UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


FORM 10-Q

x

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934

For the Quarterly Period Ended SeptemberJune 30, 2017

2020

or

¨

TRANSITION REPORTPURSUANTTOSECTION13OR15(d)OFTHESECURITIES EXCHANGE ACT OF1934

For the TransitionPeriodFrom ___________ To

_____________

Commission File Number:000-30421


HANMI FINANCIAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware

95-4788120

Delaware95-4788120

(State or Other Jurisdiction of

(I.R.S. Employer

Incorporation or Organization)

(I.R.S. Employer

Identification No.)

3660 Wilshire Boulevard, PenthouseSuiteA

Los Angeles, California

90010

(Address of PrincipalExecutiveOffices)

(Zip Code)

(213) 382-2200

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name, Former Address and Former Fiscal Year, If Changed Since Last Report)

Securities Registered Pursuant to Section 12(b) of the Act:

Title ofeach class

Trading

Symbol(s)

Name of each exchange on which registered

Common Stock, $0.001 par value

HAFC

Nasdaq Global Select Market

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 90days.   Yesx☒    No  ¨

Indicate by check mark whether the Registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the Registrant was required to submit and post suchfiles).   Yesx☒    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“emerging growth company"company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Large Accelerated Filer

Non-accelerated filer

x

Accelerated Filer

¨

Smaller reporting company

Non-Accelerated Filer

¨  (Do Not Check if a Smaller Reporting Company)

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 theAct).   Yes  ¨No  x

As of November 4, 2017,August 3, 2020, there were 32,409,17430,656,746 outstanding shares of the Registrant’s CommonStock.




Hanmi Financial Corporation and Subsidiaries

Quarterly Report on Form 10-Q

Three and Nine Months Ended SeptemberJune 30, 2017

2020

Table of Contents

Part I – Financial Information

Item 1.

Financial Statements

3

Consolidated Balance Sheets (Unaudited)at June 30, 2020 (unaudited) and December 31, 2019

3

Consolidated Statements of Income (Unaudited)

4

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

5

Consolidated Statements of Changes in Stockholders’ Equity (Unaudited)

6

Consolidated Statements of Cash Flows (Unaudited)

8

Notes to Consolidated Financial Statements (Unaudited)

9

Item 2.

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

42

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

66

Item 4.

Controls and Procedures

66

Part II – Other Information

Item 1.

Item 1.

Legal Proceedings

67

Item 1A.

Item 1A.

Risk Factors

67

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

68

Item 3.

Defaults Upon Senior Securities

68

Item 4.

Mine Safety Disclosures

68

Item 5.

Other Information

68

Item 6.

69

70




Part I — Financial Information

Item 1. Financial Statements

Hanmi Financial Corporation and Subsidiaries

Consolidated Balance Sheets

(Unaudited)

(in thousands, except share data)

 

 

June 30,

 

 

December 31,

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

546,048

 

 

$

121,678

 

Securities available for sale, at fair value (amortized cost of $655,500, as of June 30, 2020 and $629,725 as of December 31, 2019)

 

 

655,971

 

 

 

634,477

 

Loans held for sale, at the lower of cost or fair value

 

 

17,942

 

 

 

6,020

 

Loans receivable, net of allowance for credit losses of $86,330 as of June 30, 2020 and $61,408 as of December 31, 2019

 

 

4,739,312

 

 

 

4,548,739

 

Accrued interest receivable

 

 

21,372

 

 

 

11,742

 

Premises and equipment, net

 

 

26,412

 

 

 

26,070

 

Customers' liability on acceptances

 

 

 

 

 

66

 

Servicing assets

 

 

6,187

 

 

 

6,956

 

Goodwill and other intangible assets, net

 

 

11,742

 

 

 

11,873

 

Federal Home Loan Bank ("FHLB") stock, at cost

 

 

16,385

 

 

 

16,385

 

Income tax assets

 

 

43,286

 

 

 

36,787

 

Bank-owned life insurance

 

 

53,334

 

 

 

52,782

 

Prepaid expenses and other assets

 

 

80,172

 

 

 

64,610

 

Total assets

 

$

6,218,163

 

 

$

5,538,184

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

 

Noninterest-bearing

 

$

1,865,213

 

 

$

1,391,624

 

Interest-bearing

 

 

3,344,568

 

 

 

3,307,338

 

Total deposits

 

 

5,209,781

 

 

 

4,698,962

 

Accrued interest payable

 

 

8,655

 

 

 

11,215

 

Bank's liability on acceptances

 

 

 

 

 

66

 

Borrowings

 

 

251,808

 

 

 

90,000

 

Subordinated debentures ($126,800 face amount less unamortized discount and debt issuance costs of $8,130) as of June 30, 2020 and ($126,800 face amount less unamortized discount and debt issuance costs of $8,423) as of December 31, 2019

 

 

118,670

 

 

 

118,377

 

Accrued expenses and other liabilities

 

 

81,813

 

 

 

56,297

 

Total liabilities

 

 

5,670,727

 

 

 

4,974,917

 

Stockholders' equity:

 

 

 

 

 

 

 

 

Preferred Stock, $0.001 par value; authorized 10,000,000 shares; 0 shares issued as of June 30, 2020 and December 31, 2019

 

 

 

 

 

 

Common stock, $0.001 par value; authorized 62,500,000 shares; issued 33,495,913 shares (30,657,629 shares outstanding) as of June 30, 2020 and issued 33,475,402 shares (30,799,624 shares outstanding) as of December 31, 2019

 

 

33

 

 

 

33

 

Additional paid-in capital

 

 

577,211

 

 

 

575,816

 

Accumulated other comprehensive income, net of tax expense of $136 as of June 30, 2020 and $1,370 as of December 31, 2019

 

 

335

 

 

 

3,382

 

Retained earnings

 

 

88,859

 

 

 

100,551

 

Less treasury stock; 2,838,284 shares as of June 30, 2020 and 2,675,778 shares as of December 31, 2019

 

 

(119,002

)

 

 

(116,515

)

Total stockholders' equity

 

 

547,436

 

 

 

563,267

 

Total liabilities and stockholders' equity

 

$

6,218,163

 

 

$

5,538,184

 

 (Unaudited) September 30, 2017 December 31, 2016
Assets   
Cash and due from banks$138,139
 $147,235
Securities available for sale, at fair value (amortized cost of $597,944 as of September 30, 2017 and $521,053 as of December 31, 2016)598,440
 516,964
Loans held for sale, at the lower of cost or fair value6,469
 9,316
Loans and leases receivable, net of allowance for loan and lease losses of $32,492 as of September 30, 2017 and $32,429 as of December 31, 20164,162,863
 3,812,340
Accrued interest receivable12,098
 10,987
Premises and equipment, net26,648
 28,698
Other real estate owned ("OREO"), net1,946
 7,484
Customers’ liability on acceptances647
 978
Servicing assets10,428
 10,564
Goodwill and other intangible assets, net12,628
 12,889
Federal Home Loan Bank ("FHLB") stock, at cost16,385
 16,385
Income tax asset, net46,210
 48,047
Bank-owned life insurance50,268
 49,440
Prepaid expenses and other assets28,227
 30,019
Total assets$5,111,396
 $4,701,346
Liabilities and stockholders’ equity   
Liabilities:   
Deposits:   
Noninterest-bearing$1,293,538
 $1,203,240
Interest-bearing3,005,472
 2,606,497
Total deposits4,299,010
 3,809,737
Accrued interest payable4,071
 2,567
Bank’s liability on acceptances657
 978
FHLB advances110,000
 315,000
Subordinated debentures117,140
 18,978
Accrued expenses and other liabilities21,271
 23,061
Total liabilities4,552,149
 4,170,321
Stockholders’ equity:   
Common stock, $0.001 par value; authorized 62,500,000 shares; issued 33,059,166 shares (32,413,082 shares outstanding) as of September 30, 2017 and issued 32,946,197 shares (32,330,747 shares outstanding) as of December 31, 201633
 33
Additional paid-in capital564,787
 562,446
Accumulated other comprehensive income (loss), net of tax expense of $207 as of September 30, 2017 and tax benefit of $1,696 as of December 31, 2016290
 (2,394)
Retained earnings65,858
 41,726
Less: treasury stock, at cost; 646,084 shares as of September 30, 2017 and 615,450 shares as of December 31, 2016(71,721) (70,786)
Total stockholders’ equity559,247
 531,025
Total liabilities and stockholders’ equity$5,111,396
 $4,701,346

See Accompanying Notes to Consolidated Financial Statements (Unaudited)



Hanmi Financial Corporation and Subsidiaries

Consolidated Statements of Income (Unaudited)

(in thousands, except share and per share data)

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Interest and dividend income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest and fees on loans receivable

 

$

52,230

 

 

$

56,872

 

 

$

106,878

 

 

$

115,206

 

Interest on securities

 

 

3,225

 

 

 

3,770

 

 

 

6,880

 

 

 

7,226

 

Dividends on FHLB stock

 

 

203

 

 

 

283

 

 

 

492

 

 

 

572

 

Interest on deposits in other banks

 

 

78

 

 

 

557

 

 

 

411

 

 

 

892

 

Total interest and dividend income

 

 

55,736

 

 

 

61,482

 

 

 

114,661

 

 

 

123,896

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest on deposits

 

 

8,889

 

 

 

16,728

 

 

 

21,631

 

 

 

32,410

 

Interest on borrowings

 

 

760

 

 

 

 

 

 

1,256

 

 

 

72

 

Interest on subordinated debentures

 

 

1,645

 

 

 

1,764

 

 

 

3,357

 

 

 

3,536

 

Total interest expense

 

 

11,294

 

 

 

18,492

 

 

 

26,244

 

 

 

36,018

 

Net interest income before credit loss expense

 

 

44,442

 

 

 

42,990

 

 

 

88,417

 

 

 

87,878

 

Credit loss expense

 

 

24,594

 

 

 

16,699

 

 

 

40,333

 

 

 

17,816

 

Net interest income after credit loss expense

 

 

19,848

 

 

 

26,291

 

 

 

48,084

 

 

 

70,062

 

Noninterest income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Service charges on deposit accounts

 

 

2,032

 

 

 

2,486

 

 

 

4,432

 

 

 

4,844

 

Trade finance and other service charges and fees

 

 

961

 

 

 

1,204

 

 

 

1,948

 

 

 

2,328

 

Gain on sale of Small Business Administration ("SBA") loans

 

 

 

 

 

1,060

 

 

 

1,154

 

 

 

1,986

 

Net gain on sales of securities

 

 

15,712

 

 

 

570

 

 

 

15,712

 

 

 

1,295

 

Other operating income

 

 

2,226

 

 

 

2,409

 

 

 

3,908

 

 

 

3,530

 

Total noninterest income

 

 

20,931

 

 

 

7,729

 

 

 

27,154

 

 

 

13,983

 

Noninterest expense:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Salaries and employee benefits

 

 

14,701

 

 

 

16,881

 

 

 

32,450

 

 

 

32,619

 

Occupancy and equipment

 

 

4,508

 

 

 

3,468

 

 

 

8,983

 

 

 

7,989

 

Data processing

 

 

2,804

 

 

 

2,140

 

 

 

5,473

 

 

 

4,223

 

Professional fees

 

 

1,545

 

 

 

1,983

 

 

 

3,460

 

 

 

3,632

 

Supplies and communications

 

 

858

 

 

 

649

 

 

 

1,639

 

 

 

1,493

 

Advertising and promotion

 

 

456

 

 

 

945

 

 

 

1,190

 

 

 

1,705

 

Other operating expenses

 

 

2,266

 

 

 

4,078

 

 

 

5,011

 

 

 

7,549

 

Total noninterest expense

 

 

27,138

 

 

 

30,144

 

 

 

58,206

 

 

 

59,210

 

Income before tax

 

 

13,641

 

 

 

3,876

 

 

 

17,032

 

 

 

24,835

 

Income tax expense

 

 

4,466

 

 

 

1,220

 

 

 

5,506

 

 

 

7,507

 

Net income

 

$

9,175

 

 

$

2,656

 

 

$

11,526

 

 

$

17,328

 

Basic earnings per share

 

$

0.30

 

 

$

0.09

 

 

$

0.38

 

 

$

0.56

 

Diluted earnings per share

 

$

0.30

 

 

$

0.09

 

 

$

0.38

 

 

$

0.56

 

Weighted-average shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

30,426,967

 

 

 

30,685,301

 

 

 

30,447,984

 

 

 

30,688,698

 

Diluted

 

 

30,426,967

 

 

 

30,727,681

 

 

 

30,450,231

 

 

 

30,729,020

 

 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Interest and dividend income:       
Interest and fees on loans and leases$50,265
 $41,150
 $143,614
 $120,862
Interest on securities3,188
 2,701
 8,657
 8,604
Dividends on Federal Reserve Bank ("FRB") and FHLB stock286
 419
 943
 1,540
Interest on deposits in other banks123
 55
 323
 152
Total interest and dividend income53,862
 44,325
 153,537
 131,158
Interest expense:       
Interest on deposits7,071
 4,358
 18,687
 11,769
Interest on FHLB advances198
 179
 714
 673
Interest on subordinated debentures1,667
 206
 3,677
 584
Total interest expense8,936
 4,743
 23,078
 13,026
Net interest income before provision for loan and lease losses44,926
 39,582
 130,459
 118,132
Loan and lease loss provision (income)269
 (1,450) 611
 (4,490)
Net interest income after provision for loan and lease losses44,657
 41,032
 129,848
 122,622
Noninterest income:       
Service charges on deposit accounts2,678
 2,883
 7,667
 8,782
Trade finance and other service charges and fees1,133
 992
 3,449
 3,099
Gain on sales of Small Business Administration ("SBA") loans2,546
 1,616
 6,678
 4,247
Disposition gains on Purchased Credit Impaired ("PCI") loans979
 789
 1,702
 3,411
Net gain on sales of securities267
 46
 1,473
 46
Other operating income1,213
 2,348
 4,764
 5,423
Total noninterest income8,816
 8,674
 25,733
 25,008
Noninterest expense:       
Salaries and employee benefits16,947
 15,950
 50,674
 47,710
Occupancy and equipment3,883
 3,917
 11,743
 11,351
Data processing1,779
 1,330
 5,148
 4,219
Professional fees1,210
 1,090
 3,912
 4,063
Supplies and communications755
 821
 2,135
 2,266
Advertising and promotion1,147
 1,153
 2,964
 2,769
OREO expense (income)(16) 73
 402
 721
Merger and integration costs (income)
 
 (40) 
Other operating expenses2,955
 4,003
 7,905
 9,170
Total noninterest expense28,660
 28,337
 84,843
 82,269
Income before income tax expense24,813
 21,369
 70,738
 65,361
Income tax expense9,890
 8,248
 27,576
 23,288
Net income$14,923
 $13,121
 $43,162
 $42,073
Basic earnings per share$0.46
 $0.41
 $1.34
 $1.31
Diluted earnings per share$0.46
 $0.41
 $1.33
 $1.31
Weighted-average shares outstanding:       
Basic32,095,286
 31,912,470
 32,058,705
 31,880,466
Diluted32,255,814
 32,088,233
 32,230,319
 32,031,295

See Accompanying Notes to Consolidated Financial Statements (Unaudited)



Hanmi Financial Corporation and Subsidiaries

Consolidated Statements of Comprehensive Income (Loss) (Unaudited)

(in thousands)

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income

 

$

9,175

 

 

$

2,656

 

 

$

11,526

 

 

$

17,328

 

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized gain on securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized holding gain (loss) arising during period

 

 

(493

)

 

 

6,548

 

 

 

11,431

 

 

 

13,167

 

Less: reclassification adjustment for net gain included in net income

 

 

(15,712

)

 

 

(570

)

 

 

(15,712

)

 

 

(1,295

)

Income tax expense (benefit) related to items of other comprehensive income

 

 

4,673

 

 

 

(1,721

)

 

 

1,234

 

 

 

(3,418

)

Other comprehensive income (loss), net of tax

 

 

(11,532

)

 

 

4,257

 

 

 

(3,047

)

 

 

8,454

 

Comprehensive income (loss)

 

$

(2,357

)

 

$

6,913

 

 

$

8,479

 

 

$

25,782

 

 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Net income$14,923
 $13,121
 $43,162
 $42,073
Other comprehensive income, net of tax:       
Unrealized gain on securities:       
Unrealized holding gain (loss) arising during period529
 (2,629) 6,059
 13,518
Less: reclassification adjustment for net gain included in net income(267) (46) (1,473) (46)
Unrealized loss on interest-only strip of servicing assets
 
 
 (9)
Income tax expense related to items of other comprehensive income(109) 1,109
 (1,902) (5,593)
Other comprehensive income, net of tax153
 (1,566) 2,684
 7,870
Comprehensive income$15,076
 $11,555
 $45,846
 $49,943

See Accompanying Notes to Consolidated Financial Statements (Unaudited)




Hanmi Financial Corporation and Subsidiaries

ConsolidatedStatementsofChangesinStockholders’Equity(Unaudited)

For the Three Months Ended June 30, 2020

(in thousands, except share data)

 

 

Common Stock - Number of Shares

 

 

Stockholders' Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

Other

 

 

 

 

 

 

Treasury

 

 

Total

 

 

 

Shares

 

 

Treasury

 

 

Shares

 

 

Common

 

 

Paid-in

 

 

Comprehensive

 

 

Retained

 

 

Stock,

 

 

Stockholders'

 

 

 

Issued

 

 

Shares

 

 

Outstanding

 

 

Stock

 

 

Capital

 

 

Income (Loss)

 

 

Earnings

 

 

at Cost

 

 

Equity

 

Balance at April 1, 2019

 

 

33,153,888

 

 

 

(2,293,355

)

 

 

30,860,533

 

 

$

33

 

 

$

570,432

 

 

$

(1,882

)

 

$

104,771

 

 

$

(109,062

)

 

$

564,292

 

Stock options exercised

 

 

1,250

 

 

 

 

 

 

1,250

 

 

 

 

 

 

13

 

 

 

 

 

 

 

 

 

 

 

 

13

 

Restricted stock awards, net of forfeitures

 

 

116,694

 

 

 

 

 

 

116,694

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

660

 

 

 

 

 

 

 

 

 

 

 

 

660

 

Restricted stock surrendered due to employee tax liability

 

 

 

 

 

(3,314

)

 

 

(3,314

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14

)

 

 

(14

)

Cash dividends declared (common stock, $0.24/share)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(7,406

)

 

 

 

 

 

(7,406

)

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,656

 

 

 

 

 

 

2,656

 

Change in unrealized gain (loss) on securities available for sale, net of income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,257

 

 

 

 

 

 

 

 

 

4,257

 

Balance at June 30, 2019

 

 

33,271,832

 

 

 

(2,296,669

)

 

 

30,975,163

 

 

$

33

 

 

$

571,105

 

 

$

2,375

 

 

$

100,021

 

 

$

(109,076

)

 

$

564,458

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at April 1, 2020

 

 

33,448,214

 

 

 

(2,825,473

)

 

 

30,622,741

 

 

$

33

 

 

$

576,585

 

 

$

11,867

 

 

$

83,355

 

 

$

(118,882

)

 

$

552,958

 

Restricted stock awards, net of forfeitures

 

 

47,699

 

 

 

 

 

 

47,699

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

626

 

 

 

 

 

 

 

 

 

 

 

 

626

 

Restricted stock surrendered due to employee tax liability

 

 

 

 

 

(12,811

)

 

 

(12,811

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(120

)

 

 

(120

)

Cash dividends declared (common stock, $0.12/share)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,671

)

 

 

 

 

 

(3,671

)

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,175

 

 

 

 

 

 

9,175

 

Change in unrealized gain (loss) on securities available for sale, net of income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(11,532

)

 

 

 

 

 

 

 

 

(11,532

)

Balance at June 30, 2020

 

 

33,495,913

 

 

 

(2,838,284

)

 

 

30,657,629

 

 

$

33

 

 

$

577,211

 

 

$

335

 

 

$

88,859

 

 

$

(119,002

)

 

$

547,436

 

 Common Stock - Number of Shares Stockholders’ Equity
 Shares Issued Treasury Shares Shares Outstanding Common Stock Additional Paid-in Capital Accumulated Other Comprehensive Income (Loss) Retained Earnings Treasury Stock, at Cost Total Stockholders’ Equity
Balance at January 1, 201632,566,522
 (592,163) 31,974,359
 $257
 $557,761
 $(315) $6,422
 $(70,207) $493,918
Correction of accounting for the 2011 1-for-8 stock split
 
 
 (224) 224
 
 
 
 
Stock options exercised42,584
 
 42,584
 
 592
 
 
 
 592
Restricted stock awards, net of forfeitures256,287
 
 256,287
 
 
 
 
 
 
Share-based compensation expense
 
 
 
 2,329
 
 
 
 2,329
Restricted stock surrendered due to employee tax liability
 (20,456) (20,456) 
 
 
 
 (502) (502)
Cash dividends declared
 
 
 
 
 
 (15,082) 
 (15,082)
Net income
 
 
 
 
 
 42,073
 
 42,073
Change in unrealized gain (loss) on securities available for sale, net of income taxes
 
 
 
 
 7,870
 
 
 7,870
Balance at September 30, 201632,865,393
 (612,619) 32,252,774
 $33
 $560,906
 $7,555
 $33,413
 $(70,709) $531,198
                  
Balance at January 1, 201732,946,197
 (615,450) 32,330,747
 $33
 $562,446
 $(2,394) $41,726
 $(70,786) $531,025
Stock options exercised22,125
 
 22,125
 
 270
 
 
 
 270
Restricted stock awards, net of forfeitures90,844
 
 90,844
 
 
 
 
 
 
Share-based compensation expense
 
 
 
 2,071
 
 
 
 2,071
Restricted stock surrendered due to employee tax liability
 (30,634) (30,634) 
 
 
 
 (935) (935)
Cash dividends declared
 
 
 
 
 
 (19,030) 
 (19,030)
Net income
 
 
 
 
 
 43,162
 
 43,162
Change in unrealized gain (loss) on securities available for sale, net of income taxes
 
 
 
 
 2,684
 
 
 2,684
Balance at September 30, 201733,059,166
 (646,084) 32,413,082
 $33
 $564,787
 $290
 $65,858
 $(71,721) $559,247

See Accompanying Notes to Consolidated Financial Statements (Unaudited)




Hanmi Financial Corporation and Subsidiaries

ConsolidatedStatementsof Cash Flows ChangesinStockholders’Equity(Unaudited)

For the Six Months Ended June 30, 2020

(in thousands)thousands, except share data)

 

 

Common Stock - Number of Shares

 

 

Stockholders' Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Additional

 

 

Other

 

 

 

 

 

 

Treasury

 

 

Total

 

 

 

Shares

 

 

Treasury

 

 

Shares

 

 

Common

 

 

Paid-in

 

 

Comprehensive

 

 

Retained

 

 

Stock,

 

 

Stockholders'

 

 

 

Issued

 

 

Shares

 

 

Outstanding

 

 

Stock

 

 

Capital

 

 

Income (Loss)

 

 

Earnings

 

 

at Cost

 

 

Equity

 

Balance at January 1, 2019

 

 

33,202,369

 

 

 

(2,273,932

)

 

 

30,928,437

 

 

$

33

 

 

$

569,712

 

 

$

(6,079

)

 

$

97,539

 

 

$

(108,637

)

 

$

552,568

 

Stock options exercised

 

 

1,900

 

 

 

 

 

 

1,900

 

 

 

 

 

 

22

 

 

 

 

 

 

 

 

 

 

 

 

22

 

Restricted stock awards, net of forfeitures

 

 

67,563

 

 

 

 

 

 

67,563

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

-

 

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,371

 

 

 

 

 

 

 

 

 

 

 

 

1,371

 

Restricted stock surrendered due to employee tax liability

 

 

 

 

 

(22,737

)

 

 

(22,737

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(439

)

 

 

(439

)

Repurchase of common stock

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

-

 

Cash dividends declared (common stock, $0.48/share)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14,846

)

 

 

 

 

 

(14,846

)

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,328

 

 

 

 

 

 

17,328

 

Change in unrealized gain (loss) on securities available for sale, net of income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,454

 

 

 

 

 

 

 

 

 

8,454

 

Balance at June 30, 2019

 

 

33,271,832

 

 

 

(2,296,669

)

 

 

30,975,163

 

 

$

33

 

 

$

571,105

 

 

$

2,375

 

 

$

100,021

 

 

$

(109,076

)

 

$

564,458

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at January 1, 2020

 

 

33,475,402

 

 

 

(2,675,778

)

 

 

30,799,624

 

 

$

33

 

 

$

575,816

 

 

$

3,382

 

 

$

100,551

 

 

$

(116,515

)

 

$

563,267

 

Adjustment related to adopting of new accounting standards

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

ASU 2016-13 (See Notes 1 and 3)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(12,167

)

 

 

 

 

 

(12,167

)

Adjusted balance at January 1, 2020

 

 

33,475,402

 

 

 

(2,675,778

)

 

 

30,799,624

 

 

 

33

 

 

 

575,816

 

 

 

3,382

 

 

 

88,385

 

 

 

(116,515

)

 

 

551,101

 

Restricted stock awards, net of forfeitures

 

 

20,511

 

 

 

 

 

 

20,511

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share-based compensation expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,395

 

 

 

 

 

 

 

 

 

 

 

 

1,395

 

Restricted stock surrendered due to employee tax liability

 

 

 

 

 

(27,106

)

 

 

(27,106

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(291

)

 

 

(291

)

Repurchase of common stock

 

 

 

 

 

(135,400

)

 

 

(135,400

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,196

)

 

 

(2,196

)

Cash dividends declared (common stock, $0.36/share)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(11,052

)

 

 

 

 

 

(11,052

)

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,526

 

 

 

 

 

 

11,526

 

Change in unrealized gain (loss) on securities available for sale, net of income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,047

)

 

 

 

 

 

 

 

 

(3,047

)

Balance at June 30, 2020

 

 

33,495,913

 

 

 

(2,838,284

)

 

 

30,657,629

 

 

$

33

 

 

$

577,211

 

 

$

335

 

 

$

88,859

 

 

$

(119,002

)

 

$

547,436

 

 Nine Months Ended September 30,
 2017 2016
Cash flows from operating activities:   
Net income$43,162
 $42,073
Adjustments to reconcile net income to net cash provided by operating activities:   
Depreciation and amortization9,353
 10,848
Share-based compensation expense2,071
 2,329
Loan and lease loss provision (income)611
 (4,490)
Gain on sales of securities(1,473) (46)
Gain on sales of SBA loans(6,678) (4,247)
Loss (gain) on sale of premises and equipment
 (1,053)
Disposition gains on PCI loans(1,702) (3,411)
Gain on sales of OREO(482) 
Valuation adjustment on OREO884
 721
Origination of SBA loans held for sale(81,716) (60,248)
Proceeds from sales of SBA loans92,715
 61,494
Change in accrued interest receivable(1,111) (659)
Change in bank-owned life insurance(828) (809)
Change in prepaid expenses and other assets1,894
 3,791
Change in income tax asset(65) 1,436
Change in accrued interest payable1,504
 (733)
Change in accrued expenses and other liabilities(2,316) (10,121)
Net cash provided by operating activities55,823
 36,875
Cash flows from investing activities:   
Proceeds from redemption of FRB stock
 14,423
Proceeds from matured, called and repayment of securities51,117
 98,771
Proceeds from sales of securities available for sale70,333
 78,282
Proceeds from sales of OREO5,710
 2,306
Change in loans and leases receivable, excluding purchases(191,594) (229,063)
Purchases of securities(201,398) (19,992)
Purchases of premises and equipment(147) 982
Purchases of loans receivable(161,253) (143,189)
Purchases of FRB stock
 (325)
Net cash used in investing activities(427,232) (197,805)
Cash flows from financing activities:   
Change in deposits489,273
 261,231
Change in overnight FHLB borrowings(205,000) (115,000)
Issuance of subordinated debentures97,735
 
Proceeds from exercise of stock options270
 592
Cash paid for treasury shares acquired in respect of share-based compensation(935) (502)
Cash dividends paid(19,030) (19,558)
Net cash provided by financing activities362,313
 126,763
Net decrease in cash and cash equivalents(9,096) (34,167)
Cash and cash equivalents at beginning of year147,235
 164,364
Cash and cash equivalents at end of period$138,139
 $130,197
    
    
    
    
    
Supplemental disclosures of cash flow information:   
Cash paid (received) during the period for:   
Interest$23,078
 $13,759
Income taxes$25,146
 $21,654
Non-cash activities:   
Transfer of loans receivable to OREO$143
 $4,318
Income tax expense related to items in other comprehensive income$(1,902) $(5,593)
Change in unrealized gain in accumulated other comprehensive income$(6,059) $(13,518)
Cash dividends declared$(19,030) $(15,082)

See Accompanying Notes to Consolidated Financial Statements (Unaudited)




Hanmi Financial Corporation and Subsidiaries

Consolidated Statements of Cash Flows (Unaudited)

(in thousands)

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income

 

$

11,526

 

 

$

17,328

 

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

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

5,018

 

 

 

4,694

 

Share-based compensation expense

 

 

1,395

 

 

 

1,371

 

Credit loss expense

 

 

40,333

 

 

 

17,816

 

Gain on sales of securities

 

 

(15,712

)

 

 

(1,295

)

Gain on sales of SBA loans

 

 

(1,154

)

 

 

(1,986

)

Origination of SBA loans held for sale

 

 

(30,139

)

 

 

(27,523

)

Proceeds from sales of SBA loans

 

 

19,366

 

 

 

32,856

 

Change in bank-owned life insurance

 

 

(552

)

 

 

(561

)

Change in prepaid expenses and other assets

 

 

(34,409

)

 

 

(3,267

)

Change in income tax assets

 

 

4,930

 

 

 

 

Change in accrued expenses and other liabilities

 

 

23,324

 

 

 

(1,501

)

Net cash provided by operating activities

 

 

23,926

 

 

 

37,932

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchases of securities available for sale

 

 

(615,454

)

 

 

(230,112

)

Proceeds from matured, called and repayment of securities

 

 

108,444

 

 

 

63,528

 

Proceeds from sales of securities available for sale

 

 

495,566

 

 

 

113,306

 

Purchases of premises and equipment

 

 

(2,279

)

 

 

(515

)

Proceeds from disposition of premises and equipment

 

 

51

 

 

 

3,055

 

Proceeds from sales of other real estate owned ("OREO")

 

 

 

 

 

22

 

Change in loans receivable, excluding purchases

 

 

(244,973

)

 

 

43,689

 

Net cash provided by (used in) investing activities

 

 

(258,645

)

 

 

(7,027

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Change in deposits

 

 

510,819

 

 

 

14,833

 

Change in overnight borrowings

 

 

(15,000

)

 

 

(55,000

)

Proceeds from borrowings

 

 

176,808

 

 

 

 

Proceeds from exercise of stock options

 

 

 

 

 

22

 

Cash paid for surrender of vested shares due to employee tax liability

 

 

(291

)

 

 

(439

)

Repurchase of common stock

 

 

(2,196

)

 

 

 

Cash dividends paid

 

 

(11,052

)

 

 

(14,846

)

Net cash provided by (used in) financing activities

 

 

659,088

 

 

 

(55,430

)

Net increase (decrease) in cash and due from banks

 

 

424,370

 

 

 

(24,525

)

Cash and due from banks at beginning of year

 

 

121,678

 

 

 

155,376

 

Cash and due from banks at end of period

 

$

546,048

 

 

$

130,851

 

 

 

 

 

 

 

 

 

 

Supplemental disclosures of cash flow information:

 

 

 

 

 

 

 

 

Interest expense paid

 

$

28,804

 

 

$

35,959

 

Income taxes paid

 

$

99

 

 

$

(3,587

)

Non-cash activities:

 

 

 

 

 

 

 

 

Transfer of loans receivable to other real estate owned

 

$

85

 

 

$

 

Income tax (expense) benefit related to items of other comprehensive income

 

$

1,234

 

 

$

(3,418

)

Change in unrealized (gain) loss in accumulated other comprehensive income

 

$

4,281

 

 

$

(11,872

)

Change in right-of-use asset obtained in exchange for lease liability

 

$

17,333

 

 

$

43,110

 

See Accompanying Notes to Consolidated Financial Statements (Unaudited)


Nine

Hanmi Financial Corporation and Subsidiaries

Notes to Consolidated Financial Statements (Unaudited)

Three and Six Months Ended SeptemberJune 30, 20172020 and 2016

2019

Note 1 — Organization and Basis of Presentation


Hanmi Financial Corporation (“Hanmi Financial,” the “Company,” “we,” “us” or “our”) is a bank holding company whose primary subsidiary is Hanmi Bank (the “Bank”). Our primary operations are related to traditional banking activities, including the acceptance of deposits and the lending and investing of money through the operation of the Bank.


In management’s opinion, the accompanying unaudited consolidated financial statements of Hanmi Financial and its subsidiaries reflect all adjustments of a normal and recurring nature that are necessary for a fair presentation of the results for the interim periodperiods ended SeptemberJune 30, 2017,2020, but are not necessarily indicative of the results that will be reported for the entire year or any other interim period. Certain information and footnote disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted. The aforementioned unaudited consolidated financial statements are prepared in conformity with GAAP. Such interim consolidated financial statements have been preparedGAAP and in accordance with the instructions to Form 10-Q pursuant to the rules and regulations of the Securities and Exchange Commission. The interim information should be read in conjunction with our Annual Report on Form 10-K for the fiscal year ended December 31, 20162019 (the “2016“2019 Annual Report on Form 10-K”).


The preparation of interim unaudited consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. ActualThese estimates and assumptions affect the amounts reported in the unaudited financial statements and disclosures provided, and actual results could differ from those estimates. Material estimates subject to change include, among other items, the determination of allowance for loan and lease losses and various other assets and liabilities measured at fair value.


differ.

Descriptions of our significant accounting policies are included in Note 1 -Summary of Significant Accounting Policies in the Notes to Consolidated Financial Statements in our 2016the 2019 Annual Report on Form 10-K.

FASB ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, On January 1, 2020, the Company adopted ASU 2016-13 Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, which replaced the incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (CECL) methodology.  The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loan receivables and held-to-maturity debt securities.  It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842 on leases.  In addition, ASU 2016-13 made changes to the accounting for available-for sale debt securities.

The Company adopted ASU 2016-13 using the prospective transition approach for debt securities for which the Company would have recognized other-than-temporary impairment prior to January 1, 2020. However, the Company had no such securities and as a result, there was no effect on the balance sheet related to securities from the adoption of ASU 2016-13. As a result, the amortized cost basis remained the same before and after the effective date of ASU 2016-13.

The adoption of ASU 2016-13 resulted in a $17.4 million increase to the beginning balance of the allowance for credit losses, a $0.3 million decrease to the beginning balance of the allowance for off-balance sheet items, and an after-tax charge of $12.2 million to the beginning balance of retained earnings.

According to ASU 2016-13, the Bank was required to measure its expected credit losses of financial assets on a collective (pool) basis when similar risk characteristic(s) exist. The Bank segmented the loans primarily by loan types, considering that the same type of loans share considerable similar risk characteristics, including the collateral type, loan purpose, contract term, amortization and payment structure.

The Company measured expected credit losses of financial assets on a collective (pool) basis, when the financial assets share similar risk characteristics. Depending on the nature of the pool of financial assets with similar risk characteristics, the Company used a discounted cash flow (“DCF”) method, Probability of Default / Loss Given Default method (“PD/LGD”), or a Weighted Average Remaining Maturity (“WARM”) method to estimate expected credit losses.


The Company’s methodologies for estimating the allowance for credit losses considered available relevant information about the collectability of cash flows, including information about past events, current conditions, and reasonable and supportable forecasts. The methodologies applied historical loss information, adjusted for asset-specific characteristics, economic conditions at the measurement date, and forecasts about future economic conditions expected to exist through the contractual lives of the financial assets that were reasonable and supportable, to the identified pools of financial assets with similar risk characteristics for which the historical loss experience was observed. The Company’s methodologies revert to historical loss information on a straight-line basis over twelve quarters when it can no longer develop reasonable and supportable forecasts.

The Company has disaggregated the portfolios of financial assets into the following material segments of like-kind loans or leases with similar risk characteristics using the following methodologies:

The Company used the discounted cash flow (DCF) method to estimate allowances for credit losses for the commercial property, construction, and residential real estate loan portfolios, the commercial and industrial loan portfolio, and the consumer loan portfolio. For all loan pools utilizing the DCF method, the Company utilized and forecasted the national unemployment rate as the primary loss driver. The Company also utilized and forecasted either the annualized average return rate from the National Council of Real Estate Investment Fiduciaries (NCREIF) Property Index for commercial real estate loans or the one-year percentage change in the S&P/Case-Shiller U.S National Home Price Index (NHPI) for residential real estate loans as a second loss driver depending on the nature of the underlying loan pool and how well that loss driver correlates to expected future losses.

For all DCF models at January 1, 2020, the Company determined that four-quarters represented a reasonable and supportable forecast period and reverted to a historical loss rate over twelve quarters on a straight-line basis. The Company leveraged economic projections from the quarterly Federal Open Market Committee (FOMC) and the Federal Reserve Economic Database (FRED) to inform its loss driver forecasts over the four-quarter forecast period. For each of these loan segments, the Company applied an expected loss ratio based on the discounted cash flows adjusted as appropriate for qualitative factors. Qualitative loss factors are based on the Company's judgment of company, market, industry or business specific data, changes in the underlying loan composition of specific portfolios, trends relating to credit quality, delinquency, nonperforming and adversely rated loans, and reasonable and supportable forecasts of economic conditions.

The Company used the Probability of Default/Loss Given Default (PD/LGD) method for the SBA portfolio to accommodate the unique nature of these loans. Although the PD/LGD methodology is an element of the DCF model, the stand-alone PD/LGD methodology minimizes complications related to the characteristics of SBA loans. A uniqueness of the SBA portfolio is that the U.S. Small Business Administration policy requires servicers to undertake all reasonable collection efforts before charging-off the loan.  As a result, the recovery rate for SBA loans tend to be more volatile and not intuitively correlated to economic factors.

The Company used a Weighted Average Remaining Maturity (WARM) method to estimate expected credit losses for equipment financing agreements or the equipment lease receivables portfolio. The Company applied an expected loss ratio based on internal historical losses adjusted as appropriate for qualitative factors. The Company's evaluation of market, industry or business specific data, changes in the underlying portfolio composition, trends relating to credit quality, delinquency, nonperforming and adversely rated leases, and reasonable and supportable forecasts of economic conditions informed the estimate of qualitative factors.

As allowed by ASU 2016-13, the Company elected to maintain pools of loans accounted for under ASC 310-30.  In accordance with the standard, management did not reassess whether modifications to individual acquired financial assets accounted for in pools were troubled debt restructurings as of the date of adoption.

The Company estimated the allowance for credit losses on loans based on the underlying assets’ amortized cost basis, which was the amount at which the financing receivable is originated or acquired, adjusted for applicable accretion or amortization of premium, discount, and net deferred fees or costs, collection of cash, and charge-offs. In the event that collection of principal becomes uncertain, the Company has policies in place to reverse accrued interest in a timely manner. Therefore, the Company has made a policy election to exclude accrued interest from the measurement of allowance for credit losses.


Expected credit losses are reflected in the allowance for credit losses through a charge to credit loss expense. When the Company deems all or a portion of a financial asset to be uncollectible, the appropriate amount is written off and the allowance for credit losses is reduced by the same amount. The Company applies judgment to determine when a financial asset is deemed uncollectible; however, generally speaking, an asset will be considered uncollectible no later than when all efforts at collection have been exhausted. Subsequent recoveries, if any, are credited to the allowance for credit losses when received.

The following table illustrates the allowance for credit losses and the related impact under ASU 2016-13 to the Company as of January 1, 2020.

 

 

As Reported

Under ASU

2016-13

 

 

Pre-ASU

2016-13

Adoption

 

 

Impact of

ASU 2016-13

Adoption

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

6,785

 

 

$

4,911

 

 

$

1,873

 

Hospitality

 

 

12,387

 

 

 

6,686

 

 

 

5,702

 

Other

 

 

13,415

 

 

 

8,060

 

 

 

5,355

 

Total commercial property loans

 

 

32,587

 

 

 

19,657

 

 

 

12,930

 

Construction loans

 

 

15,590

 

 

 

15,003

 

 

 

587

 

Residential property loans

 

 

2,150

 

 

 

1,695

 

 

 

455

 

Total real estate loans

 

 

50,327

 

 

 

36,355

 

 

 

13,972

 

Commercial and industrial loans:

 

 

 

 

 

 

 

 

 

 

 

 

Commercial term loans

 

 

12,175

 

 

 

14,077

 

 

 

(1,903

)

Commercial lines of credit

 

 

1,358

 

 

 

1,887

 

 

 

(529

)

International loans

 

 

176

 

 

 

242

 

 

 

(65

)

Total commercial loans

 

 

13,709

 

 

 

16,206

 

 

 

(2,497

)

Leases receivable

 

 

14,669

 

 

 

8,767

 

 

 

5,902

 

Consumer loans

 

 

135

 

 

 

80

 

 

 

55

 

Allowance for credit losses on loans receivable

 

$

78,841

 

 

$

61,408

 

 

$

17,433

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for credit losses on off-balance sheet items

 

$

2,062

 

 

$

2,398

 

 

$

(336

)

The Company used the methodologies described above in the implementation of CECL at January 1, 2020 and through March 31, 2020. The Company, however, adjusted the methodologies for the commercial property, construction, and residential real estate portfolios during the three months ended June 30, 2020 to reflect better the forecast of potential losses arising from the more unstable economic environment due to the COVID-19 pandemic.  See Note 3 - Loans for a more detailed description of the changes in the allowance for credit losses methodologies.

