period

$

0

Funded status, included in other (liabilities) assets

$

0

Amounts recognized in accumulated comprehensive loss before income taxes consist of:

 

  

Unrecognized actual loss

$

0

Accumulated benefit obligation

$

0

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11. COMMITMENTS, CONTINGENT LIABILITIES AND GUARANTEES

In the ordinary course of business, the Company makes commitments to extend credit to its customers through letters of credit, loan commitments and lines of credit. At September 30, 2020,2021, the Company had $113,978,000$99,255,000 outstanding in loan commitments and other unused lines of credit extended to its customers as compared to $110,485,000$95,089,000 at December 31, 2019.2020.

The Company does not issue any guarantees that would require liability recognition or disclosure, other than its letters of credit. Letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third-party. Generally, financial and performance standby letters of credit have expiration dates within one year of issuance, while commercial letters of credit have longer term commitments. The credit risk involved in issuing letters of credit is essentially the same as the risks that are involved in extending loan facilities to customers. The Company generally holds collateral and/or personal guarantees supporting these commitments. The Company had outstanding $3,151,000$3,869,000 and $2,624,000$2,251,000 of financial and performance standby letters of credit commitments, respectively, as of September 30, 20202021 and $1,541,000 and $2,365,000 of financial and performance letters of credit commitments, respectively, as of December 31, 2019, respectively.2020. Commercial letters of credit as of September 30, 20202021 and December 31, 20192020 totaled $7,975,000$13,475,000 and $7,725,000,$6,975,000, respectively. The increase between periods was predominantly due to a $6,000,000 commercial letter of credit extended to a customer in the third quarter of 2021. Management believes that the proceeds obtained through a liquidation of collateral and the enforcement of guarantees would be sufficient to cover the potential amount of future payments required under the corresponding guarantees. The amount of the liability as of September 30, 20202021 for payments under letters of credit issued was not material. Because these instruments have fixed maturity dates, and because many of them will expire without being drawn upon, they do not generally present any significant liquidity risk.

Additionally, the Company has sold qualifying residential mortgage loans to the FHLB as part of its Mortgage Partnership Finance Program (“Program”). Under the terms of the Program, there is limited recourse back to the Company for loans that do not perform in accordance with the terms of the loan agreement. Each loan sold under the Program is “credit enhanced” such that the individual loan’s rating is raised to “BBB”, as determined by the FHLB. The Program can be terminated by either the FHLB or the Company, without cause. The FHLB has no obligation to commit to purchase any mortgage loans through, or from, the Company.

12. DERIVATIVES

The Company began utilizing interest rate swap agreements as part of its asset liability management strategy to help manage its interest rate risk position in the second quarter of 2020. The notional amount of the interest rate swaps does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements.

Interest rate swaps with a notional amount totaling $40,000,000 as of September 30, 2020, were designated as cash flow hedges on certain FHLB advances. Because the interest rate swap agreements did not commence until the second quarter of 2020, there was 0 notional value as of December 31, 2019. The interest rate swaps were determined to be fully effective during the period presented, and as such, no amount of ineffectiveness has been included in net income. The aggregate fair value of the swaps is recorded in either other assets or other liabilities on the Consolidated Statements of Condition with changes in fair value recorded in other comprehensive income. The Company expects the hedges to remain fully effective during the remaining terms of the swaps.

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12. DERIVATIVES

The Company presents derivative positions grossuses interest rate swap agreements as part of its asset liability management strategy to help manage its interest rate risk position. The notional amount of the interest rate swaps does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements.

As of September 30, 2021, interest rate swaps with a notional amount totaling $40,000,000 were designated as cash flow hedges on fixed-rate brokered deposits and certain FHLB advances. As of December 31, 2020, interest rate swaps with a notional amount totaling $40,000,000, were designated as cash flow hedges on certain FHLB advances. The interest rate swaps were determined to be fully effective during the periods presented, and as such, no amount of ineffectiveness have been included in net income. The aggregate fair value of the swaps is recorded in either other assets or other liabilities on the balance sheet. Consolidated Statements of Condition with changes in fair value recorded in other comprehensive income. The Company expects the hedges to remain fully effective during the remaining terms of the swaps.

The following table reflects the notional amounts and fair values of derivatives recorded on the Consolidated Statements of Condition as of September 30, 2021 and December 31, 2020.

(Dollars in thousands)

September 30, 2020

    

Notional

    

Fair

Amount

Value

Included in other liabilities:

Derivatives designated as hedges:

Interest rate swap - pay fixed / receive floating on 3-month FHLB advance

$

20,000

$

(118)

Interest rate swaps - forward-starting on long-term FHLB advances

 

20,000

 

(77)

Total included in other liabilities

$

(195)

(Dollars in thousands)

September 30, 2021

December 31, 2020

    

    

Fair

    

    

Fair

Value

Value

Notional

Asset

Notional

Asset

Amount

(Liability)

Amount

(Liability)

Derivatives designated as hedges:

Interest rate swap - pay fixed / receive floating on 3-month brokered deposit

$

20,000

$

(61)

$

0

$

0

Interest rate swap - pay fixed / receive floating on 3-month FHLB advance

0

0

20,000

(123)

Interest rate swaps - forward-starting on long-term FHLB advances

20,000

496

20,000

 

66

The effect of cash flow hedge accounting on accumulated other comprehensive income for the periodperiods ended September 30, 2021 and December 31, 2020 isare as follows:

(Dollars in thousands)

September 30, 2020

September 30, 2021

    

Amount of Gain

    

Location of Gain

    

Amount of Gain

    

Amount of Gain

    

Location of (Gain)

    

Amount of (Gain)

(Loss) Recognized in

(Loss) Reclassified

(Loss) Reclassified

(Loss) Recognized in

Loss Reclassified

Loss Reclassified

OCI on Derivatives

from OCI into Income

from OCI into Income

OCI on Derivatives

from OCI into Income

from OCI into Income

Interest rate contracts

$

(154)

Interest expense on short-term borrowings and repurchase agreements

$

21

$

449

Interest expense on short-term borrowings and repurchase agreements

$

43

(Dollars in thousands)

December 31, 2020

    

Amount of Gain

    

Location of (Gain)

    

Amount of (Gain)

(Loss) Recognized in

Loss Reclassified

Loss Reclassified

OCI on Derivatives

from OCI into Income

from OCI into Income

Interest rate contracts

$

(48)

Interest expense on short-term borrowings and repurchase agreements

$

(9)

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Table of Contents

The effect of cash flow hedge accounting on the Consolidated Statements of Income for the three and nine months ended September 30, 2021 and September 30, 2020 was as follows:

Location and Amount of Gain or Loss Recognized in Income on Fair Value and Cash Flow Hedging Relationships

Interest Income (Expense)

Interest Income (Expense)

Three Months Ended

Nine Months Ended

Three Months Ended

Nine Months Ended

September 30, 

September 30, 

(Dollars in thousands)

September 30, 2020

September 30, 2020

2021

2020

2021

2020

    

Interest

    

Other

    

Interest

    

Other

Income

Income

Income

Income

(Expense)

(Expense)

(Expense)

(Expense)

Effects of cash flow hedging:

Gain on cash flow hedging relationships:

Gain (loss) on cash flow hedging relationships:

Amount reclassified from AOCI into income

$

(1)

$

0

$

21

$

0

$

(17)

$

(1)

$

(43)

$

21

Total

$

(1)

$

0

21

0

$

(17)

$

(1)

$

(43)

$

21

13. SUBSEQUENT EVENTS

On October 20, 2020,19, 2021, the Board of Directors declared a cash dividend of $0.22 per share to shareholders of record on November 16, 2020,15, 2021, payable on December 1, 2020.2021.

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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Forward Looking Statements:

The information contained in this Quarterly Report on Form 10-Q contains forward looking statements (as such term is defined in the Securities Exchange Act of 1934 and the regulations thereunder). These forward-looking statements may include projections of, or guidance on, the Corporation’s future financial performance, expected levels of future expenses, including statements thatfuture credit losses, anticipated growth strategies, descriptions of new business initiatives and anticipated trends in the Corporation’s business or financial results. When words such as "may”, "should”, "will”, "could”, "estimates”, "predicts”, "potential”, "continue”, "anticipates”, "believes”, "plans”, "expects”, "future”, "intends”, “projects”, the negative of these terms and other comparable terminology are not historical facts or that address trends or management’s intentions, plans, beliefs, expectations or opinions.used in this release, Juniata is making forward-looking statements. Any forward-looking statement made by us in this document is based only on Juniata’s current expectations, estimates and projections about future events and financial trends affecting the financial condition of its business based on information currently available to us and speaks only as of the date when made. Juniata undertakes no obligation to publicly update or revise forward looking information, whether as a result of new or updated information, future events, or otherwise. Forward-looking statements are not historical facts or guarantees of future performance, events or results andperformance. Because forward-looking statements relate to the future, they are subject to potentialinherent uncertainties, risks and uncertainties,changes in circumstances that are difficult to predict and many of which are outside of ourthe Corporation’s control, that could causeand actual results tomay differ materially from this forward-looking information. ImportantTherefore, you should not unduly rely on any of these forward-looking statements.  Many factors that could cause our actual resultresults and financial condition to differ materially from those indicated in the forward-looking statements, include, without limitation:including, but not limited to: (i) the factors set forth in the sections of Juniata’s Annual Report on Form 10-K for the year ended December 31, 2020, titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and factors set forth in other current and periodic reports which Juniata has or will file with the Securities and Exchange Commission, and (ii) the following factors:

the scope and duration of the COVID-19 pandemic, actions taken by governmental authorities in response to the pandemic and the direct and indirect impacts of the pandemic on the Company, its customers and third parties;
the impact of adverse changes in the economy and real estate markets, including protracted periods of low-growth and sluggish loan demand;
the effect of market interest rates and uncertainties, and relative balances of rate-sensitive assets to rate-sensitive liabilities, on net interest margin and net interest income;
the effect of competition on rates of deposit and loan growth and net interest margin;
increases in non-performing assets, which may result in increases in the allowance for credit losses, loan charge-offs and elevated collection and carrying costs related to such non-performing assets;
other income growth, including the impact of regulatory changes which have reduced debit card interchange revenue;
investment securities gains and losses, including other than temporary declines in the value of securities which may result in charges to earnings;
the effects of changes in the applicable federal income tax rate;
the level of other expenses, including salaries and employee benefit expenses;
the impact of increased regulatory scrutiny of the banking industry;
the impact of governmental monetary and fiscal policies, as well as legislative and regulatory changes;
the results of regulatory examination and supervision processes;
the failure of assumptions underlying the establishment of reserves for loan and lease losses, and estimatesestimations of collateral values and various financial assets and liabilities;
the increasing time and expense associated with regulatory compliance and risk management;
the ability to implement business strategies, including business acquisition activities and organic branch, product, and service expansion strategies;
capital and liquidity strategies, including the impact of the capital and liquidity requirements modified by the Basel III standards;
the effects of changes in accounting policies, standards, and interpretations on the presentation in the Company’s consolidated balance sheets and consolidated statements of income;
the Company’s failure to identify and to address cyber-security risks;

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the Company’s ability to keep pace with technological changes;
the Company’s ability to attract and retain talented personnel;
the Company’s reliance on its subsidiary for substantially all of its revenues and its ability to pay dividends;
acts of war or terrorism;
disruptions due to flooding, severe weather, or other natural disasters; and
failure of third-party service providers to perform their contractual obligations.obligations; and
the scope and duration of the COVID-19 pandemic, actions taken by governmental authorities in response to the pandemic and the direct and indirect impacts of the pandemic on the Company, its customers and third parties.

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For a more complete discussion of certain risks, uncertainties and other factors affecting the Company, refer to the Company’s Risk Factors, contained in Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, a copy of which may be obtained from the Company upon request and without charge (except for the exhibits thereto), and Item 1A of Part II of this Quarterly Report on Form 10-Q and of the Quarterly Report on Form 10-Q as March 31, 2020.

COVID-19 and the Update:CARES Act:

On March 13, President Trump declared a National Emergency due to the spread of COVID-19 in the United States. Subsequently, businesses in Pennsylvania deemed non-essential were required to close and economic activity in the Company’s markets slowed dramatically.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act Act”) was signed into law, providing relief from certain loan modification accounting requirements under U.S. GAAP. The CARES Act permits the suspension of ASC 310-40 for loan modifications that are made by financial institutions in response to the COVID-19 pandemic if (1) the borrower was not more than 30 days past due as of December 31, 2019, and (2) the loan modification is made between March 1, 2020 and the earlier of December 31, 2020January 1, 2022 or 60 days after the end of the coronavirus emergency declaration.declaration following the passing of the 2021 Consolidated Appropriations Act (“CAA”) on December 27, 2020. A loan modification accounted for in accordance with the CARES Act is not treated as a TDR for accounting or disclosure purposes.

In response to the COVID-19 pandemic, the Company established a COVID-19 Modification Program on March 20, 2020 to offer payment relief to certain borrowers. Through this program, the Company has approved interest and/or principal payment deferrals on loans for individuals and businesses affected by the economic impacts of the COVID-19 pandemic.

On April 7, 2020, the banking agencies issued a statement, “Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working With Customers Affected by the Coronavirus (Revised)” (“Interagency Statement”), to encourage banks to work prudently with borrowers and to describe the agencies’ interpretation of how accounting rules under ASC 310-40 apply to certain COVID-19-related modifications. The interagency statement interprets, but does not suspend, ASC 310-40. It indicates that a lender can conclude that a borrower is not experiencing financial difficulty if either (1) short-term (i.e. six months) modifications are made in response to COVID-19, such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant related to Only two loans in which the borrower is less than 30 days pastaggregate amount of $72,000, placed on deferment due on its contractual payments at the time a modification program is implemented, or (2) the modification or deferral program is mandated by the federal government or a state government. Accordingly, any loan modification made in response to the COVID-19 pandemic that meets eitherremained in deferment as of these practical expedients would not be considered a TDR because the borrower is not experiencing financial difficulty.September 30, 2021.

On August 3, 2020, the Federal Financial Institutions Examination Council (“FFIEC”) issued the Joint Statement on Additional Loan Accommodations Related to COVID-19 to provide prudent risk management and consumer protection principles for financial institution to consider while working with borrowers as loans near the end of initial loan accommodation periods applicable during the pandemic. If a financial institution elects to account for a loan modification under Section 4013 of the CARES Act, an additional loan modification could also be eligible under Section 4013. If a financial institution does not elect to account for a loan modification under Section 4013, an additional modification should be viewed cumulatively in determining whether the additional modification is a TDR. If a loan modification was previously elected under the Interagency Statement, subsequent qualifying loan modifications may be accounted for under Section 4013 of the CARES Act.

As part of the CARES Act and in recognition of the challenging circumstances faced by small businesses, Congress created the Paycheck Protection Program (“PPP”), in which the Company is a participating lender.participant. Loans made pursuant to the PPP covered loans are fully guaranteed as to principal and accrued interest by the SBA, and therefore, require a zero percent risk weight for risk-based capital requirements. The SBA reimburses PPP lenders for any amount of a PPP covered loan that is forgiven. PPP lenders

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Table of Contents

are not held liable for any representations made by PPP borrowers in connection with a borrower's request for PPP covered loan forgiveness.forgiveness.

ToThe CAA also provided several amendments to the PPP, including adding additional funding for first and second draws of PPP loans up to March 31, 2021. On March 30, 2021, the PPP Extension Act of 2021 was signed into law, extending the program to May 31, 2021.  

The Company participated in the PPP and funded 508 first round PPP loans totaling $32,064,000 in 2020 and funded 362 second round PPP loans totaling $18,931,000 in 2021. As of September 30, 2021, six first round PPP loans, totaling $233,000, and 303 second round PPP loans, totaling $14,690,000, remained outstanding. All remaining PPP loans have been forgiven.  

On April 7, 2020, the Federal Reserve Banks extended credit under the Paycheck Protection Program Liquidity Facility (“PPPLF”) to provide liquidity to small business lenders and the broader credit markets, and to help stabilize the financial system, on April 7, 2020, the Federal Reserve Banks extended credit under the Paycheck Protection Program Liquidity Facility (“PPPLF”). Under the PPPLF, each Federal Reserve Bank can extend non-recourse loans to institutions eligible to make PPP covered loans. Under the PPPLF, onlysystem. Only PPP covered loans guaranteed by the SBA under the Paycheck Protection Program with respect to both principal and interest, and that are originated by an eligible institution, may be pledged as collateral to the Federal Reserve Banks. The Company was approvedparticipated in the PPPLF, and subsequently received $31,298,000 in PPPLF advances, with such advances remaining outstanding atas of September 30, 2020.2021, had repaid all Federal Reserve Bank advances.

The SBA began approving PPP forgiveness applications and remitting forgiveness payments to PPP lenders for PPP borrowers on October 2, 2020. On October 8, 2020, the SBA, in consultation with the U.S. Treasury Department, released a simpler loan forgiveness application for PPP loans40

Table of $50,000 or less to streamline the PPP forgiveness process to provide financial and administrative relief to American’s smallest businesses and eased the burden on PPP lenders, allowing them to process forgiveness applications more swiftly. As of September 30, 2020, Juniata funded 508 PPP loans through the SBA, for a total of $31,531,000. At September 30, 2020, Juniata had 367 PPP loans, totaling $6,066,000, with a balance of $50,000 or less. As of September 30, 2020, Juniata had not yet submitted a forgiveness application on behalf of its PPP borrowers.Contents

Critical Accounting Policies:

Disclosure of the Company’s significant accounting policies is included in the Company’s critical accounting policies in its Annual Report on Form 10-K for the year ended December 31, 2019.2020. Some of these policies require significant judgments, estimates, and assumptions to be made by management, most particularly in connection with determining the provision for loan losses and the appropriate level of the allowance for loan losses.

General:

The following discussion relates to the consolidated financial condition of the Company as of September 30, 2020,2021, compared to December 31, 2019,2020, and the consolidated results of operations for the three and nine months ended September 30, 2020,2021, compared to the same periods in 2019.2020. This discussion should be read in conjunction with the interim consolidated financial statements and related notes included herein.

Overview:

Juniata Valley Financial Corp. is a Pennsylvania corporation organized in 1983 to be the holding company of The Juniata Valley Bank. The Bank is a state-chartered bank headquartered in Mifflintown, Pennsylvania. Juniata Valley Financial Corp. and its subsidiary bank derive substantially all of their income from banking and bank-related services, including interest earned on residential real estate, commercial mortgage, commercial and consumer loans, interest earned on investment securities and fee income from deposit services and other financial services provided to its customers.

Financial Condition:

Total assets as of September 30, 2020,2021, were $775,092,000,$827,124,000, an increase of $104,460,000,$33,406,000, or 15.6%4.2%, compared to December 31, 2019.2020. Comparing asset balances aton September 30, 20202021 and December 31, 2019,2020, total cash and cash equivalents decreased by $28,923,000, or 69.5%, as excess cash was used to repay $27,955,000 in FRB advances under the PPPLF in 2021. Over the same period, debt securities available for sale increased by $86,162,000, mainly driven$71,894,000, or 25.1%, funded by a $68,589,000 increase in depositsdeposit growth. Total loans decreased by $10,897,000, or 2.6%, due depositsto net PPP loan forgiveness of government payments and decreased consumer spending. Over the same period,$13,792,000. Excluding PPP loan activity, total loans increased by $20,164,000, predominantly due to PPP loan funding. Short-term debt increased by $11,446,000 at September 30, 2020 compared to year-end 2019, while long-term debt declined by $10,000,000 over$2,895,000 during the same period. Additionally, advances from the Federal Reserve Bank increased $31,298,000 asAs of September 30, 20202021, total deposits increased by $84,716,000, or 13.6%, compared to December 31, 2019 due to Juniata’s participation in the

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Table of Contents

PPPLF. Stockholders’ equity increased by $2,994,000 at September 30, 2020, compared to December 31, 2019 primarily due to an increase in unrealized gains on debt securities.customers depositing government stimulus payments and PPP loan balances.