FASB ASU 2017-04, Intangibles-Goodwill and Other (Topic 350):  Simplifying the Test for Goodwill Impairment, Effective January 1, 2020, the Company adopted this standard, which simplifies the subsequent measurement of goodwill impairment by eliminating the requirement to calculate the implied fair value of goodwill (i.e., the current Step 2 of the goodwill impairment test) to measure a goodwill impairment charge. Under this ASU, the impairment test is simply the comparison of the fair value of a reporting unit with its carrying amount (the current Step 1), with the impairment charge being the deficit in fair value but not exceeding the total amount of goodwill allocated to that reporting unit. The simplified one-step impairment test applies to all reporting units (including those with zero or negative carrying amounts). An entity was to apply the amendments in this ASU on a prospective basis and was required to disclose the nature of and reason for the change in accounting principle upon transition. The Company’s goodwill arose from the purchase of an equipment leasing portfolio in 2016. The equipment leasing portfolio has grown since acquisition, and the Company has concluded no impairment has occurred.

The outbreak of the novel coronavirus, also known as COVID-19 has resulted in orders for individuals to shelter-in place and restricted business activities. As a result, the operations and business results of the Company could be materially adversely affected. The extent to which the COVID-19 crisis may impact business activity or investment results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus and the actions required to contain the coronavirus or treat its impact, among others. This uncertainty may impact the accuracy of our significant estimates, which includes the allowance for credit losses, the allowance for credit losses related to off-balance sheet items, and the valuation of intangible assets including deferred tax assets, goodwill, and servicing assets.



Note 2 — Securities


The following is a summary of securities available for sale as of September 30, 2017 and December 31, 2016:the datesindicated:

 

 

 

 

 

 

Gross

 

 

Gross

 

 

Estimated

 

 

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Fair

 

 

 

Cost

 

 

Gain

 

 

Loss

 

 

Value

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities

 

$

44,982

 

 

$

280

 

 

$

 

 

$

45,262

 

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

 

413,278

 

 

 

422

 

 

 

(437

)

 

 

413,263

 

Collateralized mortgage obligations

 

 

120,080

 

 

 

390

 

 

 

(176

)

 

 

120,294

 

Debt securities

 

 

77,160

 

 

 

9

 

 

 

(17

)

 

 

77,152

 

Total U.S. government agency and sponsored agency obligations

 

 

610,518

 

 

 

821

 

 

 

(630

)

 

 

610,709

 

Total securities available for sale

 

$

655,500

 

 

$

1,101

 

 

$

(630

)

 

$

655,971

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities

 

$

34,947

 

 

$

259

 

 

$

 

 

 

35,206

 

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

 

406,813

 

 

 

4,334

 

 

 

(347

)

 

$

410,800

 

Collateralized mortgage obligations

 

 

164,232

 

 

 

792

 

 

 

(432

)

 

 

164,592

 

Debt securities

 

 

23,733

 

 

 

168

 

 

 

(22

)

 

 

23,879

 

Total U.S. government agency and sponsored agency obligations

 

 

594,778

 

 

 

5,294

 

 

 

(801

)

 

 

599,271

 

Total securities available for sale

 

$

629,725

 

 

$

5,553

 

 

$

(801

)

 

$

634,477

 

 Amortized Cost Gross Unrealized Gain Gross Unrealized Loss Estimated Fair Value
 (in thousands)
September 30, 2017       
Mortgage-backed securities (1) (2)
$310,111
 $793
 $1,154
 $309,750
Collateralized mortgage obligations (1)
107,052
 16
 944
 106,124
U.S. government agency securities7,499
 
 42
 7,457
SBA loan pool securities4,036
 
 140
 3,896
Municipal bonds-tax exempt146,177
 2,424
 77
 148,524
U.S. treasury securities153
 
 
 153
Mutual funds22,916
 
 380
 22,536
Total securities available for sale$597,944
 $3,233
 $2,737
 $598,440
        
December 31, 2016       
Mortgage-backed securities (1) (2)
$230,489
 $598
 $1,457
 $229,630
Collateralized mortgage obligations (1)
77,447
 6
 1,002
 76,451
U.S. government agency securities7,499
 
 58
 7,441
SBA loan pool securities4,356
 
 210
 4,146
Municipal bonds-tax exempt159,789
 236
 1,995
 158,030
Municipal bonds-taxable13,391
 319
 9
 13,701
Corporate bonds5,010
 5
 
 5,015
U.S. treasury securities156
 
 
 156
Mutual funds22,916
 
 522
 22,394
Total securities available for sale$521,053
 $1,164
 $5,253
 $516,964
(1)
Collateralized by residential mortgages and guaranteed by U.S. government sponsored entities.
(2)
Includes securities collateralized by home equity conversion mortgages with an estimated fair value of $8.1 million and $52.9 million as of September 30, 2017 and December 31, 2016, respectively.







The amortized cost and estimated fair value of securities as of SeptemberJune 30, 2017,2020, by contractual or expected maturity, are shown below. Collateralized mortgage obligations are included in the table shown below based on their expected maturities. Mutual funds do not have contractual maturities. However, they are included in the table shown below as over ten years since the Company intends to hold these securities for at least this duration. All other securities are included based on their contractual maturities.

 

 

Available for Sale

 

 

 

Amortized

 

 

Estimated

 

 

 

Cost

 

 

Fair Value

 

 

 

(in thousands)

 

Within one year

 

$

45,358

 

 

$

45,379

 

Over one year through five years

 

 

121,596

 

 

 

122,202

 

Over five years through ten years

 

 

48,702

 

 

 

48,812

 

Over ten years

 

 

439,844

 

 

 

439,578

 

Total

 

$

655,500

 

 

$

655,971

 

CECL (ASU 2016-13) requires the Company to assess its available-for-sales securities portfolio for impairment on an at least quarterly basis.  The Company performed an impairment assessment of the Bank’s investment in debt securities in accordance with this standard.  This assessment took into account the credit quality of these debt securities and determined that since all were U.S. Treasury obligations, U.S. government agency securities, and U.S. government sponsored agency securities, they all have the backing of the U.S. government, and thus no credit impairment is expected.


 Available for Sale
 Amortized Cost Estimated Fair Value
 (in thousands)
Within one year$24,537
 $24,452
Over one year through five years64,646
 64,519
Over five years through ten years256,367
 257,279
Over ten years252,394
 252,190
Total$597,944
 $598,440

Gross unrealized losses on securities available for sale, the estimated fair value of the related securities and the number of securities aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position, were as follows as of SeptemberJune 30, 20172020 and December 31, 2016:2019:

 

 

Holding Period

 

 

 

Less than 12 Months

 

 

12 Months or More

 

 

Total

 

 

 

Gross

 

 

Estimated

 

 

Number

 

 

Gross

 

 

Estimated

 

 

Number

 

 

Gross

 

 

Estimated

 

 

Number

 

 

 

Unrealized

 

 

Fair

 

 

of

 

 

Unrealized

 

 

Fair

 

 

of

 

 

Unrealized

 

 

Fair

 

 

of

 

 

 

Loss

 

 

Value

 

 

Securities

 

 

Loss

 

 

Value

 

 

Securities

 

 

Loss

 

 

Value

 

 

Securities

 

 

 

(in thousands, except number of securities)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities

 

$

 

 

$

29,988

 

 

 

4

 

 

$

 

 

$

 

 

 

 

 

$

 

 

$

29,988

 

 

 

4

 

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

 

(437

)

 

 

192,403

 

 

 

23

 

 

 

 

 

 

 

 

 

 

 

 

(437

)

 

 

192,403

 

 

 

23

 

Collateralized mortgage obligations

 

 

(176

)

 

 

46,693

 

 

 

12

 

 

 

 

 

 

 

 

��

 

 

 

(176

)

 

 

46,693

 

 

 

12

 

Debt securities

 

 

(17

)

 

 

32,483

 

 

 

5

 

 

 

 

 

 

 

 

 

 

 

 

(17

)

 

 

32,483

 

 

 

5

 

Total U.S. government agency and sponsored agency obligations

 

 

(630

)

 

 

271,579

 

 

 

40

 

 

 

 

 

 

 

 

 

 

 

 

(630

)

 

 

271,579

 

 

 

40

 

Total

 

$

(630

)

 

$

301,567

 

 

 

44

 

 

$

 

 

$

 

 

 

 

 

$

(630

)

 

$

301,567

 

 

 

44

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

$

(186

)

 

$

51,261

 

 

 

17

 

 

$

(161

)

 

$

18,757

 

 

 

14

 

 

$

(347

)

 

$

70,018

 

 

 

31

 

Collateralized mortgage obligations

 

 

(112

)

 

 

41,419

 

 

 

14

 

 

 

(320

)

 

 

39,936

 

 

 

36

 

 

 

(432

)

 

 

81,355

 

 

 

50

 

Debt securities

 

 

(20

)

 

 

8,235

 

 

 

2

 

 

 

(3

)

 

 

2,997

 

 

 

1

 

 

 

(22

)

 

 

11,233

 

 

 

3

 

Total U.S. government agency and sponsored agency obligations

 

 

(318

)

 

 

100,916

 

 

 

33

 

 

 

(483

)

 

 

61,690

 

 

 

51

 

 

 

(801

)

 

 

162,606

 

 

 

84

 

Total

 

$

(318

)

 

$

100,916

 

 

 

33

 

 

$

(483

)

 

$

61,690

 

 

 

51

 

 

$

(801

)

 

$

162,606

 

 

 

84

 

 Holding Period
 Less Than 12 Months 12 Months or More Total
 Gross Unrealized Loss Estimated Fair Value Number of Securities Gross Unrealized Loss Estimated Fair Value Number of Securities Gross Unrealized Loss Estimated Fair Value Number of Securities
 (in thousands, except number of securities)
September 30, 2017                 
Mortgage-backed securities$787
 $171,919
 53
 $367
 $21,430
 9
 $1,154
 $193,349
 62
Collateralized mortgage obligations320
 62,309
 23
 624
 38,940
 24
 944

101,249

47
U.S. government agency securities42
 7,457
 3
 
 
 
 42

7,457

3
SBA loan pool securities
 
 
 140
 3,896
 2
 140

3,896

2
Municipal bonds-tax exempt60
 3,459
 3
 17
 1,704
 4
 77

5,163

7
U.S. treasury securities
 
 
 
 
 
 




Mutual funds254
 20,632
 2
 126
 1,899
 4
 380

22,531

6
Total$1,463
 $265,776
 84
 $1,274
 $67,869
 43
 $2,737
 $333,645
 127
                  
December 31, 2016                 
Mortgage-backed securities$1,345
 $102,647
 38
 $112
 $11,350
 3
 $1,457
 $113,997
 41
Collateralized mortgage obligations676
 60,786
 27
 326
 10,579
 7
 1,002
 71,365
 34
U.S. government agency securities58
 7,441
 3
 
 
 
 58
 7,441
 3
SBA loan pool securities
 
 
 210
 4,146
 2
 210
 4,146
 2
Municipal bonds-tax exempt1,995
 125,004
 54
 
 
 
 1,995
 125,004
 54
Municipal bonds-taxable9
 2,904
 2
 
 
 
 9
 2,904
 2
Mutual funds413
 21,478
 4
 109
 916
 3
 522
 22,394
 7
Total$4,496
 $320,260
 128
 $757
 $26,991
 15
 $5,253
 $347,251
 143

All individual

The unrealized losses in the U.S. government agency and sponsored agency obligations, were caused by fluctuations in interest rates. These securities thatare not deemed to have been in a continuous unrealized loss position for 12 months or longer as of September 30, 2017 and December 31, 2016 had investment grade ratings upon purchase. The issuers of these securities have not established any cause for default on these securitiescredit risk due to their long history with no credit losses, and the various rating agencies have reaffirmed these securities’ long-term investment grade status asexplicit guarantee of September 30, 2017the U.S. government of timely payment of principal and December 31, 2016. These securities have fluctuated in value since their purchase dates as market interest rates have fluctuated.




to investors. The Company does not intend to sell thesethe securities and it is not more likely than not that weit will not be required to sell the securitiesthem before the recovery of their amortized cost basis. Interest payments have been made as scheduled, and management believes this will continue in the future and that the bonds will be repaid in full as scheduled. Therefore, in management’s opinion, all securities that have been in a continuous unrealized loss position for the past 12 months or longer as of September 30, 2017 and December 31, 2016 were not other-than-temporarily impaired, and therefore, no impairment charges as of September 30, 2017 and December 31, 2016 were warranted.

cost.

Realized gains and losses on sales of securities and proceeds from sales of securities were as follows for the periods indicated:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Gross realized gains on sales of securities

 

$

15,712

 

 

$

634

 

 

$

15,712

 

 

$

1,359

 

Gross realized losses on sales of securities

 

 

 

 

 

(64

)

 

 

 

 

 

(64

)

Net realized gains on sales of securities

 

$

15,712

 

 

$

570

 

 

$

15,712

 

 

$

1,295

 

Proceeds from sales of securities

 

$

495,566

 

 

 

44,119

 

 

$

495,566

 

 

 

113,306

 

 Three Months Ended 
 September 30,
 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (in thousands)
Gross realized gains on sales of securities$267
 $396
 $1,473
 $396
Gross realized losses on sales of securities
 (350) 
 (350)
Net realized gains on sales of securities$267
 $46
 $1,473
 $46
Proceeds from sales of securities$17,644
 $78,282
 $70,333
 $78,282

For

During the three months ended SeptemberJune 30, 2017,2020 and 2019, there was a $267,000$15.7 million and $570,000 net gain in earnings resulting from salesthe sale of securities. Netsecurities, respectively. A net unrealized gainsgain of $227,000$15.3 million and $792,000 related to these sold securities had previously been recorded in accumulated other comprehensive income as of the beginning of the period. There was a $46,000period in 2020 and 2019, respectively.

During the six months ended June 30, 2020, there were $15.7 million securities sales transactions in net gaingains in earnings resulting from sales of securities during$15.3 million previously recorded for unrealized gains in accumulated other comprehensive income.  During the threesix months ended SeptemberJune 30, 2016, that had previously been recorded as2019, there were $1.3 million in net unrealized gains of $321,000 in comprehensive income.


For the nine months ended September 30, 2017, there was a $1.5 million net gain in earnings resulting from the sale of securities. Netsecurities which had $586,000 in previously recorded unrealized gains of $971,000 related to these sold securities had previously been recorded in accumulated other comprehensive income as of the beginning of the period. There was a $46,000 net gain in earnings resulting from sales of securities during the nine months ended September 30, 2016, that had previously been recorded as net unrealized gains of $314,000 in comprehensive income.

Securities available for sale with market values of $130.7$50.0 million and $133.0$30.2 million as of SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively, were pledged to secure public deposits and for other purposes as required or permitted by law.





Note 3 — Loans and leases


Loans and Leases Receivable Net


Loans and leases receivable consisted of the following as of the dates indicated:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

(in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

Retail

 

$

808,157

 

 

$

869,302

 

Hospitality

 

 

882,812

 

 

 

922,288

 

Other (1)

 

 

1,504,916

 

 

 

1,358,432

 

Total commercial property loans

 

 

3,195,885

 

 

 

3,150,022

 

Construction

 

 

70,357

 

 

 

76,455

 

Residential property

 

 

354,064

 

 

 

402,028

 

Total real estate loans

 

 

3,620,306

 

 

 

3,628,505

 

Commercial and industrial loans

 

 

730,399

 

 

 

484,093

 

Leases receivable

 

 

462,811

 

 

 

483,879

 

Consumer loans (2)

 

 

12,126

 

 

 

13,670

 

Loans receivable

 

 

4,825,642

 

 

 

4,610,147

 

Allowance for credit losses

 

 

(86,330

)

 

 

(61,408

)

Loans receivable, net

 

$

4,739,312

 

 

$

4,548,739

 

 September 30, 2017 December 31, 2016
 Non-PCI Loans and Leases PCI Loans Total Non-PCI Loans and Leases PCI Loans Total
 (in thousands)
Real estate loans:           
Commercial property           
Retail$916,236
 $1,587
 $917,823
 $857,629
 $2,324
 $859,953
Hospitality731,562
 1,664
 733,226
 649,540
 1,618
 651,158
Gas station245,042
 2,388
 247,430
 260,187
 2,692
 262,879
Other (1)
1,144,176
 2,013
 1,146,189
 1,107,589
 2,067
 1,109,656
Construction64,263
 
 64,263
 55,962
 
 55,962
Residential property429,669
 958
 430,627
 337,791
 976
 338,767
Total real estate loans3,530,948
 8,610
 3,539,558
 3,268,698
 9,677
 3,278,375
Commercial and industrial loans:           
Commercial term170,891
 51
 170,942
 138,032
 136
 138,168
Commercial lines of credit149,937
 
 149,937
 136,231
 
 136,231
International loans43,577
 
 43,577
 25,821
 
 25,821
Total commercial and industrial loans364,405
 51
 364,456
 300,084
 136
 300,220
Leases receivable272,271
 
 272,271
 243,294
 
 243,294
Consumer loans (2)
19,027
 43
 19,070
 22,830
 50
 22,880
Loans and leases receivable4,186,651
 8,704
 4,195,355
 3,834,906
 9,863
 3,844,769
Allowance for loan and lease losses(31,698) (794) (32,492) (31,458) (971) (32,429)
Loans and leases receivable, net$4,154,953
 $7,910
 $4,162,863
 $3,803,448
 $8,892
 $3,812,340

(1)

(1)

Includes, among other types, mixed-use, apartment, office, industrial, gas stations, faith-based facilities and warehouse; all other property types which individually represent less than one percent of total loans and leases receivable; other property types include mixed-use, apartment, office, industrial, faith-based facilities and warehouse.receivable.

(2)

Consumer loans include home equity lines of credit of $14.7$7.6 million and $17.7$8.2 million as of SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively.


The CARES Act (the Coronavirus Aid, Relief, and Economic Security Act) was passed by Congress and signed into law by President Trump on March 27, 2020. Among other benefits, the CARES Act allows financial institutions to assist customers in dealing with financial hardship by (a) providing federal funding so that financial institutions can originate SBA loans to borrowers at a low interest rate under the Paycheck Protection Program (PPP loans) with eventual debt forgiveness should the borrower continue to meet certain criteria after the COVID-19 crisis has abated; and (b) allowing financial institutions to temporarily modify loan terms by deferring loan payments, loan fees, etc. on a short-term basis without considering them Troubled Debt Restructures.

At June 30, 2020, there were $301.8 million of PPP loans included in commercial and industrial loans in the table above.  In addition, at June 30, 2020, there were $1.4 billion of loans modified under Section 4013 of the CARES Act.

Accrued interest on loans and leases receivable was $9.5$20.3 million and $8.2$10.0 million at SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively. At SeptemberJune 30, 20172020 and December 31, 2016,2019, loans receivable of $1.1$2.4 billion and $1.0$1.4 billion, respectively, were pledged to secure borrowing facilitiesadvances from the FHLB.




Loans Held for Sale


The following is the activity for SBA loans held for sale for the three months ended SeptemberJune 30, 20172020 and 2016:2019:

 

 

Real Estate

 

 

Commercial and

Industrial

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

 

 

$

 

 

$

 

Originations and transfers

 

 

12,661

 

 

 

5,281

 

 

 

17,942

 

Balance at end of period

 

$

12,661

 

 

$

5,281

 

 

$

17,942

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

6,500

 

 

$

640

 

 

$

7,140

 

Originations

 

 

6,650

 

 

 

7,650

 

 

 

14,300

 

Sales

 

 

(10,474

)

 

 

(4,937

)

 

 

(15,411

)

Balance at end of period

 

$

2,676

 

 

$

3,353

 

 

$

6,029

 

 SBA Loans Held for Sale
 Real Estate Commercial and Industrial Total
 (in thousands)
September 30, 2017     
Balance at beginning of period$8,817
 $2,132
 $10,949
Originations16,326
 11,723
 28,049
Sales(20,593) (11,926) (32,519)
Principal payoffs and amortization(4) (6) (10)
Balance at end of period$4,546
 $1,923
 $6,469
      
September 30, 2016     
Balance at beginning of period$9,293
 $3,540
 $12,833
Originations11,272
 6,417
 17,689
Sales(15,968) (8,122) (24,090)
Principal payoffs and amortization(2) (5) (7)
Balance at end of period$4,595
 $1,830
 $6,425

The following is the activity for SBA loans held for sale for the ninesix months ended SeptemberJune 30, 20172020 and 2016:2019:

 

 

Real Estate

 

 

Commercial and Industrial

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

2,943

 

 

$

3,077

 

 

$

6,020

 

Originations and transfers

 

 

19,155

 

 

 

10,984

 

 

 

30,139

 

Sales

 

 

(9,432

)

 

 

(8,780

)

 

 

(18,212

)

Principal payoffs and amortization

 

 

(5

)

 

 

 

 

 

(5

)

Balance at end of period

 

$

12,661

 

 

$

5,281

 

 

$

17,942

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

5,194

 

 

$

4,196

 

 

$

9,390

 

Originations

 

 

15,713

 

 

 

11,810

 

 

 

27,523

 

Sales

 

 

(18,229

)

 

 

(12,641

)

 

 

(30,870

)

Principal payoffs and amortization

 

 

(2

)

 

 

(12

)

 

 

(14

)

Balance at end of period

 

$

2,676

 

 

$

3,353

 

 

$

6,029

 

 SBA Loans Held for Sale
 Real Estate Commercial and Industrial Total
 (in thousands)
September 30, 2017     
Balance at beginning of period$7,410
 $1,906
 $9,316
Originations51,090
 30,626
 81,716
Sales(53,930) (30,586) (84,516)
Principal payoffs and amortization(24) (23) (47)
Balance at end of period$4,546
 $1,923
 $6,469
      
September 30, 2016     
Balance at beginning of period$840
 $2,034
 $2,874
Originations40,120
 20,128
 60,248
Sales(36,361) (20,304) (56,665)
Principal payoffs and amortization(4) (28) (32)
Balance at end of period$4,595
 $1,830
 $6,425














Allowance for Loan and LeaseCredit Losses


Activity in

The Company’s estimate of the allowance for loan and leasecredit losses was as followsat June 30, 2020 reflects losses expected over the remaining contractual life of the assets. The contractual term does not consider extensions, renewals or modifications unless the Company has identified an expected troubled debt restructuring.

At June 30, 2020, the Company used the discounted cash flow (DCF) method to estimate allowances for credit losses for the periods indicated:

 As of and for the Three Months Ended
 September 30, 2017 September 30, 2016
 Non-PCI Loans and Leases PCI Loans Total Non-PCI Loans and Leases PCI Loans Total
 (in thousands)
Allowance for loan and lease losses:           
Balance at beginning of period$33,038
 $720
 $33,758
 $34,259
 $5,448
 $39,707
Charge-offs(2,405) 
 (2,405) (111) (5) (116)
Recoveries on loans and leases previously charged off871
 
 871
 831
 
 831
Net loan and lease (charge-offs) recoveries(1,534) 
 (1,534) 720
 (5) 715
Loan and lease loss provision (income)194
 74
 268
 (1,540) 90
 (1,450)
Balance at end of period$31,698
 $794
 $32,492
 $33,439
 $5,533
 $38,972
commercial and industrial loan portfolio and the consumer loan portfolio. For all loan pools utilizing the DCF method, the Company utilizes and forecasts the national unemployment rate as the primary loss driver.  In addition, the Company determined that four-quarters represented a reasonable and supportable forecast period and reverted to a historical loss rate over twelve quarters on a straight-line basis. As of and for the quarter ended June 30, 2020, the Company leveraged the economic projections from Moody’s Analytics Economic Scenarios and Forecasts to inform its loss driver forecasts over the four-quarter forecast period. For each of these loan segments, the Company applied an annualized historical Probability of Default/Loss Given Default (PD/LGD) using all available historical periods.  The reason for the change from relying on the FRED economic data to Moody’s data was because Moody’s data is updated more frequently and timely than FOMC or FRED, and thus provides a better forecast for PD/LGD models. Since reasonable and supportable forecasts of economic conditions are imbedded directly to DCF model, qualitative adjustments are reduced but considered. Qualitative adjustments were based on the Company's judgment of company, market, industry or business specific data, changes in the underlying loan composition of specific portfolios.

Management determined that, due to model limitations, the regression model that supports the DCF calculation for the SBA and commercial property, construction, and residential real estate portfolios does not take into account the volatile nature of


 As of and for the Nine Months Ended
 September 30, 2017 September 30, 2016
 Non-PCI Loans and Leases PCI Loans Total Non-PCI Loans and Leases PCI Loans Total
 (in thousands)
Allowance for loan and lease losses:           
Balance at beginning of period$31,458
 $971
 $32,429
 $37,494
 $5,441
 $42,935
Charge-offs(3,256) 
 (3,256) (1,410) (142) (1,552)
Recoveries on loans and leases previously charged off2,709
 
 2,709
 2,079
 
 2,079
Net loan and lease (charge-offs) recoveries(547) 
 (547) 669
 (142) 527
Loan and lease loss provision (income)787
 (177) 610
 (4,724) 234
 (4,490)
Balance at end of period$31,698
 $794
 $32,492
 $33,439
 $5,533
 $38,972

COVID-19 on these portfolios, as well as the government assistance programs based on the maturities. As a result, at June 30, 2020, the Company utilized the Probability of Default/Loss Given Default (PD/LGD) method for the SBA and commercial property, construction, and residential real estate portfolios. The Company previously applied the DCF method to the real estate secured portfolios in the implementation of CECL at January 1, 2020 and through March 31, 2020 and determined that the change from DCF to PD/LGD was not material.  See Note 1 – Organization and Basis of Presentation for a further description of the methodologies applied at the inception of CECL and during the three months ended March 31, 2020.  The Company used historical periods that included an economic downturn to derive historical losses for better alignment in the estimation of expected losses. The Company leveraged Frye-Jacobs modeled LGD rates for loan segments with no historical losses.  In addition, for those loans granted a loan modification due to COVID-19, the Company used historical periods under PD/LGD as of March 31, 2020 to reflect the moratorium on TDRs under Section 4013 of the CARES Act. The PD/LGD method incorporates a forecast into loss estimates using a qualitative adjustment. Qualitative loss factors were based on the Company's judgment of company, market, industry or business specific data, changes in the underlying loan composition of specific portfolios, trends relating to credit quality, delinquency, nonperforming and adversely rated loans, and reasonable and supportable forecasts of economic conditions.

The Company used a Weighted Average Remaining Maturity (WARM) method to estimate expected credit losses for equipment financing agreements or the equipment lease receivables portfolio. The Company applied an expected loss ratio based on internal historical losses adjusted as appropriate for qualitative factors. The Company's evaluation of market, industry or business specific data, changes in the underlying portfolio composition, trends relating to credit quality, delinquency, nonperforming and adversely rated leases, and reasonable and supportable forecasts of economic conditions inform the estimate of qualitative factors.

Management believes the allowance for loan and leasecredit losses is appropriate to provide for probableestimated losses inherent in the loan and leaseloans receivable portfolio. However, the allowance is an estimate that is inherently uncertain and depends on the outcome of future events. Management’s methodologies for determining such estimates are basedconsists of measuring expected credit losses of financial assets on previous loss experience; volume, growtha collective (pool) basis when similar risk characteristic(s) exist. The Bank segments the loans primarily by loan types, considering that the same type of loans share considerable similar risk characteristics, including the collateral type, loan purpose, contract term, amortization and composition of the loan and lease portfolio; the value of collateral; and current economic conditions.payment structure. Our lending is concentrated generally in real estate loans, commercial loans and leases and SBA and trade finance lendingloans to small and middle market businesses primarily in California, Texas, Illinois and Illinois.

New York. Further, our regulators, in reviewing our loans receivable portfolio may require us to increase our allowance for credit losses.



The following tables detailtable details the information on the allowance for loan and leasecredit losses by portfolio segment as of and for the three and nine months ended SeptemberJune 30, 20172020 and 2016:2019:

 

 

Real Estate

 

 

Commercial and

Industrial

 

 

Leases

Receivable

 

 

Consumer

 

 

Unallocated

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

38,983

 

 

$

11,588

 

 

$

15,780

 

 

$

149

 

 

$

 

 

 

66,500

 

Less loans charged off

 

 

91

 

 

 

438

 

 

 

1,044

 

 

 

 

 

 

 

 

 

1,573

 

Recoveries on loans receivable previously charged off

 

 

(98

)

 

 

(60

)

 

 

(114

)

 

 

 

 

 

 

 

 

(272

)

Provision for credit losses

 

 

17,226

 

 

 

2,178

 

 

 

1,674

 

 

 

53

 

 

 

 

 

 

21,131

 

Ending balance

 

$

56,216

 

 

$

13,388

 

 

$

16,524

 

 

$

202

 

 

$

 

 

$

86,330

 

Individually evaluated for impairment

 

$

2,807

 

 

$

123

 

 

$

2,262

 

 

$

2

 

 

$

 

 

$

5,194

 

Collectively evaluated for impairment

 

$

53,409

 

 

$

13,265

 

 

$

14,262

 

 

$

200

 

 

$

 

 

$

81,136

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable

 

$

3,620,306

 

 

$

730,399

 

 

$

462,811

 

 

$

12,126

 

 

$

 

 

$

4,825,642

 

Individually evaluated for impairment

 

$

48,302

 

 

$

13,771

 

 

$

8,456

 

 

$

1,280

 

 

$

 

 

$

71,809

 

Collectively evaluated for impairment

 

$

3,572,004

 

 

$

716,628

 

 

$

454,355

 

 

$

10,846

 

 

$

 

 

$

4,753,833

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

18,306

 

 

$

8,711

 

 

$

5,580

 

 

$

89

 

 

$

210

 

 

$

32,896

 

Less loans charged off

 

 

 

 

 

562

 

 

 

974

 

 

 

 

 

 

 

 

 

1,536

 

Recoveries on loans receivable previously charged off

 

 

(1,133

)

 

 

(89

)

 

 

(105

)

 

 

 

 

 

 

 

 

(1,327

)

Provision for credit losses

 

 

14,565

 

 

 

997

 

 

 

1,357

 

 

 

(10

)

 

 

(210

)

 

 

16,699

 

Ending balance

 

$

34,004

 

 

$

9,235

 

 

$

6,068

 

 

$

79

 

 

$

 

 

$

49,386

 

Individually evaluated for impairment

 

$

14,724

 

 

$

3,072

 

 

$

662

 

 

$

1

 

 

$

 

 

$

18,459

 

Collectively evaluated for impairment

 

$

19,280

 

 

$

6,163

 

 

$

5,406

 

 

$

78

 

 

$

 

 

$

30,927

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable

 

$

3,671,463

 

 

$

409,502

 

 

$

460,519

 

 

$

14,318

 

 

$

 

 

$

4,555,802

 

Individually evaluated for impairment

 

$

39,885

 

 

$

21,706

 

 

$

3,233

 

 

$

1,351

 

 

$

 

 

$

66,175

 

Collectively evaluated for impairment

 

$

3,631,578

 

 

$

387,796

 

 

$

457,286

 

 

$

12,967

 

 

$

 

 

$

4,489,627

 


The following table details the information on the allowance for credit losses by portfolio segment as of and for the six months ended June 30, 2020 and 2019:

 Real Estate 
Commercial
and Industrial
 
Leases
Receivable
 Consumer Unallocated Total
 (In thousands)
As of and for the Three Months Ended September 30, 2017           
Allowance for loan and lease losses on non-PCI loans and leases:           
Beginning balance$22,762
 $6,979
 2,033
 $87
 $1,177
 $33,038
Charge-offs(146) (1,976) (283) 
 
 (2,405)
Recoveries on loans and leases previously charged off343
 308
 220
 
 
 871
Loan and lease loss provision (income)(3,374) 1,183
 2,867
 (23) (459) 194
Ending balance$19,585
 $6,494
 $4,837
 $64
 $718
 $31,698
Ending balance: individually evaluated for impairment$3,882
 $531
 $2,008
 $
 $
 $6,421
Ending balance: collectively evaluated for impairment$15,703
 $5,963
 $2,829
 $64
 $718
 $25,277
            
Non-PCI loans and leases receivable:           
Ending balance$3,530,948
 $364,405
 $272,271
 $19,027
 $
 $4,186,651
Ending balance: individually evaluated for impairment$19,466
 $3,610
 $3,378
 $1,045
 $
 $27,499
Ending balance: collectively evaluated for impairment$3,511,482
 $360,795
 $268,893
 $17,982
 $
 $4,159,152
            
Allowance for loan losses on PCI loans:           
Beginning balance$671
 $41
 $
 $8
 $
 $720
Charge-offs
 
 
 
 
 
Loan loss provision (income)81
 
 
 (7) 
 74
Ending balance$752
 $41
 $
 $1
 $
 $794
            
PCI loans receivable:           
Ending balance: acquired with deteriorated credit quality$8,610
 $51
 $
 $43
 $
 $8,704

 

 

Real Estate

 

 

Commercial and Industrial

 

 

Leases Receivable

 

 

Consumer

 

 

Unallocated

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

36,355

 

 

$

16,206

 

 

$

8,767

 

 

$

80

 

 

$

 

 

$

61,408

 

Adjustment related to adoption of ASU 2016-13

 

 

13,972

 

 

 

(2,497

)

 

 

5,902

 

 

 

56

 

 

 

 

 

 

17,433

 

Adjusted balance as of January 1, 2020

 

 

50,327

 

 

 

13,709

 

 

 

14,669

 

 

 

136

 

 

 

 

 

 

78,841

 

Less loans charged off

 

 

14,233

 

 

 

12,589

 

 

 

2,224

 

 

 

 

 

 

 

 

 

29,046

 

Recoveries on loans receivable previously charged off

 

 

(156

)

 

 

(144

)

 

 

(188

)

 

 

 

 

 

 

 

 

(488

)

Provision for credit losses

 

 

19,966

 

 

 

12,124

 

 

 

3,891

 

 

 

66

 

 

 

 

 

 

36,047

 

Ending balance

 

$

56,216

 

 

$

13,388

 

 

$

16,524

 

 

$

202

 

 

$

 

 

$

86,330

 

Individually evaluated for impairment

 

$

2,807

 

 

$

123

 

 

$

2,262

 

 

$

2

 

 

$

 

 

$

5,194

 

Collectively evaluated for impairment

 

$

53,409

 

 

$

13,265

 

 

$

14,262

 

 

$

200

 

 

$

 

 

$

81,136

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable

 

$

3,620,306

 

 

$

730,399

 

 

$

462,811

 

 

$

12,126

 

 

$

 

 

$

4,825,642

 

Individually evaluated for impairment

 

$

48,302

 

 

$

13,771

 

 

$

8,456

 

 

$

1,280

 

 

$

 

 

$

71,809

 

Collectively evaluated for impairment

 

$

3,572,004

 

 

$

716,628

 

 

$

454,355

 

 

$

10,846

 

 

$

 

 

$

4,753,833

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

18,384

 

 

$

7,162

 

 

$

6,303

 

 

$

98

 

 

$

27

 

 

$

31,974

 

Less loans charged off

 

 

113

 

 

 

695

 

 

 

1,826

 

 

 

 

 

 

 

 

 

2,634

 

Recoveries on loans receivable previously charged off

 

 

(1,563

)

 

 

(471

)

 

 

(196

)

 

 

 

 

 

 

 

 

(2,230

)

Provision for credit losses

 

 

14,170

 

 

 

2,297

 

 

 

1,395

 

 

 

(19

)

 

 

(27

)

 

 

17,816

 

Ending balance

 

$

34,004

 

 

$

9,235

 

 

$

6,068

 

 

$

79

 

 

$

 

 

$

49,386

 

Individually evaluated for impairment

 

$

14,724

 

 

$

3,072

 

 

$

662

 

 

$

1

 

 

$

 

 

$

18,459

 

Collectively evaluated for impairment

 

$

19,280

 

 

$

6,163

 

 

$

5,406

 

 

$

78

 

 

$

 

 

$

30,927

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable

 

$

3,671,463

 

 

$

409,502

 

 

$

460,519

 

 

$

14,318

 

 

$

 

 

$

4,555,802

 

Individually evaluated for impairment

 

$

39,885

 

 

$

21,706

 

 

$

3,233

 

 

$

1,351

 

 

$

 

 

$

66,175

 

Collectively evaluated for impairment

 

$

3,631,578

 

 

$

387,796

 

 

$

457,286

 

 

$

12,967

 

 

$

 

 

$

4,489,627

 

The table below illustrates the allowance for credit losses by portfolio segment as a percentage of the recorded total allowance for credit losses and as a percentage of the aggregate recorded investment of loans receivable.

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Allowance

 

 

 

 

 

 

Total

 

 

 

 

 

 

Allowance

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

Amount

 

 

Percentage

 

 

Loans

 

 

Percentage

 

 

Amount

 

 

Percentage

 

 

Loans

 

 

Percentage

 

 

 

(in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

7,341

 

 

 

8.5

%

 

$

808,157

 

 

 

16.7

%

 

$

4,911

 

 

 

8.0

%

 

$

869,302

 

 

 

18.9

%

Hospitality

 

 

11,984

 

 

 

13.9

%

 

 

882,812

 

 

 

18.3

%

 

 

6,686

 

 

 

10.9

%

 

 

922,288

 

 

 

20.0

%

Other

 

 

24,920

 

 

 

28.9

%

 

 

1,504,916

 

 

 

31.2

%

 

 

8,060

 

 

 

13.1

%

 

 

1,358,432

 

 

 

29.4

%

Total commercial property loans

 

 

44,245

 

 

 

51.3

%

 

 

3,195,885

 

 

 

66.2

%

 

 

19,657

 

 

 

32.0

%

 

 

3,150,022

 

 

 

68.3

%

Construction

 

 

9,331

 

 

 

10.8

%

 

 

70,357

 

 

 

1.5

%

 

 

15,003

 

 

 

24.4

%

 

 

76,455

 

 

 

1.7

%

Residential property

 

 

2,640

 

 

 

3.1

%

 

 

354,064

 

 

 

7.3

%

 

 

1,695

 

 

 

2.8

%

 

 

402,028

 

 

 

8.7

%

Total real estate loans

 

 

56,216

 

 

 

65.2

%

 

 

3,620,306

 

 

 

75.0

%

 

 

36,355

 

 

 

59.2

%

 

 

3,628,505

 

 

 

78.7

%

Commercial and industrial loans

 

 

13,387

 

 

 

15.5

%

 

 

730,399

 

 

 

15.1

%

 

 

16,206

 

 

 

26.4

%

 

 

484,093

 

 

 

10.5

%

Leases receivable

 

 

16,525

 

 

 

19.1

%

 

 

462,811

 

 

 

9.6

%

 

 

8,767

 

 

 

14.3

%

 

 

483,879

 

 

 

10.5

%

Consumer loans

 

 

202

 

 

 

0.2

%

 

 

12,126

 

 

 

0.3

%

 

 

80

 

 

 

0.1

%

 

 

13,670

 

 

 

0.3

%

Total

 

$

86,330

 

 

 

100.0

%

 

$

4,825,642

 

 

 

100.0

%

 

$

61,408

 

 

 

100.0

%

 

$

4,610,147

 

 

 

100.0

%




 Real Estate 
Commercial
and Industrial
 
Leases
Receivable
 Consumer Unallocated Total
 (In thousands)
As of and for the Three Months Ended September 30, 2016           
Allowance for loan and lease losses on non-PCI loans and leases:           
Beginning balance$28,116
 $5,502
 
 $242
 $399
 $34,259
Charge-offs(18) (93) 
 
 
 (111)
Recoveries on loans and leases previously charged off337
 494
 
 
 
 831
Loan and lease loss provision (income)(479) (622) 
 (40) (399) (1,540)
Ending balance$27,956
 $5,281
 $
 $202
 $
 $33,439
Ending balance: individually evaluated for impairment$2,723
 $495
 $
 $
 $
 $3,218
Ending balance: collectively evaluated for impairment$25,233
 $4,786
 $
$
$202
 $
 $30,221
            
Non-PCI loans and leases receivable:           
Ending balance$3,195,332
 $319,521
 $
 $22,266
 $
 $3,537,119
Ending balance: individually evaluated for impairment$18,522
 $4,705
 $
 $680
 $
 $23,907
Ending balance: collectively evaluated for impairment$3,176,810
 $314,816
 $
 $21,586
 $
 $3,513,212
            
Allowance for loan losses on PCI loans:           
Beginning balance$5,400
 $41
 $
 $7
 $
 $5,448
Charge-offs(5) 
 
 
 
 (5)
Loan loss provision (income)89
 1
 
 
 
 90
Ending balance$5,484
 $42
 $
 $7
 $
 $5,533
            
PCI loans receivable:           
Ending balance: acquired with deteriorated credit quality$15,355
 $135
 $
 $50
 $
 $15,540




 Real Estate 
Commercial
and Industrial
 
Leases
Receivable
 Consumer Unallocated Total
 (In thousands)
As of and for the Nine Months Ended September 30, 2017           
Allowance for loan and lease losses on non-PCI loans and leases:           
Beginning balance$25,212
 $5,582
 307
 $191
 $166
 $31,458
Charge-offs(289) (2,017) (950) 
 
 (3,256)
Recoveries on loans and leases previously charged off1,434
 1,021
 239
 15
 
 2,709
Loan and lease loss provision (income)(6,772) 1,908
 5,241
 (142) 552
 787
Ending balance$19,585
 $6,494
 $4,837
 $64
 $718
 $31,698
Ending balance: individually evaluated for impairment$3,882
 $531
 $2,008
 $
 $
 $6,421
Ending balance: collectively evaluated for impairment$15,703
 $5,963
 $2,829
 $64
 $718
 $25,277
            
Non-PCI loans and leases receivable:           
Ending balance$3,530,948
 $364,405
 $272,271
 $19,027
 $
 $4,186,651
Ending balance: individually evaluated for impairment$19,466
 $3,610
 $3,378
 $1,045
 $
 $27,499
Ending balance: collectively evaluated for impairment$3,511,482
 $360,795
 $268,893
 $17,982
 $
 $4,159,152
            
Allowance for loan losses on PCI loans:           
Beginning balance$922
 $41
 $
 $8
 $
 $971
Charge-offs
 
 
 
 
 
Loan loss provision (income)(170) 
 
 (7) 
 (177)
Ending balance$752
 $41
 $
 $1
 $
 $794
            
PCI loans receivable:           
Ending balance: acquired with deteriorated credit quality$8,610
 $51
 $
 $43
 $
 $8,704



 Real Estate 
Commercial
and Industrial
 
Leases
Receivable
 Consumer Unallocated Total
 (In thousands)
As of and for the Nine Months Ended 
 September 30, 2016
           
Allowance for loan and lease losses on non-PCI loans and leases:           
Beginning balance$29,800
 $7,081
 
 $242
 $371
 $37,494
Charge-offs(709) (701) 
 
 
 (1,410)
Recoveries on loans and leases previously charged off527
 1,499
 
 53
 
 2,079
Loan and lease loss provision (income)(1,662) (2,598) 
 (93) (371) (4,724)
Ending balance$27,956
 $5,281
 $
 $202
 $���
 $33,439
Ending balance: individually evaluated for impairment$2,723
 $495
 $
 $
 $
 $3,218
Ending balance: collectively evaluated for impairment$25,233
 $4,786
 $
 $202
 $
 $30,221
            
Non-PCI loans and leases receivable:           
Ending balance$3,195,332
 $319,521
 $
 $22,266
 $
 $3,537,119
Ending balance: individually evaluated for impairment$18,522
 $4,705
 $
 $680
 $
 $23,907
Ending balance: collectively evaluated for impairment$3,176,810
 $314,816
 $
 $21,586
 $
 $3,513,212
            
Allowance for loan losses on PCI loans:           
Beginning balance$5,397
 $42
 $
 $2
 $
 $5,441
Charge-offs(142) 
 
 
 
 (142)
Loan loss provision (income)229
 
 
 5
 
 234
Ending balance$5,484
 $42
 $
 $7
 $
 $5,533
            
PCI loans receivable:           
Ending balance: acquired with deteriorated credit quality$15,355
 $135
 $
 $50
 $
 $15,540

Loan

The following table represents the amortized cost basis of collateral-dependent loans by class of loans as of June 30, 2020, for which repayment is expected to be obtained through the sale of the underlying collateral and Leaseany collateral dependent loans that are still accruing but are considered impaired.

 

 

Amortized Cost

 

June 30, 2020

 

(in thousands)

 

Real estate loans:

 

 

 

 

Commercial property

 

$

16,796

 

Construction

 

 

25,854

 

Residential property

 

 

2,761

 

Total real estate loans

 

 

45,411

 

Commercial and industrial loans

 

 

288

 

Consumer Loans

 

 

1,208

 

Total (1)

 

$

46,907

 

(1)

All loans are secured by real estate, except for one commercial term loan secured by $264,000 in cash.

Loan Quality Indicators


As part of the on-going monitoring of the credit quality of our loan and leaseloans portfolio, we utilize an internal loan and lease grading system to identify credit risk and assign an appropriate grade from(from 0 to 8,8) for each loan or lease in our portfolio. A third-party loan and lease portfolio. Third party loan reviews arereview is performed throughout the year.at least on an annual basis. Additional adjustments are made when determined to be necessary. The loan and lease grade definitions are as follows:

Pass and Pass-Watch: Pass and pass-watchPass-Watch loans, and leases, grades 0-4,(0-4), are in compliance in all respects with the Bank’s credit policy and regulatory requirements, and do not exhibit any potential or defined weaknesses as defined under Special“Special Mention, Substandard” “Substandard” or Doubtful.“Doubtful.” This category is the strongest level of the Bank’s loan and lease grading system. It incorporatesconsists of all performing loans and leases with no identified credit weaknesses. It includes cash and stock/security secured loans or other investment grade loans.

Special Mention:A special mention credit,Special Mention loan, grade 5,(5), has potential weaknesses that deserve management’s close attention. If not corrected, these potential weaknesses may result in deterioration of the repayment prospects of the debt and result in a Substandard classification. Loans and leases that have significant actual, not potential, weaknesses are considered more severely classified.



Substandard: A substandard credit,Substandard loan, grade 6,(6), has a well-defined weakness that jeopardizes the liquidation of the debt. A creditloan graded Substandard is not protected by the sound worth and paying capacity of the borrower, or of the value and type of collateral pledged. With a Substandard loan, or lease, there is a distinct possibility that the Bank will sustain some loss if the weaknesses or deficiencies are not corrected.

Doubtful:A doubtful credit,Doubtful loan, grade 7,(7), is one that has critical weaknesses that would make the collection or liquidation of the full amount due improbable. However, there may be pending events which may work to strengthen the credit,loan, and therefore the amount or timing of a possible loss cannot be determined at the current time.

Loss:A loan or lease classified as loss,Loss, grade 8,(8), is considered uncollectible and of such little value that itstheir continuance as an active bank assetassets is not warranted. This classification does not mean that the loan or lease has absolutely no recovery or salvage value, but rather it is not practical or desirable to defer writing off this asset even though partial recovery may be possible in the future. Loans and leases classified as loss areLoss will be charged off in a timely manner.


Under regulatory guidance, loans and leases graded special mention or worse are considered criticized loans, and leases, and loans and leases graded substandard or worse are considered classified loans and leases.

loans.




    As

The tables below provide a comparison as of SeptemberJune 30, 20172020 and December 31, 2016,2019 of the pass/pass-watch, special mention and classified loans, and leases (excluding PCI loans), disaggregated by loan class, were as follows:segment:

 

 

Pass/Pass-

Watch

 

 

Special

Mention

 

 

Classified

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

800,437

 

 

$

1,182

 

 

$

6,538

 

 

$

808,157

 

Hospitality

 

 

879,131

 

 

 

 

 

 

3,681

 

 

 

882,812

 

Other

 

 

1,469,272

 

 

 

6,059

 

 

 

29,585

 

 

 

1,504,916

 

Total commercial property

 

 

3,148,840

 

 

 

7,241

 

 

 

39,804

 

 

 

3,195,885

 

Construction

 

 

44,503

 

 

 

 

 

 

25,854

 

 

 

70,357

 

Residential property

 

 

350,520

 

 

 

784

 

 

 

2,760

 

 

 

354,064

 

Total real estate loans

 

 

3,543,863

 

 

 

8,025

 

 

 

68,418

 

 

 

3,620,306

 

Commercial and industrial loans

 

 

702,443

 

 

 

12,423

 

 

 

15,533

 

 

 

730,399

 

Leases receivable

 

 

453,528

 

 

 

 

 

 

9,283

 

 

 

462,811

 

Consumer loans

 

 

10,752

 

 

 

686

 

 

 

688

 

 

 

12,126

 

Total loans receivable

 

$

4,710,586

 

 

$

21,134

 

 

$

93,922

 

 

$

4,825,642

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

859,739

 

 

$

2,835

 

 

$

6,728

 

 

$

869,302

 

Hospitality

 

 

915,834

 

 

 

939

 

 

 

5,515

 

 

 

922,288

 

Other

 

 

1,329,817

 

 

 

7,807

 

 

 

20,809

 

 

 

1,358,432

 

Total commercial property

 

 

3,105,390

 

 

 

11,580

 

 

 

33,052

 

 

 

3,150,022

 

Construction

 

 

36,956

 

 

 

1,613

 

 

 

37,886

 

 

 

76,455

 

Residential property

 

 

398,737

 

 

 

2,512

 

 

 

779

 

 

 

402,028

 

Total real estate loans

 

 

3,541,082

 

 

 

15,705

 

 

 

71,718

 

 

 

3,628,505

 

Commercial and industrial loans

 

 

458,184

 

 

 

10,222

 

 

 

15,687

 

 

 

484,093

 

Leases receivable

 

 

477,977

 

 

 

 

 

 

5,902

 

 

 

483,879

 

Consumer loans

 

 

12,247

 

 

 

705

 

 

 

718

 

 

 

13,670

 

Total loans receivable

 

$

4,489,491

 

 

$

26,632

 

 

$

94,025

 

 

$

4,610,147

 


Loans by Vintage Year and Risk Rating

 

 

Term Loans

 

 

 

 

 

 

 

 

 

 

 

Amortized Cost Basis by Origination Year (1)

 

 

 

 

 

 

 

 

 

 

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

2016

 

 

Prior

 

 

Revolving

Loans

Amortized

Cost Basis

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

$

438,577

 

 

$

539,598

 

 

$

555,748

 

 

$

429,415

 

 

$

483,511

 

 

$

671,096

 

 

$

30,895

 

 

$

3,148,840

 

Special Mention

 

 

 

 

 

2,757

 

 

 

455

 

 

 

2,351

 

 

 

1,271

 

 

 

407

 

 

 

 

 

 

7,241

 

Classified

 

 

15,592

 

 

 

1,113

 

 

 

2,965

 

 

 

709

 

 

 

3,992

 

 

 

15,433

 

 

 

 

 

 

39,804

 

Total commercial property

 

 

454,169

 

 

 

543,468

 

 

 

559,168

 

 

 

432,475

 

 

 

488,774

 

 

 

686,936

 

 

 

30,895

 

 

 

3,195,885

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Construction

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

 

18,025

 

 

 

5,633

 

 

 

 

 

 

 

 

 

20,845

 

 

 

 

 

 

 

 

 

44,503

 

Special Mention

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Classified

 

 

 

 

 

12,808

 

 

 

13,046

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

25,854

 

Total construction

 

 

18,025

 

 

 

18,441

 

 

 

13,046

 

 

 

 

 

 

20,845

 

 

 

 

 

 

 

 

 

70,357

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

 

274

 

 

 

954

 

 

 

40,468

 

 

 

149,532

 

 

 

100,367

 

 

 

58,925

 

 

 

 

 

 

350,520

 

Special Mention

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

784

 

 

 

 

 

 

784

 

Classified

 

 

 

 

 

 

 

 

 

 

 

1,890

 

 

 

754

 

 

 

116

 

 

 

 

 

 

2,760

 

Total residential property

 

 

274

 

 

 

954

 

 

 

40,468

 

 

 

151,422

 

 

 

101,121

 

 

 

59,825

 

 

 

 

 

 

354,064

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total real estate loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

 

456,876

 

 

 

546,185

 

 

 

596,216

 

 

 

578,947

 

 

 

604,723

 

 

 

730,021

 

 

 

30,895

 

 

 

3,543,863

 

Special Mention

 

 

 

 

 

2,757

 

 

 

455

 

 

 

2,351

 

 

 

1,271

 

 

 

1,191

 

 

 

 

 

 

8,025

 

Classified

 

 

15,592

 

 

 

13,921

 

 

 

16,011

 

 

 

2,599

 

 

 

4,746

 

 

 

15,549

 

 

 

 

 

 

68,418

 

Total real estate loans

 

 

472,468

 

 

 

562,863

 

 

 

612,682

 

 

 

583,897

 

 

 

610,740

 

 

 

746,761

 

 

 

30,895

 

 

 

3,620,306

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

 

369,101

 

 

 

124,141

 

 

 

60,742

 

 

 

21,613

 

 

 

5,586

 

 

 

14,952

 

 

 

106,308

 

 

 

702,443

 

Special Mention

 

 

4,281

 

 

 

800

 

 

 

503

 

 

 

78

 

 

 

1,733

 

 

 

1,585

 

 

 

3,443

 

 

 

12,423

 

Classified

 

 

8,969

 

 

 

3,894

 

 

 

568

 

 

 

148

 

 

 

140

 

 

 

1,614

 

 

 

200

 

 

 

15,533

 

Total commercial and industrial loans

 

 

382,351

 

 

 

128,835

 

 

 

61,813

 

 

 

21,839

 

 

 

7,459

 

 

 

18,151

 

 

 

109,951

 

 

 

730,399

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

 

67,994

 

 

 

203,034

 

 

 

119,213

 

 

 

44,150

 

 

 

18,292

 

 

 

845

 

 

 

 

 

 

453,528

 

Special Mention

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Classified

 

 

11

 

 

 

3,554

 

 

 

2,807

 

 

 

1,191

 

 

 

1,299

 

 

 

421

 

 

 

 

 

 

9,283

 

Total leases receivable

 

 

68,005

 

 

 

206,588

 

 

 

122,020

 

 

 

45,341

 

 

 

19,591

 

 

 

1,266

 

 

 

 

 

 

462,811

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

 

121

 

 

 

25

 

 

 

15

 

 

 

86

 

 

 

7

 

 

 

2,610

 

 

 

7,888

 

 

 

10,752

 

Special Mention

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

686

 

 

 

 

 

 

686

 

Classified

 

 

 

 

 

 

 

 

661

 

 

 

27

 

 

 

 

 

 

 

 

 

 

 

 

688

 

Total commercial term loans

 

 

121

 

 

 

25

 

 

 

676

 

 

 

113

 

 

 

7

 

 

 

3,296

 

 

 

7,888

 

 

 

12,126

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Risk Rating

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Pass / Pass Watch

 

 

894,092

 

 

 

873,385

 

 

 

776,186

 

 

 

644,796

 

 

 

628,608

 

 

 

748,428

 

 

 

145,091

 

 

 

4,710,586

 

Special Mention

 

 

4,281

 

 

 

3,557

 

 

 

958

 

 

 

2,429

 

 

 

3,004

 

 

 

3,462

 

 

 

3,443

 

 

 

21,134

 

Classified

 

 

24,572

 

 

 

21,369

 

 

 

20,047

 

 

 

3,965

 

 

 

6,185

 

 

 

17,584

 

 

 

200

 

 

 

93,922

 

Total loans receivable

 

$

922,945

 

 

$

898,311

 

 

$

797,191

 

 

$

651,190

 

 

$

637,797

 

 

$

769,474

 

 

$

148,734

 

 

$

4,825,642

 

 Pass/Pass-Watch Special Mention Classified Total
 (in thousands)
September 30, 2017       
Real estate loans:       
Commercial property       
Retail$910,890
 $1,577
 $3,769
 $916,236
Hospitality718,244
 4,979
 8,339
 731,562
Gas station240,952
 2,274
 1,816
 245,042
Other1,131,423
 8,840
 3,913
 1,144,176
Construction64,263
 
 
 64,263
Residential property429,048
 326
 295
 429,669
Total real estate loans3,494,820
 17,996
 18,132
 3,530,948
Commercial and industrial loans:      
Commercial term167,492
 1,623
 1,776
 170,891
Commercial lines of credit149,646
 110
 181
 149,937
International loans43,577
 
 
 43,577
Total commercial and industrial loans360,715
 1,733
 1,957
 364,405
Leases receivable268,893
 
 3,378
 272,271
Consumer loans17,930
 
 1,097
 19,027
Total Non-PCI loans and leases$4,142,358
 $19,729
 $24,564
 $4,186,651
        
December 31, 2016       
Real estate loans:       
Commercial property       
Retail$851,147
 $2,275
 $4,207
 $857,629
Hospitality634,397
 5,497
 9,646
 649,540
Gas station252,123
 1,911
 6,153
 260,187
Other1,100,070
 1,645
 5,874
 1,107,589
Construction55,962
 
 
 55,962
Residential property337,227
 
 564
 337,791
Total real estate loans3,230,926
 11,328
 26,444
 3,268,698
Commercial and industrial loans:       
Commercial term133,811
 2,060
 2,161
 138,032
Commercial lines of credit135,699
 464
 68
 136,231
International loans23,406
 2,415
 
 25,821
Total commercial and industrial loans292,916
 4,939
 2,229
 300,084
Leases receivable242,393
 
 901
 243,294
Consumer loans22,139
 
 691
 22,830
Total Non-PCI loans and leases$3,788,374
 $16,267
 $30,265
 $3,834,906

(1)

Includes extensions, renewals, or modifications of credit contracts, which consist of a new credit decision.


Loans by Vintage Year and Payment Performance

 

 

Term Loans

 

 

 

 

 

 

 

 

 

 

 

Amortized Cost Basis by Origination Year (1)

 

 

 

 

 

 

 

 

 

 

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

2016

 

 

Prior

 

 

Revolving

Loans

Amortized

Cost Basis

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

$

453,569

 

 

$

543,468

 

 

$

559,015

 

 

$

432,475

 

 

$

488,673

 

 

$

681,933

 

 

$

30,895

 

 

$

3,190,028

 

Nonperforming

 

 

600

 

 

 

 

 

 

153

 

 

 

 

 

 

101

 

 

 

5,003

 

 

 

 

 

 

5,857

 

Total commercial property

 

 

454,169

 

 

 

543,468

 

 

 

559,168

 

 

 

432,475

 

 

 

488,774

 

 

 

686,936

 

 

 

30,895

 

 

 

3,195,885

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Construction

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

 

18,025

 

 

 

5,633

 

 

 

 

 

 

 

 

 

20,845

 

 

 

 

 

 

 

 

$

44,503

 

Nonperforming

 

 

 

 

 

12,808

 

 

 

13,046

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

25,854

 

Total construction

 

 

18,025

 

 

 

18,441

 

 

 

13,046

 

 

 

 

 

 

20,845

 

 

 

 

 

 

 

 

 

70,357

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Residential property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

 

274

 

 

 

954

 

 

 

40,468

 

 

 

149,532

 

 

 

100,366

 

 

 

59,677

 

 

 

 

 

 

351,271

 

Nonperforming

 

 

 

 

 

 

 

 

 

 

 

1,890

 

 

 

755

 

 

 

148

 

 

 

 

 

 

2,793

 

Total residential property

 

 

274

 

 

 

954

 

 

 

40,468

 

 

 

151,422

 

 

 

101,121

 

 

 

59,825

 

 

 

 

 

 

354,064

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total real estate loans

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

 

471,868

 

 

 

550,055

 

 

 

599,483

 

 

 

582,007

 

 

 

609,884

 

 

 

741,610

 

 

 

30,895

 

 

 

3,585,802

 

Nonperforming

 

 

600

 

 

 

12,808

 

 

 

13,199

 

 

 

1,890

 

 

 

856

 

 

 

5,151

 

 

 

 

 

 

34,504

 

Total real estate loans

 

 

472,468

 

 

 

562,863

 

 

 

612,682

 

 

 

583,897

 

 

 

610,740

 

 

 

746,761

 

 

 

30,895

 

 

 

3,620,306

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial and industrial loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

 

373,382

 

 

 

124,940

 

 

 

61,377

 

 

 

21,691

 

 

 

7,459

 

 

 

18,015

 

 

 

109,751

 

 

 

716,615

 

Nonperforming

 

 

8,969

 

 

 

3,895

 

 

 

436

 

 

 

148

 

 

 

 

 

 

136

 

 

 

200

 

 

 

13,784

 

Total commercial and industrial loans

 

 

382,351

 

 

 

128,835

 

 

 

61,813

 

 

 

21,839

 

 

 

7,459

 

 

 

18,151

 

 

 

109,951

 

 

 

730,399

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Leases receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

 

67,994

 

 

 

203,034

 

 

 

119,213

 

 

 

44,150

 

 

 

18,292

 

 

 

846

 

 

 

 

 

 

453,529

 

Nonperforming

 

 

11

 

 

 

3,554

 

 

 

2,807

 

 

 

1,191

 

 

 

1,299

 

 

 

420

 

 

 

 

 

 

9,282

 

Total leases receivable

 

 

68,005

 

 

 

206,588

 

 

 

122,020

 

 

 

45,341

 

 

 

19,591

 

 

 

1,266

 

 

 

 

 

 

462,811

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consumer loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

 

121

 

 

 

25

 

 

 

15

 

 

 

86

 

 

 

7

 

 

 

3,296

 

 

 

7,888

 

 

 

11,438

 

Nonperforming

 

 

 

 

 

 

 

 

661

 

 

 

27

 

 

 

 

 

 

 

 

 

 

 

 

688

 

Total commercial term loans

 

 

121

 

 

 

25

 

 

 

676

 

 

 

113

 

 

 

7

 

 

 

3,296

 

 

 

7,888

 

 

 

12,126

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total loans receivable:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Payment performance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performing

 

 

913,365

 

 

 

878,054

 

 

 

780,088

 

 

 

647,934

 

 

 

635,642

 

 

 

763,767

 

 

 

148,534

 

 

 

4,767,384

 

Nonperforming

 

 

9,580

 

 

 

20,257

 

 

 

17,103

 

 

 

3,256

 

 

 

2,155

 

 

 

5,707

 

 

 

200

 

 

 

58,258

 

Total loans receivable

 

$

922,945

 

 

$

898,311

 

 

$

797,191

 

 

$

651,190

 

 

$

637,797

 

 

$

769,474

 

 

$

148,734

 

 

$

4,825,642

 

(1)

Includes extensions, renewals, or modifications of credit contracts, which consist of a new credit decision.


The following is an aging analysis of loans, and leases (excluding PCI loans), disaggregated by loan class, as of the dates indicated:

 

 

30-59

Days

Past Due

 

 

60-89

Days

Past Due

 

 

90 Days

or More

Past Due

 

 

Total

Past Due

 

 

Current

 

 

Total

 

 

Accruing

90 Days

or More

Past Due

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

 

 

$

 

 

$

 

 

$

 

 

$

808,157

 

 

$

808,157

 

 

$

 

Hospitality

 

 

 

 

 

 

 

 

 

 

 

 

 

 

882,812

 

 

 

882,812

 

 

 

 

Other

 

 

 

 

 

 

 

 

1,645

 

 

 

1,645

 

 

 

1,503,271

 

 

 

1,504,916

 

 

 

 

Total commercial property loans

 

 

 

 

 

 

 

 

1,645

 

 

 

1,645

 

 

 

3,194,240

 

 

 

3,195,885

 

 

 

 

Construction

 

 

 

 

 

 

 

 

 

 

 

 

 

 

70,357

 

 

 

70,357

 

 

 

 

Residential property

 

 

2,682

 

 

 

 

 

 

2,645

 

 

 

5,327

 

 

 

348,737

 

 

 

354,064

 

 

 

 

Total real estate loans

 

 

2,682

 

 

 

 

 

 

4,290

 

 

 

6,972

 

 

 

3,613,334

 

 

 

3,620,306

 

 

 

 

Commercial and industrial loans

 

 

212

 

 

 

 

 

 

12,632

 

 

 

12,844

 

 

 

717,555

 

 

 

730,399

 

 

 

 

Leases receivable

 

 

3,684

 

 

 

5,095

 

 

 

5,113

 

 

 

13,893

 

 

 

448,918

 

 

 

462,811

 

 

 

 

Consumer loans

 

 

 

 

 

 

 

 

27

 

 

 

27

 

 

 

12,099

 

 

 

12,126

 

 

 

 

Total loans receivable

 

$

6,578

 

 

$

5,095

 

 

$

22,062

 

 

$

33,736

 

 

$

4,791,906

 

 

$

4,825,642

 

 

$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

6

 

 

$

132

 

 

$

111

 

 

$

249

 

 

$

869,053

 

 

$

869,302

 

 

$

 

Hospitality

 

 

907

 

 

 

 

 

 

 

 

 

907

 

 

 

921,381

 

 

 

922,288

 

 

 

 

Other

 

 

51

 

 

 

 

 

 

38

 

 

 

89

 

 

 

1,358,344

 

 

 

1,358,432

 

 

 

 

Total commercial property loans

 

 

964

 

 

 

132

 

 

 

149

 

 

 

1,245

 

 

 

3,148,778

 

 

 

3,150,022

 

 

 

 

Construction

 

 

 

 

 

 

 

 

 

 

 

 

 

 

76,455

 

 

 

76,455

 

 

 

 

Residential property

 

 

540

 

 

 

1,627

 

 

 

309

 

 

 

2,477

 

 

 

399,551

 

 

 

402,028

 

 

 

 

Total real estate loans

 

 

1,504

 

 

 

1,759

 

 

 

458

 

 

 

3,721

 

 

 

3,624,784

 

 

 

3,628,505

 

 

 

 

Commercial and industrial loans

 

 

635

 

 

 

133

 

 

 

143

 

 

 

911

 

 

 

483,183

 

 

 

484,093

 

 

 

 

Leases receivable

 

 

5,358

 

 

 

2,138

 

 

 

3,493

 

 

 

10,990

 

 

 

472,889

 

 

 

483,879

 

 

 

 

Consumer loans

 

 

 

 

 

30

 

 

 

 

 

 

30

 

 

 

13,639

 

 

 

13,670

 

 

 

 

Total loans receivable

 

$

7,497

 

 

$

4,060

 

 

$

4,094

 

 

$

15,652

 

 

$

4,594,496

 

 

$

4,610,147

 

 

$

 

 30-59 Days Past Due 60-89 Days Past Due 90 Days or More Past Due Total Past Due Current Total
 (in thousands)
September 30, 2017           
Real estate loans:           
Commercial property           
Retail$7
 $1
 $223
 $231
 $916,005
 $916,236
Hospitality1,869
 
 975
 2,844
 728,718
 731,562
Gas station43
 63
 128
 234
 244,808
 245,042
Other1,043
 280
 739
 2,062
 1,142,114
 1,144,176
Construction
 
 
 
 64,263
 64,263
Residential property500
 
 326
 826
 428,843
��429,669
Total real estate loans3,462
 344
 2,391
 6,197
 3,524,751
 3,530,948
Commercial and industrial loans:           
Commercial term236
 53
 510
 799
 170,092
 170,891
Commercial lines of credit
 
 181
 181
 149,756
 149,937
International loans
 
 
 
 43,577
 43,577
Total commercial and industrial loans236
 53
 691
 980
 363,425
 364,405
Leases receivable3,042
 476
 2,033
 5,551
 266,720
 272,271
Consumer loans
 
 
 
 19,027
 19,027
Total Non-PCI loans and leases$6,740
 $873
 $5,115
 $12,728
 $4,173,923
 $4,186,651
            
December 31, 2016           
Real estate loans:           
Commercial property           
Retail$9
 $137
 $234
 $380
 $857,249
 $857,629
Hospitality1,037
 46
 600
 1,683
 647,857
 649,540
Gas station245
 643
 137
 1,025
 259,162
 260,187
Other432
 79
 1,100
 1,611
 1,105,978
 1,107,589
Construction
 
 
 
 55,962
 55,962
Residential property730
 89
 423
 1,242
 336,549
 337,791
Total real estate loans2,453
 994
 2,494
 5,941
 3,262,757
 3,268,698
Commercial and industrial loans:      

   

Commercial term484
 42
 111
 637
 137,395
 138,032
Commercial lines of credit
 
 
 
 136,231
 136,231
International loans80
 
 
 80
 25,741
 25,821
Total commercial and industrial loans564
 42
 111
 717
 299,367
 300,084
Leases receivable2,090
 1,043
 385
 3,518
 239,776
 243,294
Consumer loans170
 
 
 170
 22,660
 22,830
Total Non-PCI loans and leases$5,277
 $2,079
 $2,990
 $10,346
 $3,824,560
 $3,834,906

There

As of June 30, 2020 and December 31, 2019, there were no0 loans that were 90 days or more past due and accruing interest as of September 30, 2017 and 2016.


Impairedinterest.

Individually Evaluated Loans and Leases


Loans and leases are considered impaired when the Bank will be unable to collect all interest and principal payments per the contractual terms of the loan and lease agreement, unless the loan is well-collateralized and in the process of collection; or they are classified as Troubled Debt Restructurings (“TDRs”) because, due

Prior to the financial difficultiesadoption of the borrowers, we have granted concessions to the borrowers we would not otherwise consider; or when current information or events make it unlikely to collect in full according to the contractual terms of the loan or lease agreements; or there is a deterioration in the borrower’s financial condition that raises uncertainty as to timely collection of either principal or interest; or full payment of both interest and principal is in doubt according to the original contractual terms.



We evaluate loan and lease impairment in accordance with applicable GAAP. ImpairedASU 2016-13, impaired loans and leases arewere measured based on the present value of expected future cash flows discounted at the receivable'sloan's effective interest rate or, as a practical expedient, at the receivable'sloan's observable market price or the fair value of the collateral if the loan or lease iswas collateral dependent, less estimated costs to sell. If the measureestimated value of the impaired loan or lease iswas less than the recorded investment in the loan, or lease,we charged-off the deficiency is either charged off against the allowance for loan and lease losses or we establishestablished a specific allocationallowance in the allowance for loan and lease losses. Additionally, loans and leases that are considered impaired are specificallywe excluded from the quarterly migration analysis impaired loans when determining the amount of the allowance for loan and lease losses required for the period.
The allowance for collateral-dependent loans is determined by calculating the difference between the outstanding loan balance and the value of the collateral as determined by recent appraisals. The allowance for collateral-dependent loans varies from loan to loan based on the collateral coverage of the loan at the time of designation as nonperforming.

We continue to monitor the collateral coverage, using recent appraisals, on thesereview, under ASU 2016-13, all loans on a quarterlyan individual basis and adjust the allowance accordingly.

when they do not share similar risk characteristics with loan pools.




The following tables provide information on individually evaluated loans receivable as of June 30, 2020 and impaired loans and leases (excluding PCI loans),receivable as of December 31, 2019 disaggregated by loan class, as of the dates indicated:

 

 

Recorded

Investment

 

 

Unpaid

Principal

Balance

 

 

With No Related

Allowance

Recorded

 

 

With an

Allowance

Recorded

 

 

Related

Allowance

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

1,355

 

 

$

1,355

 

 

$

1,355

 

 

$

 

 

$

 

Other

 

 

18,299

 

 

 

19,725

 

 

 

17,679

 

 

 

620

 

 

 

20

 

Total commercial property loans

 

 

19,654

 

 

 

21,080

 

 

 

19,034

 

 

 

620

 

 

 

20

 

Construction

 

 

25,854

 

 

 

27,330

 

 

 

13,046

 

 

 

12,808

 

 

 

2,787

 

Residential property

 

 

2,794

 

 

 

2,770

 

 

 

2,761

 

 

 

33

 

 

 

 

Total real estate loans

 

 

48,302

 

 

 

51,180

 

 

 

34,841

 

 

 

13,461

 

 

 

2,807

 

Commercial and industrial loans

 

 

13,771

 

 

 

14,589

 

 

 

12,877

 

 

 

893

 

 

 

123

 

Leases receivable

 

 

8,456

 

 

 

8,521

 

 

 

1,797

 

 

 

6,660

 

 

 

2,262

 

Consumer loans

 

 

1,280

 

 

 

1,599

 

 

 

1,208

 

 

 

72

 

 

 

2

 

Total

 

$

71,809

 

 

$

75,889

 

 

$

50,723

 

 

$

21,086

 

 

$

5,194

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

434

 

 

$

459

 

 

$

111

 

 

$

323

 

 

$

19

 

Hospitality

 

 

244

 

 

 

400

 

 

 

22

 

 

 

223

 

 

 

24

 

Other

 

 

14,864

 

 

 

15,151

 

 

 

14,696

 

 

 

167

 

 

 

12

 

Total commercial property loans

 

 

15,542

 

 

 

16,010

 

 

 

14,829

 

 

 

713

 

 

 

55

 

Construction

 

 

27,201

 

 

 

28,000

 

 

 

 

 

 

27,201

 

 

 

13,973

 

Residential property

 

 

1,124

 

 

 

1,163

 

 

 

1,089

 

 

 

35

 

 

 

 

Total real estate loans

 

 

43,867

 

 

 

45,173

 

 

 

15,918

 

 

 

27,949

 

 

 

14,028

 

Commercial and industrial loans

 

 

13,700

 

 

 

14,090

 

 

 

143

 

 

 

13,557

 

 

 

8,885

 

Leases receivable

 

 

5,902

 

 

 

5,909

 

 

 

1,112

 

 

 

4,790

 

 

 

2,863

 

Consumer loans

 

 

1,297

 

 

 

1,588

 

 

 

1,220

 

 

 

77

 

 

 

1

 

Total

 

$

64,766

 

 

$

66,760

 

 

$

18,393

 

 

$

46,373

 

 

$

25,778

 

 Recorded
Investment
 Unpaid 
Principal
Balance
 With No
Related
Allowance
Recorded
 With an
Allowance
Recorded
 Related
Allowance
 (in thousands)
September 30, 2017         
Real estate loans:         
Commercial property         
Retail$1,475
 $1,495
 $124
 $1,351
 $61
Hospitality6,288
 7,233
 2,165
 4,123
 3,057
Gas station4,260
 4,732
 4,155
 105
 
Other4,777
 5,170
 1,881
 2,897
 764
Residential property2,666
 2,812
 2,666
 
 
Total real estate loans19,466
 21,442
 10,991
 8,476
 3,882
Commercial and industrial loans:         
Commercial term3,429
 3,482
 361
 3,068
 531
Commercial lines of credit181
 181
 181
 
 
Total commercial and industrial loans3,610
 3,663
 542
 3,068
 531
Leases receivable3,378
 3,482
 658
 2,720
 2,008
Consumer loans1,045
 1,221
 1,045
 
 
Total Non-PCI loans and leases$27,499
 $29,808
 $13,236
 $14,264
 $6,421
          
December 31, 2016         
Real estate loans:         
Commercial property         
Retail$1,678
 $1,684
 $151
 $1,527
 $120
Hospitality6,227
 6,823
 2,243
 3,984
 3,078
Gas station4,984
 5,092
 4,984
 
 
Other6,070
 6,808
 3,127
 2,943
 782
Residential property2,798
 2,851
 2,798
 
 
Total real estate loans21,757
 23,258
 13,303
 8,454
 3,980
Commercial and industrial loans:         
Commercial term4,106
 4,171
 1,229
 2,877
 347
Commercial lines of credit68
 68
 68
 
 
Total commercial and industrial loans4,174
 4,239
 1,297
 2,877
 347
Consumer loans419
 489
 419
 
 
Total Non-PCI loans and leases$26,350
 $27,986
 $15,019
 $11,331
 $4,327


Nonaccrual Loans and Nonperforming Assets

The following table represents the amortized cost basis of loans on nonaccrual status and loans past due 90 days and still accruing as of June 30, 2020.


 

 

June 30, 2020

 

 

 

Nonaccrual Loans

With

No Allowance for

Credit Losses

 

 

Nonaccrual Loans

With

Allowance for

Credit Losses

 

 

Loans

Past Due

90 Days Still

Accruing

 

 

Total

Nonperforming

Loans

 

 

 

(in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

1,355

 

 

$

 

 

$

 

 

$

1,355

 

Other

 

 

3,883

 

 

 

620

 

 

 

 

 

 

4,503

 

Commercial property loans

 

 

5,238

 

 

 

620

 

 

 

 

 

 

5,858

 

Construction loans

 

 

13,046

 

 

 

12,808

 

 

 

 

 

 

25,854

 

Residential property loans

 

 

2,761

 

 

 

33

 

 

 

 

 

 

2,794

 

Total real estate loans

 

 

21,045

 

 

 

13,461

 

 

 

 

 

 

34,506

 

Commercial and industrial loans

 

 

12,878

 

 

 

907

 

 

 

 

 

 

13,785

 

Leases receivable

 

 

1,797

 

 

 

7,488

 

 

 

 

 

 

9,285

 

Consumer loans

 

 

688

 

 

 

 

 

 

 

 

 

688

 

Total

 

$

36,408

 

 

$

21,856

 

 

$

 

 

$

58,264

 


 Three Months Ended Nine Months Ended
 Average Recorded Investment 
Interest
Income
Recognized
 Average Recorded Investment 
Interest
Income
Recognized
 (in thousands)
September 30, 2017       
Real estate loans:       
Commercial property       
Retail$1,487
 $24
 $1,551
 $85
Hospitality6,476
 143
 6,268
 309
Gas station4,603
 85
 4,764
 297
Other4,886
 117
 4,917
 304
Residential property2,794
 26
 2,797
 87
Total real estate loans20,246
 395
 20,297
 1,082
Commercial and industrial loans:       
Commercial term3,495
 54
 3,739
 165
Commercial lines of credit1,060
 
 853
 16
Total commercial and industrial loans4,555
 54
 4,592
 181
Leases receivable3,560
 12
 4,044
 36
Consumer loans1,201
 15
 917
 21
Total Non-PCI loans and leases$29,562
 $476
 $29,850
 $1,320
        
September 30, 2016       
Real estate loans:       
Commercial property       
Retail$1,985
 $31
 $2,430
 $117
Hospitality3,222
 66
 4,429
 367
Gas station4,557
 134
 4,772
 395
Other6,541
 138
 7,438
 533
Residential property2,512
 28
 2,606
 85
Total real estate loans18,817
 397
 21,675
 1,497
Commercial and industrial loans:       
Commercial term4,792
 71
 5,032
 235
Commercial lines of credit15
 3
 29
 12
International loans
 
 420
 
Total commercial and industrial loans4,807
 74
 5,481
 247
Consumer loans682
 7
 688
 22
Total Non-PCI loans and leases$24,306
 $478
 $27,844
 $1,766


The following is a summary of interest foregone on impairednonaccrual loans and leases (excluding PCI loans) for the periods indicated:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Interest income that would have been recognized had impaired loans performed in accordance with their original terms

 

$

1,386

 

 

$

1,120

 

 

$

2,998

 

 

$

2,009

 

Less: Interest income recognized on impaired loans

 

 

(508

)

 

 

(696

)

 

 

(1,085

)

 

 

(1,378

)

Interest foregone on impaired loans

 

$

878

 

 

$

424

 

 

$

1,913

 

 

$

631

 

 Three Months Ended 
 September 30,
 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (in thousands)
Interest income that would have been recognized had impaired loans and leases performed in accordance with their original terms$696
 $695
 $1,934
 $2,306
Less: Interest income recognized on impaired loans and leases(476) (478) (1,320) (1,766)
Interest foregone on impaired loans and leases$220
 $217
 $614
 $540


There were no commitments to lend additional funds to borrowers whose loans are included in the table above.


Nonaccrual Loans and Leases and Nonperforming Assets

Loans and leases are placed on nonaccrual status when, in the opinion of management, the full timely collection of principal or interest is in doubt. Generally, the accrual of interest is discontinued when principal or interest payments become more than 90 days past due, unless management believes the receivable is adequately collateralized and in the process of collection. However, in certain instances, we may place a particular loan or lease receivable on nonaccrual status earlier, depending upon the individual circumstances surrounding the delinquency. When a receivable is placed on nonaccrual status, previously accrued but unpaid interest is reversed against current income. Subsequent collections of cash are applied as principal reductions when received, except when the ultimate collectability of principal is probable, in which case interest payments are credited to income. Nonaccrual loans and leases may be restored to accrual status when principal and interest payments become current and full repayment is expected.