The table below shows changes in deposit volumes by type of deposit between December 31, 20192020 and September 30, 2020.2021.

(Dollars in thousands)

September 30, 

December 31, 

Change

 

September 30, 

December 31, 

Change

 

    

2020

    

2019

    

$

    

%

 

    

2021

    

2020

    

$

    

%

 

Deposits:

Demand, non-interest bearing

 

$

159,512

 

$

134,703

 

$

24,809

 

18.4

%

 

$

181,735

 

$

168,115

 

$

13,620

 

8.1

%

Interest bearing demand and money market

175,729

150,157

25,572

 

17.0

236,076

176,469

59,607

 

33.8

Savings

112,827

96,980

15,847

 

16.3

143,015

123,572

19,443

 

15.7

Time deposits, $250,000 and more

11,228

6,923

4,305

 

62.2

14,436

13,475

961

 

7.1

Other time deposits

141,230

143,174

(1,944)

 

(1.4)

132,320

141,235

(8,915)

 

(6.3)

Total deposits

 

$

600,526

 

$

531,937

 

$

68,589

 

12.9

%

 

$

707,582

 

$

622,866

 

$

84,716

 

13.6

%

Total loans increased $20,164,000, or 5.0%, between December 31, 2019 and September 30, 2020. The Company is participating in the PPP established through the CARES Act, and, as

41

Table of September 30, 2020, funded 508 PPP loans through the SBA, for a total of $31,531,000, net of remaining deferred fees of $533,000. All the Company’s PPP loans are part of the commercial, financial and agricultural loan portfolio. While PPP loan origination activity was significant, paydowns exceeded non-PPP loan production. Contents

As shown in the table below, most oftotal loans decreased $10,897,000, or 2.6%, between December 31, 2020 and September 30, 2021. This decrease was primarily in the decline was in real estate - commercial and mortgage loans, as well as personal loans. These declines were partially offset by increases in commercial, financial and agricultural class as a result of $13,792,000 in PPP loan forgiveness payments exceeding originations and in the real estate - construction loans.class, mainly due to the transfer of two large relationships to the real estate – commercial loan class during 2021. Partially offsetting these decreases was an increase in the real estate – commercial loan class which increased both from organic loan growth as well as the previously mentioned transfers between loan classes.

(Dollars in thousands)

September 30, 

December 31, 

Change

 

September 30, 

December 31, 

Change

 

    

2020

    

2019

    

$

    

%

 

    

2021

    

2020

    

$

    

%

 

Loans:

Commercial, financial and agricultural

 

$

71,859

 

$

51,785

 

$

20,074

 

38.8

%

 

$

59,847

 

$

73,057

 

$

(13,210)

 

(18.1)

%

Real estate - commercial

121,527

126,613

(5,086)

 

(4.0)

155,198

122,698

32,500

 

26.5

Real estate - construction

62,142

46,459

15,683

 

33.8

40,612

61,051

(20,439)

 

(33.5)

Real estate - mortgage

142,998

150,538

(7,540)

 

(5.0)

132,665

141,438

(8,773)

 

(6.2)

Obligations of states and political subdivisions

15,601

16,377

(776)

 

(4.7)

18,728

18,550

178

 

1.0

Personal

6,627

8,818

(2,191)

 

(24.8)

4,714

5,867

(1,153)

 

(19.7)

Total loans

 

$

420,754

 

$

400,590

 

$

20,164

 

5.0

%

 

$

411,764

 

$

422,661

 

$

(10,897)

 

(2.6)

%

A summary of the activity in the allowance for loan losses for each of the nine month periods ended September 30, 20202021 and 20192020 is presented below.

(Dollars in thousands)

Nine months ended September 30, 

 

Nine months ended September 30, 

 

    

2020

    

2019

 

    

2021

    

2020

 

Balance of allowance - January 1

 

$

2,961

 

$

3,034

 

$

4,094

 

$

2,961

Loans charged off

(41)

(114)

(10)

(41)

Recoveries of loans previously charged off

365

627

177

365

Net recoveries

324

513

167

324

Provision for loan losses

639

(490)

(536)

639

Balance of allowance - end of period

 

$

3,924

 

$

3,057

 

$

3,725

 

$

3,924

Ratio of net recoveries during period to average loans outstanding

(0.08)

%  

(0.12)

%

(0.04)

%  

(0.08)

%

Juniata experienced favorable asset quality trends and net recoveries of previously charged-off loans during the nine months ended September 30, 2021. Only two loans in the aggregate amount of $72,000, placed on deferment due to the pandemic remained in deferment as of September 30, 2021. All other loans previously placed in deferment have resumed contractual debt service as of September 30, 2021. Juniata continued to apply elevated qualitative risk factors to all loan segments in the loan portfolio in its allowance for loan loss analysis in the first nine months of 2021 due to the remaining uncertainty of the strength of the economy, as well as the lingering effects and duration of the pandemic. However, because borrowers with loans previously placed in deferment have shown the ability to continue making payments under contractual debt service, management reduced the level of risk originally established on these loans. Due to the positive asset quality trends noted above and sustained performance of the loan portfolio, the analysis resulted in a provision credit of $536,000 for the nine months ended September 30, 2021 compared to a provision expense of $639,000 recorded in the nine months ended September 30, 2020.

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The $963,000 increase in the allowance at September 30, 2020 compared to December 31, 2019 was the result of the additional probability of losses inherent in the loan portfolio, particularly in segments most affected by the economic conditions resulting from the COVID-19 pandemic, such as hospitality, restaurants, and recreational facilities. Additional consideration was also included for estimated elevated losses within the COVID-19 deferral loan pool.

As of September 30, 2020, 302021, 20 loans (exclusive of loans acquired with existing credit deterioration) with aggregate outstanding balances of $1,995,000$5,749,000 were individually evaluated for impairment. The increase in impaired loans between December 31, 2020 and September 30, 2021 was due to the addition of one hospitality-industry loan classified as a troubled debt restructuring in 2021. A collateral analysis was performed on each of thesethe loans individually evaluated for impairment to establish a portion of the reserve needed to carry the impaired loans at no higher than the fair value. There was one loan for $75,000value of their collateral. Following the analysis, no loans were determined to have insufficient collateral at September 30, 2020,2021 requiring the establishment of an immaterial reserve.specific reserves.

As of September 30, 2020,2021, there were $22,494,000 in$42,029,000 of loans classified as special mention loans compared to $10,362,000$40,626,000 at December 31, 2019. The majority of this increase was caused by the downgrading of four hospitality and recreational facility participated relationships, totaling $20,000,000, from pass to special mention in 2020. The increase was partially offset by the payoff of a $4,800,000 special mention relationship during 2020. As of September 30, 2020, there were $10,480,000 in$7,834,000 classified as substandard loans compared to $11,209,000 at December 31, 2019, and $95,000 in doubtful loans at September 30, 20202021 compared to $144,000$9,602,000 at December 31, 2019.

2020, and no loans classified as doubtful at September 30, 2021 compared to $86,000 at December 31, 2020.

Management believes that the reserves carried are adequate to cover probable incurred losses related to these relationships as of September 30, 2020. However, there2021. There are uncertainties about the lasting effects of the COVID-19 impact on the economy. Such effects could have a material impact on future results of operations if businesses are not able to remain solvent and unemployment remains at elevated levels. We believe we havehigh. Management believes the Company has sufficient liquidity and capital and lossan adequate allowance reservesfor loan losses to withstand losses that may occur but we continuecontinues to closely monitor the financial strength of borrowers whose ability to comply with repayment terms may become permanently impaired.

The following is a summary oftable summarizes the Bank’s non-performing loans, exclusive of loans acquired with credit deterioration, on September 30, 20202021 compared to December 31, 2019.2020.

September 30, 2020

December 31, 2019

(Dollar amounts in thousands)

September 30, 2021

December 31, 2020

Non-performing loans

Non-accrual loans

$

1,327

$

1,819

$

162

$

422

Accruing loans past due 90 days or more, exclusive of loans acquired with credit deterioration

 

307

 

383

Accruing loans past due 90 days or more

 

87

 

22

Total

$

1,634

$

2,202

$

249

$

444

Loans outstanding

$

420,754

$

400,590

$

411,764

$

422,661

Ratio of non-performing loans to loans outstanding

0.39

%  

0.55

%

0.06

%  

0.11

%

Total non-performing loans atas of September 30, 20202021 decreased $568,000$195,000 over total non-performing loans atas of December 31, 2019 predominantly due2020. Contributing to the decline was a $61,000 non-accrual loan placed in foreclosure, a $37,000 payoff and successful resolution of formera non-accrual loan, as well as $91,000 in non-accrual loans upgraded to accrual status in 2020.

The Company has approved interest and/or principal payment deferrals on loans for individuals and businesses affected by the economic impacts of the COVID-19 pandemic. As of September 30, 2020, Juniata approved interest and/or principal payment deferrals on 237 loans, totaling $90,227,000, for individuals and businesses affected by the economic impacts of COVID-19. As none of the borrowers approved for these designated deferrals were delinquent as of March 20, 2020, the date on which the Company’s COVID-19 Modification Program went into effect, and the modification terms are short-term, the loan modifications are not considered to be troubled-debt restructures under the interagency statement guidance.

As of September 30, 2020, 228 of these payment deferral loans, totaling $78,454,000, have completed the agreed-upon deferment period and have returned to normal debt service. Three of these loans, totaling $111,000, were delinquent at

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September 30, 2020. The loans that remain in payment deferment consist primarily of commercial real estate loans for the hospitality and fitness/recreation industries.2021.

Stockholders’ equity increaseddecreased from December 31, 20192020 to September 30, 20202021 by $2,994,000,$3,494,000, or 4.1%4.6%, mainly due to an increase in net unrealized gainslosses resulting from the change in market value of debt securities available for sale.

Subsequent to September 30, 2020,2021, the following event took place:

On October 20, 2020,19, 2021, the Board of Directors declared a cash dividend of $0.22 per share to shareholders of record on November 16, 2020,15, 2021, payable on December 1, 2020.2021.

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Comparison of the Three Months Ended September 30, 20202021 and 20192020

Operations Overview:

Net income for the third quarter of 20202021 was $1,606,000,$1,897,000, an increase of $513,000$291,000, or 18.1%, when compared to the third quarter of 2019.2020. Basic and diluted earnings per share were $0.32increased 18.8%, to $0.38, in the third quarter of 20202021 compared to basic and diluted earnings per share of $0.21$0.32 in the third quarter of 2019.2020.

Annualized return on average equity for the three months ended September 30, 20202021 was 8.36%,10.19 %, compared to the annualized return on average equity of 6.00%8.36% for the same period in 2019.2020. For the three months ended September 30, 2020, annualized return on average assets was 0.91% in 2021, compared to 0.82% in 2020, compared to 0.66% in 2019.2020.

Presented below are selected key ratios for the two periods:

Three Months Ended

Three Months Ended

September 30, 

September 30, 

    

2020

    

2019

    

    

2021

    

2020

    

Return on average assets (annualized)

 

0.82

%  

0.66

%

 

0.91

%  

0.82

%

Return on average equity (annualized)

 

8.36

%  

6.00

%

 

10.19

%  

8.36

%

Average equity to average assets

9.84

%  

10.99

%

8.94

%  

9.84

%

Non-interest income, excluding gain/loss on sales and calls of securities and change in value of equity securities, as a percentage of average assets (annualized)

 

0.60

%  

0.73

%

 

0.61

%  

0.60

%

Non-interest expense as a percentage of average assets (annualized)

 

2.52

%  

3.23

%

Non-interest expense, excluding long-term debt prepayment penalty, as a percentage of average assets (annualized)

 

2.37

%  

2.52

%

The discussion that follows further explains changes in the components of net income when comparing the third quarter of 20202021 with the third quarter of 2019.2020.

Net Interest Income:

Net interest income was $5,404,000 during the three months ended September 30, 2021 when compared to $5,226,000 during the three months ended September 30, 2020 compared to $5,104,000 during the three months ended September 30, 2019.2020. Total interest expenseincome decreased by $292,000$16,000 during the third quarter of 20202021 compared to the same period in 2019, partially offset by2020 due to a decline of $170,000 in interest income on loans, while total interest income.expense decreased by $194,000 over the same periods due primarily to a decline in interest expense on deposits.

Overall, average earning assets increased 18.9%,7.6% in the third quarter of 2021 compared to the third quarter of 2020, while average interest bearinginterest-bearing liabilities increased 17.6%. Net6.2 % over the same period. The net interest margin, on a fully tax equivalent basis, decreased from 3.41%2.91% during the three months ended September 30, 20192020 to 2.93%2.79% during the three months ended September 30, 2020.2021.

Average loan balances increaseddecreased by $19,120,000, while$2,570,000 and interest on loans declineddecreased by $309,000$48,000 during for the third quarter of 20202021 compared to the same period in 2019.2020 due to net PPP loan forgiveness which was partially offset by organic loan growth in commercial real estate loans. Average PPP loans were $21,788,000 during the three months ended September 30, 2021 compared to $31,879,000 during the three months ended September 30, 2020. The decrease in the average volume of loans outstanding reduced interest income by $35,000, while the 3 basis point decline in the weighted average yield on loans decreased interest income by $583,000, while the increase in the average volume$13,000.

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Table of loans outstanding increased interest income by $274,000.Contents

The average balance of investment securities increased $50,174,000, and interest earned on investment securities increased $100,975,000 and $207,000, respectively,by $32,000 in the third quarter of 20202021 compared to the third quarter of 2019.2020. The increase in the average balance on investment securities during the period increased interest income by $598,000,$227,000, while the decline in yield on investment securities decreased interest income by $391,000.$195,000.

Average earning assets increased $114,845,000,$55,065,000, to $723,591,000, mainly$778,656,000, when comparing the three months ended September 30, 2021 to the three months ended September 30, 2020 due to a 52.1%17.0% increase in average investment securities.securities, as well as a 136.3% increase in average interest-earning deposits and federal funds sold. The yield on earning assets declined 25 basis points, to 3.43%3.16%, during the three months ended September 30, 20202021, from 4.19%3.41% during the same period in 2019.2020. The average balance of interest bearinginterest-bearing liabilities increased over the period by $80,239,000$33,383,000 compared to the same 2019 period. In addition,2020 period, while the cost to fund interest bearinginterest-earning assets with interest bearinginterest-bearing liabilities

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decreased 3918 basis points, to 0.73%0.55%, during the third quarter of 20202021 compared to the same period in 2019. The yields on earning assets and cost of funds were affected by changes in the Prime rate and the federal funds target range between the third quarter of 2019 and the third quarter of 2020.

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The table below shows the net interest margin on a fully tax-equivalent basis for the three months ended September 30, 20202021 and 2019.2020.

Average Balance Sheets and Net Interest Income Analysis

Three Months Ended

Three Months Ended

Three Months Ended

Three Months Ended

(Dollars in thousands)

September 30, 2020

September 30, 2019

September 30, 2021

September 30, 2020

Increase (Decrease) Due To (6)

Average

Yield/

Average

Yield/

Increase (Decrease) Due To (6)

Average

Yield/

Average

Yield/

    

Balance(1)

    

Interest

    

Rate

    

Balance(1)

    

Interest

    

Rate

    

Volume

    

Rate

    

Total

    

Balance(1)

    

Interest

    

Rate

    

Balance(1)

    

Interest

    

Rate

    

Volume

    

Rate

    

Total

ASSETS

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Interest earning assets:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Taxable loans (5)

$

395,099

$

4,626

 

4.68

%  

$

370,154

$

4,851

 

5.24

%  

$

327

$

(552)

 

$

(225)

$

391,359

$

4,587

 

4.65

%  

$

395,099

$

4,626

 

4.66

%  

$

(44)

$

5

 

$

(39)

Tax-exempt loans

 

28,071

 

222

 

3.16

 

33,896

 

306

 

3.61

 

(53)

 

(31)

 

 

(84)

 

29,241

 

213

 

2.89

 

28,071

 

222

 

3.15

 

9

 

(18)

 

 

(9)

Total loans

 

423,170

 

4,848

 

4.58

 

404,050

 

5,157

 

5.11

 

274

 

(583)

 

 

(309)

 

420,600

 

4,800

 

4.53

 

423,170

 

4,848

 

4.56

 

(35)

 

(13)

 

 

(48)

Taxable investment securities

 

288,184

 

1,312

 

1.82

 

188,516

 

1,118

 

2.37

 

591

 

(397)

 

 

194

 

339,222

 

1,350

 

1.59

 

288,184

 

1,312

 

1.82

 

232

 

(194)

 

 

38

Tax-exempt investment securities

 

6,763

 

42

 

2.48

 

5,456

 

29

 

2.13

 

7

 

6

 

 

13

 

5,899

 

36

 

2.44

 

6,763

 

42

 

2.48

 

(5)

 

(1)

 

 

(6)

Total investment securities

 

294,947

 

1,354

 

1.84

 

193,972

 

1,147

 

2.37

 

598

 

(391)

 

 

207

 

345,121

 

1,386

 

1.61

 

294,947

 

1,354

 

1.84

 

227

 

(195)

 

 

32

Interest bearing deposits

 

5,474

 

8

 

0.58

 

4,691

 

41

 

3.50

 

7

 

(40)

 

 

(33)

 

8,364

 

8

 

0.36

 

5,474

 

8

 

0.58

 

5

 

(5)

 

 

Federal funds sold

 

 

 

0.00

 

6,033

 

35

 

2.32

 

(35)

 

 

 

(35)

 

4,571

 

0

 

0.01

 

 

 

0.00

 

 

 

 

Total interest earning assets

 

723,591

 

6,210

 

3.43

 

608,746

 

6,380

 

4.19

 

844

 

(1,014)

 

 

(170)

 

778,656

 

6,194

 

3.16

 

723,591

 

6,210

 

3.41

 

197

 

(213)

 

 

(16)

Other assets (7)

 

57,570

 

  

 

  

 

54,165

 

  

 

  

 

  

 

  

 

 

  

 

54,697

 

  

 

  

 

57,570

 

  

 

  

 

  

 

  

 

 

  

Total assets

$

781,161

 

  

 

  

$

662,911

 

  

 

  

 

  

 

  

 

 

  

$

833,353

 

  

 

  

$

781,161

 

  

 

  

 

  

 

  

 

 

  

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

Interest bearing liabilities:

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

 

 

  

Interest bearing demand deposits (2)

$

178,417

 

85

 

0.19

$

157,410

 

328

 

0.83

$

44

$

(287)

 

$

(243)

$

237,366

 

73

 

0.12

$

178,417

 

85

 

0.19

$

28

$

(40)

 

$

(12)

Savings deposits

 

111,758

 

14

 

0.05

 

98,453

 

25

 

0.10

 

3

 

(14)

 

 

(11)

 

142,294

 

18

 

0.05

 

111,758

 

14

 

0.05

 

4

 

 

 

4

Time deposits

 

152,323

 

611

 

1.60

 

149,820

 

617

 

1.65

 

10

 

(16)

 

 

(6)

 

148,666

 

464

 

1.24

 

152,323

 

611

 

1.60

 

(15)

 

(132)

 

 

(147)

Short-term and long-term borrowings and other interest bearing liabilities

 

93,350

 

274

 

1.17

 

49,926

 

306

 

2.45

 

266

 

(298)

 

 

(32)

 

40,905

 

235

 

2.28

 

93,350

 

274

 

1.17

 

(153)

 

114

 

 

(39)

Total interest bearing liabilities

 

535,848

 

984

 

0.73

 

455,609

 

1,276

 

1.12

 

323

 

(615)

 

 

(292)

 

569,231

 

790

 

0.55

 

535,848

 

984

 

0.73

 

(136)

 

(58)