The following table details nonaccrual loans, and leases (excluding PCI loans), disaggregated by loan class, as of the dates indicated:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

(in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

Retail

 

$

1,355

 

 

$

277

 

Hospitality

 

 

 

 

 

225

 

Other

 

 

4,503

 

 

 

14,864

 

Total Commercial property loans

 

 

5,858

 

 

 

15,366

 

Construction

 

 

25,854

 

 

 

27,201

 

Residential property

 

 

2,794

 

 

 

1,124

 

Total real estate loans

 

 

34,506

 

 

 

43,691

 

Commercial and industrial loans

 

 

13,785

 

 

 

13,479

 

Leases receivable

 

 

9,285

 

 

 

5,902

 

Consumer loans

 

 

688

 

 

 

689

 

Total nonaccrual loans

 

$

58,264

 

 

$

63,761

 

 September 30, 2017 December 31, 2016
 (in thousands)
Real estate loans:   
Commercial property   
Retail$253
 $404
Hospitality5,368
 5,266
Gas station742
 1,025
Other2,097
 2,033
Residential property621
 564
Total real estate loans9,081
 9,292
Commercial and industrial loans:   
Commercial term984
 824
Commercial lines of credit181
 
Total commercial and industrial loans1,165
 824
Leases receivable3,378
 901
Consumer loans934
 389
Total nonaccrual Non-PCI loans and leases$14,558
 $11,406


The following table details nonperforming assets (excluding PCI loans) as of the dates indicated:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

(in thousands)

 

Nonaccrual loans

 

$

58,264

 

 

$

63,761

 

Loans receivable 90 days or more past due and still accruing

 

 

 

 

 

 

Total nonperforming loans receivable

 

 

58,264

 

 

 

63,761

 

Other real estate owned ("OREO")

 

 

148

 

 

 

63

 

Total nonperforming assets

 

$

58,412

 

 

$

63,824

 

 September 30, 2017 December 31, 2016
 (in thousands)
Nonaccrual Non-PCI loans and leases$14,558
 $11,406
Loans and leases 90 days or more past due and still accruing
 
Total nonperforming Non-PCI loans and leases14,558
 11,406
OREO1,946
 7,484
Total nonperforming assets$16,504
 $18,890

As of September 30, 2017,

OREO consisted of six properties with a combined carrying value of $1.9 million, five of which with a combined carrying value of $1.8 million were acquiredis included in prepaid expenses and other assets in the Central Bancorp Inc. ("CBI") acquisition on August 31, 2014, or were obtained as a result of PCI loan collateral foreclosures subsequent to the acquisition date. As of December 31, 2016, OREO consisted of 12 properties with a combined carrying value of $7.5 million, including $5.7 million OREO acquired in the CBI acquisition or obtained as a result of PCI loan collateral foreclosures subsequent to the acquisition date.




Troubled Debt Restructurings
The following table details TDRs (excluding PCI loans)accompanying Consolidated Balance Sheets as of SeptemberJune 30, 20172020 and December 31, 2016:
 Nonaccrual TDRs Accrual TDRs
 Deferral
of
Principal
 Deferral
of
Principal
and
Interest
 Reduction
of
Principal
and
Interest
 Extension
of
Maturity
 Total Deferral
of
Principal
 Deferral
of
Principal
and
Interest
 Reduction
of
Principal
and
Interest
 Extension
of
Maturity
 Total
 (in thousands)
September 30, 2017                   
Real estate loans$1,959
 $3,836
 $67
 $
 $5,862
 $3,389
 $
 $1,399
 $1,245
 $6,033
Commercial and industrial loans132
 186
 48
 109
 475
 10
 184
 1,667
 485
 2,346
Consumer loans820
 
 
 
 820
 
 
 111
 
 111
Total Non-PCI TDR loans$2,911
 $4,022
 $115
 $109
 $7,157
 $3,399
 $184
 $3,177
 $1,730
 $8,490
                    
December 31, 2016                   
Real estate loans$1,679
 $4,373
 $143
 $
 $6,195
 $4,795
 $
 $1,514
 $1,633
 $7,942
Commercial and industrial loans149
 71
 69
 419
 708
 22
 198
 2,135
 730
 3,085
Consumer loans
 
 
 
 
 
 
 119
 
 119
Total Non-PCI TDR loans$1,828
 $4,444
 $212
 $419
 $6,903
 $4,817
 $198
 $3,768
 $2,363
 $11,146

2019.

Troubled Debt Restructurings

As of SeptemberJune 30, 20172020 and December 31, 2016,2019, total TDRs were $15.6$31.6 million and $18.0$56.3 million, respectively. A debt restructuring is considered a TDR if we grant a concession that we would not have otherwise considered, to the borrower for economic or legal reasons related to the borrower’s financial difficulties. Loans are considered to be TDRs if they were restructured, through payment structure modifications such as reducing the amount of principal and interest due monthly, and/or allowing for interest only monthly payments for three months or more. more or other payment structure modifications.

The following table details TDRs as of June 30, 2020 and December 31, 2019:

 

 

Nonaccrual TDRs

 

 

Accrual TDRs

 

 

 

Deferral of

Principal

 

 

Deferral of

Principal

and/or Interest

 

 

Reduction

of Principal

and/or Interest

 

 

Extension

of Maturity

 

 

Total

 

 

Deferral of

Principal

 

 

Deferral of

Principal

and/or Interest

 

 

Reduction

of Principal

and/or Interest

 

 

Extension

of Maturity

 

 

Total

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans

 

$

 

 

$

1,483

 

 

$

13,548

 

 

$

618

 

 

$

15,649

 

 

$

 

 

$

 

 

$

 

 

$

13,796

 

 

$

13,796

 

Commercial and industrial loans

 

 

 

 

 

181

 

 

 

247

 

 

 

296

 

 

 

724

 

 

 

 

 

 

 

 

 

51

 

 

 

85

 

 

 

136

 

Consumer loans

 

 

661

 

 

 

 

 

 

 

 

 

 

 

 

661

 

 

 

521

 

 

 

 

 

 

71

 

 

 

 

 

 

592

 

Total

 

$

661

 

 

$

1,664

 

 

$

13,795

 

 

$

914

 

 

$

17,034

 

 

$

521

 

 

$

 

 

$

122

 

 

$

13,881

 

 

$

14,524

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans

 

$

 

 

$

132

 

 

$

27,740

 

 

$

13,926

 

 

$

41,798

 

 

$

 

 

$

 

 

$

 

 

$

 

 

$

 

Commercial and industrial loans

 

 

 

 

 

153

 

 

 

12,527

 

 

 

312

 

 

 

12,991

 

 

 

 

 

 

36

 

 

 

71

 

 

 

114

 

 

 

222

 

Consumer loans

 

 

689

 

 

 

 

 

 

 

 

 

 

 

 

689

 

 

 

531

 

 

 

 

 

 

77

 

 

 

 

 

 

608

 

Total

 

$

689

 

 

$

285

 

 

$

40,266

 

 

$

14,238

 

 

$

55,478

 

 

$

531

 

 

$

36

 

 

$

148

 

 

$

114

 

 

$

830

 


The following table presents the number of loans by class modified as troubled debt restructurings that occurred during the periods indicated, with their pre- and post-modification recorded amounts.

 

 

Three Months ended

 

 

Twelve Months ended

 

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Number of

Loans

 

 

Pre-

Modification

Outstanding

Recorded

Investment

 

 

Post-

Modification

Outstanding

Recorded

Investment

 

 

Number of

Loans

 

 

Pre-

Modification

Outstanding

Recorded

Investment

 

 

Post-

Modification

Outstanding

Recorded

Investment

 

 

 

(in thousands except for number of loans)

 

Real estate loans

 

 

2

 

 

$

2,002

 

 

$

1,973

 

 

 

5

 

 

$

40,743

 

 

$

41,798

 

Commercial and industrial loans

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

12,779

 

 

 

12,562

 

Consumer loans

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

549

 

 

 

531

 

Total

 

 

2

 

 

$

2,002

 

 

$

1,973

 

 

 

8

 

 

$

54,071

 

 

$

54,891

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six Months ended

 

 

Twelve Months ended

 

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Number of

Loans

 

 

Pre-

Modification

Outstanding

Recorded

Investment

 

 

Post-

Modification

Outstanding

Recorded

Investment

 

 

Number of

Loans

 

 

Pre-

Modification

Outstanding

Recorded

Investment

 

 

Post-

Modification

Outstanding

Recorded

Investment

 

 

 

(in thousands except for number of loans)

 

Real estate loans

 

 

2

 

 

$

2,002

 

 

$

1,973

 

 

 

5

 

 

$

40,743

 

 

$

41,798

 

Commercial and industrial loans

 

 

 

 

 

 

 

 

 

 

 

2

 

 

 

12,779

 

 

 

12,562

 

Consumer loans

 

 

 

 

 

 

 

 

 

 

 

1

 

 

 

549

 

 

 

531

 

Total

 

 

2

 

 

$

2,002

 

 

$

1,973

 

 

 

8

 

 

$

54,071

 

 

$

54,891

 

All TDRs are impaired and are individually evaluated for specific impairmentanalyzed using one of these three criteria: (1) the present value of expected future cash flows discounted at the loan’s effective interest rate; (2) the loan’s observable market price; or (3) the fair value of the collateral if the loan is collateral dependent. At SeptemberJune 30, 20172020 and December 31, 2016, $2.22019, TDRs were subjected to specific impairment analysis. We determined impairment allowances of $0.1 million and $3.4$22.7 million, respectively, of allowance relatingrelated to these loans and such allowances were included in the allowance for credit losses.

A loan and lease losses.


For the restructured loans on accrual status, we determined that, based on the financial capabilities of the borrowers at the time of the loan restructuring and the borrowers’ past performanceis considered to be in the payment of debt service under the previous loan terms, performance and collection under the revised terms are probable.
During the three and nine month periods ended Septemberdefault once it is 30 2016, there was one commercial term loan with recorded investment of $53,000 that defaulted subsequent to the modifications occurring within the previous 12 months.There were no such defaults during the three and nine months periods ended September 30, 2017.


Purchased Credit Impaired Loans

The following table summarizes the changes in carrying value of PCI loans during the nine months ended September 30, 2017 and 2016:
 Carrying Amount Accretable Yield
 (in thousands)
Balance at January 1, 2017$8,892
 $(5,677)
Accretion501
 501
Payments received(1,770) 
Disposal/transfer to OREO110
 
Change in expected cash flows, net
 (306)
Loan loss (provision) income177
 
Balance at September 30, 2017$7,910
 $(5,482)
    
Balance at January 1, 2016$14,573
 $(5,944)
Accretion933
 933
Payments received(6,408) 
Disposal/transfer to OREO1,143
 
Change in expected cash flows, net
 (900)
Loan loss (provision) income(234) 
Balance at September 30, 2016$10,007
 $(5,911)
As of September 30, 2017 and December 31, 2016, pass/pass-watch, special mention and classified PCI loans, disaggregated by loan class, were as follows:
 Pass/Pass-Watch Special Mention Classified Total Allowance Total
 (in thousands)
September 30, 2017           
Real estate loans$1,257
 $357
 $6,996
 $8,610
 $752
 $7,858
Commercial and industrial loans
 
 51
 51
 41
 10
Consumer loans
 
 43
 43
 1
 42
Total PCI loans$1,257
 $357
 $7,090
 $8,704
 $794
 $7,910
            
December 31, 2016           
Real estate loans$1,153
 $1,180
 $7,344
 $9,677
 $922
 $8,755
Commercial and industrial loans
 
 136
 136
 41
 95
Consumer loans
 
 50
 50
 8
 42
Total PCI loans$1,153
 $1,180
 $7,530
 $9,863
 $971
 $8,892
Loans accounted for as PCI are generally considered accruing and performing loans as the accretable discount is accreted to interest income over the estimated life of the loan when cash flows are reasonably estimable. Accordingly, PCI loans that aredays contractually past due are still considered to be accruingunder the modified terms. One loan for $33,000 defaulted during the three- and performing loans. Ifsix-months ended June 30, 2020 following modification. During the timing and amount of future cash flows is not reasonably estimable, the loans are classified as nonaccrual loans and interest income is not recognized until the timing and amount of future cash flows can be reasonably estimated. As of September 30, 2017 andyear ended December 31, 2016, we had no PCI loans on nonaccrual status.



The2019, one loan for $132,000 defaulted within the twelve-month period following table presents a summary of the borrowers' underlying payment status of PCI loans as of the dates indicated:
 30-59 Days Past Due 60-89 Days Past Due 90 Days or More Past Due Total Past Due Current Total Allowance Amount Total
 (in thousands)
September 30, 2017               
Real estate loans$689
 $
 $579
 $1,268
 $7,342
 $8,610
 $752
 $7,858
Commercial and industrial loans
 
 5
 5
 46
 51
 41
 10
Consumer loans
 
 
 
 43
 43
 1
 42
Total PCI loans$689
 $
 $584
 $1,273
 $7,431
 $8,704
 $794
 $7,910
                
December 31, 2016               
Real estate loans$975
 $
 $361
 $1,336
 $8,341
 $9,677
 $922
 $8,755
Commercial and industrial loans
 
 6
 6
 130
 136
 41
 95
Consumer loans
 
 50
 50
 
 50
 8
 42
Total PCI loans$975
 $
 $417
 $1,392
 $8,471
 $9,863
 $971
 $8,892

Below is a summary of PCI loans as of September 30, 2017 and December 31, 2016:
 Pooled PCI Loans Non-pooled PCI Loans  
 Number of Loans Number of Pools 
Carrying Amount
(in thousands)
 Percentage of Total Number of Loans 
Carrying Amount
(in thousands)
 Percentage of Total 
Total PCI Loans
 (in thousands)
September 30, 2017               
Real estate loans:               
Commercial property41
 6
 $6,788
 88.7% 1
 $864
 11.3% $7,652
Residential property
 
 
 % 1
 958
 100.0% $958
Total real estate loans41
 6
 6,788
 78.8% 2
 1,822
 21.2% 8,610
Commercial and industrial loans3
 3
 51
 100.0% 
 
 % 51
Consumer loans1
 1
 4
 9.3% 1
 39
 90.4% 43
Total acquired loans45
 10
 6,843
 78.6% 3
 1,861
 21.4% 8,704
Allowance for loan losses    (378)     (416)   (794)
Total carrying amount    $6,465
     $1,445
   $7,910

 Pooled PCI Loans Non-pooled PCI Loans  
 Number of Loans Number of Pools 
Carrying Amount
(in thousands)
 Percentage of Total Number of Loans 
Carrying Amount
(in thousands)
 Percentage of Total 
Total PCI Loans
 (in thousands)
December 31, 2016               
Real estate loans:               
Commercial property45
 6
 $7,780
 89.4% 1
 $921
 10.6% $8,701
Residential property
 
 
 % 2
 976
 100.0% $976
Total real estate loans45
 6
 7,780
 80.4% 3
 1,897
 19.6% 9,677
Commercial and industrial loans6
 3
 136
 100.0% 
 
 % 136
Consumer loans1
 1
 50
 100.0% 
 
 % 50
Total acquired loans52
 10
 7,966
 80.8% 3
 1,897
 19.2% 9,863
Allowance for loan losses    (617)     (354)   (971)
Total carrying amount    $7,349
     $1,543
   $8,892



modification.

Note 4 — Servicing Assets and Liabilities


The changes in servicing assets and liabilities for the ninethree months ended SeptemberJune 30, 20172020 and 20162019 were as follows:

 

 

Three Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Servicing assets:

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

6,727

 

 

$

7,978

 

Addition related to sale of SBA loans

 

 

 

 

 

344

 

Amortization

 

 

(540

)

 

 

(755

)

Balance at end of period

 

$

6,187

 

 

$

7,567

 


The changes in servicing assets for the six months ended June 30, 2020 and 2019 were as follows:

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Servicing assets:

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

6,956

 

 

$

8,520

 

Addition related to sale of SBA loans

 

 

354

 

 

 

659

 

Amortization

 

 

(1,123

)

 

 

(1,612

)

Balance at end of period

 

$

6,187

 

 

$

7,567

 

 2017 2016
 (in thousands)
Servicing assets:   
Balance at beginning of period$10,564
 $11,744
Addition related to sale of SBA loans1,949
 1,452
Amortization(2,415) (2,363)
Reversal of allowance330
 
Balance at end of period$10,428
 $10,833
    
Servicing liabilities:   
Balance at beginning of period$3,143
 $4,784
Amortization(706) (1,358)
Reversal of allowance(67) 
Balance at end of period$2,370
 $3,426

At SeptemberJune 30, 20172020 and 2016,December 31, 2019, we serviced loans sold to unaffiliated parties in the amounts of $482.0$412.3 million and $485.1$422.3 million, respectively. These represented loans that have been sold for which the Bank continues to provide servicing. These loans are maintained off balanceoff-balance sheet and are not included in the loans receivable balance. All of the loans serviced were SBA loans.


The Company recorded servicing fee income of $1.2 million for each of the three-month periods ended September 30, 2017 and 2016, and $3.5 million and $3.6$1.1 million for the ninethree months ended SeptemberJune 30, 20172020 and 2016,2019, respectively. The Company recorded servicing fee income of $2.3 million and $2.2 million for the six months ended June 30, 2020 and 2019, respectively. Servicing fee income, net of the amortization of servicing assets, and liabilities, is included in other operating income in the consolidated statements of income. Net amortizationAmortization expense was $624,000$433,000 and $598,000$573,000 for the three months ended SeptemberJune 30, 20172020 and 2016,2019, respectively and $1.7 million$969,000 and $1.0$1.3 million for the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively.


Note 5 — Income Taxes


The Company’s income tax expense was $9.9$4.5 million and $8.2$1.2 million for the three months ended September 30, 2017 and 2016, respectively. Therepresenting an effective income tax rate was 39.9of 32.7 percent and 38.631.5 percent for the three months ended SeptemberJune 30, 20172020 and 2016,2019, respectively. The Company’s income tax expense was $27.6$5.5 million and $23.3$7.5 million for the nine months ended September 30, 2017 and 2016, respectively. Therepresenting an effective income tax rate was 39.0of 32.3 percent and 35.630.2 percent for the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively. Income tax expense for the nine months ended September 30, 2016 includes a $1.8 million tax benefit recorded as a result of finalization of the Company's 2014 amended income tax returns.


Management concluded that as of SeptemberJune 30, 20172020 and December 31, 2016,2019, a valuation allowance of $1.0$4.9 million was appropriate against certain state net operating losses.

losses and certain tax credits. For all other deferred tax assets, management believes it was more likely than not that these deferred tax assets will be realized principally through future taxable income and reversal of existing taxable temporary differences. The net deferred tax asset was $43.3 million and $36.8 million and the net current tax liability was $8.2 million and $0 as of June 30, 2020 and December 31, 2019, respectively.

The Company is subject to examination by various federal and state tax authorities for thecertain years ended December 31, 20082015 through 2016. As of September 30, 2017, the Company was subject to audit or examination by Internal Revenue Service for the 2014 tax year and California Franchise Tax Board for the 2008 and 2009 tax years.2019. Management does not anticipate any material changes in our consolidated financial statements which may arise as a result of these audits or examinations.

During the quarter ended June 30, 2020, there was 0 material change to the Company’s uncertain tax positions. The Company does not expect its unrecognized tax positions to change significantly over the next twelve months.

The Coronavirus Aid, Relief, and Economic Security Act, or the CARES Act, was signed into law on March 27, 2020. The tax package is broad, with provisions for tax payment relief, significant business incentives, and certain corrections to the 2017 Tax Cuts and Jobs Act, or the Tax Act. The tax relief measures for entities includes a five-year net operating loss carry back, increases in interest expense deduction limits, accelerates alternative minimum tax credit refunds, provides payroll tax relief, and provides a technical correction to allow accelerated deductions for qualified improvement property. ASC Topic 740, Income Taxes, requires the effect of changes in tax law be recognized in the period in which new legislation is enacted. The enactment of the CARES Act is not material to the Company’s income taxes for the three and six months ended June 30, 2020, and is not expected to have a material impact on its financial statements for the full year ended December 31, 2020.  









Note 6 — DebtGoodwill and other intangibles

The third-party originators intangible of $483,000 and goodwill of $11.0 million were recorded as a result of the acquisition of a leasing portfolio in 2016. The core deposit intangible of $2.2 million was recognized for the core deposits acquired in a 2014 acquisition. The Company’s intangible assets were as follows for the periods indicated:

 

 

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Amortization

Period

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Net

Carrying

Amount

 

 

Gross

Carrying

Amount

 

 

Accumulated

Amortization

 

 

Net

Carrying

Amount

 

 

 

 

 

(in thousands)

 

Core deposit intangible

 

10 years

 

$

2,213

 

 

$

(1,657

)

 

$

556

 

 

$

2,213

 

 

$

(1,567

)

 

$

646

 

Third-party originators intangible

 

7 years

 

 

483

 

 

 

(328

)

 

 

155

 

 

 

483

 

 

 

(287

)

 

 

196

 

Goodwill

 

N/A

 

 

11,031

 

 

 

 

 

 

11,031

 

 

 

11,031

 

 

 

 

 

 

11,031

 

Total intangible assets

 

 

 

$

13,727

 

 

$

(1,985

)

 

$

11,742

 

 

$

13,727

 

 

$

(1,854

)

 

$

11,873

 

Intangible assets amortization expense for the three-month periods ended June 30, 2020 and 2019 was $65,000 and $65,000, respectively, and for the six-month periods ended June 30, 2020 and 2019 was $131,000 and $155,000, respectively. During the first quarter of 2020, the Company performed an impairment analysis on its goodwill and other intangible assets and determined there was 0 impairment.

Note 7 — Deposits

Time deposits at or exceeding the FDIC insurance limit of $250,000 at June 30, 2020 and December 31, 2019 were $308.5 million and $299.9 million, respectively.

The scheduled maturities of time deposits are as follows for the periods indicated:

At June 30, 2020

 

Time

Deposits of

$250,000

or More

 

 

Other Time

Deposits

 

 

Total

 

 

 

(in thousands)

 

2020

 

$

213,200

 

 

$

549,973

 

 

$

763,174

 

2021

 

 

94,456

 

 

 

514,553

 

 

 

609,009

 

2022

 

 

 

 

 

59,134

 

 

 

59,134

 

2023

 

 

796

 

 

 

1,841

 

 

 

2,636

 

2024 and thereafter

 

 

 

 

 

1,062

 

 

 

1,062

 

Total

 

$

308,453

 

 

$

1,126,562

 

 

$

1,435,015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

At December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

2020

 

$

291,940

 

 

$

1,098,666

 

 

$

1,390,606

 

2021

 

 

7,186

 

 

 

130,331

 

 

 

137,517

 

2022

 

 

 

 

 

25,155

 

 

 

25,155

 

2023

 

 

789

 

 

 

1,185

 

 

 

1,974

 

2024 and thereafter

 

 

 

 

 

669

 

 

 

669

 

Total

 

$

299,914

 

 

$

1,256,005

 

 

$

1,555,919

 

Accrued interest payable on deposits was $8.6 million and $11.2 million at June 30, 2020 and December 31, 2019, respectively. Total deposits reclassified to loans due to overdrafts at June 30, 2020 and December 31, 2019 were $442,000 and $1.5 million, respectively.


Note 8 — Borrowings

At June 30, 2020, the Bank had 0 overnight advances and $150.0 million in term advances outstanding with the FHLB Borrowings


with a weighted average interest rate of 1.63 percent. At December 31, 2019, the Bank had $15.0 million in overnight advances with a weighted average interest rate of 1.66 percent and $75.0 million of term advances with the FHLB with a weighted average rate of 1.71 percent. The Bank had $110.0$101.8 million and $315.0 million inof 0.35 percent advances (borrowings) fromwith the FHLBFRB under the Paycheck Protection Program Lending Facility. The advances were repaid subsequent to the end of the second quarter. There were 0 outstanding borrowings with the FRB as of September 30, 2017 and December 31, 2016, respectively. The FHLB advances were all overnight2019. Interest expense on borrowings at September 30, 2017 and December 31, 2016. Forfor the three months ended SeptemberJune 30, 2017 and 2016,2020 was $760,000.  There was 0 interest expense on FHLB advances was $198,000 and $179,000, respectively, andborrowings for the weighted-average interest rate was 1.16 percent and 0.47 percent, respectively. Forthree-month period ended June 30, 2019. Interest expense on borrowings for the ninesix months ended SeptemberJune 30, 20172020 and 2016, interest expense on2019 was $1.3 million and $72,000, respectively.

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Outstanding

Balance

 

 

Weighted

Average Rate

 

 

Outstanding

Balance

 

 

Weighted

Average Rate

 

 

 

(dollars in thousands)

 

Overnight advances

 

$

 

 

 

0.00

%

 

$

15,000

 

 

 

1.66

%

Advances due with 12 months

 

 

50,000

 

 

 

1.66

%

 

 

25,000

 

 

 

1.75

%

Advances due over 12 months through 24 months

 

 

50,000

 

 

 

1.59

%

 

 

25,000

 

 

 

1.66

%

Advances due over 24 months through 36 months

 

 

50,000

 

 

 

1.63

%

 

 

25,000

 

 

 

1.72

%

Outstanding advances

 

$

150,000

 

 

 

1.63

%

 

$

90,000

 

 

 

1.70

%

The following is financial data pertaining to FHLB advances was $714,000 and $673,000, respectively, and the weighted-average interest rate was 0.80 percent and 0.44 percent, respectively.advances:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

(dollars in thousands)

 

Weighted-average interest rate at end of period

 

 

1.63

%

 

 

1.70

%

Weighted-average interest rate during the period

 

 

1.39

%

 

 

1.89

%

Average balance of FHLB advances

 

$

163,269

 

 

$

40,374

 

Maximum amount outstanding at any month-end

 

$

300,000

 

 

$

285,000

 


The Bank maintains a secured credit facility with the FHLB, allowing the Bank to borrow on an overnight and term basis. The Bank had $1.1$2.4 billion and $1.4 billion of loans pledged as collateral with the FHLB which provides $808.9 million inas of June 30, 2020 and December 31, 2019, respectively. Remaining available borrowing capacity was $1.5 billion, subject to the FHLB statutory lending limit of which $698.9$1.4 billion, and $878.4 million remained available at SeptemberJune 30, 2017.


2020 and December 31, 2019, respectively.

The Bank also hashad securities with market values of $9.3$50.0 million and $30.2 million at June 30, 2020 and December 31, 2019, respectively, pledged with the FRB,Federal Reserve Bank (“FRB”), which provides $9.2provided $47.9 million and $29.6 million in available borrowing capacity through the Fed Discount Window. There were no outstanding borrowings with the FRBWindow as of SeptemberJune 30, 20172020 and December 31, 2016.


Subordinated Debentures
The Company issued Fixed-to-Floating Subordinated Notes (“Notes”) of $100 million on March 21, 2017, with a final maturity on March 30, 2027.  The Notes will bear interest at an initial fixed rate of 5.45% per annum, payable semi-monthly on March 30 and September 30 of each year, commencing September 30, 2017.  From and including March 30, 2022 and thereafter, the Notes will bear interest at a floating rate equal to the then current three-month LIBOR, as calculated on each applicable date of determination, plus 3.315% payable quarterly. If the then current three-month LIBOR is less than zero, three-month LIBOR will be deemed to be zero. Debt issuance cost was $2.3 million, which is being amortized through the Note's maturity date. At September 30, 2017, the balance of Notes included in the Company's consolidated balance sheet, net of debt issuance cost, was $97.9 million. The amortization of debt issuance cost was $43,000 and $90,000 for the three and nine months ended September 30, 2017,2019, respectively.
The Company assumed Junior Subordinated Deferrable Interest Debentures (“Subordinated Debentures”) as a result of the acquisition of CBI with an unpaid principal balance of $26.8 million and an estimated fair value of $18.5 million. The $8.3 million discount is being amortized to interest expense through the debentures' maturity date of March 15, 2036. CBI formed a trust in 2005 and issued $26.0 million of Trust Preferred Securities (“TPS”) at 6.26 percent fixed rate for the first five years and a variable rate at the 3 month LIBOR plus 140 basis points thereafter and invested the proceeds in the Subordinated Debentures. The Company may redeem the Subordinated Debentures at an earlier date if certain conditions are met. The TPS will be subject to mandatory redemption if the Subordinated Debentures are repaid by the Company. Interest is payable quarterly, and the Company has the option to defer interest payments on the Subordinated Debentures from time to time for a period not to exceed five consecutive years. At September 30, 2017 and December 31, 2016, the balance of Subordinated Debentures included in the Company's consolidated balance sheets, net of discount of $7.6 million and $7.8 million, was $19.2 million and $19.0 million, respectively. The amortization of discount was $85,000 and $67,000 for the three months ended September 30, 2017, and 2016, respectively, and $243,000 and $185,000 for the nine months ended September 30, 2017, and 2016, respectively.

Note 79 — Earnings Per Share


Earnings per share (“EPS”) is calculated on both a basic and a diluted basis. Basic EPS excludes dilution and is computed by dividing income available to common stockholders 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 from the issuance of common stock that then shared in earnings, excluding common shares in treasury.


For diluted EPS, weighted-average number of common shares includedincludes the impact of unvested restricted stock under the treasury method.

Unvested restricted stock containing rights to non-forfeitable dividends are considered participating securities prior to vesting and have been included in the earnings allocation in computing basic and diluted EPS under the two-class method. Basic EPS is computed by dividing net income, net of income allocated to participating securities, by the weighted-average number of common shares. For diluted EPS, weighted-average number of common shares include the diluted effect of stock options.




The following table is a reconciliation of the components used to derive basic and diluted EPS for the periods indicated:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Basic EPS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

9,175

 

 

$

2,656

 

 

$

11,526

 

 

$

17,328

 

Less: income allocated to unvested restricted stock

 

 

55

 

 

 

16

 

 

 

80

 

 

 

99

 

Income allocated to common shares

 

$

9,120

 

 

$

2,640

 

 

$

11,446

 

 

$

17,229

 

Weighted-average shares for basic EPS

 

 

30,426,967

 

 

 

30,685,301

 

 

 

30,447,984

 

 

 

30,688,698

 

Basic EPS (1)

 

$

0.30

 

 

$

0.09

 

 

$

0.38

 

 

$

0.56

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effect of dilutive stock options

 

 

 

 

 

42,380

 

 

 

2,247

 

 

 

40,322

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income allocated to common shares

 

$

9,120

 

 

$

2,640

 

 

$

11,446

 

 

$

17,229

 

Weighted-average shares for diluted EPS

 

 

30,426,967

 

 

 

30,727,681

 

 

 

30,450,231

 

 

 

30,729,020

 

Diluted EPS (1)

 

$

0.30

 

 

$

0.09

 

 

$

0.38

 

 

$

0.56

 

(1)

Per share amounts may not be able to be recalculated using net income and weighted-average shares presented above due torounding.

 Three Months Ended 
 September 30,
 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (in thousands, except for share and per share data)
Basic EPS:       
Net income$14,923
 $13,121
 $43,162
 $42,073
Less: income allocated to unvested restricted shares93
 81
 270
 258
Income allocated to common shares$14,830
 $13,040
 $42,892
 $41,815
Weighted-average shares for basic EPS32,095,286
 31,912,470
 32,058,705
 31,880,466
Basic EPS$0.46
 $0.41
 $1.34
 $1.31
        
Effect of dilutive securities - options and unvested restricted stock160,528
 175,763
 171,614
 150,829
        
Diluted EPS:
 
 
 
Income allocated to common shares$14,830
 $13,040
 $42,892
 $41,815
Weighted-average shares for diluted EPS32,255,814
 32,088,233
 32,230,319
 32,031,295
Diluted EPS$0.46
 $0.41
 $1.33
 $1.31

There were no0 anti-dilutive stock options with an anti-dilutive effectoutstanding for the three and ninesix months ended SeptemberJune 30, 2017. For2020 or 2019.

Note 10 — Regulatory Matters

Federal bank regulatory agencies require bank holding companies and banks to maintain a minimum ratio of qualifying total capital to risk-weighted assets of 8.0 percent and a minimum ratio of Tier 1 capital to risk-weighted assets of 6.0 percent. In addition to the threerisk-based guidelines, federal bank regulatory agencies require bank holding companies and nine months ended Septemberbanks to maintain a minimum ratio of Tier 1 capital to average assets, referred to as the leverage ratio, of 4.0 percent.

In order for banks to be considered “well capitalized,” federal bank regulatory agencies require a minimum ratio of qualifying total capital to risk-weighted assets of 10.0 percent and a minimum ratio of Tier 1 capital to risk-weighted assets of 8.0 percent. In addition to the risk-based guidelines, federal bank regulatory agencies require depository institutions to maintain a minimum ratio of Tier 1 capital to average assets, referred to as the leverage ratio, of 5.0 percent.

At June 30, 2016, 12,034 and 74,389 stock options, respectively, were not included in2020, the computation of diluted EPS because their effect was anti-dilutive.


Note 8 – Accumulated Other Comprehensive Income

Activity in accumulated other comprehensive incomeBank’s capital ratios exceeded the minimum requirements for the three months ended September 30, 2017 and 2016 was as follows:
 
Unrealized Gains
and Losses on
Available for Sale
Securities
 Tax Benefit (Expense) Total
 (in thousands)
September 30, 2017     
Balance at beginning of period$235
 $(98) $137
Other comprehensive income before reclassification529
 (109) 420
Reclassification from accumulated other comprehensive income(267) 
 (267)
Period change262
 (109) 153
Balance at end of period$497
 $(207) $290
      
September 30, 2016     
Balance at beginning of period$13,816
 $(4,695) $9,121
Other comprehensive income before reclassification(2,629) 1,109
 (1,520)
Reclassification from accumulated other comprehensive income(46) 
 (46)
Period change(2,675) 1,109
 (1,566)
Balance at end of period$11,141
 $(3,586) $7,555

For the three months ended September 30, 2017, there was a $267,000 reclassification from accumulated other comprehensive incomeBank to gains in earnings resulting from the sale of available-for-sale securities. The $267,000 reclassification adjustment out of accumulated other comprehensive income was included in net gain on sales of securities under noninterest income. Net unrealized gains of $227,000 related to these sold securities had previously been recorded in accumulated other comprehensive income as of the beginning of the period.



For the three months ended September 30, 2016, there was a $46,000 reclassification from accumulated other comprehensive income to gains in earnings resulting from the sale of available-for-sale securities. The $46,000 reclassification adjustment out of accumulated other comprehensive income was included in net gain on sales of securities under noninterest income. Net unrealized gains of $321,000 related to these sold securities had previously been recorded in accumulated other comprehensive income as of the beginning of the period.

Activity in accumulated other comprehensive income for the nine months ended September 30, 2017 and 2016 was as follows:
 
Unrealized Gains
and Losses on
Available for Sale
Securities
 
Unrealized Gains
and Losses on
Interest-Only
Strip
 Tax Benefit (Expense) Total
 (in thousands)
September 30, 2017       
Balance at beginning of period$(4,089) $
 $1,695
 $(2,394)
Other comprehensive income before reclassification6,059
 
 (1,902) 4,157
Reclassification from accumulated other comprehensive income(1,473) 
 
 (1,473)
Period change4,586
 
 (1,902) 2,684
Balance at end of period$497
 $
 $(207) $290
        
September 30, 2016       
Balance at beginning of period$(2,331) $9
 $2,007
 $(315)
Other comprehensive income before reclassification13,518
 (9) (5,593) 7,916
Reclassification from accumulated other comprehensive income(46) 
 
 (46)
Period change13,472
 (9) (5,593) 7,870
Balance at end of period$11,141
 $
 $(3,586) $7,555

For the nine months ended September 30, 2017, there was a $1.5 million reclassification from accumulated other comprehensive income to gains in earnings resulting from the sale of available-for-sale securities. The $1.5 million reclassification adjustment out of accumulated other comprehensive income was included in net gain on sales of securities under noninterest income. Net unrealized gains of $971,000 related to these sold securities had previously been recorded in accumulated other comprehensive income as of the beginning of the period.

For the nine months ended September 30, 2016, there was a $46,000 reclassification from accumulated other comprehensive income to gains in earnings resulting from the sale of available-for-sale securities. The $46,000 reclassification adjustment out of accumulated other comprehensive income was included in net gain on sales of securities under noninterest income. Net unrealized gains of $314,000 related to these sold securities had previously been recorded in accumulated other comprehensive income as of the beginning of the period.

Note 9 — Regulatory Matters

Risk-Based Capital

In July 2013, the Board of Governors of the Federal Reserve, the Office of the Comptroller of the Currencybe considered “well capitalized” and the FDIC approved the Basel IIICompany exceeded all of its applicable minimum regulatory capital framework and related changes under the Dodd-Frank Wall Street Reform and Consumer Protection Act. The rules revise minimum capital requirements and adjust prompt corrective action thresholds. The rules also revise the regulatory capital elements, add a new common equity Tier I capital ratio and increase the minimum Tier I capital ratio requirement. The revisions permit banking organizations to retain, through a one-time election, the existing treatment for accumulated other comprehensive income. Basel III rules, including certain transitional provisions, became effective January 1, 2015, and its requirements are included in the capital ratios presented in the table shown below.

In addition, a newrequirements.

A capital conservation buffer of 2.5% began to be phased in2.5 percent became effective January 1, 2016 throughon January 1, 2019, and must be met to avoid limitations on the ability of the Bank to pay dividends, repurchase shares or pay



discretionary bonuses. In January 2016, the new capital conservation buffer requirement was 0.625% of risk-weighted assets and will increase each year until fully implemented in January 2019. The Company and the Bank's capital conservation buffer was 6.56%5.62 percent and 7.32%, respectively,6.64 percent and the Company's capital conservation buffer was 4.86 percent and 5.78 percent as of SeptemberJune 30, 2017,2020 and 5.86% and 5.64%, respectively, as of December 31, 2016.
2019, respectively.

In March 2020, the OCC, the Board of Governors of the Federal Reserve System, and the FDIC announced an interim final rule to delay the impact on regulatory capital arising from the implementation of CECL. The interim final rule maintains the three-year transition option in the previous rule and provides banks the option to delay for two years an estimate of CECL’s effect on regulatory capital, relative to the incurred loss methodology’s effect on regulatory capital, followed by a three-year transition period (five-year transition option). The Company and the Bank adopted the capital transition relief over the permissible five-year period.


The capital ratios of Hanmi Financial and the Bank as of SeptemberJune 30, 20172020 and December 31, 20162019 were as follows:

 

 

 

 

 

 

 

 

 

 

Minimum

 

 

Minimum to Be

 

 

 

 

 

 

 

 

 

 

 

Regulatory

 

 

Categorized as

 

 

 

Actual

 

 

Requirement

 

 

“Well Capitalized”

 

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

Amount

 

 

Ratio

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total capital (to risk-weighted assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

717,493

 

 

 

14.04

%

 

$

408,870

 

 

 

8.00

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

695,899

 

 

 

13.62

%

 

$

408,716

 

 

 

8.00

%

 

$

510,895

 

 

 

10.00

%

Tier 1 capital (to risk-weighted assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

554,813

 

 

 

10.86

%

 

$

306,652

 

 

 

6.00

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

631,681

 

 

 

12.36

%

 

$

306,537

 

 

 

6.00

%

 

$

408,716

 

 

 

8.00

%

Common equity Tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

534,582

 

 

 

10.46

%

 

$

229,989

 

 

 

4.50

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

631,681

 

 

 

12.36

%

 

$

229,903

 

 

 

4.50

%

 

$

332,082

 

 

 

6.50

%

Tier 1 capital (to average assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

554,813

 

 

 

9.69

%

 

$

229,116

 

 

 

4.00

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

631,681

 

 

 

11.03

%

 

$

229,017

 

 

 

4.00

%

 

$

286,271

 

 

 

5.00

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total capital (to risk-weighted assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

714,288

 

 

 

15.11

%

 

$

378,059

 

 

 

8.00

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

691,024

 

 

 

14.64

%

 

$

377,516

 

 

 

8.00

%

 

$

471,895

 

 

 

10.00

%

Tier 1 capital (to risk-weighted assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

556,820

 

 

 

11.78

%

 

$

283,544

 

 

 

6.00

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

631,978

 

 

 

13.39

%

 

$

283,137

 

 

 

6.00

%

 

$

377,516

 

 

 

8.00

%

Common equity Tier 1 capital (to risk-weighted assets)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

536,781

 

 

 

11.36

%

 

$

212,658

 

 

 

4.50

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

631,978

 

 

 

13.39

%

 

$

212,353

 

 

 

4.50

%

 

$

306,732

 

 

 

6.50

%

Tier 1 capital (to average assets):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

$

556,820

 

 

 

10.15

%

 

$

219,367

 

 

 

4.00

%

 

N/A

 

 

N/A

 

Hanmi Bank

 

$

631,978

 

 

 

11.56

%

 

$

218,748

 

 

 

4.00

%

 

$

273,435

 

 

 

5.00

%

 Actual 
Minimum
Regulatory
Requirement
 
Minimum to Be
Categorized as
“Well Capitalized”
 Amount Ratio Amount Ratio Amount Ratio
 (dollars in thousands)
September 30, 2017           
Total capital (to risk-weighted assets):           
Hanmi Financial$677,024
 15.58% $347,757
 8.00%  N/A
 N/A
Hanmi Bank$666,298
 15.32% $347,949
 8.00% $434,936
 10.00%
Tier 1 capital (to risk-weighted assets):           
Hanmi Financial$545,698
 12.56% $260,818
 6.00%  N/A
 N/A
Hanmi Bank$632,891
 14.55% $260,962
 6.00% $347,949
 8.00%
Common equity Tier 1 capital (to risk-weighted assets):           
Hanmi Financial$530,347
 12.20% $195,613
 4.50%  N/A
 N/A
Hanmi Bank$632,891
 14.55% $195,721
 4.50% $282,709
 6.50%
Tier 1 capital (to average assets):           
Hanmi Financial$545,698
 10.92% $199,818
 4.00%  N/A
 N/A
Hanmi Bank$632,891
 12.66% $199,897
 4.00% $249,871
 5.00%
            
December 31, 2016           
Total capital (to risk-weighted assets):           
Hanmi Financial$554,089
 13.86% $319,901
 8.00%  N/A
 N/A
Hanmi Bank$544,759
 13.64% $319,520
 8.00% $399,399
 10.00%
Tier 1 capital (to risk-weighted assets):           
Hanmi Financial$520,477
 13.02% $239,926
 6.00%  N/A
 N/A
Hanmi Bank$511,146
 12.80% $239,640
 6.00% $319,520
 8.00%
Common equity Tier 1 capital (to risk-weighted assets):           
Hanmi Financial$509,239
 12.73% $179,944
 4.50%  N/A
 N/A
Hanmi Bank$511,146
 12.80% $179,730
 4.50% $259,610
 6.50%
Tier 1 capital (to average assets):           
Hanmi Financial$520,477
 11.53% $180,581
 4.00%  N/A
 N/A
Hanmi Bank$511,146
 11.33% $180,411
 4.00% $225,514
 5.00%

Note 1011 — Fair Value Measurements


Fair Value Measurements


ASC 820, Fair Value Measurements and Disclosures, defines fair value, establishes a framework for measuring fair value including a three-level valuation hierarchy, and expands disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The three-level fair value hierarchy requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair value are defined as follows:

Level 1 - Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.


Level 2 - Significant other observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, and other inputs that are observable or can be corroborated by observable market data.


Level 3 - Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.


Level 1 - Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.
Level 2 - Significant other observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities, quoted prices in markets that are not active, and other inputs that are observable or can be corroborated by observable market data.
Level 3 - Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

Fair value is used on a recurring basis for certain assets and liabilities in which fair value is the primary basis of accounting. Additionally, fair value is used on a non-recurring basis to evaluate assets or liabilities for impairment or for disclosure purposes.


We record securities available for sale at fair value on a recurring basis. Certain other assets, such as loans held for sale, impaired loans, OREO, and core deposit intangible, are recorded at fair value on a non-recurring basis. Non-recurring fair value measurements typically involve assets that are periodically evaluated for impairment and for which any impairment is recorded in the period in which the re-measurement is performed.


The following methods and assumptions were used to estimate the fair value of each class of financial instrument below:


Securities available for sale - The fair values of securities available for sale are determined by obtaining quoted prices on nationally recognized securities exchanges. If quoted prices are not available, fair values are measured using matrix pricing, which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities, or other model-based valuation techniques requiring observable inputs other than quoted prices such as yield curve, prepayment speeds, and default rates. Level 1 securities include U.S. treasuryTreasury securities and mutual funds that are traded on an active exchange or by dealers or brokers in active over-the-counter markets. The fair value of these securities is determined by quoted prices on an active exchange or over-the-counter market. Level 2 securities primarily include U.S. government agency and sponsored agency mortgage-backed securities, collateralized mortgage obligations U.S. government agencyand debt securities SBA loan pool securities,as well as municipal bonds and corporate bonds in markets that are active. In determining the fair value of the securities categorized as Level 2, we obtain reports from nationally recognized broker-dealers detailing the fair value of each investment security held as of each reporting date. The broker-dealers use prices obtained from nationally recognized pricing services to value our fixed income securities. The fair value of the municipal securities is determined based on pricing data provided by nationally recognized pricing services. We review the prices obtained for reasonableness based on our understanding of the marketplace, and also consider any credit issues related to the bonds. As we have not made any adjustments to the market quotes provided to us and as they are based on observable market data, they have been categorized as Level 2 within the fair value hierarchy. Level 3 securities are instruments that are not traded in the market. As such, no observable market data for the instrument is available, which necessitates the use of significant unobservable inputs.


Loans held for sale - Loans held for sale are all SBA loans and carried at the lower of cost or fair value. Management obtains quotes, bids or pricing indication sheets on all or part of these loans directly from the purchasing financial institutions. Premiums received or to be received on the quotes, bids or pricing indication sheets are indicative of the fact that cost is lower than fair value. At SeptemberJune 30, 2017,2020 and December 31, 2019, the entire balance of SBA loans held for sale was recorded at its cost. We record SBA loans held for sale on a nonrecurring basis with Level 2 inputs.


Impaired

Individually analyzed loans (excluding PCI loans)receivable - Nonaccrual loans receivable and performing restructured loans receivable are considered impairedindividually analyzed for reporting purposes and are measured and recorded at fair value on a non-recurring basis. Nonaccrual Non-PCIbasis to determine if they exhibit credit risk characteristics. All such loans receivable with an unpaid principala carrying balance over $100,000 and all performing restructured loans$250,000 are reviewedanalyzed individually for the amount of impairment,to determine if a reserve is required, if any. Nonaccrual Non-PCIAll such loans with an unpaid principala carrying balance of $100,000$250,000 or less are evaluated for impairment collectively.analyzed in pools to determine if they exhibit any credit risk characteristics requiring reserves. The Company does not record loans at fair value on a recurring basis. However, from time to time, nonrecurring fair value adjustments to collateral dependentcollateral-dependent impaired loans are recorded based on either the current appraised value of the collateral, a Level 2 measurement, or management’s judgment and estimation of value reported on older appraisals that are then adjusted based on recent market trends, a Level 3 measurement.


OREO - Fair value of OREO is based primarily on third party appraisals, less costs to sell and result in a Level 23 classification of the inputs for determining fair value. Appraisals are required annually and may be updated more frequently as circumstances require and the fair value adjustments are made to OREO based on the updated appraised value of the property.





Assets and Liabilities Measured at Fair Value on a Recurring Basis


As of SeptemberJune 30, 20172020 and December 31, 2016,2019, assets and liabilities measured at fair value on a recurring basis are as follows:

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Observable

 

 

 

 

 

 

 

 

 

 

 

Quoted Prices in

 

 

Inputs with No

 

 

 

 

 

 

 

 

 

 

 

Active Markets

 

 

Active Market

 

 

Significant

 

 

 

 

 

 

 

for Identical

 

 

with Identical

 

 

Unobservable

 

 

 

 

 

 

 

Assets

 

 

Characteristics

 

 

Inputs

 

 

Total Fair Value

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities

 

$

45,262

 

 

$

 

 

$

 

 

$

45,262

 

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

 

 

 

 

413,263

 

 

 

 

 

 

413,263

 

Collateralized mortgage obligations

 

 

 

 

 

120,294

 

 

 

 

 

 

120,294

 

Debt securities

 

 

 

 

 

77,152

 

 

 

 

 

 

77,152

 

Total U.S. government agency and sponsored agency obligations

 

 

 

 

 

610,709

 

 

 

 

 

 

610,709

 

Total securities available for sale

 

$

45,262

 

 

$

610,709

 

 

$

 

 

$

655,971

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities

 

$

35,205

 

 

$

 

 

$

 

 

$

35,205

 

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

 

 

 

 

410,800

 

 

 

 

 

 

410,800

 

Collateralized mortgage obligations

 

 

 

 

 

164,592

 

 

 

 

 

 

164,592

 

Debt securities

 

 

 

 

 

23,879

 

 

 

 

 

 

23,879

 

Total U.S. government agency and sponsored agency obligations

 

 

 

 

 

599,271

 

 

 

 

 

 

599,271

 

Total securities available for sale

 

$

35,205

 

 

$

599,271

 

 

$

 

 

$

634,477

 

 Level 1 Level 2 Level 3  
 
Quoted Prices in
Active Markets
for Identical
Assets
 
Significant
Observable
Inputs with No
Active Market
with Identical
Characteristics
 
Significant
Unobservable
Inputs
 Balance
 (in thousands)
September 30, 2017       
Assets:       
Securities available for sale:       
Mortgage-backed securities$
 $309,750
 $
 $309,750
Collateralized mortgage obligations
 106,124
 
 106,124
U.S. government agency securities
 7,457
 
 7,457
SBA loan pools securities
 3,896
 
 3,896
Municipal bonds-tax exempt
 148,524
 
 148,524
U.S. treasury securities153
 
 
 153
Mutual funds22,536
 
 
 22,536
Total securities available for sale$22,689
 $575,751
 $
 $598,440
        
December 31, 2016       
Assets:       
Securities available for sale:       
Mortgage-backed securities$
 $229,630
 $
 $229,630
Collateralized mortgage obligations
 76,451
 
 76,451
U.S. government agency securities
 7,441
 
 7,441
SBA loan pools securities
 4,146
 
 4,146
Municipal bonds-tax exempt
 158,030
 
 158,030
Municipal bonds-taxable
 13,701
 
 13,701
Corporate bonds
 5,015
 
 5,015
U.S. treasury securities156
 
 
 156
Mutual funds22,394
 
 
 22,394
Total securities available for sale$22,550
 $494,414
 $
 $516,964


Assets and Liabilities Measured at Fair Value on a Non-Recurring Basis


As of SeptemberJune 30, 20172020 and December 31, 2016,2019, assets and liabilities measured at fair value on a non-recurring basis are as follows:

 

 

 

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

 

 

 

 

 

 

 

 

 

Significant

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Observable

 

 

 

 

 

 

 

 

 

 

 

Quoted Prices in

 

 

Inputs With No

 

 

 

 

 

 

 

 

 

 

 

Active Markets

 

 

Active Market

 

 

Significant

 

 

 

 

 

 

 

for Identical

 

 

With Identical

 

 

Unobservable

 

 

 

Total

 

 

Assets

 

 

Characteristics

 

 

Inputs

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateral dependent impaired loans (1)

 

$

44,120

 

 

$

 

 

$

 

 

$

44,120

 

Other real estate owned

 

 

148

 

 

 

 

 

 

 

 

 

148

 

Bank-owned premises

 

 

1,900

 

 

 

 

 

 

 

 

 

1,900

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Collateral dependent impaired loans (2)

 

$

31,049

 

 

$

 

 

$

 

 

$

31,049

 

Other real estate owned

 

 

63

 

 

 

 

 

 

 

 

 

63

 

Bank-owned premises

 

 

1,900

 

 

 

 

 

 

 

 

 

1,900

 


 Level 1 Level 2 Level 3  
 
Quoted Prices in
Active Markets
for Identical
Assets
 
Significant
Observable
Inputs With No
Active Market
With Identical
Characteristics
 
Significant
Unobservable
Inputs
 Loss During the Nine Months Ended September 30, 2017
 (in thousands)
September 30, 2017       
Assets:       
Impaired loans (excluding PCI loans) (1)
$
 $4,920
 $2,269
 $149
OREO (2)

 1,946
 
 
        
 Level 1 Level 2 Level 3  
 
Quoted Prices in
Active Markets
for Identical
Assets
 
Significant
Observable
Inputs With No
Active Market
With Identical
Characteristics
 
Significant
Unobservable
Inputs
 Loss During the Twelve Months Ended December 31, 2016
 (in thousands)
December 31, 2016   
Assets:       
Impaired loans (excluding PCI loans) (3)
$
 $15,257
 $6,767
 $868
OREO (4)

 7,484
 
 

(1)

Consist

Consisted of real estate loans of $4.9$42.6 million, commercial and industrial loans of $288,000, and consumer loans of $1.2 million. $43.9 million was secured by real estate and one commercial and industrial loan for $247,000 was fully secured by cash.

(2)

Consisted of real estate loans of $27.2 million and commercial and industrial loans of $2.3$3.9 million. $27.2 million was secured by real estate and $3.9 million was secured by personal property.

The following table represents quantitative information about Level 3 fair value comments for assets measured at fair value on a non-recurring basis at June 30, 2020 and December 31, 2019:

 

 

Fair Value

 

 

Valuation

Techniques

 

Unobservable

Input(s)

 

Range (Weighted

Average)

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

Collateral dependent impaired loans:

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

1,355

 

 

Market approach

 

Market data comparison

 

(30)% to (3)% /(17%)

 

Other

 

 

15,441

 

 

Market approach

 

Market data comparison

 

(18)% to 42% / 18% (2)

 

Construction

 

 

23,067

 

 

Market approach

 

Market data comparison

 

(18)% to 43% / 21% (2)

 

Residential property

 

 

2,761

 

 

Market approach

 

Market data comparison

 

(13)% to 15% / 6% (2)

 

Total real estate loans

 

 

42,624

 

 

 

 

 

 

 

 

Commercial and industrial loans:

 

 

 

 

 

 

 

 

 

 

 

Commercial term

 

 

288

 

 

Market approach

 

Market data comparison

 

(9)% to 11% / 1% (2) (3)

 

Consumer loans

 

 

1,208

 

 

Market approach

 

Market data comparison

 

(13)% to 15% / 6% (2)

 

Total

 

$

44,120

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bank-owned premises

 

 

1,900

 

 

Market approach

 

Market data comparison

 

(30)% to 55% /(2)% (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

Collateral dependent impaired loans:

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

Other

 

$

13,926

 

 

Market approach

 

Market data comparison

 

(1)

 

Construction

 

 

13,228

 

 

Market approach

 

Market data comparison

 

(3)% to 43% /21% (2)

 

Total real estate loans

 

 

27,154

 

 

 

 

 

 

 

 

Commercial and industrial loans:

 

 

 

 

 

 

 

 

 

 

 

Commercial lines of credit

 

 

3,895

 

 

Market approach

 

Market data comparison

 

(8)% to 42% /18% (2)

 

Total

 

$

31,049

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bank-owned premises

 

 

1,900

 

 

Market approach

 

Market data comparison

 

(30)% to 55% /(2)% (2)

 

(1)

The values were estimated by current market data comparison, supplemented by cost information. The properties compared when possible, with others for sale and that have sold in the general time period. Adjustments are made for differences in equipment, mileage, cosmetics, conversions, originality, condition as well as sale terms and current economic conditions at time of sale.

(2)

Consist

Appraisal reports utilize a combination of valuation techniques including a market approach, where prices and other relevant information generated by market transactions involving similar or comparable properties obtainedare used to determine the appraised value.  Appraisals may include an ‘as is’ and ‘upon completion’ valuation scenarios. Adjustments are routinely made in the appraisal process by third-party appraisers to adjust for differences between the comparable sales and income data.  Adjustments also result from the foreclosureconsideration of commercialrelevant economic and demographic factors with the potential to affect property loansvalues.  Also, prospective values are based on the market conditions which exist at the date of $237,000inspection combined with informed forecasts based on current trends in supply and residentialdemand for the property loans of $1.7 million.types under appraisal.  Positive adjustments disclosed in this table represent increases to the sales comparison and negative adjustment represent decreases.

(3)

Consist of real estate loans of $17.8 million, commercial and industrial loans of $3.8 million, and consumer loans of $419,000.

Includes 1 loan secured by cash collateral.

(4)
Consist of properties obtained from the foreclosure of commercial property loans of $5.4 million and residential property loans of $2.1 million.

The fair value of the Level 3 loans receivable demonstrating credit risk characteristics at June 30, 2020 were determined utilizing the fair value measurement methodology for assets measured on a non-recurring basis. Such loans receivable measured at fair value at June 30, 2020 consisted of 7 commercial real estate loans with a fair value of $16.8 million, 2 construction


loans with a fair value of $23.1 million, 5 residential mortgages with a fair value of $2.8 million, 1 commercial term loan with a fair value of $41,000, 1 commercial term loan fully secured by cash with a fair value of $247,000, and 3 consumer loans with a fair value of $1.2 million. The fair value of collateral dependent loans is determined on a non-recurring basis using either the sales comparison approach or the income approach by obtaining third party appraisals.

ASC 825, Financial Instruments, requires disclosure of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis. The methodologies for estimating the fair value of financial assets and financial liabilities that are measured on a recurring basis or non-recurring basis are discussed above.


The estimated fair value of financial instruments has been determined by using available market information and appropriate valuation methodologies. However, considerable judgment is required to interpret market data in order to develop estimates of fair value. Accordingly, the estimates presented herein are not necessarily indicative of the amounts that we could realize in a current market exchange. The use of different market assumptions and/or estimation methodologies may have a material effect on the estimated fair value amounts.



The estimated fair values

Effective January 1, 2018, the Company adopted ASU 2016-01, Recognition and Measurement of financial instruments were as follows:

 September 30, 2017
 Carrying Fair Value
 Amount Level 1 Level 2 Level 3
 (in thousands)
Financial assets:       
Cash and due from banks138,139
 138,139
 
 
Securities available for sale598,440
 22,689
 575,751
 
Loans and leases receivable, net of allowance for loan and lease losses4,162,863
 
 
 4,124,666
Loans held for sale6,469
 
 6,469
 
Accrued interest receivable12,098
 12,098
 
 
FHLB stock16,385
 
 16,385
 
Financial liabilities:
      
Noninterest-bearing deposits1,293,538
 
 1,293,538
 
Interest-bearing deposits3,005,472
 
 
 2,956,667
Borrowings227,140
 
 
 227,140
Accrued interest payable4,071
 4,071
 
 
Off-balance sheet items:
      
Commitments to extend credit301,049
 
 
 301,049
Standby letters of credit19,521
 
 
 19,521
Commercial letters of credit6,833
 
 
 6,833
 December 31, 2016
 Carrying Fair Value
 Amount Level 1 Level 2 Level 3
 (in thousands)
Financial assets:       
Cash and due from banks$147,235
 $147,235
 $
 $
Securities available for sale516,964
 22,550
 494,414
 
Loans and leases receivable, net of allowance for loan and lease losses3,812,340
 
 
 3,789,579
Loans held for sale9,316
 
 9,316
 
Accrued interest receivable10,987
 10,987
 
 
FHLB stock16,385
 
 16,385
 
Financial liabilities:       
Noninterest-bearing deposits1,203,240
 
 1,203,240
 
Interest-bearing deposits2,606,497
 
 
 2,541,929
Borrowings333,978
 
 
 333,978
Accrued interest payable2,567
 2,567
 
 
Off-balance sheet items:       
Commitments to extend credit310,987
 
 
 310,987
Standby letters of credit15,669
 
 
 15,669
Commercial letters of credit4,215
 
 
 4,215




The methodsFinancial Assets and assumptions usedFinancial Liabilities (Topic 825). This standard, among other provisions, requires public business entities to estimateuse the exit price notion when measuring the fair value of each class offinancial instruments for disclosure purposes. Other than certain financial instruments for which it was practicable to estimatewe have concluded that value are explained below:
Cash and cash equivalents - Thethe carrying amounts of cash and cash equivalents approximate fair value, due to the short-term nature of these instruments (Level 1).
Securities - The fair value of securities, consisting of securities available for sale, is generally obtained from market bids for similar or identical securities, from independent securities brokers or dealers, or from other model-based valuation techniques described above (Levels 1, 2 and 3).
Loans and leases receivable, net of allowance for loan and leases losses - Loans and leases receivable include Non-PCI loans and leases, PCI loans and Non-PCI impaired loans. The fair value of Non-PCI loans and leases receivable is estimated based on the discounted cash flow approach. The discount rate was derived from the associated yield curve plus spreads and reflects the offering rates offered by the Bank for loans and leases with similar financial characteristics. Yield curves are constructed by product type using the Bank’s loan and lease pricing model for like-quality credits. The discount rates used in the Bank’s model represent the rates the Bank would offer to current borrowers for like-quality credits. These rates could be different from what other financial institutions could offer for these loans and leases. No adjustments have been made for changes in credit within the loan and lease portfolio. It is our opinion that the allowance for loan and lease losses relating to performing and nonperforming loans and leases results in a fair valuation of such loans and leases. Additionally, the fair value estimates shown below are based on an exit price notion as of our loans and leases may differ significantly fromJune 30, 2020, as required by ASU 2016-01. The financial instruments for which we have concluded that the values that would have been used had a ready market existed for such loans and leases and may differ materially from the values that we may ultimately realize (Level 3).
Thecarrying amounts approximate fair value of PCI loans receivable was estimated based on discounted expectedinclude, cash flows. Increases in expected cash flows and improvements in the timing of cash flows over those previously estimated increase the amount of accretable yield and are recognized as an increase in yield and interest income prospectively. Decreases in the amount and delays in the timing of expected cash flows compared to those previously estimated decrease the amount of accretable yield and usually result in a provision for loan losses and the establishment of an allowance for loan losses (Level 3).
The fair value of impaired loans (excluding PCI loans) is estimated based on the net realizable fair value of the collateral or the observable market price of the most recent sale or quoted pricedue from loans held for sale.  The Company does not record loans at fair value on a recurring basis.  Nonrecurring fair value adjustments to collateral dependent impaired loans are recorded based on the current appraised value of the collateral (Level 3).

Loans held for sale - Loans held for sale are carried at the lower of aggregate cost or fair market value, as determined based upon quotes, bids or sales contract prices, or as may be assessed based upon the fair value of the collateral which is obtained from recent real estate appraisals (Level 2). Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are typically significant and result in Level 3 classification of the inputs for determining fair value.
Accrued interest receivable - The carrying amount ofbanks, accrued interest receivable approximates its fair value (Level 1).
FHLB stock - The carrying amount of FHLB stock approximates its fair value as such stock may be resold to the issuer at carrying value (Level 2).
Noninterest-bearing deposits - The fair value ofand payable, and noninterest-bearing deposits is the amount payable on demand at the reporting date (Level 2).
Interest-bearing deposits - The fair value of interest-bearing deposits, such as savings accounts, money market checking, and certificates of deposit, is estimated based on discounted cash flows. The cash flows for non-maturity deposits, including savings accounts and money market checking, are estimated based on their historical decaying experiences. The discount rate used for fair valuation is based on interest rates currently being offered by the Bank on comparable deposits as to amount and term (Level 3).
Borrowings- Borrowings consist of FHLB advances, subordinated debentures and other borrowings. Discounted cash flows based on current market rates for borrowings with similar remaining maturities are used to estimate the fair value of borrowings (Level 3).
Accrued interest payable - The carrying amount of accrued interest payable approximates its fair value (Level 1).



Commitments to extend credit, standby letters of credit and commercial letters of credit -deposits. The fair values of commitments to extend credit and letters of creditoff-balance sheet items are based upon the difference between the current value of similar loans and the price at which the Bank has committed to make the loans (Level 3).loans.

The estimated fair values of financial instruments were as follows:

 

 

June 30, 2020

 

 

 

Carrying

 

 

Fair Value

 

 

 

Amount

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

 

(in thousands)

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

546,048

 

 

$

546,048

 

 

$

 

 

$

 

Securities available for sale

 

 

655,971

 

 

 

45,262

 

 

 

610,709

 

 

 

 

Loans held for sale

 

 

17,942

 

 

 

 

 

 

17,942

 

 

 

 

Loans receivable, net of allowance for credit losses

 

 

4,739,312

 

 

 

 

 

 

 

 

 

4,690,692

 

Accrued interest receivable

 

 

21,372

 

 

 

21,372

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing deposits

 

 

1,865,213

 

 

 

 

 

 

1,865,213

 

 

 

 

Interest-bearing deposits

 

 

3,344,568

 

 

 

 

 

 

 

 

 

3,353,585

 

Borrowings and subordinated debentures

 

 

370,478

 

 

 

 

 

 

254,116

 

 

 

120,139

 

Accrued interest payable

 

 

8,655

 

 

 

8,655

 

 

 

 

 

 

 


 

 

December 31, 2019

 

 

 

Carrying

 

 

Fair Value

 

 

 

Amount

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

 

(in thousands)

 

Financial assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

121,678

 

 

$

121,678

 

 

$

 

 

$

 

Securities available for sale

 

 

634,477

 

 

 

35,205

 

 

 

599,272

 

 

 

 

Loans held for sale

 

 

6,020

 

 

 

 

 

 

6,382

 

 

 

 

Loans receivable, net of allowance for credit losses

 

 

4,548,739

 

 

 

���

 

 

 

 

 

 

4,520,322

 

Accrued interest receivable

 

 

11,742

 

 

 

11,742

 

 

 

 

 

 

 

Financial liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing deposits

 

 

1,391,624

 

 

 

 

 

 

1,391,624

 

 

 

 

Interest-bearing deposits

 

 

3,307,338

 

 

 

 

 

 

 

 

 

3,317,867

 

Borrowings and subordinated debentures

 

 

208,377

 

 

 

 

 

 

89,831

 

 

 

118,807

 

Accrued interest payable

 

 

11,215

 

 

 

11,215

 

 

 

 

 

 

 

Note 11 — Share-Based Compensation

Share-Based Compensation Expense

For the three months ended September 30, 2017 and 2016, share-based compensation expenses were $709,000 and $787,000, respectively, and net tax benefits recognized from stock option and restricted stock awards were $291,000 and $313,000, respectively. For the nine months ended September 30, 2017 and 2016, share-based compensation expenses were $2.1 million and $2.3 million, respectively, and net tax benefits recognized from stock option exercises and vested restricted stock awards were $666,000 and $182,000, respectively.

The Company adopted Accounting Standards Update ("ASU") 2016-09, Compensation - Stock Compensation, during the three months ended March 30, 2016. Adoption of this ASU did not have a material impact on the Company's financial statements. As a result of adoption of this ASU, excess tax benefits related to the Company's share-based compensation were recognized as income tax expense in the consolidated statement of income during the nine months ended September 30, 2017 and 2016.

Unrecognized Share-Based Compensation Expense

As of September 30, 2017, unrecognized share-based compensation expense was as follows:
 Unrecognized
Expense
 Average Expected
Recognition
Period
 (in thousands)  
Stock option awards$19
 0.9 years
Restricted stock awards4,751
 2.3 years
Total unrecognized share-based compensation expense$4,770
 2.3 years

Stock Option Awards

The table below provides stock option information for the three months ended September 30, 2017:
 Number of
Shares
 Weighted-
Average
Exercise
Price Per
Share
 Weighted-
Average
Remaining
Contractual
Life
 Aggregate
Intrinsic
Value of
In-the-
Money
Options
 
       (in thousands) 
Options outstanding at beginning of period376,401
 $17.68
 6.3 years $4,168
(1) 
Options exercised(10,625) $12.21
 4.5 years 
 
Options outstanding at end of period365,776
 $17.84
 6.1 years $4,797
(2) 
         
Options exercisable at end of period348,105
 $17.62
 6.1 years $4,641
(2) 
(1)
Intrinsic value represents the excess of the closing stock price on the last trading day of the period, which was $28.45 as of June 30, 2017, over the exercise price, multiplied by the number of options.
(2)
Intrinsic value represents the excess of the closing stock price on the last trading day of the period, which was $30.95 as of September 30, 2017, over the exercise price, multiplied by the number of options.



The table below provides stock option information for the nine months ended September 30, 2017:
 Number of
Shares
 Weighted-
Average
Exercise
Price Per
Share
 Weighted-
Average
Remaining
Contractual
Life
 Aggregate
Intrinsic
Value of
In-the-
Money
Options
 
       (in thousands) 
Options outstanding at beginning of period387,901
 $17.49
 6.8 years $6,752
(1) 
Options exercised(22,125) $12.19
 4.5 years 
 
Options outstanding at end of period365,776
 $17.84
 6.1 years $4,797
(2) 
         
Options exercisable at end of period348,105
 $17.62
 6.1 years $4,641
(2) 
(1)
Intrinsic value represents the excess of the closing stock price on the last trading day of the period, which was $34.90 as of December 31, 2016, over the exercise price, multiplied by the number of options.
(2)
Intrinsic value represents the excess of the closing stock price on the last trading day of the period, which was $30.95 as of September 30, 2017, over the exercise price, multiplied by the number of options.

There were 10,625 and 2,375 stock options exercised during the three months ended September 30, 2017 and 2016, respectively. There were 22,125 and 42,584 stock options exercised during the nine months ended September 30, 2017 and 2016, respectively.

Restricted Stock Awards

Restricted stock awards under the Company’s 2007 and 2013 Equity Compensation Plans typically vest over three years and are subject to forfeiture if employment terminates prior to the lapse of restrictions. Hanmi Financial becomes entitled to an income tax deduction in an amount equal to the taxable income reported by the holders of the restricted shares when the restrictions are released and the shares are issued. Forfeited shares of restricted stock become available for future grants upon forfeiture.

The table below provides information for restricted stock awards for the three and nine months ended September 30, 2017:
 Three Months Ended 
 September 30, 2017
 Nine Months Ended 
 September 30, 2017
 Number of
Shares
 Weighted-
Average
Grant Date
Fair Value
Per Share
 
Number of
Shares
 
Weighted-
Average
Grant Date
Fair Value
Per Share
Restricted stock at beginning of period305,951
 $20.21
 343,958
 $16.60
Restricted stock granted13,173
 28.79
 104,179
 31.04
Restricted stock vested(2,666) 20.52
 (122,010) 18.12
Restricted stock forfeited(3,667) 28.60
 (13,336) 24.73
Restricted stock at end of period312,791
 20.47
 312,791
 20.47

Note 12 — Off-Balance Sheet Commitments


The Bank is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit and interest rate risk similar to the risk involved with on-balance sheet items recognized in the consolidated balance sheets.


items.

The Bank’s exposure to losses in the event of non-performance by the other party to commitments to extend credit and standby letters of credit is represented by the contractual notional amount of those instruments. The Bank uses the same credit policies in making commitments and conditional obligations as it does for extending loan facilities to customers. The Bank



evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Bank upon extension of credit, was based on management’s credit evaluation of the counterparty. Collateral held varies but may include accounts receivable, inventory, premises and equipment, and income-producing or borrower-occupied properties.

The following table shows the distribution of undisbursed loan commitments as of the dates indicated:

 

 

June 30,

 

 

December 31,

 

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Commitments to extend credit

 

$

486,852

 

 

$

371,287

 

Standby letters of credit

 

 

45,574

 

 

 

31,372

 

Commercial letters of credit

 

 

12,335

 

 

 

11,133

 

Total undisbursed loan commitments

 

$

544,761

 

 

$

413,792

 

 September 30, 2017 December 31, 2016
 (in thousands)
Commitments to extend credit$301,049
 $310,987
Standby letters of credit19,521
 15,669
Commercial letters of credit6,833
 4,215
Total undisbursed loan commitments$327,403
 $330,871

The allowance for credit losses related to off-balance sheet items is maintained at a level believed to be sufficient to absorb probable losses related to these unfunded credit facilities. The determination of the allowance adequacy is based on periodic evaluations of the unfunded credit facilities including an assessment of the probability of commitment usage, credit risk factors for loans outstanding to these same customers, and the terms and expiration dates of the unfunded credit facilities. Net adjustments to the allowance for off-balance sheet items are included in other operating expenses.

Activity in the allowance for loancredit losses related to off-balance sheet items was as follows for the periods indicated:

 

 

Three Months Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

 

(in thousands)

 

Balance at beginning of period

 

$

2,885

 

 

$

1,100

 

 

$

2,397

 

 

$

1,439

 

Adjustment related to adoption of ASU 2016-13

 

 

 

 

 

 

 

 

(335

)

 

 

 

Adjusted balance at beginning of period

 

 

2,885

 

 

 

1,100

 

 

 

2,062

 

 

 

1,439

 

Provision expense (income) for credit losses

 

 

3,462

 

 

 

233

 

 

 

4,285

 

 

 

(106

)

Balance at end of period

 

$

6,347

 

 

$

1,333

 

 

$

6,347

 

 

$

1,333

 

 Three Months Ended 
 September 30,
 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (in thousands)
Balance at beginning of period$1,135
 $1,475
 $1,184
 $986
Provision (income)(220) 16
 (269) 505
Balance at end of period$915
 $1,491
 $915
 $1,491



Note 13 — Leases

The Company adopted ASU 2016-02, Leases (Topic 842), effective January 1, 2019. We had approximately 44 operating leases for real estate and other assets at June 30, 2020. These included various leases for our branch and office locations as well as those for postage and copier machines and an advertising billboard. Our leases had initial lease terms of two to twenty-five years. Most leases included one or more options to renew, with renewal terms that can extend the lease term from two to twelve years.

For leases where we were reasonably certain to renew, those option periods were included within the lease term and, therefore, the measurement of the right-of-use asset and lease liability. Certain leases included options to terminate the lease, which allows the contract parties to terminate their obligations under the lease contract, typically in return for an agreed financial consideration. The terms and conditions of the termination options vary by contract. Leases with an initial term of 12 months or less were not recognized on the balance sheet. We recognized lease expense for these leases on a straight- line basis over the lease term. Certain lease agreements included payments based on Consumer Price Index (CPI) on which variable lease payments were determined and included in the right-of-use asset and liability. Variable lease payments that were not based on CPI were excluded from the right-of-use asset and lease liability and recognized in the period in which the obligations for those payments were incurred. Our lease agreements did not contain any material residual value guarantees, restrictions or covenants.

In determining whether a contract contained a lease, we determined whether an arrangement was or included a lease at contract inception. Operating lease right-of-use asset and liability were recognized at commencement date and initially measured based on the present value of lease payments over the defined lease term. The opening balance for both our right-of-use asset and lease liability were $40.9 million as of the adoption date of January 1, 2019.

We had real estate lease agreements with lease and non-lease components, which are generally accounted for separately. However, we elected the practical expedient to not separate non-lease components from lease components for all classes of underlying assets. For certain equipment leases, such as machine equipment, we accounted for the lease and associated non-lease components as a single lease component.

In determining the discount rates, since most of our leases do not provide an implicit rate, we used our incremental borrowing rate provided by the FHLB of San Francisco based on the information available at the commencement date to calculate the present value of lease payments. In order to apply the incremental borrowing rate, a portfolio approach with a collateralized rate was utilized. Assets were grouped based on similar lease terms and economic environments in a manner whereby the Company reasonably expects that the application does not differ materially from a lease-by-lease approach.

The Company's right-of-use asset is included in prepaid expenses and other assets and our lease liability is included in accrued expenses and other liabilities in the accompanying consolidated balance sheet.

As of June 30, 2020, the right-of-use asset and lease liability balances were $50.4 million and $51.4 million, respectively. As of December 31, 2019, the right-of-use asset and lease liability were $36.5 million and $37.2 million, respectively. For the three-month period ended June 30, 2020 and 2019, net lease expense recorded under such leases amounted to $2.0 million and $1.9 million, respectively. For the six-month period ended June 30, 2020 and 2019, net lease expense recorded under such leases amounted to $4.1 million and $3.8 million, respectively.

The following table presents the Company's remaining lease liability by maturity as of June 30, 2020:

 

 

Amount

 

 

 

(in thousands)

 

2020

 

$

6,975

 

2021

 

 

6,733

 

2022

 

 

6,631

 

2023

 

 

6,485

 

2024

 

 

6,075

 

Thereafter

 

 

24,825

 

Remaining lease commitments

 

 

57,725

 

Interest

 

 

(6,306

)

Present value of lease liability

 

$

51,419

 

Weighted average remaining lease terms for the Company's operating leases were 8.07 and 8.57 years as of June 30, 2020 and December 31, 2019, respectively.WeightedaveragediscountratesusedfortheCompany'soperatingleaseswas2.56percent and 3.23 percent asofJune 30, 2020 and 2019, respectively.The Company chose the practical expedients and reviewed the lease


and non-lease components for any impairment or otherwise, subsequently determining that no cumulative-effect adjustment to equity was necessary as part of implementing the modified retrospective approach for its adoption of ASC842.

Cash paid and included in cash flows from operating activities for amounts used in the measurement of the lease liability of the Company's operating leases was $1.8 million and $3.7 million for the three and six months ended June 30, 2020 and 2019, respectively.

Note 14 — Liquidity

Hanmi Financial

As of June 30, 2020, Hanmi Financial had $20.3 million in cash on deposit with its bank subsidiary. Management believes that Hanmi Financial, on a stand-alone basis, had adequate liquid assets to meet its current debt obligations.

Hanmi Bank

The principal objective of our liquidity management program is to maintain the Bank’s ability to meet the day-to-day cash flow requirements of our customers who wish either to withdraw funds or to draw upon credit facilities to meet their cash needs. Management believes that the Bank, on a stand-alone basis, has adequate liquid assets to meet its current obligations. The Bank’s primary funding source will continue to be deposits originating from its branch platform. The Bank’s wholesale funds historically consisted of FHLB advances and brokered deposits. As of June 30, 2020 and December 31, 2019, the Bank had $150.0 million and $90.0 million of FHLB advances and $235.2 million and $264.2 million, respectively, of brokered deposits.The Bank had $101.8 million of 0.35 percent advances with the FRB under the Paycheck Protection Program Lending Facility as of June 30, 2020. These advances were repaid subsequent to the end of the second quarter. There were 0 outstanding borrowings with the FRB as of December 31, 2019.

We monitor the sources and uses of funds on a regular basis to maintain an acceptable liquidity position. The Bank’s primary source of borrowings is the FHLB, from which the Bank is eligible to borrow up to 30.0 percent of its assets. As of June 30, 2020, the remaining available borrowing capacity was $1.5 billion compared with $878.4 million, as of December 31, 2019.

The amount that the FHLB is willing to advance differs based on the quality and character of qualifying collateral pledged by the Bank, and the FHLB may adjust the advance rates for qualifying collateral upwards or downwards from time to time. To the extent deposit renewals and deposit growth are not sufficient to fund maturing and withdrawable deposits, repay maturing borrowings, fund existing and future loans, leases and securities, and otherwise fund working capital needs and capital expenditures, the Bank may utilize the remaining borrowing capacity from its FHLB borrowing arrangement.

Note 15 — Derivatives and Hedging Activities

Accounting Policy for Derivative Instruments and Hedging Activities

FASB ASC 815, Derivatives and Hedging (“ASC 815”), provides the disclosure requirements for derivatives and hedging activities with the intent to provide users of financial statements with an enhanced understanding of: (a) how and why an entity uses derivative instruments, (b) how the entity accounts for derivative instruments and related hedged items, and (c) how derivative instruments and related hedged items affect an entity’s financial position, financial performance, and cash flows. Further, qualitative disclosures are required that explain the Company’s objectives and strategies for using derivatives, as well as quantitative disclosures about the fair value of and gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative instruments.

As required by ASC 815, the Company records all derivatives on the balance sheet at fair value.  The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge.  The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting.


Risk Management Objective of Using Derivatives

The Company is exposed to certain risks arising from both its business operations and economic conditions.  The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments.  Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates.  The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings.  

Non-Designated Hedges

Derivatives not designated as hedges are not speculative and result from a service the Company provides to certain customers.  The Company executes interest rate swaps with commercial banking customers to facilitate their respective risk management strategies.  Those interest rate swaps are simultaneously hedged by offsetting derivatives that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions.  As the interest rate derivatives associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings.  

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Balance Sheet as of June 30, 2020. NaN such instruments were outstanding as of December 31, 2019.

 

 

Derivative Assets

 

Derivative Liabilities

 

 

 

 

 

 

As of June 30, 2020

 

 

As of December 31, 2019

 

 

 

 

 

As of June 30, 2020

 

 

As of December 31, 2019

 

 

Notional Amount

 

 

Balance Sheet Location

 

Fair Value

 

 

Balance Sheet Location

 

Fair Value

 

Notional Amount

 

 

Balance Sheet Location

 

Fair Value

 

 

Balance Sheet Location

 

Fair Value

 

 

(in thousands)

Derivatives not designated as hedging instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest rate products

 

$

29,492

 

 

Other Assets

 

$

1,085

 

 

Other Assets

 

N/A

 

$

29,492

 

 

Other Liabilities

 

$

1,183

 

 

Other Liabilities

 

N/A

Total derivatives not designated as hedging instruments

 

 

 

 

 

 

 

$

1,085

 

 

 

 

N/A

 

 

 

 

 

 

 

$

1,183

 

 

 

 

N/A

The table below presents the effect of the Company’s derivative financial instruments that are not designated as hedging instruments on the Income Statement as of June 30, 2020. NaN such instruments were outstanding as of December 31, 2019.

Derivatives Not Designated as Hedging Instruments under Subtopic 815-20

 

Location of Gain or (Loss) Recognized in Income on Derivative

 

Amount of Gain or (Loss) Recognized in Income on Derivative

 

 

 

 

 

Quarter Ended June 30, 2020

 

 

 

 

 

(in thousands)

 

Interest rate products

 

Other income

 

$

(98

)

Total

 

 

 

$

(98

)

Fee income recognized from the Company's derivative financial instruments for the three and six months ended June 30, 2020 was $512,000.


The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company’s derivatives as of June 30, 2020. The net amounts of derivative assets or liabilities can be reconciled to the tabular disclosure of fair value. The tabular disclosure of fair value provides the location that derivative assets and liabilities are presented on the Balance Sheet.

Offsetting of Derivative Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset in the Statement of Financial Position

 

 

 

Gross Amounts of Recognized Assets

 

 

Gross Amounts Offset in the Statement of Financial Position

 

 

Net Amounts of Assets presented in the Statement of Financial Position

 

 

Financial Instruments

 

 

Cash Collateral Received

 

 

Net Amount

 

 

 

(in thousands)

 

Derivatives

 

$

1,085

 

 

$

 

 

$

1,085

 

 

$

1,085

 

 

$

 

 

$

1,085

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Offsetting of Derivative Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

As of June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Amounts Not Offset in the Statement of Financial Position

 

 

 

Gross Amounts of Recognized Liabilities

 

 

Gross Amounts Offset in the Statement of Financial Position

 

 

Net Amounts of Liabilities presented in the Statement of Financial Position

 

 

Financial Instruments

 

 

Cash Collateral Provided

 

 

Net Amount

 

 

 

(in thousands)

 

Derivatives

 

$

1,183

 

 

$

 

 

$

1,183

 

 

$

 

 

$

1,120

 

 

$

63

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations. In addition, these agreements may also require the Company to post additional collateral should it fail to maintain its status as a well- or adequately- capitalized institution.