 

 

(194)

Non-interest bearing liabilities:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

Demand deposits

 

162,881

 

  

 

  

 

128,379

 

  

 

  

 

 

  

 

 

  

 

184,318

 

  

 

  

 

162,881

 

  

 

  

 

 

  

 

 

  

Other

 

5,575

 

  

 

  

 

6,069

 

  

 

  

 

 

  

 

 

  

 

5,334

 

  

 

  

 

5,575

 

  

 

  

 

 

  

 

 

  

Stockholders’ equity

 

76,857

 

  

 

  

 

72,854

 

  

 

  

 

 

  

 

 

  

 

74,470

 

  

 

  

 

76,857

 

  

 

  

 

 

  

 

 

  

Total liabilities and stockholders’ equity

$

781,161

 

  

 

  

$

662,911

 

  

 

  

 

  

 

 

  

$

833,353

 

  

 

  

$

781,161

 

  

 

  

 

  

 

 

  

Net interest income and net interest rate spread

 

  

$

5,226

 

2.70

%  

 

  

$

5,104

 

3.07

%  

$

521

$

(399)

 

$

122

 

  

$

5,404

 

2.61

%  

 

  

$

5,226

 

2.68

%  

$

333

$

(155)

 

$

178

Net interest margin on interest earning assets (3)

 

  

 

  

 

2.89

%  

 

  

 

  

 

3.35

%  

 

  

 

 

 

 

  

 

  

 

2.75

%  

 

  

 

  

 

2.87

%  

 

  

 

 

 

Net interest income and net interest margin - Tax equivalent basis (4)

 

  

$

5,296

 

2.93

%  

 

  

$

5,193

 

3.41

%  

 

  

 

  

$

5,470

 

2.79

%  

 

  

$

5,296

 

2.91

%  

 

  

Notes:

1)Average balances were calculated using a daily average.
2)Includes interest-bearing demand and money market accounts.
3)Net margin on interest earning assets is net interest income divided by average interest earning assets.
4)Interest on obligations of states and municipalities is not subject to federal income tax. To make the net yield comparable on a fully taxable basis, a tax equivalent adjustment is applied against the tax-exempt income utilizing a federal tax rate of 21%.
5)Non-accruing loans are included in the above table until they are charged off.
6)The change in interest due to rate and volume has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each.
7)Includes gross unrealized gains (losses) on securities available for sale.

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Provision for Loan Losses:

In the third quarter of 2020, an $87,0002021, a $257,000 loan loss provision for loan lossescredit was recorded, due primarilycompared to the additional probabilitya provision expense of losses inherent$87,000 in the loan portfolio, particularly in segments most affected by the economic conditions resulting from the COVID-19 pandemic, such as hospitality and restaurants. Additional consideration was also included for estimated elevated losses within the COVID-19 deferral loan pool. In the third quarter of 2019, a2020. Based on an analysis of the allowance of loan losses as of September 30, 2021, the decreased provision creditwas primarily the result of $46,000 was recorded. continued improvement in asset quality trends and net recoveries of $76,000. Additionally, management reduced the level of risk originally established on COVID deferred loans because borrowers have shown the ability to continue making payments under contractual debt service.

Management regularly reviews the adequacy of the allowance for loan losses and makes assessments as to specific loan impairment, charge-off expectations, general economic conditions in the Bank’s market area, specific loan quality and other factors. See the earlier discussion in the Financial Condition section explaining the information used to determine the provision.

Non-interest Income:

Non-interest income in the third quarter of 20202021 was $1,450,000$1,306,000 compared to $1,196,000$1,450,000 in the third quarter of 2019, an increase2020, a decrease of $254,000,$144,000, or 21.2%9.9%. Excluding net gains on sales and calls of securities and the change in value of equity securities, non-interest income increased $103,000, or 8.8%, in the third quarter of 2021 compared to the third quarter of 2020.

Most significantly impacting non-interest income duringin the comparative three month periods was an increasea $283,000 decrease in the gain on the gains on the sales and calls of securities in 2020 over the comparable 2019 period due to a restructuring of the debt securities portfolio to reduce Juniata’s overall premium exposure, resulting in a net gain on the sales of securities of $283,000, while no gains were recorded during the 2019 period. Partially offsetting this increase was a $90,000 decrease in customer service fees, predominantly in overdraft fees, in the third quarter of 20202021 compared to the third quarter of 2019, as consumer spending declined.2020. Partially offsetting this decline in the third quarter of 2021 were increases of $39,000 in debit card fee income, $43,000 in fees derived from loan activity and $36,000 in the change in fair value of equity securities compared to the comparable 2020 period.

As a percentage of average assets, annualized non-interest income was 0.63% in the third quarter of 2021 compared to 0.74% in the third quarter of 2020 compared to 0.72% in the third quarter of 2019.2020. Excluding the gain/lossgain on sales and calls of securities and change in value of equity securities, the percentage of average assets to annualized non-interest income was 0.61% in the third quarter of 2021 compared to 0.60% in the third quarter of 2020 compared to 0.73% in the third quarter of 2019.2020.

Non-interest Expense:

Non-interest expense was $4,925,000$4,928,000 for the three months ended September 30, 20202021, compared to $5,356,000$4,925,000 for the same period in 2019,2020, an increase of $3,000, or 0.1%.

Most significantly impacting non-interest expense in the comparative three month periods was a decrease of $431,000, or 8.0%.

Non-interest$109,000 increase in data processing expense decreased in the third quarter of 2020 compared to the same period in 2019, primarily driven by a decline of $867,000 in employee benefits expense due to the elimination of pension-related expenses in 20202021 compared to the third quarter of 2019 when2020, primarily due to various technological enhancements and a $943,000 pre-tax pension settlement charge to earnings was recorded.$41,000 increase in FDIC insurance premiums as a result of asset growth during the last twelve months which is used in the calculation of the premiums. Partially offsetting this decline was a $222,000 net gain on sales of other real estate owned recorded during the third quarter of 2019, while no similar amount was recorded in the 2020 period, as well as a $126,000 increasethese increases were declines in employee compensationbenefits of $62,000 due to lower health insurance costs, $57,000 in equipment expense in the third quarter of 2020 comparedand a $72,000 adjustment to the third quarter of 2019.Pennsylvania Shares Tax liability.

As a percentage of average assets, annualized non-interest expense was 2.37% in the third quarter of 2021 compared to 2.52% in the third quarter of 2020 compared to 3.23% in the third quarter of 2019. Excluding the $943,000 pension settlement charge recorded during the three months ended September 30, 2019, annualized non-interest expense was 2.66% in the third quarter of 2019.

2020.

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Provision for income taxes:

An income tax provision of $58,000$142,000 was recorded in the third quarter of 20202021 compared to a tax benefitprovision of $103,000$58,000 recorded in the third quarter of 2019,2020, primarily due to lowerhigher taxable income recorded in the 20192021 period.

The Company qualifies for a federal tax credit for a low-income housing project investment,investments, and the tax provisions for each period reflect the application of the tax credit. For the third quarters of 20202021 and 2019,2020, the tax credits were $225,000 in each period, offsetting $367,000 and $226,000, respectively, offsetting $283,000 and $123,000 in tax expense in the 20202021 and 20192020 periods, respectively. For the third quarter of 2021, the tax credit lowered the effective tax rate from 18.0% to 7.0% compared to the same period in 2020, when the tax credit lowered the effective tax rate from 17.0% to 3.5% compared to the same period in 2019, when the tax credit lowered the effective tax rate from 12.4% to (10.4)%.

Comparison of the Nine Months Ended September 30, 20202021 and 20192020

Operations Overview:

Net income for the first nine months of 20202021 was $4,249,000, a decrease$5,271,000, an increase of $102,000,$1,022,000, or 2.3%24.1%, when compared to the first nine months ended September 30, 2019,of 2020, while basic and diluted earnings per share were $0.83increased by 26.5%, to $1.05, during the first nine months of 20202021 compared to basic and diluted earnings per share of $0.85$0.83 during the comparable 20192020 period. Annualized return on average equity for the nine months ended September 30, 20202021 was 7.45%9.47%, compared to 8.30%7.45% for the same period in 2019.2020. For the nine months ended September 30, annualized return on average assets was 0.86% in 2021, compared to 0.78% in 2020, compared to 0.90% in 2019.2020.

Presented below are selected key ratios for the two periods:

Nine Months Ended

Nine Months Ended

September 30, 

September 30, 

    

2020

    

2019

    

    

2021

    

2020

    

Return on average assets (annualized)

 

0.78

%  

0.90

%

 

0.86

%  

0.78

%

Return on average equity (annualized)

 

7.45

%  

8.30

%

 

9.47

%  

7.45

%

Average equity to average assets

10.48

%  

10.90

%

9.10

%  

10.48

%

Non-interest income, excluding gain/loss on sales and calls of securities and change in value of equity securities, as a percentage of average assets (annualized)

 

0.61

%  

0.74

%

 

0.60

%  

0.61

%

Non-interest expense as a percentage of average assets (annualized)

 

2.66

%  

3.22

%

Non-interest expense, excluding long-term debt prepayment penalty, as a percentage of average assets (annualized)

 

2.35

%  

2.57

%

The discussion that follows further explains changes in the components of net income when comparing the first nine months ended September 30, 2020of 2021 to the first nine months ended September 30, 2019.of 2020.

Net Interest Income:

Net interest income decreased by $470,000, or 3.0%,was $15,540,000 during the nine months ended September 30, 2020 when2021 compared to $15,345,000 recorded during the nine months ended September 30, 2019. The decrease in net2020. Total interest income wasdecreased by $382,000 during the first three quarters of 2021 compared to the first three quarters of 2020, mainly attributabledue to a decline of $1,516,000 in loan interest and fee income, which was partially offset by an $835,000 increase in interest income on taxable securities and loans, while total interest expense decreased by $577,000 over the same period due to a decrease of $413,000decline in interest expense on deposits over the same period.and long-term debt as $10,000,000 in FHLB long-term advances were repaid in April 2020.