As of June 30, 2020, the fair value of derivatives in a net liability position, which includes accrued interest but excludes any adjustment for nonperformance risk, related to these agreements was $1.2 million. As of June 30, 2020, the Company had posted $1.1 million of collateral related to these agreements and is essentially over-collateralized since its net liability position is $98,000 ($1.1 million fair value of assets less $1.2 million fair value of liabilities) as of the end of the period. If the Company had breached any of these provisions at June 30, 2020, it could have been required to settle its obligations under the agreements at their termination value of $1.2 million.

Note 16 — Subsequent Events


Management has evaluated subsequent events through

At the date of issuance of the financial data included herein. There have beenthis report, no subsequent events that occurred during such period that would require disclosure in this Quarterly Report on Form 10-Q for the period ended September 30, 2017, or would be required to be recognized in the Consolidated Financial Statements (Unaudited) as of September 30, 2017.

were noted.




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


The following is management’s discussion and analysis of the major factors that influenced our results of operations and financial condition as of and for the three and ninesix months ended SeptemberJune 30, 2017.2020. This analysis should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 20162019 (the “2016“2019 Annual Report on Form 10-K”) and with the unaudited consolidated financial statements and notes thereto set forth in this Quarterly Report on Form 10-Q for the period ended SeptemberJune 30, 20172020 (this “Report”).


The COVID-19 pandemic has caused significant economic dislocation in the United States as many state and local governments have ordered non-essential businesses to close and residents to shelter in place at home.  This has resulted in an unprecedented slow-down in economic activity, a dramatic increase in unemployment and extreme volatility in the stock market, and in particular, bank stocks, have significantly declined in value.  In response to the COVID-19 outbreak, the Federal Reserve reduced the benchmark Federal funds rate to a target range of 0 percent to 0.25 percent, and the yields on 10- and 30-year treasury notes have declined to historic lows.  Various state governments and federal agencies are requiring lenders to provide forbearance and other relief to borrowers (e.g., waiving late payment and other fees).  The federal banking agencies have encouraged financial institutions to prudently work with affected borrowers and recently passed legislation has provided relief from reporting loan classifications due to modifications related to the COVID-19 outbreak.  Certain industries have been particularly hard-hit, including the travel and hospitality industry, the restaurant industry and the retail industry.  Finally, the spread of the coronavirus has caused us to modify our business practices, including employee travel, employee work locations, and cancellation of physical participation in meetings, events and conferences. We have many employees working remotely and we may take further actions as may be required by government authorities or that we determine are in the best interests of our employees, customers and business partners.

Forward-Looking Statements


Some of the statements under this item and elsewherecontained in this Report constituteare forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements in this Report other than statements of historical fact are “forward-looking“forward–looking statements” for purposes of federal and state securities laws, including, but not limited to, statements about anticipated future operating and financial performance, financial position and liquidity, business strategies, regulatory and competitive outlook, investment and expenditure plans, capital and financing needs, and availability, developments regarding our capital plans, plans and objectives of management for future operations, strategic alternatives for a possible business combination, merger or sale transactions, and other similar forecasts and statements of expectation and statements of assumptionassumptions underlying any of the foregoing. In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “expects,” “plans,” “intends,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” or “continue,” or the negative of such terms and other comparable terminology. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance, strategies, outlook, needs, plans, objectives or achievements to differ from those expressed or implied by the forward-looking statement. These factors include the following: failure to maintain adequate levels of capital and liquidity to support our operations; the effect of potential future supervisory action against us or Hanmi Bank; general economic and business conditions internationally, nationally and in those areas in which we operate, including, but not limited to, California, Illinois and Texas;operate; volatility and deterioration in the credit and equity markets; changes in consumer spending, borrowing and savings habits; availability of capital from private and government sources; demographic changes; competition for loans and deposits and failure to attract or retain loans and deposits; fluctuations in interest rates and a decline in the level of our interest rate spread; risks of natural disasters relateddisasters; a failure in or breach of our operational or security systems or infrastructure, including cyber-attacks; the failure to maintain current technologies; inability to successfully implement future information technology enhancements; difficult business and economic conditions that can adversely affect our real estate portfolio;industry and business, including competition, fraudulent activity and negative publicity; risks associated with Small Business Administration ("SBA") loans; failure to attract or retain key employees; our ability to access cost-effective funding; fluctuations in real estate values; changes in accounting policies and practices; the imposition of tariffs or other domestic or international governmental policies impacting the value of the products of our borrowers; changes in governmental regulation; enforcement actions against us and litigation we may become a party to;regulation, including, but not limited to, any increase in Federal Deposit Insurance Corporation insurance premiums; the ability of Hanmi Bank to make distributions to Hanmi Financial Corporation, which is restricted by certain factors, including Hanmi Bank'sBank’s retained earnings, net income, prior distributions made, and certain other financial tests; ability to successfully and efficiently integrate the operations of banks and other institutions we acquire;identify a suitable strategic partner or to consummate a strategic transaction; adequacy of our allowance for loan and leasecredit losses; credit quality and the effect of credit quality on our provision for loan and leasecredit losses expense and allowance for loan and leasecredit losses; changes in the financial performance and/or condition of our borrowers and the ability of our borrowers to perform under the terms of their loans and leases and other terms of credit agreements; our ability to control expenses; and changes in securities markets. In addition, for a discussionmarkets; and risks as it relates to cyber security against our information technology infrastructure and those of someour third party providers and vendors.


Given the ongoing and dynamic nature of the other factors that mightcircumstances, it is difficult to predict the full impact of the COVID-19 outbreak on our business. The extent of such impact will depend on future developments, which are highly uncertain, including when the coronavirus can be controlled and abated and when and how the economy may be reopened.  As the result of the COVID-19 pandemic and the related adverse local and national economic consequences, we could be subject to any of the following risks, any of which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations: demand for our products and services may decline, making it difficult to grow assets and income; if the economy is unable to substantially reopen, and high levels of unemployment continue for an extended period of time, loan delinquencies, problem assets, and foreclosures may increase, resulting in increased charges and reduced income; collateral for loans, especially real estate, may decline in value, which could cause suchcredit loss expense to increase; our allowance for credit losses may have to be increased if borrowers experience financial difficulties beyond forbearance periods, which will adversely affect our net income; the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us; as the result of the decline in the Federal Reserve Board’s target federal funds rate, the yield on our assets may decline to a difference, seegreater extent than the discussion containeddecline in our 2016cost of interest-bearing liabilities, reducing our net interest margin and spread and reducing net income; a material decrease in net income or a net loss over several quarters could result in a decrease in the rate of our quarterly cash dividend; our cyber security risks are increased as the result of an increase in the number of employees working remotely; we rely on third party vendors for certain services and the unavailability of a critical service due to the COVID-19 outbreak could have an adverse effect on us; Federal Deposit Insurance Corporation premiums may increase if the agency experiences additional resolution costs; potential goodwill impairment charges could result if acquired assets and operations are adversely affected and remain at reduced levels; due to recent legislation and government action limiting foreclosure of real property and reduced governmental capacity to effect business transactions and property transfers, we may have more difficulty taking possession of collateral supporting our loans, which may negatively impact our ability to minimize our losses, which could adversely impact our financial results; and we face litigation, regulatory enforcement and reputation risk as a result of our participation in the Paycheck Participation Program (“PPP”) and the risk that the Small Business Administration may not fund some or all PPP loan guaranties.  Moreover, our future success and profitability substantially depends on the management skills of our executive officers and directors, many of whom have held officer and director positions with us for many years. The unanticipated loss or unavailability of key employees due to the outbreak could harm our ability to operate our business or execute our business strategy. We may not be successful in finding and integrating suitable successors in the event of key employee loss or unavailability.

For additional information concerning risks we face, see “Part II, Item 1A. Risk Factors” in this Report and “Item 1A. Risk Factors” in Part I of the 2019 Annual Report on Form 10-K, as well as other factors we identify from time to time in our filings with the SEC.10-K. We undertake no obligation to update these forward-looking statements to reflect events or circumstances that occur after the date on which such statements were made, except as required by law.


Critical Accounting Policies


We have established various accounting policies that govern the application of GAAP in the preparation of our financial statements. Our significant accounting policies are described in the Notes to Consolidated Financial Statementsconsolidated financial statements in our 20162019 Annual Report on Form 10-K. We had no significant changes in our accounting policies since the filing of our 20162019 Annual Report on Form 10-K.


10-K, except for the adoption of ASU 2016-13 as described in Note 1 of the June 30, 2020 unaudited condensed consolidated financial statements.

Certain accounting policies require us to make significant estimates and assumptions that have a material impact on the carrying value of certain assets and liabilities, and we consider these critical accounting policies. For a description of these critical accounting policies, see “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Critical Accounting Policies” in our 20162019 Annual Report on Form 10-K. We use estimates and assumptions based on historical experience and other factors that we believe to be reasonable under the circumstances. Actual results could differ significantly from these estimates and assumptions, which could have a material impact on the carrying value of assets and liabilities at the balance sheet dates and our results of operations for the reporting periods. Management has discussed the developmentandselectionofthesecriticalaccountingpolicieswiththeAuditCommitteeof Hanmi Financial’s theCompany’sBoardofDirectors.




Selected Financial Data

The following table sets forth certain selected financial data for the periods indicated:

 

 

As of or for the Three Months Ended June 30,

 

 

As of or for the Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

 

(in thousands, except per share data)

 

Summary balance sheets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

546,048

 

 

$

130,851

 

 

$

546,048

 

 

$

130,851

 

Securities

 

 

655,971

 

 

 

639,995

 

 

 

655,971

 

 

 

639,995

 

Loans receivable, net (1)

 

 

4,739,312

 

 

 

4,506,416

 

 

 

4,739,312

 

 

 

4,506,416

 

Assets

 

 

6,218,163

 

 

 

5,511,752

 

 

 

6,218,163

 

 

 

5,511,752

 

Deposits

 

 

5,209,781

 

 

 

4,762,068

 

 

 

5,209,781

 

 

 

4,762,068

 

Liabilities

 

 

5,670,727

 

 

 

4,947,294

 

 

 

5,670,727

 

 

 

4,947,294

 

Stockholders’ equity

 

 

547,436

 

 

 

564,458

 

 

 

547,436

 

 

 

564,458

 

Tangible stockholders' equity (4)

 

 

535,694

 

 

 

552,430

 

 

 

535,694

 

 

 

552,430

 

Average loans receivable (2)

 

 

4,680,048

 

 

 

4,491,377

 

 

 

4,599,222

 

 

 

4,512,134

 

Average securities

 

 

589,932

 

 

 

629,062

 

 

 

606,821

 

 

 

609,414

 

Average assets

 

 

5,895,445

 

 

 

5,499,649

 

 

 

5,700,549

 

 

 

5,467,208

 

Average deposits

 

 

4,817,776

 

 

 

4,746,777

 

 

 

4,722,082

 

 

 

4,731,585

 

Average stockholders’ equity

 

 

548,338

 

 

 

568,753

 

 

 

554,147

 

 

 

563,411

 

Per share data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share – basic

 

$

0.30

 

 

$

0.09

 

 

$

0.38

 

 

$

0.56

 

Earnings per share – diluted

 

$

0.30

 

 

$

0.09

 

 

$

0.38

 

 

$

0.56

 

Book value per share (3)

 

$

17.86

 

 

$

18.22

 

 

$

17.86

 

 

$

18.22

 

Tangible book value per share (4)

 

$

17.47

 

 

$

17.83

 

 

$

17.47

 

 

$

17.83

 

Cash dividends per share

 

$

0.12

 

 

$

0.24

 

 

$

0.36

 

 

$

0.48

 

Common shares outstanding

 

 

30,657,629

 

 

 

30,975,163

 

 

 

30,657,629

 

 

 

30,975,163

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Performance ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on average assets (5) (12)

 

 

0.63

%

 

 

0.19

%

 

 

0.41

%

 

 

0.64

%

Return on average stockholders’ equity (6) (12)

 

 

6.73

%

 

 

1.87

%

 

 

4.18

%

 

 

6.20

%

Net interest margin (7)

 

 

3.15

%

 

 

3.30

%

 

 

3.25

%

 

 

3.41

%

Efficiency ratio (8)

 

 

41.51

%

 

 

59.43

%

 

 

50.36

%

 

 

58.13

%

Dividend payout ratio (9)

 

 

40.00

%

 

 

266.67

%

 

 

94.74

%

 

 

85.71

%

Average stockholders’ equity to average assets

 

 

9.30

%

 

 

10.34

%

 

 

9.72

%

 

 

10.31

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset quality ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-performing loans to loans (10)

 

 

1.21

%

 

 

1.40

%

 

 

1.21

%

 

 

1.40

%

Non-performing assets to assets (11)

 

 

0.94

%

 

 

1.15

%

 

 

0.94

%

 

 

1.15

%

Net loan charge-offs (recoveries) to average loans, annualized

 

 

0.11

%

 

 

0.02

%

 

 

1.24

%

 

 

0.02

%

Allowance for credit losses to loans

 

 

1.79

%

 

 

1.08

%

 

 

1.79

%

 

 

1.08

%

Allowance for credit losses to nonperforming loans

 

 

148.17

%

 

 

78.35

%

 

 

148.17

%

 

 

78.35

%

Capital ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total risk-based capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

 

14.04

%

 

 

14.99

%

 

 

14.04

%

 

 

14.99

%

Hanmi Bank

 

 

13.62

%

 

 

14.62

%

 

 

13.62

%

 

 

14.62

%

Tier 1 risk-based capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

 

10.86

%

 

 

11.83

%

 

 

10.86

%

 

 

11.83

%

Hanmi Bank

 

 

12.36

%

 

 

13.54

%

 

 

12.36

%

 

 

13.54

%

Common equity tier 1 capital

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

 

10.46

%

 

 

11.41

%

 

 

10.46

%

 

 

11.41

%

Hanmi Bank

 

 

12.36

%

 

 

13.54

%

 

 

12.36

%

 

 

13.54

%

Tier 1 leverage:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Hanmi Financial

 

 

9.69

%

 

 

10.20

%

 

 

9.69

%

 

 

10.20

%

Hanmi Bank

 

 

11.03

%

 

 

11.67

%

 

 

11.03

%

 

 

11.67

%

 As of or for the
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
 (dollars in thousands, except per share data)
Summary balance sheets:       
Cash and due from banks$138,139
 $130,197
 $138,139
 $130,197
Securities598,440
 548,961
 598,440
 548,961
Loans and leases receivable, net (1)
4,162,863
 3,513,687
 4,162,863
 3,513,687
Assets5,111,396
 4,402,180
 5,111,396
 4,402,180
Deposits4,299,010
 3,771,207
 4,299,010
 3,771,207
Liabilities4,552,149
 3,870,982
 4,552,149
 3,870,982
Stockholders’ equity559,247
 531,198
 559,247
 531,198
Tangible equity546,619
 529,742
 546,619
 529,742
Average loans and leases receivable (1)
4,092,131
 3,447,428
 3,976,021
 3,333,419
Average securities611,538
 589,832
 574,801
 643,125
Average interest-earning assets4,759,035
 4,130,145
 4,608,870
 4,045,480
Average assets5,027,704
 4,397,703
 4,881,527
 4,315,062
Average deposits4,260,349
 3,669,419
 4,101,640
 3,544,389
Average borrowings185,000
 171,779
 207,340
 222,889
Average interest-bearing liabilities3,187,395
 2,651,505
 3,084,094
 2,600,851
Average stockholders’ equity551,763
 528,581
 543,503
 515,403
Average tangible equity539,087
 527,072
 530,740
 513,813
Per share data:       
Earnings per share – basic (2)
$0.46
 $0.41
 $1.34
 $1.31
Earnings per share – diluted (2)
$0.46
 $0.41
 $1.33
 $1.31
Book value per share (3)
$17.25
 $16.47
 $17.25
 $16.47
Tangible book value per share (4)
$16.86
 $16.42
 $16.86
 $16.42
Cash dividends per share$0.21
 $0.19
 $0.59
 $0.47
Common shares outstanding32,413,082
 32,252,774
 32,413,082
 32,252,774
Performance ratios:       
Return on average assets (5) (6)
1.18% 1.19 % 1.18% 1.30 %
Return on average stockholders’ equity (5) (7)
10.73% 9.88 % 10.62% 10.90 %
Return on average tangible equity (5) (8)
10.98% 9.90 % 10.87% 10.94 %
Net interest margin (9)
3.79% 3.86 % 3.83% 3.95 %
Net interest margin excluding acquisition accounting (9)
3.76% 3.75 % 3.79% 3.76 %
Efficiency ratio (10)
53.33% 58.72 % 54.32% 57.47 %
Dividend payout ratio (11)
45.45% 46.50 % 53.66% 35.83 %
Average stockholders’ equity to average assets10.97% 12.02 % 11.13% 11.94 %
 

 

 

 

        
        
        
        
        
        


Capital ratios (15):
       
Total risk-based capital:       
Hanmi Financial15.58% 14.99 % 15.58% 14.99 %
Hanmi Bank15.32% 14.61 % 15.32% 14.61 %
Tier 1 risk-based capital:       
Hanmi Financial12.56% 13.89 % 12.56% 13.89 %
Hanmi Bank14.55% 13.50 % 14.55% 13.50 %
Common equity Tier 1 capital:       
Hanmi Financial12.20% 13.73 % 12.20% 13.73 %
Hanmi Bank14.55% 13.50 % 14.55% 13.50 %
Tier 1 leverage:       
Hanmi Financial10.92% 11.68 % 10.92% 11.68 %
Hanmi Bank12.66% 11.36 % 12.66% 11.36 %
Asset quality ratios:       
Nonperforming Non-PCI loans and leases to loans and leases (12)
0.35% 0.31 % 0.35% 0.31 %
Nonperforming assets to assets (13)
0.32% 0.50 % 0.32% 0.50 %
Net loan and lease charge-offs (recoveries) to average loans and leases0.15% (0.08)% % (0.02)%
Allowance for loan lease losses to loans and leases0.77% 1.10 % 0.77% 1.10 %
Allowance for loan and lease losses to non-performing loans and leases (12) (14)
217.74% 305.43 % 217.74% 305.43 %
Acquired loans:       
PCI loans, net of discounts$8,704
 $15,540
 $8,704
 $15,540
Allowance for loan losses on PCI loans794
 5,533
 794
 5,533
Non-PCI loans, net of discounts91,013
 108,434
 91,013
 108,434
Unamortized acquisition discounts on Non-PCI loans4,999
 7,087
 4,999
 7,087

(1)

Loans

Excludes loans held for sale and leases receivable, net of allowance for loancreditlosses.

(2)

Includes loans held for sale and lease lossesbefore allowance for creditlosses.

(3)

(2)
Calculation based on net income allocated to

Stockholders’ equity divided by shares of common sharesstockoutstanding.


(4)

(3)
Stockholders’

Tangible stockholder’s equity divided by common shares outstandingoutstanding. Tangible stockholders’ equity is a “Non-GAAP” financial measure, as discussed in the following section.

(4)
Tangible equity divided by common shares outstanding

(5)

Calculation based on annualized net income
(6)

Net income divided by average assetsassets.

(6)

(7)

Net income divided by average stockholders’ equityequity.

(7)

(8)

Net interest income divided by average tangible equity

(9)
Net interest incomeinterest-earning assets. Computed on a taxable equivalenttax-equivalent basis before provision for loan and lease losses divided by average interest-earning assetsusing thestatutory federal taxrate.

(8)

(10)

Noninterest expensesexpense divided by the sum of net interest income before provision for loan and lease losses and noninterest incomeincome.

(9)

(11)
Dividend

Dividends declared per share divided by basic earnings per shareshare.

(10)

(12)
Excludes PCI

Nonperforming loans receivable, excluding loans held for sale, consist of nonaccrual loans receivable, and loans receivable past due 90 days or more still accruing interest.

(11)

(13)

Nonperforming assets consist of nonperforming loans receivable and leases (see footnote (12) above) and OREOreal estate owned.

(12)

(14)
Excludes allowance for loan and lease losses allocated to PCI loans

Amounts calculated on annualized net income.

(15)
Basel III rules, including certain transitional provisions, became effective January 1, 2015

Non-GAAP Financial Measures


The Company calculatesprovides certain supplemental financial information determined by methods other than in accordance with U.S. GAAP, including tangible assets, tangible stockholders' equity and tangible book value per share, core interest income and yield, and net interest income and margin excluding acquisition accounting.share. These non-GAAP measures are used by management in analyzing Hanmi Financial’s capital strength, core loan and lease interest income and yield, and net interest income and margin without the impact of the CBI acquisition.




strength.

Tangible equity is calculated by subtracting goodwill created from acquisition of the Commercial Equipment Leasing Division and other intangible assets (principally core deposit intangibleintangibles) from stockholders’ equity. Banking and financial institution regulators also exclude goodwill and core deposit intangibleintangibles from stockholders’ equity when assessing the capital adequacy of a financialinstitution. Core loan and lease interest income and yield are calculated by subtracting accretion of discount on purchased loans. Net interest income and net interest margin are calculated by adjusting the reported amounts and rates for the impact of the CBI acquisition, including accretion of discount on purchased loans, accretion of time deposit premium and amortization of subordinated debentures discount.


Management believes the presentation of these financial measures excluding the impact of the items described in the preceding paragraph provide useful supplemental information that are essential to a proper understanding of the capital strength of Hanmi Financial and our core interest income and margin.Financial. These disclosures should not be viewed as a substitution for results determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other companies.


Tangible Assets, Tangible Stockholders’ Equity and Tangible Book Value Per Share


The following table reconciles these non-GAAP performance measures to the most comparable GAAP performance measures as of the dates indicated:

 

 

As of

 

 

 

June 30, 2020

 

 

June 30, 2019

 

 

December 31, 2019

 

 

 

(in thousands, except per share data)

 

Total assets

 

$

6,218,163

 

 

$

5,511,752

 

 

$

5,538,184

 

Less goodwill and other intangible assets

 

 

(11,742

)

 

 

(12,028

)

 

 

(11,873

)

Tangible assets

 

$

6,206,421

 

 

$

5,499,724

 

 

$

5,526,311

 

Total stockholders' equity

 

$

547,436

 

 

$

564,458

 

 

$

563,267

 

Less goodwill and other intangible assets

 

 

(11,742

)

 

 

(12,028

)

 

 

(11,873

)

Tangible stockholders' equity

 

$

535,694

 

 

$

552,430

 

 

$

551,394

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Stockholders' equity to assets

 

 

8.80

%

 

 

10.24

%

 

 

10.17

%

Tangible common equity to tangible assets (1)

 

 

8.63

%

 

 

10.04

%

 

 

9.98

%

Common shares outstanding

 

 

30,657,629

 

 

 

30,975,163

 

 

 

30,799,624

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Book value per share

 

$

17.86

 

 

$

18.22

 

 

$

18.29

 

Effect of goodwill and other intangible assets

 

 

(0.38

)

 

 

(0.39

)

 

 

(0.39

)

Tangible common equity per common share (1)

 

$

17.47

 

 

$

17.83

 

 

$

17.90

 

 September 30,
 2017 2016
 (in thousands, except per share data)
Total assets$5,111,396
 $4,402,180
Less goodwill(11,031) 
Less other intangible assets, net(1,597) (1,456)
Tangible assets$5,098,768
 $4,400,724
    
Total stockholders’ equity$559,247
 $531,198
Less goodwill(11,031) 
Less other intangible assets, net(1,597) (1,456)
Tangible stockholders' equity$546,619
 $529,742
    
Book value per share$17.25
 $16.47
Effect of goodwill(0.34) 
Effect of other intangible assets(0.05) (0.05)
Tangible book value per share$16.86
 $16.42

(1)

There were no preferred shares outstanding at the periods indicated.




Core Loan and Lease Yield and Net Interest Margin
The impact of acquisition accounting adjustments on core loan and lease interest income and yield and net interest margin are summarized in the following table:
 Three Months Ended
 September 30, 2017 September 30, 2016
 Amount Rate Amount Rate
 (dollars in thousands)
Core loan and lease interest income and yield$49,924
 4.84 % $40,476
 4.63 %
Accretion of discount on purchased loans341
 0.03 % 674
 0.08 %
As reported$50,265
 4.87 % $41,150
 4.71 %
        
Net interest income and net interest margin excluding acquisition accounting (1)
$45,048
 3.76 % $38,874
 3.75 %
Accretion of discount on Non-PCI loans and leases303
 0.03 % 648
 0.06 %
Accretion of discount on PCI loans and leases38
  % 26
  %
Accretion of time deposits premium116
 0.01 % 610
 0.06 %
Amortization of subordinated debentures discount(85) (0.01)% (67) (0.01)%
Net impact372
 0.03 % 1,217
 0.11 %
As reported on a fully taxable equivalent basis$45,420
 3.79 % $40,091
 3.86 %
(1)
Amounts calculated on a fully taxable equivalent basis using the current statutory federal tax rate.

 Nine Months Ended
 September 30, 2017 September 30, 2016
 Amount Rate Amount Rate
 (dollars in thousands)
Core loan and lease interest income and yield$142,183
 4.78 % $117,066
 4.69 %
Accretion of discount on purchased loans1,431
 0.05 % 3,796
 0.15 %
As reported$143,614
 4.83 % $120,862
 4.84 %
        
Net interest income and net interest margin excluding acquisition accounting (1)
$130,409
 3.79 % $113,710
 3.76 %
Accretion of discount on Non-PCI loans and leases1,287
 0.04 % 3,396
 0.11 %
Accretion of discount on PCI loans and leases144
  % 400
 0.01 %
Accretion of time deposits premium358
 0.01 % 2,343
 0.08 %
Amortization of subordinated debentures discount(243) (0.01)% (185) (0.01)%
Net impact1,546
 0.04 % 5,954
 0.19 %
As reported on a fully taxable equivalent basis$131,955
 3.83 % $119,664
 3.95 %
(1)
Amounts calculated on a fully taxable equivalent basis using the current statutory federal tax rate.




Executive Overview


For the three months ended September 30, 2017, net

Net income was $14.9$9.2 million, or $0.46 per diluted share, compared with $13.1 million, or $0.41$0.30 per diluted share, for the three months ended SeptemberJune 30, 2016. Net income for the third quarter of 2017 increased 13.7%, or $1.8 million. Income before the provision for income taxes for the third quarter of 2017 increased 16.1%, or $3.4 million principally because of the 13.5%, or $5.3 million, increase in net interest income driven by an increase in loans and leases receivable. The increase in net interest income however was partially offset by an increase in the loan and lease loss provision of $1.7 million and a $0.3 million increase in non-interest expenses.


For the nine months ended September 30, 2017, net income was $43.22020 compared with $2.7 million, or $1.33 per diluted share, compared with $42.1 million, or $1.31$0.09 per diluted share, for the nine months ended September 30, 2016. same period a year ago. The increase in net income for the 2020 second quarter reflects primarily the $15.7 million gain on sale of securities offset by a higher credit loss expense.

Net income for the first ninesix months ended June 30, 2020 and 2019 was $11.5 million, or $0.38 per diluted share and $17.3 million, or $0.56 per diluted share, respectively. The decline in net income for the 2020 six-month period reflects primarily an increase in credit loss expense offset by the gain on the sale of 2017 increased 2.6%, or $1.1 million. Income beforesecurities.

The Company adopted effective January 1, 2020, Accounting Standards Update (“ASU”) 2016-13, Financial Instruments – Credit Losses, which replaced the incurred loss methodology for estimating credit losses with a forward-looking current expected credit losses (“CECL”) methodology.  The adoption resulted in a $17.4 million increase to the beginning balance of the allowance for credit losses, a $0.3 million decrease to the beginning balance of the allowance for off-balance sheet-items and an after-tax charge of $12.2 million to the beginning balance of retained earnings.

For the second quarter of 2020, credit loss expense was $24.6 million compared with $16.7 million for the second quarter of 2019.  The 2020 second quarter credit loss expense included a $21.1 million provision for loan losses and a $3.5 million provision for off-balance sheet items. The 2020 second quarter credit loss expense reflects the change in the macroeconomic assumptions in determining the allowance for credit losses including a higher unemployment rate for the subsequent four quarters and a lower projected annual GDP growth rate.

For the six months ended 2020, credit loss expense was $40.3 million compared with loan loss provision of $17.8 million for the same period in 2019.  The credit loss expense for the six-months ended June 30, 2020 included a $36.0 million provision for loan losses and a $4.3 million provision for off-balance sheet items.

Second quarter noninterest income taxesincreased to $20.9 million from $6.2 million for the first nine monthsquarter, primarily due to $479.9 million in sales of 2017 increased 8.2%, or $5.4securities resulting in $15.7 million principally becausein gains. The gains on sales of securities reflect the repositioning of the 10.4%, or $12.3 million, increase in net interest income driven by an increase in loanssecurities portfolio to capture the high-level of unrealized gains arising from the very low rate environment. Hanmi reinvested the proceeds into U.S. Treasuries and leases receivable. The increase in net interest income however was partially offset by an increase in the loanU.S. Government agencies mortgage-backed securities, collateralized mortgage obligations, and lease loss provision of $5.1 million and a $2.6 million increase in non-interest expenses.

notes.

Other financial highlights include the following:


Loans

Cash and leasesdue from banks increased $424.4 million to $546.0 million as of June 30, 2020 from $121.7 million at December 31, 2019, primarily from a higher volume of non-interest bearing deposits and increased borrowings. The increase in borrowings was largely intended to boost bank liquidity amid disruptions caused to businesses and individuals by the outbreak of COVID-19. The increase in deposits reflects depositors placing proceeds from PPP loans and proceeds from other government assistance programs with the Bank, as well as an increase from our marketing efforts and depositors seeking safety for their funds.

Loans receivable, before the allowance for loan and leasecredit losses, were $4.20$4.83 billion at June 30, 2020 compared with $4.61 billion at December 31, 2019.  The increase reflects strong loan production which included $308.8 million of PPP loans and $225.3 million in new loan production. Loans held for sale, representing the endguaranteed portion of SBA 7(a) loans, were $17.9 million and $6.0 million at June 30, 2020 and December 31, 2019, respectively. We did not sell any SBA loans during the second quarter because of the third quarter of 2017, up $350.6 million, or 9.1 percent,disruptions in the secondary market resulting from $3.84the COVID-19 crisis. Secondary market activity resumed late in the second quarter.

Deposits were $5.21 billion at the end of 2016.


Deposits at SeptemberJune 30, 2017 were $4.30 billion, an increase of $89.3 million, or 12.8 percent, from $3.812020 compared with $4.70 billion at December 31, 2019. The increase reflects principally the end of 2016.

Non-performing$473.6 million increase in non-interest bearing demand deposits.

Return on average assets were $16.5 million, or 0.32for the three months ended June 30, 2020 and 2019 was 0.63 percent ofand 0.19 percent respectively, while the return on average stockholders’ equity was 6.73 percent and 1.87 percent for the same respective periods. Return on average assets for the six months ended June 30, 2020 and 2019 was 0.41 percent and 0.64 percent, respectively, while the return on average stockholders’ equity was 4.18 percent and 6.20 percent for the same respective periods.

Tangible book value per share was $17.47 at the end of the third quarter of 2017June 30, 2020 compared with $18.9 million, or 0.40$17.90 at December 31, 2019; tangible stockholders’ equity to tangible assets was 8.63 percent of total assets at the end of 2016.

June 30, 2020 compared with 9.98 percent at December 31, 2019.




The Bank continues to be well-capitalized at June 30, 2020 with a Total risk-based capital ratio of 13.62 percent, a Tier-1 risk-based capital ratio of 12.36 percent, a Common Equity Tier 1 capital ratio of 12.36 percent and a Tier 1 leverage ratio of 11.03 percent.

Results of Operations


Net Interest Income


Our primary source of revenue is net interest income, which is the difference between interest and fees derived from earning assets, and interest paid on liabilities obtained to fund those assets. Our net interest income is affected by changes inthe level and mix of interest-earning assets and interest-bearing liabilities, referred to as volume changes. Net interest income is also affected by changes in the yields earned on assets and rates paid on liabilities, referred to as rate changes. Interest rates charged on loans and leasesreceivable are affected principally by changes to interest rates, the demand for such loans and leases,receivable, the supply of money available for lending purposes, and other competitive factors. Those factors are, in turn, affected by general economic conditions and other factors beyond our control, such as federal economic policies, the general supply of money in the economy, legislative tax policies, governmental budgetary matters, and the actions of the FederalReserve.


The following tables showtable shows: the average balancesbalance of assets, liabilities and stockholders’ equity; the amount of interest income, on a tax-equivalent basis, and interest expense; the average yield or rate for each category of interest-earning assets and interest-bearing liabilities; and the net interest spread and the net interest margin for the periods indicated. All average balances are daily average balances.

 

 

Three Months Ended

 

 

 

June 30, 2020

 

 

June 30, 2019

 

 

 

 

 

 

 

Interest

 

 

Average

 

 

 

 

 

 

Interest

 

 

Average

 

 

 

Average

 

 

Income /

 

 

Yield /

 

 

Average

 

 

Income /

 

 

Yield /

 

 

 

Balance

 

 

Expense

 

 

Rate

 

 

Balance

 

 

Expense

 

 

Rate

 

Assets

 

(in thousands)

 

Interest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable (1)

 

$

4,680,048

 

 

$

52,230

 

 

 

4.49

%

 

$

4,491,377

 

 

$

56,872

 

 

 

5.08

%

Securities (2)

 

 

589,932

 

 

 

3,225

 

 

 

2.19

%

 

 

629,062

 

 

 

3,774

 

 

 

2.40

%

FHLB stock

 

 

16,385

 

 

 

203

 

 

 

5.00

%

 

 

16,385

 

 

 

283

 

 

 

6.93

%

Interest-bearing deposits in other banks

 

 

386,956

 

 

 

78

 

 

 

0.08

%

 

 

92,753

 

 

 

557

 

 

 

2.41

%

Total interest-earning assets

 

 

5,673,321

 

 

 

55,736

 

 

 

3.95

%

 

 

5,229,577

 

 

 

61,486

 

 

 

4.72

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

 

69,667

 

 

 

 

 

 

 

 

 

 

 

100,916

 

 

 

 

 

 

 

 

 

Allowance for credit losses

 

 

(66,926

)

 

 

 

 

 

 

 

 

 

 

(34,714

)

 

 

 

 

 

 

 

 

Other assets

 

 

219,383

 

 

 

 

 

 

 

 

 

 

 

203,870

 

 

 

 

 

 

 

 

 

Total assets

 

$

5,895,445

 

 

 

 

 

 

 

 

 

 

$

5,499,649

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Demand: interest-bearing

 

$

92,676

 

 

$

18

 

 

 

0.08

%

 

$

83,932

 

 

$

32

 

 

 

0.15

%

Money market and savings

 

 

1,677,081

 

 

 

2,309

 

 

 

0.55

%

 

 

1,541,976

 

 

 

6,083

 

 

 

1.58

%

Time deposits

 

 

1,458,351

 

 

 

6,562

 

 

 

1.81

%

 

 

1,863,685

 

 

 

10,613

 

 

 

2.28

%

Total interest-bearing deposits

 

 

3,228,108

 

 

 

8,889

 

 

 

1.11

%

 

 

3,489,593

 

 

 

16,728

 

 

 

1.92

%

Borrowings

 

 

342,437

 

 

 

760

 

 

 

0.89

%

 

 

59

 

 

 

 

 

 

0.00

%

Subordinated debentures

 

 

118,583

 

 

 

1,645

 

 

 

5.55

%

 

 

118,007

 

 

 

1,764

 

 

 

5.96

%

Total interest-bearing liabilities

 

 

3,689,128

 

 

 

11,294

 

 

 

1.23

%

 

 

3,607,659

 

 

 

18,492

 

 

 

2.06

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing liabilities and equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Demand deposits: noninterest-bearing

 

 

1,589,668

 

 

 

 

 

 

 

 

 

 

 

1,257,184

 

 

 

 

 

 

 

 

 

Other liabilities

 

 

68,311

 

 

 

 

 

 

 

 

 

 

 

66,053

 

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

548,338

 

 

 

 

 

 

 

 

 

 

 

568,753

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

 

$

5,895,445

 

 

 

 

 

 

 

 

 

 

$

5,499,649

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income (taxable equivalent basis)

 

 

 

 

 

$

44,442

 

 

 

 

 

 

 

 

 

 

$

42,994

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of deposits (3)

 

 

 

 

 

 

 

 

 

 

0.74

%

 

 

 

 

 

 

 

 

 

 

1.41

%

Net interest spread (taxable equivalent basis) (4)

 

 

 

 

 

 

 

 

 

 

2.72

%

 

 

 

 

 

 

 

 

 

 

2.66

%

Net interest margin (taxable equivalent basis) (5)

 

 

 

 

 

 

 

 

 

 

3.15

%

 

 

 

 

 

 

 

 

 

 

3.30

%

 Three Months Ended
 September 30, 2017 September 30, 2016
 
Average
Balance
 
Interest
Income /
Expense
 
Average
Yield /
Rate
 
Average
Balance
 
Interest
Income /
Expense
 
Average
Yield /
Rate
 (dollars in thousands)
Assets           
Interest-earning assets:           
Loans and leases receivable (1)
$4,092,131
 $50,265
 4.87% $3,477,428
 $41,150
 4.71%
Securities (2)
611,538
 3,683
 2.41% 589,832
 3,210
 2.18%
FRB and FHLB stock16,385
 286
 6.93% 19,207
 419
 8.73%
Interest-bearing deposits in other banks38,981
 123
 1.25% 43,678
 55
 0.50%
Total interest-earning assets4,759,035
 54,357
 4.53% 4,130,145
 44,834
 4.32%
Noninterest-earning assets:           
Cash and due from banks114,108
     116,779
    
Allowance for loan and lease losses(34,252)     (40,214)    
Other assets188,813
     190,993
    
Total assets$5,027,704
     $4,397,703
    
Liabilities and Stockholders’ Equity           
Interest-bearing liabilities:          
Deposits:           
Demand: interest-bearing$90,720
 $18
 0.08% $93,852
 $19
 0.08%
Money market and savings1,526,951
 3,311
 0.86% 1,141,747
 1,834
 0.64%
Time deposits1,384,724
 3,742
 1.07% 1,244,127
 2,505
 0.80%
Total interest-bearing deposits3,002,395
 7,071
 0.93% 2,479,726
 4,358
 0.70%
FHLB advances67,935
 198
 1.16% 152,935
 179
 0.47%
Subordinated debentures117,065
 1,667
 5.68% 18,844
 206
 4.35%
Total interest-bearing liabilities3,187,395
 8,936
 1.11% 2,651,505
 4,743
 0.71%
Noninterest-bearing liabilities and equity:           
Demand deposits: noninterest-bearing1,257,954
     1,189,693
    
Other liabilities30,592
     27,924
    
Stockholders’ equity551,763
     528,581
    
Total liabilities and stockholders’ equity$5,027,704
     $4,397,703
   
Net interest income (taxable equivalent)  $45,421
     $40,091
  
Cost of deposits (3)
    0.66%     0.47%
Net interest spread (4)
    3.42%     3.61%
Net interest margin (5)
    3.79%     3.86%

(1)

(1)

Loans and leases receivable include LHFSloans held for sale and exclude the allowance for loan and leasecredit losses. Nonaccrual loans and leases receivable areincluded in the average loans receivablebalance.



included in the average loan and lease balance.

(2)

(2)

Amounts calculated on a fully taxable equivalent basis using the current statutory federal tax rate.

(3)

(3)

Represents interest expense on deposits as a percentage of all interest-bearing and noninterest-bearingdeposits.

(4)

(4)

Represents the average yield earned on interest-earning assets less the average rate paid on interest-bearingliabilities.

(5)

(5)

Represents net interest income as a percentage of average interest-earningassets.


The table below shows changes in interest income (on a tax equivalent basis) and interest expense and the amounts attributable to variations in interest rates and volumes for the periods indicated. The variances attributable to simultaneous volume and rate changes have been allocated to the change due to volume and the change due to rate categories in proportion to the relationship of the absolute dollar amount attributable solely to the change in volume and to the change in rate.

 

 

Three Months Ended

 

 

 

June 30, 2020 vs June 30, 2019

 

 

 

Increases (Decreases) Due to Change In

 

 

 

Volume

 

 

Rate

 

 

Total

 

 

 

(in thousands)

 

Interest and dividend income:

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable (1)

 

$

2,273

 

 

$

(6,915

)

 

$

(4,642

)

Securities (2)

 

 

(228

)

 

 

(321

)

 

 

(549

)

FHLB stock

 

 

 

 

 

(80

)

 

 

(80

)

Interest-bearing deposits in other banks

 

 

458

 

 

 

(937

)

 

 

(479

)

Total interest and dividend income

 

 

2,503

 

 

 

(8,253

)

 

 

(5,750

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

 

Demand: interest-bearing

 

$

3

 

 

$

(17

)

 

$

(14

)

Money market and savings

 

 

493

 

 

 

(4,267

)

 

 

(3,774

)

Time deposits

 

 

(2,073

)

 

 

(1,978

)

 

 

(4,051

)

Borrowings

 

 

761

 

 

 

(1

)

 

 

760

 

Subordinated debentures

 

 

9

 

 

 

(128

)

 

 

(119

)

Total interest expense

 

 

(807

)

 

 

(6,391

)

 

 

(7,198

)

Change in net interest income

 

$

3,310

 

 

$

(1,862

)

 

$

1,448

 

(1)

Loans receivable include loans held for sale and exclude the allowance for credit losses. Nonaccrual loansreceivable are included in the average loans receivablebalance.