Overall, average earninginterest-earning assets increased 13.5%13.9%, while average interest bearinginterest-bearing liabilities increased 11.8%13.7% during the nine months ended September 30, 20202021 compared to the same period in 2019.2020. Over the same period, net interest margin, on a fully tax equivalent basis, decreased from 3.64% during the nine months ended September 30, 2019 to 3.10% during the nine months ended September 30, 2020.2020 to 2.76% during the nine months ended September 30, 2021.

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Average loan balances and interest on loans decreasedincreased by $2,243,000 and $1,516,000, respectively, for$18,069,000, or 4.4%, during the first nine months of 20202021, while interest income on loans declined by $136,000 over the same period compared to the same period in 2019. Whilefirst nine months of 2020. PPP loan origination activity was significant, it was offset by paydowns and light demand for non-PPP loans.a factor in the increase in average loan balances between periods as average PPP loans were $27,897,000 during the nine months ended September 30, 2021 compared to $18,182,000 during the nine months ended September 30, 2020.  The declineincrease in the average volume of loans outstanding andduring the 47nine months ended September 30, 2021 compared to the nine months ended September 30, 2020 increased interest income by $629,000, while the 23 basis point decrease in the weighted average yield on loans decreased interest income by approximately $19,000 and $1,497,000, respectively.$765,000.

Interest earned onThe average balance of investment securities increased $818,000by $74,103,000 in the first nine months of 20202021 compared to the first nine months of 2019, as did the average balance of2020, while interest earned on investment securities which increased by $81,245,000 during the period.decreased $192,000. The increasechange in the average balance increased interest income by $1,504,000,$1,153,000, while the decreasedecline in the overall pre-tax yield of 3656 basis points on the investment securities portfolio resulted in a decrease ofin interest income of $686,000.$1,345,000.

Average earning assets increased $79,705,000,$93,084,000 to $669,148,000,$762,232,000, primarily due to the 49.1%30.1% increase in average investment securities.securities and a 4.4% increase in total loans. The yield on earning assets decreased to 3.67%3.17% during the nine months ended September 30, 20202021 from 4.37%3.68% in the same period in 2019.2020. The average balance of interest bearinginterest-bearing liabilities increased over the period by $51,859,000,$67,294,000 to $492,022,000,$559,316,000, compared to the same period in 2019.2020. In addition, the cost to fund interest bearinginterest-bearing assets with interest bearinginterest-bearing liabilities decreased 2224 basis points, to 0.84%0.60%, during the first nine months of 20202021 compared to the same period in 2019.2020. The yields on earning assets and cost of funds were affected by the 175225 basis point decline in the prime rate and the federal funds target range between the nine monthcomparable periods ending September 30, 2019of 2020 and September 30, 2020.

2021.

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The table below shows the net interest margin on a fully tax-equivalent basis for the nine months ended September 30, 20202021 and 2019.2020.

Average Balance Sheets and Net Interest Income Analysis

Nine Months Ended

Nine Months Ended

2020 compared to 2019

Nine Months Ended

Nine Months Ended

(Dollars in thousands)

September 30, 2020

September 30, 2019

Increase (Decrease) Due To (6)

September 30, 2021

September 30, 2020

Increase (Decrease) Due To (6)

Average

Yield/

Average

Yield/

Average

Yield/

Average

Yield/

    

Balance(1)

    

Interest

    

Rate

    

Balance(1)

    

Interest

    

Rate

    

Volume

    

Rate

    

Total

    

Balance(1)

    

Interest

    

Rate

    

Balance(1)

    

Interest

    

Rate

    

Volume

    

Rate

    

Total

ASSETS

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

  

Interest earning assets:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

Taxable loans (5)

$

380,913

$

13,833

 

4.84

%  

$

377,568

$

15,092

 

5.33

%  

$

134

$

(1,393)

 

$

(1,259)

$

396,684

$

13,680

 

4.61

%  

$

380,913

$

13,833

 

4.85

%  

$

574

$

(727)

 

$

(153)

Tax-exempt loans

 

28,465

 

674

 

3.16

 

34,053

 

931

 

3.65

 

(153)

 

(104)

 

 

(257)

 

30,763

 

691

 

3.00

 

28,465

 

674

 

3.16

 

55

 

(38)

 

 

17

Total loans

 

409,378

 

14,507

 

4.72

 

411,621

 

16,023

 

5.19

 

(19)

 

(1,497)

 

 

(1,516)

 

427,447

 

14,371

 

4.50

 

409,378

 

14,507

 

4.73

 

629

 

(765)

 

 

(136)

Taxable investment securities

 

240,694

 

3,742

 

2.07

 

157,568

 

2,907

 

2.46

 

1,534

 

(699)

 

 

835

 

314,501

 

3,543

 

1.50

 

240,694

 

3,742

 

2.07

 

1,148

 

(1,347)

 

 

(199)

Tax-exempt investment securities

 

5,869

 

105

 

2.39

 

7,750

 

122

 

2.10

 

(30)

 

13

 

 

(17)

 

6,165

 

112

 

2.42

 

5,869

 

105

 

2.39

 

5

 

2

 

 

7

Total investment securities

 

246,563

 

3,847

 

2.08

 

165,318

 

3,029

 

2.44

 

1,504

 

(686)

 

 

818

 

320,666

 

3,655

 

1.52

 

246,563

 

3,847

 

2.08

 

1,153

 

(1,345)

 

 

(192)

Interest bearing deposits

 

9,127

 

60

 

0.88

 

8,008

 

180

 

3.00

 

25

 

(145)

 

 

(120)

 

8,439

 

18

 

0.29

 

9,127

 

60

 

0.88

 

(5)

 

(37)

 

 

(42)

Federal funds sold

 

4,080

 

13

 

0.43

 

4,496

 

78

 

2.31

 

(7)

 

(58)

 

 

(65)

 

5,680

 

1

 

0.01

 

4,080

 

13

 

0.44

 

5

 

(17)

 

 

(12)

Total interest earning assets

 

669,148

 

18,427

 

3.67

 

589,443

 

19,310

 

4.37

 

1,503

 

(2,386)

 

 

(883)

 

762,232

 

18,045

 

3.17

 

669,148

 

18,427

 

3.68

 

1,782

 

(2,164)

 

 

(382)

Other assets (7)

 

56,917

 

  

 

  

 

51,933

 

  

 

  

 

 

  

 

 

  

 

54,007

 

  

 

  

 

56,917

 

  

 

  

 

 

  

 

 

  

Total assets

$

726,065

 

  

 

  

$

641,376

 

  

 

  

 

  

 

  

 

 

  

$

816,239

 

  

 

  

$

726,065

 

  

 

  

 

  

 

  

 

 

  

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

Interest bearing liabilities:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

Interest bearing demand deposits (2)

$

163,834

 

327

 

0.27

$

152,979

988

 

0.86

$

70

$

(731)

 

$

(661)

$

215,489

 

227

 

0.14

$

163,834

 

327

 

0.27

$

104

$

(204)

 

$

(100)

Savings deposits

 

105,959

 

54

 

0.07

 

99,167

74

 

0.10

 

5

 

(25)

 

 

(20)

 

136,906

 

51

 

0.05

 

105,959

 

54

 

0.07

 

16

 

(19)

 

 

(3)

Time deposits

 

151,953

 

1,889

 

1.66

 

149,421

1,744

 

1.56

 

30

 

115

 

 

145

 

151,123

 

1,493

 

1.32

 

151,953

 

1,889

 

1.66

 

(10)

 

(386)

 

 

(396)

Short-term and long-term borrowings and other interest bearing liabilities

 

70,276

 

812

 

1.54

 

38,596

689

 

2.38

 

566

 

(443)

 

 

123

 

55,798

 

734

 

1.76

 

70,276

 

812

 

1.54

 

(168)

 

90

 

 

(78)

Total interest bearing liabilities

 

492,022

 

3,082

 

0.84

 

440,163

 

3,495

 

1.06

 

671

 

(1,084)

 

 

(413)

 

559,316

 

2,505

 

0.60

 

492,022

 

3,082

 

0.84

 

(58)

 

(519)

 

 

(577)

Non-interest bearing liabilities:

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

  

 

 

  

Demand deposits

 

152,664

 

  

 

  

 

125,643

 

  

 

  

 

 

  

 

 

  

 

177,646

 

  

 

  

 

152,664

 

  

 

  

 

 

  

 

 

  

Other

 

5,290

 

  

 

  

 

5,660

 

  

 

  

 

 

  

 

 

  

 

5,028

 

  

 

  

 

5,290

 

  

 

  

 

 

  

 

 

  

Stockholders’ equity

 

76,089

 

  

 

  

 

69,910

 

  

 

  

 

 

  

 

 

  

 

74,249

 

  

 

  

 

76,089

 

  

 

  

 

 

  

 

 

  

Total liabilities and stockholders’ equity

$

726,065

 

  

 

  

$

641,376

 

  

 

  

 

  

 

 

  

$

816,239

 

  

 

  

$

726,065

 

  

 

  

 

  

 

 

  

Net interest income and net interest rate spread

 

  

$

15,345

 

2.83

%  

 

  

$

15,815

 

3.31

%  

$

832

$

(1,302)

 

$

(470)

 

  

$

15,540

 

2.57

%  

 

  

$

15,345

 

2.84

%  

$

1,840

$

(1,645)

 

$

195

Net interest margin on interest earning assets (3)

 

  

 

  

 

3.06

%  

 

  

 

  

 

3.58

%  

 

  

 

 

 

 

  

 

  

 

2.73

%  

 

  

 

  

 

3.06

%  

 

  

 

 

 

Net interest income and net interest margin - Tax equivalent basis (4)

 

  

$

15,552

 

3.10

%  

 

  

$

16,095

 

3.64

%  

 

  

 

  

$

15,753

 

2.76

%  

 

  

$

15,552

 

3.10

%  

 

  

Notes:

1)Average balances were calculated using a daily average.
2)Includes interest-bearing demand and money market accounts.
3)Net margin on interest earning assets is net interest income divided by average interest earning assets.
4)Interest on obligations of states and municipalities is not subject to federal income tax. To make the net yield comparable on a fully taxable basis, a tax equivalent adjustment is applied against the tax-exempt income utilizing a federal tax rate of 21%.
5)Non-accruing loans are included in the above table until they are charged off.
6)The change in interest due to rate and volume has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each.