(2)

Amounts calculated on a fully taxable equivalent basis using the current statutory federal tax rate.

  Three Months Ended
 September 30, 2017 vs. September 30, 2016
 Increases (Decreases) Due to Change In
 Volume Rate Total
 (in thousands)
Interest and dividend income:     
Loans and leases receivable$7,646
 $1,469
 $9,115
Securities122
 351
 473
FRB and FHLB stock(55) (78) (133)
Interest-bearing deposits in other banks(7) 75
 68
Total interest and dividend income$7,706
 $1,817
 $9,523
Interest expense:     
Demand: interest-bearing$(1) $
 $(1)
Money market and savings732
 745
 1,477
Time deposits310
 927
 1,237
FHLB advances(140) 159
 19
Subordinated debentures1,380
 81
 1,461
Total interest expense$2,281
 $1,912
 $4,193
Change in net interest income (taxable equivalent)$5,425
 $(95) $5,330

Interest and dividend income, on a taxable equivalent basis, increased $9.5decreased $5.7 million, or 21.29.4 percent, to $54.4$55.7 million for the three months ended SeptemberJune 30, 20172020 from $44.8$61.5 million for the same period in 2016.2019. Interest expense increased $4.2decreased $7.2 million, or 88.438.9 percent, to $8.9$11.3 million for the three months ended SeptemberJune 30, 20172020 from $4.7$18.5 million for the same period in 2016.2019. For the three months ended SeptemberJune 30, 20172020 and 2016,2019, net interest income, on a taxable equivalent basis, was $45.4$44.4 million and $40.1$43.0 million, respectively. The increase in netNet interest income was primarily attributableincreased during the three months ended June 30, 2020 compared with the same period in 2019 mainly due to the 17.7 percent growthdecreases in average loans and leases and the change in the mix of interest earning assets with average loans and leases at 86.0 percent of average interest-earning assets for the third quarter of 2017, up from 84.2 percent for the third quarter of 2016, offset by higher rates paid on interest-bearing depositmoney market, savings, and increasestime deposits, offset by decreases in other borrowings balances and rates.yields earned on loans. The net interest spread and net interest margin, on a taxable equivalent basis, for the three months ended SeptemberJune 30, 20172020 were 3.422.72 percent and 3.793.15 percent, respectively, compared with 3.612.66 percent and 3.863.30 percent, respectively, for the same period in 2016. Excluding the effects2019.

The average balance of acquisition accounting adjustments, net interest margin was 3.76 percent and 3.75 percent for the three months ended September 30, 2017 and 2016, respectively.


Average loans and leasesinterest-earning assets increased $614.7$443.7 million, or 17.78.49 percent, to $4.10$5.67 billion for the three months ended SeptemberJune 30, 20172020 from $3.48$5.23 billion for the same period in 2016. Average securities2019. The average balance of loans receivable increased $21.7$188.7 million, or 3.74.20 percent, to $611.5 million for the three months ended September 30, 2017 from $589.8 million for the same period in 2016. Average interest-earning assets increased $628.9 million, or 15.2 percent, to $4.76$4.68 billion for the three months ended SeptemberJune 30, 20172020 from $4.13$4.49 billion for the same period in 2016.2019. The increase in average loans and leases was due mainly to new loan production and the commencementbalance of the Commercial Equipment Leasing Division in the fourth quarter of 2016. Average interest-bearing liabilities increased $535.9$81.5 million, or 20.22.26 percent, to $3.19$3.69 billion for the three months ended SeptemberJune 30, 2017,2020, compared with $2.65$3.61 billion for the same period in 2016. The increase in average interest-bearing liabilities resulted primarily from an increase in money market and savings deposits, time deposits and the $100 million of subordinated debt issued in the first quarter of 2017. In addition, average noninterest-bearing demand deposits increased $68.3 million, or 5.7 percent, to $1.26 billion for the third quarter of 2017 from $1.19 billion in the same period in 2016.



The average yield on loans and leases increased to 4.87 percent for the three months ended September 30, 2017 from 4.71 percent for the same period in 2016, primarily due to new loan production and the commencement of the Commercial Equipment Leasing Division in the fourth quarter of 2016. The average yield on securities, on a taxable equivalent basis, increased to 2.41 percent for the three months ended September 30, 2017 from 2.18 percent for the same period in 2016, attributable primarily to purchasing higher yielding U.S. Government agency mortgage-backed securities. 2019.

The average yield on interest-earning assets, on a taxable equivalent basis, increased 21decreased 77 basis points to 4.533.95 percent for the three months ended SeptemberJune 30, 20172020 from 4.324.72 percent for the same period in 2016,2019, primarily due mainly to the higher percentage of loansdecrease in the mixgeneral level of interest-earning assets.interest rates but was partially offset by higher volume in interest-bearing deposits at other banks. The average cost of interest-bearing liabilities increaseddecreased by 4083 basis points to 1.111.23 percent for the three months ended SeptemberJune 30, 20172020 from 0.712.06 percent for the same period in 2016.

2019, mainly due to lower market interest rates and a smaller percentage of higher-costing time deposits in theportfolio.


The following tables showtable shows: the average balancesbalance of assets, liabilities and stockholders’ equity; the amount of interest income, on a tax-equivalent basis, and interest expense; the average yield or rate for each category of interest-earning assets and interest-bearing liabilities; and the net interest spread and the net interest margin for the periods indicated. All average balances are daily average balances.

 

 

Six Months Ended June 30,

 

 

 

2020

 

 

2019

 

 

 

 

 

 

 

Interest

 

 

Average

 

 

 

 

 

 

Interest

 

 

Average

 

 

 

Average

 

 

Income /

 

 

Yield /

 

 

Average

 

 

Income /

 

 

Yield /

 

 

 

Balance

 

 

Expense

 

 

Rate

 

 

Balance

 

 

Expense

 

 

Rate

 

Assets

 

(in thousands)

 

Interest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable (1)

 

$

4,599,222

 

 

$

106,878

 

 

 

4.67

%

 

$

4,512,134

 

 

$

115,206

 

 

 

5.15

%

Securities (2)

 

 

606,821

 

 

 

6,880

 

 

 

2.27

%

 

 

609,414

 

 

 

7,371

 

 

 

2.42

%

FHLB stock

 

 

16,385

 

 

 

492

 

 

 

6.05

%

 

 

16,385

 

 

 

572

 

 

 

7.04

%

Interest-bearing deposits in other banks

 

 

245,734

 

 

 

411

 

 

 

0.34

%

 

 

72,997

 

 

 

892

 

 

 

2.46

%

Total interest-earning assets

 

 

5,468,162

 

 

 

114,661

 

 

 

4.22

%

 

 

5,210,930

 

 

 

124,041

 

 

 

4.80

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-earning assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and due from banks

 

 

83,782

 

 

 

 

 

 

 

 

 

 

 

104,932

 

 

 

 

 

 

 

 

 

Allowance for credit losses

 

 

(63,990

)

 

 

 

 

 

 

 

 

 

 

(33,356

)

 

 

 

 

 

 

 

 

Other assets

 

 

212,595

 

 

 

 

 

 

 

 

 

 

 

184,702

 

 

 

 

 

 

 

 

 

Total assets

 

$

5,700,549

 

 

 

 

 

 

 

 

 

 

$

5,467,208

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest-bearing liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Demand: interest-bearing

 

$

87,805

 

 

$

39

 

 

 

0.09

%

 

$

84,608

 

 

$

61

 

 

 

0.15

%

Money market and savings

 

 

1,682,047

 

 

 

7,088

 

 

 

0.85

%

 

 

1,534,385

 

 

 

11,760

 

 

 

1.55

%

Time deposits

 

 

1,490,548

 

 

 

14,504

 

 

 

1.96

%

 

 

1,858,155

 

 

 

20,589

 

 

 

2.23

%

Total interest-bearing deposits

 

 

3,260,400

 

 

 

21,631

 

 

 

1.33

%

 

 

3,477,148

 

 

 

32,410

 

 

 

1.88

%

Borrowings

 

 

236,548

 

 

 

1,256

 

 

 

1.07

%

 

 

5,306

 

 

 

72

 

 

 

2.74

%

Subordinated debentures

 

 

118,513

 

 

 

3,357

 

 

 

5.67

%

 

 

117,935

 

 

 

3,536

 

 

 

5.99

%

Total interest-bearing liabilities

 

 

3,615,461

 

 

 

26,244

 

 

 

1.46

%

 

 

3,600,389

 

 

 

36,018

 

 

 

2.02

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Noninterest-bearing liabilities and equity:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Demand deposits: noninterest-bearing

 

 

1,461,682

 

 

 

 

 

 

 

 

 

 

 

1,254,437

 

 

 

 

 

 

 

 

 

Other liabilities

 

 

69,259

 

 

 

 

 

 

 

 

 

 

 

48,971

 

 

 

 

 

 

 

 

 

Stockholders' equity

 

 

554,147

 

 

 

 

 

 

 

 

 

 

 

563,411

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders' equity

 

$

5,700,549

 

 

 

 

 

 

 

 

 

 

$

5,467,208

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net interest income (taxable equivalent basis)

 

 

 

 

 

$

88,417

 

 

 

 

 

 

 

 

 

 

$

88,023

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of deposits (3)

 

 

 

 

 

 

 

 

 

 

0.92

%

 

 

 

 

 

 

 

 

 

 

1.38

%

Net interest spread (taxable equivalent basis) (4)

 

 

 

 

 

 

 

 

 

 

2.76

%

 

 

 

 

 

 

 

 

 

 

2.78

%

Net interest margin (taxable equivalent basis) (5)

 

 

 

 

 

 

 

 

 

 

3.25

%

 

 

 

 

 

 

 

 

 

 

3.41

%

 Nine Months Ended
 September 30, 2017 September 30, 2016
 
Average
Balance
 
Interest
Income /
Expense
 
Average
Yield /
Rate
 
Average
Balance
 
Interest
Income /
Expense
 
Average
Yield /
Rate
 (dollars in thousands)
Assets           
Interest-earning assets:           
Loans and leases receivable (1)
$3,976,021
 $143,614
 4.83% $3,333,419
 $120,862
 4.84%
Securities (2)
574,801
 10,153
 2.36% 643,125
 10,136
 2.10%
FRB and FHLB stock16,385
 943
 7.69% 26,809
 1,540
 7.66%
Interest-bearing deposits in other banks41,663
 323
 1.04% 42,127
 152
 0.48%
Total interest-earning assets4,608,870
 155,033
 4.50% 4,045,480
 132,690
 4.38%
Noninterest-earning assets:           
Cash and due from banks116,206
     115,235
    
Allowance for loan and lease losses(33,550)     (41,401)    
Other assets190,001
     195,748
    
Total assets$4,881,527
     $4,315,062
    
Liabilities and Stockholders’ Equity           
Interest-bearing liabilities:           
Deposits:           
Demand: interest-bearing$94,040
 $56
 0.08% $95,264
 $56
 0.08%
Money market and savings1,489,302
 9,200
 0.83% 996,578
 4,130
 0.55%
Time deposits1,293,412
 9,431
 0.97% 1,286,120
 7,583
 0.79%
Total interest-bearing deposits2,876,754
 18,687
 0.87% 2,377,962
 11,769
 0.66%
FHLB advances118,736
 714
 0.80% 204,106
 673
 0.44%
Subordinated debentures88,604
 3,677
 5.52% 18,783
 584
 4.15%
Total interest-bearing liabilities3,084,094
 23,078
 1.00% 2,600,851
 13,026
 0.67%
Noninterest-bearing liabilities and equity:           
Demand deposits: noninterest-bearing1,224,886
     1,166,427
    
Other liabilities29,044
     32,381
    
Stockholders’ equity543,503
     515,403
    
Total liabilities and stockholders’ equity$4,881,527
     $4,315,062
   
Net interest income (taxable equivalent)  $131,955
     $119,664
  
Cost of deposits (3)
    0.61%     0.44%
Net interest spread (4)
    3.50%     3.71%
Net interest margin (5)
    3.83%     3.95%

(1)

(1)

Loans and leases receivable include LHFSloans held for sale and exclude the allowance for loan and leasecredit losses. Nonaccrual loans and leases receivable are included in the average loan and lease loans receivablebalance.

(2)

(2)

Amounts calculated on a fully taxable equivalent basis using the current statutory federal tax rate.



(3)

(3)

Represents interest expense on deposits as a percentage of all interest-bearing and noninterest-bearingdeposits.

(4)

(4)

Represents the average yield earned on interest-earning assets less the average rate paid on interest-bearingliabilities.

(5)

(5)

Represents net interest income as a percentage of average interest-earningassets.


The table below shows changes in interest income (on a tax equivalent basis) and interest expense and the amounts attributable to variations in interest rates and volumes for the periods indicated. The variances attributable to simultaneous volume and rate changes have been allocated to the change due to volume and the change due to rate categories in proportion to the relationship of the absolute dollar amount attributable solely to the change in volume and to the change in rate.

 

 

Six Months Ended June 30,

 

 

 

June 30, 2020 vs June 30, 2019

 

 

 

Increases (Decreases) Due to Change In

 

 

 

Volume

 

 

Rate

 

 

Total

 

 

 

(in thousands)

 

Interest and dividend income:

 

 

 

 

 

 

 

 

 

 

 

 

Loans receivable (1)

 

$

2,272

 

 

$

(10,600

)

 

$

(8,328

)

Securities (2)

 

 

(31

)

 

 

(460

)

 

 

(491

)

FHLB stock

 

 

 

 

 

(80

)

 

 

(80

)

Interest-bearing deposits in other banks

 

 

781

 

 

 

(1,262

)

 

 

(481

)

Total interest and dividend income

 

 

3,022

 

 

 

(12,402

)

 

 

(9,380

)

 

 

 

 

 

 

 

 

 

 

 

 

 

Interest expense:

 

 

 

 

 

 

 

 

 

 

 

 

Demand: interest-bearing

 

$

2

 

 

$

(24

)

 

$

(22

)

Money market and savings

 

 

1,052

 

 

 

(5,724

)

 

 

(4,672

)

Time deposits

 

 

(3,754

)

 

 

(2,331

)

 

 

(6,085

)

Borrowings

 

 

1,255

 

 

 

(71

)

 

 

1,184

 

Subordinated debentures

 

 

16

 

 

 

(195

)

 

 

(179

)

Total interest expense

 

 

(1,429

)

 

 

(8,345

)

 

 

(9,774

)

Change in net interest income

 

$

4,451

 

 

$

(4,057

)

 

$

394

 

(1)

Loans receivable include loans held for sale and exclude the allowance for credit losses. Nonaccrual loansreceivable are included in the average loans receivablebalance.

(2)

Amounts calculated on a fully taxable equivalent basis using the current statutory federal tax rate.

 Nine Months Ended
 September 30, 2017 vs. September 30, 2016
 Increases (Decreases) Due to Change In
 Volume Rate Total
 (in thousands)
Interest and dividend income:     
Loans and leases receivable$23,006
 $(254) $22,752
Securities(1,152) 1,169
 17
FRB and FHLB stock(603) 6
 (597)
Interest-bearing deposits in other banks(2) 173
 171
Total interest and dividend income$21,249
 $1,094
 $22,343
Interest expense:     
Money market and savings$2,499
 $2,571
 $5,070
Time deposits44
 1,804
 1,848
FHLB advances(110) 151
 41
Subordinated debentures2,840
 253
 3,093
Total interest expense$5,273
 $4,779
 $10,052
Change in net interest income (taxable equivalent)$15,976
 $(3,685) $12,291

Interest and dividend income, on a taxable equivalent basis, increased $22.3decreased $9.4 million, or 16.87.6 percent, to $155.0$114.7 million for the ninesix months ended SeptemberJune 30, 20172020 from $132.7$124.0 million for the same period in 2016.2019. Interest expense increased $10.1decreased $9.8 million, or 77.227.1 percent, to $23.1$26.2 million for the ninesix months ended SeptemberJune 30, 20172020 from $13.0$36.0 million for the same period in 2016.2019. For the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, net interest income, on a taxable equivalent basis, was $132.0$88.4 million and $119.7$88.0 million, respectively. The increase in netNet interest income was primarily attributable toincreased during the 19.3 percent growth in average loans and leases and the change in the mix of interest earning assetssix months ended June 30, 2020 compared with average loans and leases at 86.3 percent of average interest-earning assets for the first nine months of 2017, up from 82.4 percent for the same period in 2016.2019 mainly due to decreases on rates paid for money market, savings and time deposits, as well as lower average balances on time deposits, offset by decreases in the average yields on loans receivable. The net interest spread and net interest margin, on a taxable equivalent basis, for the ninesix months ended SeptemberJune 30, 20172020 were 3.502.76 percent and 3.833.25 percent, respectively, compared with 3.712.78 percent and 3.953.41 percent, respectively, for the same period in 2016. Excluding the effects2019.

The average balance of acquisition accounting adjustments, net interest margin was 3.79 percent and 3.76 percent for the nine months ended September 30, 2017 and 2016, respectively.


Average loans and leasesinterest-earning assets increased $642.6$257.2 million, or 19.34.90 percent, to $3.98$5.47 billion for the ninesix months ended SeptemberJune 30, 20172020 from $3.33$5.21 billion for the same period in 2016. Average securities decreased $68.32019. The average balance of loans receivable increased $87.1 million, or 10.61.90 percent, to $574.8 million for the nine months ended September 30, 2017 from $643.1 million for the same period in 2016. Average interest-earning assets increased $563.4 million, or 13.9 percent, to $4.61$4.60 billion for the ninesix months ended SeptemberJune 30, 20172020 from $4.05$4.51 billion for the same period in 2016.2019. The increase in average loans and leases was due mainly to new loan production and the commencementbalance of the Commercial Equipment Leasing Division in the fourth quarter of 2016. Average interest-bearing liabilities increased $483.2$15.1 million, or 18.60.42 percent, to $3.08$3.62 billion for the ninesix months ended SeptemberJune 30, 2017,2020, compared with $2.60$3.60 billion for the same period in 2016. The increase in average interest-bearing liabilities resulted primarily from an increase in money market and savings deposits and the $100 million of subordinated debt issued in the first quarter of 2017. In addition, average noninterest-bearing demand deposits increased $58.5 million, or 5.0 percent, to $1.22 billion for the first nine months of 2017 from $1.17 billion in the same period in 2016.

The average yield on loans and leases decreased to 4.83 percent for the nine months ended September 30, 2017 from 4.84 percent for the same period in 2016, primarily due to a decrease in discount accretion on purchased loans. The average yield on securities, on a taxable equivalent basis, increased to 2.36 percent for the nine months ended September 30, 2017 from


2.10 percent for the same period in 2016, attributable primarily to purchasing higher yielding U.S. government agency mortgage-backed securities. 2019.

The average yield on interest-earning assets, on a taxable equivalent basis, increased 12decreased 58 basis points to 4.504.22 percent for the ninesix months ended SeptemberJune 30, 20172020 from 4.384.80 percent for the same period in 2016,2019, primarily due mainly to the higher percentage of loansdecrease in the mixgeneral level of interest rates of interest-earning assets.assets partially offset by an increase in the average balance of interest-bearing deposits at other banks. The average cost of interest-bearing liabilities increaseddecreased by 3356 basis points to 1.001.46 percent for the ninesix months ended SeptemberJune 30, 20172020 from 0.672.02 percent for the same period in 2016.

2019, mainly due to lower market interest rates and a smaller percentage of higher-costing time deposits in theportfolio.


Provision for Loan and Lease Losses

In anticipation

Credit Loss Expense

For the three months ended June 30, 2020, credit loss expense was $24.6 million, comprised of credit risks inherent in our lending business, we set aside an allowancea $21.1 million provision for loan losses and lease losses through charges to earnings. These charges are made not only for our outstanding loan and lease portfolio, but alsoa $3.5 million provision for off-balance sheet items such as commitments to extend credit, or letters of credit. The provisions, whether a charge or a credit, made for our outstanding loan and lease portfolio are recorded to the allowance for loan and lease losses, whereas charges or credits to other noninterest expense for off-balance sheet items are recorded to the allowance for off-balance sheet items, and are presented as a component of other liabilities.


The provision for loan and lease losses was $0.3 million for the third quarter of 2017. For the same period in 2016, the provision for loan and lease losses was a negative $1.5 million. The charge to other noninterest expense for losses on off-balance sheet items was a negative $0.2 million for the three months ended September 30, 2017 compared to none for the same period in 2016.

The provision for loan and lease losses was $0.6 million for the first nine months of 2017, which included a negative loan loss provision of $0.2 million related to Purchased Credit Impaired loans from the 2014 acquisition. For the same period in 2016, the provision for loan and lease losses was a negative $4.5 million, which includedwith a loan loss provision of $0.2 million related to Purchased Credit Impaired loans. The charge to other noninterest expense for losses on off-balance sheet items was a negative $0.3 million for the nine months ended September 30, 2017 compared to $0.5$16.7 million for the same period in 2016.


2019 and a provision for off-balance sheet items of $0.2 million. The credit loss expense for the three months ended June 30, 2020 reflects principally deteriorating assumptions about unemployment and economic activity as well as higher levels of unused loan commitments.

The credit loss expense for the six months ended June 30, 2020 and 2019 was $40.3 million and $17.8 million. Included in credit loss expense was the provision for loan losses of $36.0 million and provision for off-balance sheet items of $4.3 million for the six months ended June 30, 2020. The loan loss provision for the six months ended June 30, 2019 was $17.8 million, and the provision for off-balance sheet items was a credit to expense of $0.1 million.  

See also “Allowance for Loan and LeaseCredit Losses and Allowance for Credit Losses Related to Off-Balance Sheet Items"Items” for further details.


Noninterest Income


The following table sets forth the various components of noninterest income for the periods indicated:

 

 

Three Months Ended June 30,

 

 

Increase

(Decrease)

 

 

 

2020

 

 

2019

 

 

Amount

 

 

 

(in thousands)

 

Service charges on deposit accounts

 

$

2,032

 

 

$

2,486

 

 

$

(454

)

Trade finance and other service charges and fees

 

 

961

 

 

 

1,204

 

 

 

(243

)

Servicing income

 

 

855

 

 

 

600

 

 

 

255

 

Bank-owned life insurance income

 

 

276

 

 

 

281

 

 

 

(5

)

All other operating income

 

 

1,095

 

 

 

293

 

 

 

802

 

Service charges, fees & other

 

 

5,219

 

 

 

4,864

 

 

 

355

 

Gain on sale of SBA loans

 

 

 

 

 

1,060

 

 

 

(1,060

)

Net gain (loss) on sales of securities

 

 

15,712

 

 

 

570

 

 

 

15,142

 

Gain on sale of bank premises

 

 

 

 

 

1,235

 

 

 

(1,235

)

Total noninterest income

 

$

20,931

 

 

$

7,729

 

 

$

13,202

 

 Three Months Ended September 30, Increase (Decrease)
 2017 2016 Amount Percentage
 (dollars in thousands)
Service charges on deposit accounts$2,678
 $2,883
 $(205) (7.1)%
Trade finance and other service charges and fees1,133
 992
 141
 14.2 %
Other operating income1,213
 2,348
 (1,135) (48.3)%
Subtotal service charges, fees and other income5,024
 6,223
 (1,199) (19.3)%
Gain on sale of SBA loans2,546
 1,616
 930
 57.5 %
Disposition gains on PCI loans979
 789
 190
 24.1 %
Net gain on sales of securities267
 46
 221
 480.4 %
Total noninterest income$8,816
 $8,674
 $142
 1.6 %

For the three months ended SeptemberJune 30, 2017,2020, noninterest income was $8.8$20.9 million, an increase of $0.1$13.2 million, or 1.6170.8 percent, compared with $8.7$7.7 million for the same period in 2016. The2019. Most of the increase was primarily attributable to increased$15.7 million in gains on sale of $479.9 million of securities reflecting the repositioning of the securities portfolio to capture the high level of unrealized gains arising from the very low rate environment. Securities transactions for the year ago period resulted in gains of $0.5 million as we sold the remaining tax-exempt municipal bonds during the three months ended June 30, 2019. There were no gains on sale of SBA loans and securities transactions offset by lower other operating income. Gains on SBA loan sales were $2.5 million forduring the third quarter of 2017, an increase of $0.9 million from the third quarter of 2016 as the volume of loan sales increased to $32.5 million from $24.1 million in the same quarter last year. Sales of securities resulted in a net gain of $267,000 for the third quarter of 2017three months ended June 30, 2020 compared with $46,000$1.1 million for the same period in 2016. Other operating income was $1.2 million for the third quarter of 2017, a decrease of $1.1 million, or 48.3%, compared with $2.3 million for the third quarter of 2016. The decrease in other operating income was due to the gain from the sale of a branch facility in the third quarter of 2016.




year ago.

The following table sets forth the various components of noninterest income for the periods indicated:

 

 

Six Months Ended June 30,

 

 

Increase

(Decrease)

 

 

 

2020

 

 

2019

 

 

Amount

 

 

 

(in thousands)

 

Service charges on deposit accounts

 

$

4,432

 

 

$

4,844

 

 

$

(412

)

Trade finance and other service charges and fees

 

 

1,948

 

 

 

2,328

 

 

 

(380

)

Servicing income

 

 

1,416

 

 

 

1,083

 

 

 

333

 

Bank-owned life insurance income

 

 

553

 

 

 

533

 

 

 

20

 

All other operating income

 

 

1,939

 

 

 

679

 

 

 

1,260

 

Service charges, fees & other

 

 

10,288

 

 

 

9,467

 

 

 

821

 

Gain on sale of SBA loans

 

 

1,154

 

 

 

1,986

 

 

 

(832

)

Net gain (loss) on sales of securities

 

 

15,712

 

 

 

1,295

 

 

 

14,417

 

Gain on sale of bank premises

 

 

 

 

 

1,235

 

 

 

(1,235

)

Total noninterest income

 

$

27,154

 

 

$

13,983

 

 

$

13,171

 

 Nine Months Ended September 30, Increase (Decrease)
 2017 2016 Amount Percentage
 (dollars in thousands)
Service charges on deposit accounts$7,667
 $8,782
 $(1,115) (12.7)%
Trade finance and other service charges and fees3,449
 3,099
 350
 11.3 %
Other operating income4,764
 5,423
 (659) (12.2)%
Subtotal service charges, fees and other income15,880
 17,304
 (1,424) (8.2)%
Gain on sale of SBA loans6,678
 4,247
 2,431
 57.2 %
Disposition gains on PCI loans1,473
 3,411
 (1,938) (56.8)%
Net gain on sales of securities1,702
 46
 1,656
 3,600.0 %
Total noninterest income$25,733
 $25,008
 $725
 2.9 %


For the ninesix months ended SeptemberJune 30, 2017,2020, noninterest income was $25.7$27.2 million, an increase of $0.7$13.2 million, or 2.994.2 percent, compared with $25.0$14.0 million for the same period in 2016. The increase2019. Increase in noninterest income for the six months ended June 30, 2020 was primarily attributablemostly attributed to $15.7 million in gains on sales of securities. Securities transactions for the same period a year ago resulted in gains of $1.3 million as we sold all of our tax-exempt municipal bonds during the six months ended June 30, 2019. In addition, other operating income increased from $512,000 of fees relating to back-to-back swap contracts with a notional amount of $29.5 million and higher levels of bank interchange fees of $699,000.  These were partially offset by lower gains on sales of SBA loans which were $1.2 million for the six months ended June 30, 2020 compared with $2.0 million for the same period a year ago, and the absence of a gain on the sale of SBA loans and securities transactions offset by lower gains from the resolution or disposition of PCI loans and service charges on deposit accounts. Gains on SBA loan sales were $6.7bank premises in 2020 compared to a $1.2 million gain for the first nine months of 2017, an increase of $2.4 million from the first nine months of 2016 as the volume of loan sales increased to $84.5 million from $55.9 million in the same quarter last year. Sales of securities resulted in a net gain of $1.7 million for the first nine months of 2017 compared with $46,000 for the same period in 2016. Disposition gains on PCI loans were $1.5 million for the ninesix months ended SeptemberJune 30, 2107 compared with $3.4 million the same period in 2016.


2019.

Noninterest Expense


The following table sets forth the components of noninterest expense for the periods indicated:

 

 

Three Months Ended June 30,

 

 

Increase

(Decrease)

 

 

 

2020

 

 

2019

 

 

Amount

 

 

 

(in thousands)

 

Salaries and employee benefits

 

$

14,701

 

 

$

16,881

 

 

$

(2,180

)

Occupancy and equipment

 

 

4,508

 

 

 

3,468

 

 

 

1,040

 

Data processing

 

 

2,804

 

 

 

2,140

 

 

 

664

 

Professional fees

 

 

1,545

 

 

 

1,983

 

 

 

(438

)

Supplies and communications

 

 

858

 

 

 

649

 

 

 

209

 

Advertising and promotion

 

 

456

 

 

 

945

 

 

 

(489

)

All other operating expenses

 

 

2,457

 

 

 

3,687

 

 

 

(1,230

)

Subtotal

 

 

27,329

 

 

 

29,753

 

 

 

(2,424

)

Provision expense (income) for losses on off-balance sheet items (1)

 

 

 

 

 

233

 

 

 

(233

)

Other real estate owned expense

 

 

(191

)

 

 

158

 

 

 

(349

)

Total noninterest expense

 

$

27,138

 

 

$

30,144

 

 

$

(3,006

)

(1)

Provision expense (income) for losses on off-balance sheet items is now included in credit loss expense; the provision for losses on off-balance sheet items was $3.5 million for the six months ended June 30, 2020.

 Three Months Ended September 30, Increase (Decrease)
 2017 2016 Amount Percentage
 (dollars in thousands)
Salaries and employee benefits$16,947
 $15,950
 $997
 6.3 %
Occupancy and equipment3,883
 3,917
 (34) -0.9 %
Data processing1,779
 1,330
 449
 33.8 %
Professional fees1,210
 1,090
 120
 11.0 %
Supplies and communications755
 821
 (66) -8.0 %
Advertising and promotion1,147
 1,153
 (6) -0.5 %
OREO expense(16) 73
 (89) -121.9 %
Other operating expenses2,955
 4,003
 (1,048) -26.2 %
Total noninterest expense$28,660
 $28,337
 $323
 1.1 %

For the three months ended SeptemberJune 30, 2017,2020, noninterest expense was $28.7$27.1 million, an increasea decrease of $0.3$3.0 million, or 1.110.0 percent, compared with $28.3$30.1 million for the same period in 2016.2019. The increasedecrease was primarily due primarily to increases inlower salaries and employee benefits OREO and data processing, offset by a decreaseexpense from $3.1 million in other operating expenses. The increase inhigher capitalized salaries and employee benefits is largely due to personnel added with the commencement of the Commercial Equipment Leasing Division and annual merit increases compared to the same period in 2016. The decrease in other operating expenses is mainly due to a $1.4 million charge for the three months ended September 30, 2016 related to the finalizationorigination of prior year FDIC loss share claims.






PPP loans.

The following table sets forth the components of noninterest expense for the periods indicated:

 

 

Six Months Ended June 30,

 

 

Increase

(Decrease)

 

 

 

2020

 

 

2019

 

 

Amount

 

 

 

(in thousands)

 

Salaries and employee benefits

 

$

32,450

 

 

$

32,619

 

 

$

(169

)

Occupancy and equipment

 

 

8,983

 

 

 

7,989

 

 

 

994

 

Data processing

 

 

5,473

 

 

 

4,223

 

 

 

1,250

 

Professional fees

 

 

3,460

 

 

 

3,632

 

 

 

(172

)

Supplies and communications

 

 

1,639

 

 

 

1,493

 

 

 

146

 

Advertising and promotion

 

 

1,190

 

 

 

1,705

 

 

 

(515

)

Merger and integration costs

 

 

 

 

 

641

 

 

 

(641

)

All other operating expenses

 

 

5,200

 

 

 

7,089

 

 

 

(1,889

)

Subtotal

 

 

58,395

 

 

 

59,391

 

 

 

(996

)

Provision expense (income) for losses on off-balance sheet items (1)

 

 

 

 

 

(106

)

 

 

106

 

Other real estate owned expense

 

 

(189

)

 

 

(75

)

 

 

(114

)

Total noninterest expense

 

$

58,206

 

 

$

59,210

 

 

$

(1,004

)

 Nine Months Ended September 30, Increase (Decrease)
 2017 2016 Amount Percentage
 (dollars in thousands)
Salaries and employee benefits$50,674
 $47,710
 $2,964
 6.2 %
Occupancy and equipment11,743
 11,351
 392
 3.5 %
Data processing5,148
 4,219
 929
 22.0 %
Professional fees3,912
 4,063
 (151) -3.7 %
Supplies and communications2,135
 2,266
 (131) -5.8 %
Advertising and promotion2,964
 2,769
 195
 7.0 %
OREO expense402
 721
 (319) -44.2 %
Merger and integration costs (income)(40) 
 (40) -100.0 %
Other operating expenses7,905
 9,170
 (1,265) -13.8 %
Total noninterest expense$84,843
 $82,269
 $2,574
 3.1 %

(1)

Provision expense (income) for losses on off-balance sheet items is now included in credit loss expense; the provision for losses on off-balance sheet items was $4.3 million for the six months ended June 30, 2020.


For the ninesix months ended SeptemberJune 30, 2017,2020, noninterest expense was $84.8$58.2 million, an increasea decrease of $2.6$1.0 million, or 3.11.7 percent, compared with $82.3$59.2 million for the same period in 2016.2019. The decrease was primarily due to a reduction of other operating expenses from gains on sales and disposals of repossessed assets, offset by an increase was due primarily to increases in salaries and employee benefits, data processing and occupancy and equipment costs.

Income Tax Expense

Income tax expense offset by a decrease in other operating expense.was $4.5 million and $1.2 million representing an effective income tax rate of 32.7 percent and 31.5 percent for the three months ended June 30, 2020 and 2019, respectively. The increase in salaries and employee benefits is largely due to personnel added with the commencement ofeffective tax rate for the Commercial Equipment Leasing Division and annual merit increasesthree months ended June 30, 2020, compared to the same period in 2016. The decrease in other operating expenses is mainly2019 was principally due to a $1.4 million charge forhigher pre-tax income during the three months ended September 30, 2016 related to the finalization of prior year FDIC loss share claims.


Income Tax Expense

second quarter.

Income tax expense was $9.9$5.5 million and $7.5 million representing an effective income tax rate of 32.3 percent and 30.2 percent for the threesix months ended SeptemberJune 30, 2017,2020 and 2019, respectively. The increase in the effective tax rate for the six months ended June 30, 2020, compared with $8.2 million forto the same period in 2016. The effective income tax rate2019 was 39.9 percent for the three months ended September 30, 2017principally due to lower tax-exempt interest and 38.6 percent for the same period in 2016.


Income tax expense was $27.6 million for the nine months ended September 30, 2017, compared with $23.3 million for the same period in 2016. The effective income tax rate was 39.0 percent for the nine months ended September 30, 2017, compared with 35.6 percent for the same period in 2016. Income tax expense for the first nine months of 2016 included a $1.8 million benefit arising from the finalization of the 2014 amended income tax returns.



dividends.

Financial Condition


Securities


As of SeptemberJune 30, 2017,2020, our securities portfolio was composed primarilyconsisted of U.S. government agency and sponsored agency mortgage-backed securities, and collateralized mortgage obligations as well as tax exempt municipal bonds.and, to a lesser extent, U.S. Treasury securities. Most of thethese securities carriedcarry fixed interest rates. Other than holdings of U.S. government agency securities,and sponsored agency obligations, there were no securities of any one issuer exceeding 10 percent of stockholders’ equity as of SepemberJune 30, 20172020 and December 31, 2016.


2019.

The following table summarizes the amortized cost, estimated fair value and unrealized gain (loss) on securities as of the dates indicated:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

 

 

 

 

Estimated

 

 

Unrealized

 

 

 

 

 

 

Estimated

 

 

Unrealized

 

 

 

Amortized

 

 

Fair

 

 

Gain

 

 

Amortized

 

 

Fair

 

 

Gain

 

 

 

Cost

 

 

Value

 

 

(Loss)

 

 

Cost

 

 

Value

 

 

(Loss)

 

 

 

(in thousands)

 

Securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities

 

$

44,982

 

 

$

45,262

 

 

$

280

 

 

$

34,947

 

 

$

35,206

 

 

$

259

 

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

 

413,278

 

 

 

413,263

 

 

 

(15

)

 

 

406,813

 

 

 

410,800

 

 

 

3,987

 

Collateralized mortgage obligations

 

 

120,080

 

 

 

120,294

 

 

 

214

 

 

 

164,232

 

 

 

164,592

 

 

 

360

 

Debt securities

 

 

77,160

 

 

 

77,152

 

 

 

(8

)

 

 

23,733

 

 

 

23,879

 

 

 

146

 

Total U.S. government agency and sponsored agency obligations

 

 

610,518

 

 

 

610,709

 

 

 

191

 

 

 

594,778

 

 

 

599,271

 

 

 

4,493

 

Total securities available for sale

 

$

655,500

 

 

$

655,971

 

 

$

471

 

 

$

629,725

 

 

$

634,477

 

 

$

4,752

 

 September 30, 2017 December 31, 2016
 
Amortized
Cost
 
Estimated
Fair
Value
 
Unrealized
Gain
(Loss)
 
Amortized
Cost
 
Estimated
Fair
Value
 
Unrealized
Gain
(Loss)
 (in thousands)
Securities available for sale:           
Mortgage-backed securities (1) (2)
$310,111
 $309,750
 $(361) $230,489
 $229,630
 $(859)
Collateralized mortgage obligations (1)
107,052
 106,124
 (928) 77,447
 76,451
 (996)
U.S. government agency securities7,499
 7,457
 (42) 7,499
 7,441
 (58)
SBA loan pool securities4,036
 3,896
 (140) 4,356
 4,146
 (210)
Municipal bonds-tax exempt146,177
 148,524
 2,347
 159,789
 158,030
 (1,759)
Municipal bonds-taxable
 
 
 13,391
 13,701
 310
Corporate bonds
 
 
 5,010
 5,015
 5
U.S. treasury securities153
 153
 
 156
 156
 
Mutual funds22,916
 22,536
 (380) 22,916
 22,394
 (522)
Total securities available for sale$597,944
 $598,440
 $496
 $521,053
 $516,964
 $(4,089)
(1)
Collateralized by residential mortgages and guaranteed by U.S. government sponsored entities.
(2)
Includes securities collateralized by home equity conversion mortgages with an estimated fair value of $8.1 million and $52.9 million as of September 30, 2017 and December 31, 2016, respectively.

As of SeptemberJune 30, 2017,2020, securities available for sale increased 15.8$21.5 million, or 3.4 percent, to $598.4$656.0 million, compared with $517.0$634.5 million as of December 31, 2016, due mainly to security purchases. As2019. The increase reflects partial utilization of September 30, 2017, securities available for sale had a net unrealized gain of $496,000, comprised of $3.2 million of unrealized gains and $2.7 million of unrealized losses. As of December 31, 2016, securities available for sale had a net unrealized loss of $4.1 million, comprised of $1.2 million of unrealized gains and $5.3 million of unrealized losses.

excess liquidity.