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7)Includes gross unrealized gains (losses) on securities available for sale.

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Provision for Loan Losses:

In the first nine months of 2020,2021, the provision for loan losses was $639,000,a credit of $536,000, compared to a creditprovision expense of $490,000$639,000 in the first nine months of 2019. While both2020. The decline in the provision in 2021 compared to the 2020 period was due to favorable asset quality trends and 2019 periods included the effect of$167,000 in net recoveries ($324,000 and $513,000, respectively), Juniata increasedof previously charged-off loans. Additionally, management reduced the qualitativelevel of risk factors for all loan segments inoriginally established on COVID deferred loans because borrowers have shown the loan portfolio in its allowance for loan loss analysis as of September 30, 2020 as a result of the change in the economic environment resulting from the COVID-19 pandemic. ability to continue making payments under contractual debt service.

Management regularly reviews the adequacy of the allowance for loan losses and makes assessments as to specific loan impairment, charge-off expectations, general economic conditions in the Bank’s market area, specific loan quality and other factors. See the earlier discussion in the Financial Condition section explaining the information used to determine the provision.

Non-interest Income:

Non-interest income in the first nine months of 20202021 was $4,001,000$3,880,000 compared to $3,504,000$4,001,000 in the first nine months of 2019, an increase2020, a decrease of $497,000,$121,000, or 14.2%3.0%. Excluding net gains on sales and calls of securities and the change in value of equity securities, non-interest income increased $375,000, or 11.3%, during the nine months ended September 30, 2021 compared to the same period last year.

Most significantly impacting the comparative nine month periods was an $845,000a $787,000 decline in the gain on the sales and calls of securities recorded duringin 2021 over the first nine months ofcomparable 2020 compared to a $56,000 loss on the sales and calls of securities during the first nine months of 2019. The recorded net gain in 2020 wasperiod due to in part to the execution of a balance sheet strategy in the second quarter of 2020 that produced securities$845,000 in security gains of $549,000 whichto offset a $524,000 prepayment penalty on the extinguishment of long-term debt, as well as to the restructuring of the debt securities portfolio in the third quarter to reduce Juniata’s overall premium exposure resulting in a net gain of $283,000 on the sales of securities.debt. Partially offsetting this increase in non-interest income was a $152,000 decline were increases of $291,000 in the fairchange in value of equity securities, $207,000 in debit card fee income and $149,000 in fees derived from loan activity during the first nine months of 2020 compared to a $4,000 decline during the comparable 2019 period. Further, customer service fees, primarily NSF fees, were $250,000 less in the 2020 period2021 compared to the same period in the prior year, reflecting decreased consumer spending during the COVID-19 pandemic.comparable 2020 period.

As a percentage of average assets, annualized non-interest income was 0.73%0.63% in both the first nine months of 2021 compared to 0.73% in the comparable 2020 and 2019.period. As a percentage of average assets, annualized non-interest income, exclusive of net gains/losses on the sales of securities and the change in value of equity securities, was 0.60% in the first nine months of 2021 compared to 0.61% in the first nine months of 2020 compared to 0.74% in the first nine months of 2019.2020.

Non-interest Expense:

Non-interest expense was $14,502,000$14,383,000 for the nine months ended September 30, 20202021 compared to $15,485,000$14,502,000 for the same period in 2019,2020, a decrease of $983,000,$119,000, or 6.3%0.8%.

Non-interestMost significantly impacting non-interest expense declined in the firstcomparative nine months of 2020 compared to the same period in 2019 primarily due to Juniata’s $1,343,000 decline in employee benefits expense resulting from the elimination of pension-related expenses in 2020 compared to the $1,221,000 in pre-tax pension settlement charges recorded during the 2019 period. Also contributing to the decline in non-interest expense were lower occupancy and professional fees, which declined by $110,000 and $210,000, respectively, during the first nine months of 2020 compared to the first nine months of 2019. Partially offsetting these declinesmonth periods was a $524,000 prepayment penalty on thedecline in long-term debt extinguishment recorded during the first nine months of 2020, whileprepayment penalties as no similar expense was recorded during the comparable 2019 period. Additionally, a $208,000 net gain on the sale of OREOprepayment penalty was recorded during the nine months ended September 30, 2019, while no gains were recorded during2021. Additionally, equipment expense decreased by $141,000, due primarily to lower depreciation and maintenance expenses. Partially offsetting these declines between periods was an increase of $206,000 in employee compensation expense as staffing levels in the first half of 2021 returned to pre-pandemic levels compared to the comparable 2020 period.period when some employees were furloughed. Data processing expense also increased by $301,000 during the nine months ended

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September 30, 2021, compared to the same 2020 period, predominantly due to the expenses incurred from the launch of Juniata’s new online deposit account opening platform at the end of 2020 and other technology enhancements.

As a percentage of average assets, annualized non-interest expense was 2.35% in the first nine months of 2021 compared to 2.66% in the first nine months of 2020 compared to 3.22% in the comparable 2019 period.2020. Excluding the $524,000 long-term debt prepayment penalty recorded during the nine months ended September 30, 2020, and the $1,221,000 in pension settlement charges recorded during the nine months

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ended September 30, 2019, annualized non-interest expense was 2.57% through the first nine months of 2020 versus 2.97% through the first nine months of 2019.2020.

Provision for income taxes:

An income tax benefitprovision of $44,000$302,000 was recorded in the first nine months of 20202021 compared to aan income tax benefit of $27,000$44,000 recorded in the first nine months of 2019. In 2020, the Company was ableprimarily due to take advantage of a provisionhigher taxable income earned in the CARES Act, allowing2021 period. Additionally, under the carrybackprovisions of net operating losses (“NOLs”) from a prior period. In 2018, the Company acquired Liverpool Community Bank. Prior to the acquisition, Liverpool filed a short-period income tax return in 2018 where an NOL was recognized. Under the CARES Act, the NOL can be carried back to years in which the statutoryCompany recorded a tax rate was 34%, as opposed to the current 21%. The reversal of a portion of the deferred tax asset carried for this NOL, at an amountrefund in excess of its deferred tax carrying amount, was recorded asvalue, resulting in a $57,000 credit to income tax expense during the nine months ended September 30,in 2020.

The Company qualifies for a federal tax credit for a low-income housing project investment,investments, and the tax provisions for each period reflected the application of the tax credit. For the first nine months of 20202021 and 2019,2020, the tax credits were $676,000 and $679,000, respectively,in both periods, offsetting $632,000$978,000 in tax expense recorded during the nine months ended September 30, 20202021 and $652,000$632,000 in tax expense recorded in the comparable 20192020 period. The tax credit lowered the effective tax rate from 17.5% to 5.4% during the first nine months of 2021 compared to the same period in 2020, when the tax credit lowered the effective tax rate from 15.0% to (1.0)% during the first nine months of 2020 compared to the same period in 2019, when the tax credit lowered the effective tax rate from 15.1% to (0.6)%.

Liquidity:

The objective of liquidity management is to ensure that sufficient funding is available, at a reasonable cost, to meet the ongoing operational cash needs of the Company and to take advantage of income producing opportunities as they arise. While the desired level of liquidity will vary depending upon a variety of factors, it is the primary goal of the Company to maintain a high level of liquidity in all economic environments. Principal sources of asset liquidity are provided by loans and securities maturing in one year or less, and other short-term investments, such as federal funds sold and cash and due from banks. Liability liquidity, which is more difficult to measure, can be met by attracting deposits and maintaining the core deposit base. The Company is a member of the Federal Home Loan Bank of Pittsburgh for the purpose of providing short-term liquidity when other sources are unable to supplement other liquidity sources.fill these needs. During the nine months ended September 30, 2020,2021, overnight borrowings from the Federal Home Loan Bank averaged $755,000.$426,000. As of September 30, 2020,2021, the Company had $20,000,000 inno short-term borrowings, andbut had $35,000,000 in long-term debt with the Federal Home Loan Bank with a remaining unused borrowing capacity with the Federal Home Loan Bank of $110,207,000.$146,043,000.

The Company may use brokered deposits as an additional funding alternative. As of September 30, 2021, brokered deposits of $20,000,000 were included in total interest-bearing deposits.

Funding derived from securities sold under agreements to repurchase (accounted for as collateralized financing transactions) is available through corporate cash management accounts for business customers. This product givesprovides the Company with the ability to pay interest on corporate checking accounts.

In view of the sources previously mentioned, management believes that the Company’s liquidity is capable of providingcan provide the funds needed to meet operational cash needs, including those arising from funding of PPP loans. The Company was approved to borrow from the Federal Reserve Bank’s PPPLF and, as of September 30, 2020, had borrowed $31,298,000 from the facility.needs.

Off-Balance Sheet Arrangements:

The Company’s consolidated financial statements do not reflect various off-balance sheet arrangements that are made in the normal course of business, which may involve some liquidity risk, credit risk, and interest rate risk. These commitments consist mainly of loans approved but not yet funded, unused lines of credit and outstanding letters of credit. Letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third-party.

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Generally, financial and performance letters of credit have expiration dates within one year of issuance, while commercial

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letters of credit have longer term commitments. The credit risk involved in issuing letters of credit is essentially the same as the risks that are involved in extending loan facilities to customers. The Company generally holds collateral and/or personal guarantees supporting these commitments. The Company had $3,151,000$3,869,000 and $2,624,000$2,251,000 of financial and performance standby letters of credit commitments outstanding as of September 30, 20202021. The Company had $3,991,000 and $2,379,000 of financial and performance letters of credit commitments outstanding as of December 31, 2019, respectively.2020. Commercial letters of credit as of September 30, 20202021 and December 31, 20192020 totaled $7,975,000$13,475,000 and $7,725,000,$6,975,000, respectively. The increase between periods was predominantly due to a $6,000,000 commercial letter of credit extended to a customer in the third quarter of 2021.

Management believes that the proceeds obtained through a liquidation of collateral and the enforcement of guarantees would be sufficient to cover the potential amount of future payments required under the corresponding guarantees.letters of credit. The current amount of the liability as of September 30, 2021 for payments under letters of credit issued as of September 30, 2020 was not material. Because these instruments have fixed maturity dates, and because many of them will expire without being drawn upon, they do not generally present any significant liquidity risk.

Additionally, the Company has sold qualifying residential mortgage loans to the FHLB as part of its Mortgage Partnership Finance Program (“Program”). Under the terms of the Program, there is limited recourse back to the Company for loans that do not perform in accordance with the terms of the loan agreement. Each loan sold under the Program is “credit enhanced” such that the individual loan’s rating is raised to “BBB”, as determined by the FHLB. The Program can be terminated by either the FHLB or the Company, without cause. The FHLB has no obligation to commit to purchase any mortgage through, or from, the Company.

Interest Rate Sensitivity:

Interest rate sensitivity management is overseen by the Asset/Liability Management Committee. This process involves the development and implementation of strategies to maximize net interest margin, while minimizing the earnings risk associated with changing interest rates. Traditional gap analysis identifies the maturity and re-pricing terms of all assets and liabilities. A simulation analysis is used to assess earnings and capital at risk from movements in interest rates.

Capital Adequacy:

Bank regulatory authorities in the United States issue risk-based capital standards. These capital standards relate a banking company’s capital to the risk profile of its assets and provide the basis by which all banking companies and banks are evaluated in terms of capital adequacy.

The Basel III risk-based capital standards require financial institutions to maintain: (a) a minimum ratio of common equity tier 1 (“CET1”) to risk-weighted assets of at least 4.5%, (b) a minimum ratio of tier 1 capital to risk-weighted assets of at least 6.0%; (c) a minimum ratio of total (that is, tier 1 plus tier 2) capital to risk-weighted assets of at least 8.0%); and (d) a minimum leverage ratio of 3.0%, calculated as the ratio of tier 1 capital balance sheet exposures plus certain off-balance sheet exposures (computed as the average for each quarter of the month-end ratios for the quarter). In addition, the rules also limit a banking organization’s capital distributions and certain discretionary bonus payments if the banking organization does not hold a “capital conservation buffer” of 2.5% above the minimum standards stated in (a) - (c) above.

The CARES Act allowsrequires banking organizations to apply a zero percent risk weight to PPP covered loans for risk-based capital requirement purposes. In addition, because of the non-recourse nature of the Federal Reserve's extension of credit to the banking organization, the banking organization is not exposed to credit or market risk from the pledged PPP covered loans. Therefore, pledged PPP covered loans are excluded from athe banking organization's regulatory capital calculation.capital.

InAt September 2019,30, 2021, the FDIC finalizedBank exceeded the regulatory requirements to be considered a rule to simplify the capital calculation for qualifying community banking organizations (i.e., the community bank leverage ratio (“CBLR framework”)), as required by the Economic Growth, Regulatory Relief and Consumer Protection Act. The CBLR framework is designed to reduce burden by removing the requirements for calculating and reporting risk-based capital ratios for qualifying community banking organizations that opt into the framework. The Bank qualified and opted into the CBLR framework, effective January 1, 2020.

"well capitalized" financial institution under Basel III.

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Section 4012The Company’s principal source of funds for dividend payments is dividends received from the Bank. Certain regulatory restrictions exist regarding the ability of the CARES Act requires regulatory agenciesBank to temporarily lowertransfer funds to the CBLR eligibility requirement from 9.00% to 8.00% throughCompany in the endform of 2020. The associated regulatory interim final rule modified the CBLR framework allowing banks with a leverage ratio of 8.00%cash dividends, loans or greater to elect to use the CBLR framework. The interim final rule gradually increases the requirement back to 9.00% on January 1, 2022, requiring a ratio of 8.5% for the year beginning January 1, 2021. The interim final rule also provides a two-quarter grace period for qualifying banks whose leverage ratio falls no more than 1.00% below the required ratio for that reporting quarter. The Bank’s Tier One leverage ratio was 8.52% onadvances. At September 30, 2020; therefore,2021, $37,082,000 in undistributed earnings of the Bank, metincluded in the well-capitalized ratio classification ofconsolidated stockholders’ equity, was available for distribution to the current CBLR framework and was not requiredCompany as dividends without prior regulatory approval, subject to report or calculate risk-based capital.  regulatory capital requirements.

Item 4. Controls and Procedures

Disclosure Controls and Procedures

As of September 30, 2020,2021, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures as defined by the Securities Exchange Act of 1934 (“Exchange Act”), Rule 13a-15(e). Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in Company reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. These controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure. Based upon that evaluation, the Company’s Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective as of the end of the period covered by this quarterly report.

It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential conditions, regardless of how remote.

Attached as Exhibits 31 and 32 to this quarterly report are certifications of the Chief Executive Officer and the Chief Financial Officer required by Rule 13a-14(a) and Rule 15d-14(a) of the Exchange Act. This portion of the Company’s quarterly report includes the information concerning the controls evaluation referred to in the certifications and should be read in conjunction with the certifications for a more complete understanding of the topics presented.

Changes in Internal Control Over Financial Reporting

There were no significant changes in the Company’s internal control over financial reporting during the fiscal quarter ended September 30, 2020,2021, that has materially affected, or is reasonably likely to materially affect, the internal controls over financial reporting.

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PART II - OTHER INFORMATION

Item 1.         LEGAL PROCEEDINGS

In the opinion of management of the Company, there are no legal or governmental proceedings pending to which the Company or its subsidiary is a party or to which its property is subject, which, if determined adversely to the Company or its subsidiary, would be material in relation to the Company’s or its subsidiary’s financial condition. There are no proceedings pending other than ordinary routine litigation incident to the business of the Company or its subsidiary. In addition, no material proceedings are pending or are known to be threatened or contemplated against the Company or its subsidiary by government authorities.

Item 1A.      RISK FACTORS

There have been no other material changes to the risk factors that were disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020.

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Item 2.         UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On March 25, 2020, Juniata’s Board of Directors approved a written trading plan (the “10b5-1 Plan”) under Rule 10b5-1 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), to facilitate the repurchase of shares of the Juniata’s common stock through May 5, 2020. The Company designated up to 100,000 shares for repurchase under the 10b5-1 Plan. Upon expiration of the 10b5-1 Plan during the second quarter of 2020, Juniata reconstituted the prior repurchase program under which Juniata is authorized to periodically repurchaserepurchases shares of its common stock.stock under the share repurchase program approved by the Board of Directors. In December of 2016, the Board of Directors authorized the repurchase of an additional 200,000 shares of its common stock through its share repurchase program. The program will remain authorized until all approved shares are repurchased, unless terminated by the Board of Directors. As of November 9, 2020, 64,38915, 2021, 9,307 shares remained available to purchase. Repurchases madepurchase under that program as 11,484 shares were repurchased in October 2021. Transactions pursuant to the repurchase program in the three month period ended September 30, 20202021 are shown below.

    

    

    

Total Number of

    

Shares Purchased as

Maximum Number of

Total Number

Average

Part of Publicly

Shares that May Yet Be

of Shares

Price Paid

Announced Plans or

Purchased Under the

Period

Purchased

per Share

Programs

Plans or Programs (1)

July 1-31, 2020

 

$

 

121,266

August 1-31, 2020

 

10,565

16.05

10,565

110,701

September 1-30, 2020

 

46,312

18.00

46,312

64,389

Totals

 

56,877

 

  

 

56,877

 

64,389

Total Number of

Total Number

Shares Purchased as

Maximum Number of

of Shares

Average

Part of Publicly

Shares that May Yet Be

Purchased or Restricted

Price Paid

Announced Plans or

Purchased Under the

Period

Shares Forfeited

per Share

Programs

Plans or Programs (1)

July 1-31, 2021

$

20,791

August 1-31, 2021

20,791

September 1-30, 2021

20,791

Totals

20,791

No repurchase plan or program expired during the quarter. The Company intends to make further purchases under the provision of thehas no stock repurchase plan andor program that it has determined to terminate prior to expiration or under which it does not intend to terminate the plan prior to its expiration.

Certain regulatory restrictions exist regarding the ability of the Bank to transfer funds to the Company in the form of cash dividends, loans or advances. At September 30, 2020, $35,659,000 of undistributed earnings of the Bank, included in the consolidated stockholders’ equity, was available for distribution to the Company as dividends without prior regulatory approval, subject to regulatory capital requirements.make further purchases.

Item 3.         DEFAULTS UPON SENIOR SECURITIES

Not applicable

Item 4.         MINE SAFETY DISCLOSURES

Not applicable

Item 5.         OTHER INFORMATION

None

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Item 6.        EXHIBITS

3.1

Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3(i) to the Company’s Current Report on Form 8-K filed with the SEC on November 12, 2015)

3.2

Amended and Restated Bylaws (incorporated by reference to Exhibit 3.4 to the Company’s Current Report on Form 8-K filed with the SEC on February 27, 2019)

31.1

Rule 13a – 14(a)/15d – 14(a) Certification of President and Chief Executive Officer

31.2

Rule 13a – 14(a)/15d – 14(a) Certification of Chief Financial Officer

32.1

Section 1350 Certification of President and Chief Executive Officer

32.2

Section 1350 Certification of Chief Financial Officer

101.INS

XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH

Inline XBRL Taxonomy Extension Schema

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase

101.PRE

Inline XBRL Taxonomy Extension Presentation Linkbase

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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.

Juniata Valley Financial Corp.

(Registrant)

Date:

NOVEMBER 9, 202015, 2021

By:

/s/ Marcie A. Barber

Marcie A. Barber, President

Chief Executive Officer

(Principal Executive Officer)

Date:

November 9, 202015, 2021

By:

/s/ JoAnn N. McMinn

JoAnn N. McMinn

Chief Financial Officer

(Principal Accounting Officer and

Principal Financial Officer)

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