The following table summarizes the contractual maturity schedule for securities, at amortized cost, and their weighted-average yieldsweighted- average yield as of SeptemberJune 30, 2017:2020:

 

 

 

 

 

 

 

 

 

 

After One

Year But

 

 

After Five

Years But

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Within One

Year

 

 

Within Five

Years

 

 

Within Ten

Years

 

 

After Ten

Years

 

 

Total

 

 

 

Amount

 

 

Yield

 

 

Amount

 

 

Yield

 

 

Amount

 

 

Yield

 

 

Amount

 

 

Yield

 

 

Amount

 

 

Yield

 

 

 

(in thousands)

 

Securities available for sale:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury securities

 

$

34,988

 

 

 

0.51

%

 

$

9,996

 

 

 

2.67

%

 

$

 

 

 

0.00

%

 

$

 

 

 

0.00

%

 

$

44,984

 

 

 

0.99

%

U.S. government agency and sponsored agency obligations:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage-backed securities

 

 

7,083

 

 

 

1.95

%

 

 

4,685

 

 

 

2.10

%

 

 

 

 

 

0.00

%

 

 

401,510

 

 

 

1.54

%

 

 

413,278

 

 

 

1.56

%

Collateralized mortgage obligations

 

 

11

 

 

 

1.68

%

 

 

1,411

 

 

 

1.48

%

 

 

1,813

 

 

 

1.42

%

 

 

116,843

 

 

 

1.02

%

 

 

120,078

 

 

 

1.03

%

Debt securities

 

 

 

 

 

0.00

%

 

 

67,160

 

 

 

0.54

%

 

 

10,000

 

 

 

0.85

%

 

 

 

 

 

0.00

%

 

 

77,160

 

 

 

0.58

%

Total U.S. government agency and sponsored agency obligations

 

 

7,094

 

 

 

1.95

%

 

 

73,256

 

 

 

0.66

%

 

 

11,813

 

 

 

0.94

%

 

 

518,353

 

 

 

1.43

%

 

 

610,516

 

 

 

1.33

%

Total securities available for sale

 

$

42,082

 

 

 

0.75

%

 

$

83,252

 

 

 

0.90

%

 

$

11,813

 

 

 

0.94

%

 

$

518,353

 

 

 

1.43

%

 

$

655,500

 

 

 

1.31

%

     After One Year But After Five Years But        
 Within One Year Within Five Years Within Ten Years After Ten Years Total
 Amount Yield Amount Yield Amount Yield Amount Yield Amount Yield
         (dollars in thousands)        
Securities available for sale:                   
Mortgage-backed securities$23,222
 1.76% $37,312
 2.01% $92,049
 2.21% $157,528
 2.28% $310,111
 2.19%
Collateralized mortgage obligations21
 % 1,935
 1.55% 17,941
 1.71% 87,155
 1.86% 107,052
 1.83%
U.S. government agency securities
 % 6,000
 1.35% 1,499
 2.20% 
 % 7,499
 1.52%
SBA loan pool securities
 % 
 % 
 % 4,036
 1.72% 4,036
 1.72%
Municipal bonds-tax exempt (1)

 % 5,296
 2.64% 85,104
 3.20% 55,777
 4.18% 146,177
 3.55%
Municipal bonds-taxable
 % 
 % 
 % 
 % 
 %
Corporate bonds
 % 
 % 
 % 
 % 
 %
U.S. treasury securities153
 1.20% 
 % 
 % 
 % 153
 1.20%
Mutual funds (2)

 % 
 % 
 % 22,916
 2.46% 22,916
 2.46%
Total securities available for sale$23,396
 1.75% $50,543
 1.98% $196,593
 2.59% $327,412
 2.50% $597,944
 2.46%
(1)
The yield on municipal bonds has been computed on a federal tax-equivalent basis of 35 percent.
(2)
Mutual funds do not have contractual maturities. However, they are included in the table shown above as over ten years, since the Company intends to hold these securities for at least this duration.


Loans and Leases Receivable Net

The following table shows the loan and leaseloans portfolio composition by type as of the dates indicated:indicated, excluding loans held for sale:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

(in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

Retail

 

$

808,157

 

 

$

869,302

 

Hospitality

 

 

882,812

 

 

 

922,288

 

Other (1)

 

 

1,504,916

 

 

 

1,358,432

 

Total commercial property loans

 

 

3,195,885

 

 

 

3,150,022

 

Construction

 

 

70,357

 

 

 

76,455

 

Residential property

 

 

354,064

 

 

 

402,028

 

Total real estate loans

 

 

3,620,306

 

 

 

3,628,505

 

Commercial and industrial loans

 

 

730,399

 

 

 

484,093

 

Leases receivable

 

 

462,811

 

 

 

483,879

 

Consumer loans (2)

 

 

12,126

 

 

 

13,670

 

Loans receivable

 

 

4,825,642

 

 

 

4,610,147

 

Allowance for credit losses

 

 

(86,330

)

 

 

(61,408

)

Loans receivable, net

 

$

4,739,312

 

 

$

4,548,739

 

 September 30, 2017 December 31, 2016
 (in thousands)
Real estate loans:   
Commercial property   
Retail$917,823
 $859,953
Hospitality733,226
 651,158
Gas station247,430
 262,879
Other (1)
1,146,189
 1,109,656
Total commercial real estate loans3,044,668
 2,883,646
Construction64,263
 55,962
Residential property430,627
 338,767
Total real estate loans3,539,558
 3,278,375
Commercial and industrial loans:   
Commercial term170,942
 138,168
Commercial lines of credit149,937
 136,231
International loans43,577
 25,821
Total commercial and industrial loans364,456
 300,220
Leases receivable272,271
 243,294
Consumer loans (2)
19,070
 22,880
Loans and leases receivable4,195,355
 3,844,769
Allowance for loan and lease losses(32,492) (32,429)
Loans and leases receivable, net$4,162,863
 $3,812,340

(1)

(1)

Includes, among other types, mixed-use, apartment, office, industrial, gas stations, faith-based facilities and warehouse; all other property types which individually represent less than one percent of total loans and leases receivable; other property types include mixed-use, apartment, office, industrial, faith-based facilities and warehouse.receivable.

(2)

(2)

Consumer loans include home equity lines of credit of $14.7$7.6 million and $17.7$8.2 million as of SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively.


As of SeptemberJune 30, 20172020 and December 31, 2016,2019, net loans and leases receivable were $4.16was $4.74 billion and $3.81$4.55 billion, respectively, representing an increase of $350.5$190.6 million, or 9.24.2 percent. The increase in net loans and leasesreceivable as of September



June 30, 20172020 compared with December 31, 20162019 was primarily attributable to an increase of new loan production by $534.1 million, of which $308.8 million related to the loans issued under the Paycheck Protection Program. These increases were partially offset by an increase in the allowance for credit losses by $24.9 million from an adjustment of $17.4 million related to adoption CECL (ASU 2016-13) on January 1, 2020 and lease productionadditional provisions for the forecasted impact to the loan portfolio as of $702.1 million and loan purchases of $161.3 million.

June 30, 2020 due to the ongoing pandemic.

Industry

Our loan and leaseloans receivable portfolio included the following concentrations of loans to one type of industry that were greater than 1010.0 percent of loans and leasesreceivable outstanding:

 

 

 

 

 

 

Percentage of

 

 

 

Balance as of

 

 

Loans Receivable

 

 

 

June 30, 2020

 

 

Outstanding

 

 

 

(in thousands)

 

Lessor of nonresidential buildings

 

$

1,384,992

 

 

 

28.7

%

Hospitality

 

 

944,923

 

 

 

19.6

%

 Balance at September 30, 2017 
Percentage of Loans and Leases
Outstanding
  
Industry(in thousands)  
Lessor of nonresidential buildings$1,262,200
 30.1%
Hospitality$739,401
 17.6%

There was no other concentration of loans and leasesreceivable to any one type of industry exceeding 10.0 percent of loans and leasesreceivable outstanding.


Loan Quality Indicators

As of June 30, 2020 and December 31, 2019, pass/pass-watch, special mention and classified loans, disaggregated by loan class, were as follows:

 

 

Pass/Pass-

Watch

 

 

Special

Mention

 

 

Classified

 

 

Total

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

800,437

 

 

$

1,182

 

 

$

6,538

 

 

$

808,157

 

Hospitality

 

 

879,131

 

 

 

 

 

 

3,681

 

 

 

882,812

 

Other

 

 

1,469,272

 

 

 

6,059

 

 

 

29,585

 

 

 

1,504,916

 

Total commercial property loans

 

 

3,148,840

 

 

 

7,241

 

 

 

39,804

 

 

 

3,195,885

 

Construction

 

 

44,503

 

 

 

 

 

 

25,854

 

 

 

70,357

 

Residential property

 

 

350,520

 

 

 

784

 

 

 

2,760

 

 

 

354,064

 

Total real estate loans

 

 

3,543,863

 

 

 

8,025

 

 

 

68,418

 

 

 

3,620,306

 

Commercial and industrial loans

 

 

702,443

 

 

 

12,423

 

 

 

15,533

 

 

 

730,399

 

Leases receivable

 

 

453,528

 

 

 

 

 

 

9,283

 

 

 

462,811

 

Consumer loans

 

 

10,752

 

 

 

686

 

 

 

688

 

 

 

12,126

 

Total loans receivable

 

$

4,710,586

 

 

$

21,134

 

 

$

93,922

 

 

$

4,825,642

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

859,739

 

 

$

2,835

 

 

$

6,728

 

 

$

869,302

 

Hospitality

 

 

915,834

 

 

 

939

 

 

 

5,515

 

 

 

922,288

 

Other

 

 

1,329,817

 

 

 

7,807

 

 

 

20,809

 

 

 

1,358,432

 

Total commercial property loans

 

 

3,105,390

 

 

 

11,580

 

 

 

33,052

 

 

 

3,150,022

 

Construction

 

 

36,956

 

 

 

1,613

 

 

 

37,886

 

 

 

76,455

 

Residential property

 

 

398,737

 

 

 

2,512

 

 

 

779

 

 

 

402,028

 

Total real estate loans

 

 

3,541,082

 

 

 

15,705

 

 

 

71,718

 

 

 

3,628,505

 

Commercial and industrial loans

 

 

458,184

 

 

 

10,222

 

 

 

15,687

 

 

 

484,093

 

Leases receivable

 

 

477,977

 

 

 

 

 

 

5,902

 

 

 

483,879

 

Consumer loans

 

 

12,247

 

 

 

705

 

 

 

718

 

 

 

13,670

 

Total loans receivable

 

$

4,489,491

 

 

$

26,632

 

 

$

94,025

 

 

$

4,610,147

 

Classified loans were $93.9 million at June 30, 2020 compared with $94.0 million at the end of 2019, while special mention loans were $21.1 million at the end of the second quarter compared with $26.6 million at December 31, 2019. The decrease in classified loans primarily reflects the $25.2 million charge-off of the previously identified troubled loan relationship, offset by the addition of two film-tax credit loans totaling $12.6 million and one construction loan totaling $12.8 million.

Nonperforming Loans and Leases and Nonperforming Assets


Nonperforming loans and leases (excluding PCI loans) consist of loans and leasesreceivable on nonaccrual status and loans and leases 90 days or more past due and still accruing interest. Nonperforming assets consist of nonperforming loans and leases and OREO. Non-purchased credit impaired (“Non-PCI”) loans and leasesLoans are placed on nonaccrual status when, in the opinion of management, the full timely collection of principal or interest is in doubt. Generally, the accrual of interest is discontinued when principal or interest payments become more than 90 days past due, unless we believe the loan is adequately collateralized and in the process of collection. However, in certain instances, we may place a particular receivableloan on nonaccrual status earlier, depending upon the individual circumstances surrounding the receivable'sloan's delinquency. When an asseta loan is placed on nonaccrual status, previously accrued but unpaid interest is reversed against current income. Subsequent collections of cash are applied as principal reductions when received, except when the ultimate collectability of principal is probable, in which case interest payments are credited to income. Nonaccrual assetsloans may be restored to accrual status when principal and interest become current and full repayment is expected. Interest income is recognized on the accrual basis for impaired loans and leases not meeting the criteria for nonaccrual. OREO consists of properties acquired by foreclosure or similar means that management intends to offer for sale.


Except for nonperforming loans and leases set forth in the table belowand PCI loans, the matters described in the following paragraph, we are not aware of any other loans or leases as of SeptemberJune 30, 2017 and December 31, 20162020 for which known credit problems of the borrower would cause serious doubts as to the ability of such borrowers to comply with their present repayment terms, or any known events that would result in the receivableloan being designated as nonperforming at some future date. We cannot, however, predict the extent to which a deterioration ingeneral economic conditions, real estate values, increases in general rates of interest, or changes in the financial condition or business of borrower may adversely affect a borrower’s ability to pay.




On March 22, 2020, banking regulators issued a statement titled the “Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus” that encourages financial institutions to work prudently with borrowers who are or may be unable to meet their contractual payment obligations due to the effects of COVID-19.  Additionally, Section 4013 of the CARES Act further provides that a qualified loan modification is exempt by law from classification as a TDR as defined by GAAP, from the period beginning March 1, 2020 and until the earlier of December 31, 2020 or the date that is 60 days after the date on which the national emergency concerning the COVID-19 outbreak declared by the President of the United States under the National Emergencies Act (50 U.S.C. 1601 et seq.) terminates.  Accordingly, we are offering short-term modifications made in response to COVID-19 to borrowers who are current and otherwise not past due.  These include short-term, 90 days or less, modifications in the form of payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant.  As of June 30, 2020, the Bank approved 2,443modification requests representing $1.4 billion of loans and leases, or 29.0 percent of the loan portfolio, of which 698 or $1.3 billion represented loan modifications and 1,745 or $1.0 million represented lease modifications.

The following table provides information with respect to the components of nonperforming assets (excluding PCI loans) as of the dates indicated:

 

 

 

 

 

 

 

 

 

 

Increase (Decrease)

 

 

 

June 30, 2020

 

 

December 31, 2019

 

 

Amount

 

 

Percentage

 

 

 

(in thousands)

 

Nonperforming loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

1,355

 

 

$

277

 

 

$

1,078

 

 

 

388.9

%

Hospitality

 

 

 

 

 

225

 

 

 

(225

)

 

 

-100.0

%

Other

 

 

4,503

 

 

 

14,864

 

 

 

(10,361

)

 

 

-69.7

%

Total commercial property loans

 

 

5,858

 

 

 

15,366

 

 

 

(9,508

)

 

 

-61.9

%

Construction

 

 

25,854

 

 

 

27,201

 

 

 

(1,347

)

 

 

-5.0

%

Residential property

 

 

2,794

 

 

 

1,124

 

 

 

1,670

 

 

 

148.5

%

Total real estate loans

 

 

34,506

 

 

 

43,691

 

 

 

(9,185

)

 

 

-21.0

%

Commercial and industrial loans

 

 

13,785

 

 

 

13,479

 

 

 

306

 

 

 

2.3

%

Leases receivable

 

 

9,285

 

 

 

5,902

 

 

 

3,383

 

 

 

57.3

%

Consumer loans

 

 

688

 

 

 

689

 

 

 

(1

)

 

 

-0.1

%

Total nonaccrual loans

 

 

58,264

 

 

 

63,761

 

 

 

(5,497

)

 

 

-8.6

%

Loans 90 days or more past due and still accruing

 

 

 

 

 

 

 

 

 

 

 

100.0

%

Total nonperforming loans (1)

 

 

58,264

 

 

 

63,761

 

 

 

(5,497

)

 

 

-8.6

%

Other real estate owned

 

 

148

 

 

 

63

 

 

 

85

 

 

 

134.9

%

Total nonperforming assets

 

$

58,412

 

 

$

63,824

 

 

$

(5,412

)

 

 

-8.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nonperforming loans as a percentage of loans

 

 

1.21

%

 

 

1.38

%

 

 

 

 

 

 

 

 

Nonperforming assets as a percentage of assets

 

 

0.94

%

 

 

1.15

%

 

 

 

 

 

 

 

 

Performing troubled debt restructured loans

 

$

14,524

 

 

$

830

 

 

 

 

 

 

 

 

 

 September 30, 2017 December 31, 2016 Increase (Decrease)
   Amount Percentage
   (dollars in thousands)  
Nonperforming Non-PCI loans and leases:       
Real estate loans:       
Commercial property       
Retail$253
 $404
 $(151) -37.4 %
Hospitality5,368
 5,266
 102
 1.9 %
Gas station742
 1,025
 (283) -27.6 %
Other2,097
 2,033
 64
 3.1 %
Total commercial real estate loans8,460
 8,728
 (268) -3.1 %
Residential property621
 564
 57
 10.1 %
Commercial and industrial loans1,165
 824
 341
 41.4 %
Leases receivable3,378
 901
 2,477
 274.9 %
Consumer loans934
 389
 545
 140.1 %
Total nonperforming Non-PCI loans14,558
 11,406
 3,152
 27.6 %
Loans 90 days or more past due and still accruing
 
 
 
Total nonperforming Non-PCI loans and leases(1)
14,558
 11,406
 3,152
 27.6 %
OREO1,946
 7,484
 (5,538) -74.0 %
Total nonperforming assets$16,504
 $18,890
 $(2,386) -12.6 %
        
Nonperforming Non-PCI loans and leases as a percentage of Non-PCI loans and leases0.35% 0.30%    
Nonperforming assets as a percentage of assets0.32% 0.40%    
Troubled debt restructured performing Non-PCI loans and leases$8,490
 $11,146
    

(1)

Includes nonperforming TDRs of $7.2$17.0 million and $6.9$55.5 million as of SeptemberJune 30, 20172020 and December 31, 2016, 2019,respectively.


Nonaccrual Non-PCI

Nonperforming loans were $58.3 million and leases were $14.6$63.8 million as of SeptemberJune 30, 2017, compared with $11.4 million as of December 31, 2016, representing an increase of $3.2 million, or 27.6 percent, primarily due to lease receivables. There were no Non-PCI loans or leases past due 90 days or more and still accruing as of September 30, 20172020 and December 31, 2016. During2019, respectively. The decrease reflects principally the nine months ended September 30, 2017, $8.8$25.2 million charge-off of the troubled loan relationship, the pay-off of a $5.5 million past due film-tax credit loan, as well as two other loans totaling $14.1 million returning to accruing status offset by the addition of three loans totaling $22.9 million and leases were placed on nonaccrual status. These additions to nonaccrual loans and leases were partially offset by $1.1 million of nonaccrual loans and leases restored to accrual status and $2.1 million in principal payoffs and pay downs and $0.2 million in OREO transfers.

totaling $1.6 million.  


Delinquent Non-PCI loans and leases (defined as 30 to 89 days past due and still accruing) were $7.6$10.0 million as of SeptemberJune 30, 2017,2020 compared with $7.4$10.3 million as of December 31, 2016.


The ratio of nonperforming Non-PCI loans and leases to Non-PCI loans and leases increased to 0.35 percent at September 30, 2017 from 0.30 percent at December 31, 2016. Of the $14.6 million nonperforming Non-PCI loans and leases, approximately $14.3 million were impaired based on the definition contained in ASC 310, Receivables, which resulted in an aggregate impairment reserve of $6.4 million as of September 30, 2017. The allowance for collateral-dependent loans is calculated as the difference between the outstanding loan balance and the value of the collateral as determined by recent appraisals less estimated costs to sell. The allowance for collateral-dependent loans varies from loan to loan based on the collateral coverage of the loan at the time of designation as nonperforming. We continue to monitor the collateral coverage, based on recent appraisals, on these loans on a quarterly basis and adjust the allowance accordingly.

2019.

As of SeptemberJune 30, 2017,2020, OREO consisted of 6three properties with a combined carrying value of $1.9$0.1 million as compared with 12to two properties with a combined carrying value of $7.5$0.01 million as of December 31, 2016.



Impaired Loans and Leases

We evaluate loan and lease impairment in accordance2019.

The following table provides information with GAAP. With the exception of PCI loans, loans and leases are considered impaired when it is probable that we will be unable to collect all amounts due accordingrespect to the contractual termsamortized cost basis of nonperforming loans:

 

 

June 30, 2020

 

 

 

Nonaccrual

Loans

With No

Allowance

for Credit

Losses

 

 

Nonaccrual

Loans

With

Allowance

for Credit

Losses

 

 

Loans

Past Due

90 Days

Still

Accruing

 

 

Total

Nonperforming

Loans

 

 

 

(in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property loans

 

$

5,238

 

 

$

620

 

 

$

 

 

$

5,858

 

Construction loans

 

 

13,046

 

 

 

12,808

 

 

 

 

 

 

25,854

 

Residential property loans

 

 

2,761

 

 

 

33

 

 

 

 

 

 

2,794

 

Total real estate loans

 

 

21,045

 

 

 

13,461

 

 

 

 

 

 

34,506

 

Commercial and industrial loans

 

 

12,878

 

 

 

907

 

 

 

 

 

 

13,785

 

Leases receivable

 

 

1,797

 

 

 

7,488

 

 

 

 

 

 

9,285

 

Consumer loans

 

 

688

 

 

 

 

 

 

 

 

 

688

 

Total nonperforming loans

 

$

36,408

 

 

$

21,856

 

 

$

 

 

$

58,264

 

Individually Evaluated Loans

Prior to the loan and lease agreement, including scheduled interest payments. Impairedadoption of ASU 2016-13, impaired loans and leases arewere measured based on the present value of expected future cash flows discounted at the receivable'sloan's effective interest rate or, as ana practical expedient, at the receivable'sloan's observable market price or the fair value of the collateral if the loan iswas collateral dependent, less estimated costs to sell. If the measureestimated value of the impaired receivable isloan was less than the recorded investment in the receivable,loan, we charged-off the deficiency will be charged off against the allowance for loan and leasecredit losses or alternatively,we established a specific allocation will be established.allowance in the allowance for credit losses. Additionally, impaired loans and leases are specificallywe excluded from the quarterly migration analysis impaired loans when determining the amount of the allowance for loan and leasecredit losses required for theperiod.


We review, under ASU 2016-13, all loans on an individual basis when they do not share similar risk characteristics with loan pools.

The following table provides information on individually evaluated loans as of June 30, 2020 and impaired loans and lease (excluding PCI loans) as of the dates indicated:December 31, 2019:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Recorded

Investment

 

 

Percentage

 

 

Recorded

Investment

 

 

Percentage

 

 

 

(dollars in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

1,355

 

 

 

1.9

%

 

$

434

 

 

 

0.7

%

Hospitality

 

 

 

 

 

0.0

%

 

 

244

 

 

 

0.4

%

Other

 

 

18,299

 

 

 

25.5

%

 

 

14,864

 

 

 

22.9

%

Total commercial property loans

 

 

19,654

 

 

 

27.4

%

 

 

15,542

 

 

 

24.0

%

Construction

 

 

25,854

 

 

 

36.0

%

 

 

27,201

 

 

 

42.0

%

Residential property

 

 

2,794

 

 

 

3.9

%

 

 

1,124

 

 

 

1.7

%

Total real estate loans

 

 

48,302

 

 

 

67.3

%

 

 

43,867

 

 

 

67.7

%

Commercial and industrial loans

 

 

13,771

 

 

 

19.1

%

 

 

13,700

 

 

 

21.2

%

Leases receivable

 

 

8,456

 

 

 

11.8

%

 

 

5,902

 

 

 

9.1

%

Consumer loans

 

 

1,280

 

 

 

1.8

%

 

 

1,297

 

 

 

2.0

%

Total

 

$

71,809

 

 

 

100.0

%

 

$

64,766

 

 

 

100.0

%

 September 30, 2017 December 31, 2016
 
Recorded
Investment
 Percentage 
Recorded
Investment
 Percentage
 (dollars in thousands)
Real estate loans:       
Commercial property       
Retail$1,475
 5.4% $1,678
 6.4%
Hospitality6,288
 22.9% 6,227
 23.6%
Gas station4,260
 15.5% 4,984
 18.9%
Other4,777
 17.3% 6,070
 23.0%
Total commercial real estate loans16,800
 61.1% 18,959
 71.9%
Residential property2,666
 9.7% 2,798
 10.6%
Commercial and industrial loans3,610
 13.1% 4,174
 15.9%
Leases Receivable3,378
 12.3% 
 %
Consumer loans1,045
 3.8% 419
 1.6%
Total Non-PCI loans and leases$27,499
 100.0% $26,350
 100.0%


Total impaired

Individually evaluated loans and leases increased $1.1$7.0 million, or 4.410.9 percent, to $27.5$71.8 million as of SeptemberJune 30, 2017,2020, from $26.4$64.8 million at December 31, 2016.2019, principally due to the addition of two film-tax credits totaling $12.6 million, one construction loan totaling $12.8 million, and one commercial real estate loan totaling $1.4 million, offset by a charge-off of $25.2 million of a $40.0 million troubled loan relationship (comprised of $13.5 million construction/land loan charge off and an $11.7 million commercial business loan charge-off). Specific allowances associated with impairedindividually evaluated loans and leases were $6.4 million and $4.3$5.2 million as of SeptemberJune 30, 2017 and2020 compared with $25.8 million as of December 31, 2016, respectively.


2019. The decrease was primarily due to the charge-off of $25.2 million troubled loan relationship, offset by a specific provision for the $12.8 million construction loan.

During the three months ended SeptemberJune 30, 2017 and 2016,2020, we would have recognized $1.4 million of interest income that would have been recognized had impaired loans and leasesindividually evaluated performed in accordance with their original terms totaled $0.2terms. During the three months ended June 30, 2019, we would have recognized $1.1 million and $0.2 million, respectively.of interest income had impaired loans receivable performed in accordance with their original terms. Of these amounts, actualwe actually recognized interest recognized on impaired loans and leases wasincome of $0.5 million and $0.5$0.7 million for the three months ended SeptemberJune 30, 20172020 and 2016,2019, respectively.


During the ninesix months ended SeptemberJune 30, 2017 and 2016,2020, we would have recognized $3.0 million of interest income that would have been recognized had impaired loans and leasesindividually evaluated performed in accordance with their original terms totaled $0.6terms. During the six months ended June 30, 2019, we would have recognized $2.0 million and $0.5 million, respectively.of interest income had impaired loans receivable performed in accordance with their original terms. Of these amounts, actualwe actually recognized interest recognized on impaired loans and leases was $1.3income of $1.1 million and $1.8$1.4 million for the ninesix months ended SeptemberJune 30, 20172020 and 2016,2019, respectively.







Troubled Debt Restructurings (TDRs)

The following table provides information on TDRs (excluding PCI loans) as of the dates indicated:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Nonaccrual

TDRs

 

 

Accrual

TDRs

 

 

Total

 

 

Nonaccrual

TDRs

 

 

Accrual

TDRs

 

 

Total

 

 

 

(in thousands)

 

Real estate loans

 

$

15,649

 

 

$

13,796

 

 

$

29,445

 

 

$

41,798

 

 

$

 

 

$

41,798

 

Commercial and industrial loans

 

 

724

 

 

 

136

 

 

 

860

 

 

 

12,991

 

 

 

222

 

 

 

13,213

 

Consumer loans

 

 

661

 

 

 

592

 

 

 

1,253

 

 

 

689

 

 

 

608

 

 

 

1,297

 

Total

 

$

17,034

 

 

$

14,524

 

 

$

31,558

 

 

$

55,478

 

 

$

830

 

 

$

56,308

 

 September 30, 2017 December 31, 2016
 Nonaccrual TDRs Accrual TDRs Total Nonaccrual TDRs Accrual TDRs Total
 (in thousands)
Real estate loans
          
Commercial property$5,862
 $5,114
 $10,976
 $6,195
 $6,870
 $13,065
Residential property
 919
 919
 
 1,072
 1,072
Commercial and industrial loans475
 2,346
 2,821
 708
 3,085
 3,793
Consumer loans820
 111
 931
 
 119
 119
Total Non-PCI loans and leases$7,157
 $8,490
 $15,647
 $6,903
 $11,146
 $18,049

For the three months and six months ended SeptemberJune 30, 2017, four2020, we restructured two loans were restructured and subsequentlyfor $2.0 million classified as TDRs. Temporary payment structure modifications included, but were not limited to, reducing the amount of principal and/or interest due monthly and/or allowing for interest only monthly payments for nine months or less.


As of SeptemberJune 30, 2017,2020, TDRs on an accrual status were $8.5$14.5 million, all of which were temporary interest rate and payment reductions orand extensions of maturity andof which a $0.2$0.01 million allowance relating to these loans was included in the allowance for loan and leasecredit losses. For the TDRs on an accrual status, we determined that, based on the financial capabilities of the borrowers at the time of the loan restructuring and the borrowers’ past performance in the payment of debt service under the previous loan terms, performance and collection under the revised terms is probable. As of SeptemberJune 30, 2017,2020, TDRs on a nonaccrual status were $7.2$17.0 million, and a $2.0$0.1 million allowance relating to these loans was included in the allowance for loan and leasecredit losses.


As of December 31, 2016,2019, TDRs on an accrual status were $11.1$0.8 million, all of which were temporary interest rate and payment reductions, or extensions of maturity, andor principal deferrals of which a $0.7$0.03 million allowance relating to these loans was included in the allowance for loan and leasecredit losses. As of December 31, 2016,2019, TDRs on a nonaccrual status were $6.9$55.5 million, and a $2.6$22.7 million allowance relating to these loans was included in the allowance for loan and leasecredit losses.


Allowance for Loan and LeaseCredit Losses and Allowance for Credit Losses Related to Off-Balance Sheet Items


The Bank charges or credits operating expenses for provisions toCompany’s estimate of the allowance for credit losses at June 30, 2020 reflects losses expected over the remaining contractual life of the assets. The contractual term does not consider extensions, renewals or modifications unless the Company has identified an expected troubled debt restructuring.

At June 30, 2020, the Company used the discounted cash flow (DCF) method to estimate allowances for credit losses for the commercial and industrial loan and lease lossesportfolio and the allowanceconsumer loan portfolio. For all loan pools utilizing the DCF method, the Company utilizes and forecasts the national unemployment rate as the primary loss driver.  In addition, the Company determined that four-quarters represented a reasonable and supportable forecast period and reverted to a historical loss rate over twelve quarters on a straight-line basis. As of and for off-balance sheet items at least quarterly based upon the allowance need.quarter ended June 30, 2020, the Company leveraged the economic projections from Moody’s Analytics Economic Scenarios and Forecasts to inform its loss driver forecasts over the four-quarter forecast period. For each of these loan segments, the Company applied an annualized historical PD/LGD using all available historical periods. The allowance


reason for the change from relying on the FRED economic data to Moody’s data was because Moody’s data is determined through an analysis involving quantitative calculationsupdated more frequently and timely than FOMC or FRED, and thus provides a better forecast for PD/LGD models. Since reasonable and supportable forecasts of economic conditions are imbedded directly to DCF model, qualitative adjustments are reduced but considered. Qualitative adjustments were based on historic loss rates and qualitative adjustments for general reserves and individual impairment calculations forthe Company's judgment of company, market, industry or business specific allocations. The Bank charges the allowance for actual losses and credits the allowance for recoveries on loans and leases previously charged-off.


The Bank evaluates the allowance methodology at least annually. Beginningdata, changes in the fourth quarterunderlying loan composition of 2016 throughspecific portfolios.

Management determined that, due to model limitations, the first nine monthsregression model that supports the DCF calculation for the SBA and commercial property, construction, and residential real estate portfolios does not take into account the volatile nature of 2017, the Bank utilized a 24-quarter look-back period with equal weighting to all quarters. For the first nine months of 2016, the Bank utilized a 20-quarter look-back period.


To determine general reserve requirements, existing loans and leases are divided into general pools of risk-rated loans, as well as homogeneous pools. During the first nine months of 2016, existing loans were divided into fourteen general loan pools of risk-rated loans as well as three homogeneous loan pools. For the fourth quarter of 2016 through the first nine months of 2017, loans were divided into eleven general pools of risk-rated loans,COVID-19 on these portfolios, as well as the government assistance programs based on the maturities. As a result, at June 30, 2020, the Company utilized the Probability of Default/Loss Given Default (PD/LGD) method for the SBA and commercial property, construction, and residential real estate portfolios. The Company previously applied the DCF method to the real estate secured portfolios in the implementation of CECL at January 1, 2020 and through March 31, 2020 and determined that the change from DCF to PD/LGD was not material.  See Note 1 – Organization and Basis of Presentation for a further description of the methodologies applied at the inception of CECL and during the three homogeneous pools. For risk-rated loans, migration analysis allocatesmonths ended March 31, 2020.  The Company used historical periods that included an economic downturn to derive historical losses by pool and risk grade to determine risk factors for potential loss inherentbetter alignment in the current outstanding portfolio. As three homogeneous pools are bulk graded, the risk grade is not factored into theestimation of expected losses. The Company leveraged Frye-Jacobs modeled LGD rates for loan segments with no historical loss analysis.losses.  In addition, for those loans granted a loan modification due to COVID-19, the Company used historical periods under PD/LGD as of March 31, 2020 to reflect the moratorium on TDRs under Section 4013 of the CARES Act. The PD/LGD method incorporates a forecast into loss estimates using a qualitative adjustment. Qualitative loss factors were based on the Company's judgment of company, market, industry or business specific reserves are allocateddata, changes in the underlying loan composition of specific portfolios, trends relating to credit quality, delinquency, nonperforming and adversely rated loans, and reasonable and supportable forecasts of economic conditions.

The Company used a Weighted Average Remaining Maturity (WARM) method to estimate expected credit losses for loans deemed “impaired.”


When determiningequipment financing agreements or the equipment lease receivables portfolio. The Company applied an expected loss ratio based on internal historical losses adjusted as appropriate level for qualitative factors. The Company's evaluation of market, industry or business specific data, changes in the underlying portfolio composition, trends relating to credit quality, delinquency, nonperforming and adversely rated leases, and reasonable and supportable forecasts of economic conditions inform the estimate of qualitative factors.

The allowance for credit losses was $86.3 million at June 30, 2020 compared with $61.4 million at December 31, 2019.  The allowance attributed to loans individually evaluated for impairment was $5.2 million at June 30, 2020 compared with $25.8 million at December 31, 2019, the decline primarily reflecting the $25.2 million charge-off of the previously identified troubled loan relationship during the first quarter of 2020. The allowance attributed to loans collectively evaluated for impairment was $81.1 million at June 30, 2020 compared with $35.6 million at December 31, 2019.  The increase principally reflects the adoption of ASU 2016-13 as well as the change from January 1, 2020 to June 30, 2020 in the macroeconomic assumptions including a higher projected average unemployment rate for the subsequent four quarters and leasea lower projected GDP growth rate.  The Company recognizes the inherent uncertainties in the estimate of the allowance for credit losses management considers qualitative adjustments for any factors that are likely to cause estimated loan and lease losses associated with the Bank’s current portfolio to differ from historical loss experience, including, but not limited to, national and local economic and business conditions, volume and geographic concentrations, and problem loan trends.


To systematically quantifyeffect the credit risk impact of trends and changes within the loan and lease portfolio, a credit risk matrix is utilized. The qualitative factors are consideredCOVID-19 pandemic may have on a loan pool by loan pool basis subsequent to, and in conjunction


with, a loss migration analysis. The credit risk matrix provides various scenarios with positive or negative impact on the portfolio along with corresponding basis points for qualitative adjustments.

borrowers.

The following tables reflect our allocation of the allowance for loan and leasecredit losses by category as well as the receivable for each loan type:category:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Allowance

 

 

 

 

 

 

Total

 

 

 

 

 

 

Allowance

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

Amount

 

 

Percentage

 

 

Loans

 

 

Percentage

 

 

Amount

 

 

Percentage

 

 

Loans

 

 

Percentage

 

 

 

(in thousands)

 

Real estate loans:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail

 

$

7,341

 

 

 

8.5

%

 

$

808,157

 

 

 

16.7

%

 

$

4,911

 

 

 

8.0

%

 

$

869,302

 

 

 

18.9

%

Hospitality

 

 

11,984

 

 

 

13.9

%

 

 

882,812

 

 

 

18.3

%

 

 

6,686

 

 

 

10.9

%

 

 

922,288

 

 

 

20.0

%

Other

 

 

24,920

 

 

 

28.9

%

 

 

1,504,916

 

 

 

31.2

%

 

 

8,060

 

 

 

13.1

%

 

 

1,358,432

 

 

 

29.4

%

Total commercial property loans

 

 

44,245

 

 

 

51.3

%

 

 

3,195,885

 

 

 

66.2

%

 

 

19,657

 

 

 

32.0

%

 

 

3,150,022

 

 

 

68.3

%

Construction

 

 

9,331

 

 

 

10.8

%

 

 

70,357

 

 

 

1.5

%

 

 

15,003

 

 

 

24.4

%

 

 

76,455

 

 

 

1.7

%

Residential property

 

 

2,640

 

 

 

3.1

%

 

 

354,064

 

 

 

7.3

%

 

 

1,695

 

 

 

2.8

%

 

 

402,028

 

 

 

8.7

%

Total real estate loans

 

 

56,216

 

 

 

65.2

%

 

 

3,620,306

 

 

 

75.0

%

 

 

36,355

 

 

 

59.2

%

 

 

3,628,505

 

 

 

78.7

%

Commercial and industrial loans

 

 

13,387

 

 

 

15.5

%

 

 

730,399

 

 

 

15.1

%

 

 

16,206

 

 

 

26.4

%

 

 

484,093

 

 

 

10.5

%

Leases receivable

 

 

16,525

 

 

 

19.1

%

 

 

462,811

 

 

 

9.6

%

 

 

8,767

 

 

 

14.3

%

 

 

483,879

 

 

 

10.5

%

Consumer loans

 

 

202

 

 

 

0.2

%

 

 

12,126

 

 

 

0.3

%

 

 

80

 

 

 

0.1

%

 

 

13,670

 

 

 

0.3

%

Total

 

$

86,330

 

 

 

100.0

%

 

$

4,825,642

 

 

 

100.0

%

 

$

61,408

 

 

 

100.0

%

 

$

4,610,147

 

 

 

100.0

%

 September 30, 2017 December 31, 2016
 
Allowance
Amount
 Percentage Non- PCI Loans and Leases 
Allowance
Amount
 Percentage Non- PCI Loans and Leases
 (dollars in thousands)
Real estate loans:           
Commercial property           
Retail$3,442
 10.9% $916,236
 $4,172
 13.3% $857,629
Hospitality7,760
 24.5% 731,562
 9,171
 29.2% 649,540
Gas station1,136
 3.6% 245,042
 1,438
 4.6% 260,187
Other5,606
 17.6% 1,144,176
 7,448
 23.7% 1,107,589
Total commercial real estate loans17,944
 56.6% 3,037,016
 22,229
 70.8% 2,874,945
Construction659
 2.1% 64,263
 1,916
 6.1% 55,962
Residential property982
 3.1% 429,669
 1,067
 3.4% 337,791
Total real estate loans19,585
 61.8% 3,530,948
 25,212
 80.3% 3,268,698
Commercial and industrial loans:  
        
Commercial term5,338
 16.8% 170,891
 3,961
 12.6% 138,032
Commercial lines of credit894
 2.8% 149,937
 1,297
 4.1% 136,231
International loans262
 0.8% 43,577
 324
 1.0% 25,821
Total commercial and industrial loans6,494
 20.4% 364,405
 5,582
 17.7% 300,084
Leases receivable64
 0.2% 272,271
 307
 1.0% 243,294
Consumer loans4,837
 15.3% 19,027
 191
 0.6% 22,830
Unallocated718
 2.3% 
 166
 0.4% 
Total$31,698
 100.0% $4,186,651
 $31,458
 100.0% $3,834,906
 September 30, 2017 December 31, 2016
 
Allowance
Amount
 Percentage PCI Loans 
Allowance
Amount
 Percentage PCI Loans
 (dollars in thousands)
Real estate loans:           
Commercial property           
Retail$97
 12.2% $1,587
 $122
 12.6% $2,324
Hospitality132
 16.6% 1,664
 138
 14.2% 1,618
Gas station369
 46.5% 2,388
 589
 60.7% 2,692
Other8
 1.0% 2,013
 1
 0.1% 2,067
Total commercial real estate loans606
 76.3% 7,652
 850
 87.6% 8,701
Residential property146
 18.4% 958
 72
 7.4% 976
Total real estate loans752
 94.7% 8,610
 922
 95.0% 9,677
Commercial and industrial loans:  
        
Commercial term41
 5.2% 51
 41
 4.2% 136
Consumer loans1
 0.1% 43
 8
 0.8% 50
Total$794
 100.0% $8,704
 $971
 100.0% $9,863




The following tablestable set forth certain information regarding the allowance for loan and leasecredit losses and the allowance for credit losses related to off-balance sheet items for the periods presented. Allowance

 

 

As of and For the Three Months Ended

 

 

As of and For the Six Months Ended

 

 

 

June 30, 2020

 

 

June 30, 2019

 

 

June 30, 2020

 

 

June 30, 2019

 

 

 

(in thousands)

 

Allowance for credit losses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

66,500

 

 

$

32,896

 

 

$

61,408

 

 

$

31,974

 

Adjustment related to adoption of ASU 2016-13

 

 

 

 

 

 

 

 

17,433

 

 

 

 

Adjusted balance as of January 1, 2020

 

 

66,500

 

 

 

32,896

 

 

 

78,841

 

 

 

31,974

 

Less loans receivable charged off

 

 

1,573

 

 

 

1,536

 

 

 

29,046

 

 

 

2,634

 

Recoveries on loans receivable previously charged-off

 

 

(272

)

 

 

(1,327

)

 

 

(488

)

 

 

(2,230

)

Provision for credit losses

 

 

21,131

 

 

 

16,699

 

 

 

36,047

 

 

 

17,816

 

Ending balance

 

$

86,330

 

 

$

49,386

 

 

$

86,330

 

 

$

49,386

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for credit losses related to off-balance sheet items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

2,885

 

 

$

1,100

 

 

$

2,397

 

 

$

1,439

 

Adjustment related to adoption of ASU 2016-13

 

 

 

 

 

 

 

 

(335

)

 

 

 

Adjusted balance as of January 1, 2020

 

 

2,885

 

 

 

1,100

 

 

 

2,062

 

 

 

1,439

 

Provision (income) for off-balance sheet items

 

 

3,462

 

 

 

233

 

 

 

4,285

 

 

 

(106

)

Ending balance

 

$

6,347

 

 

$

1,333

 

 

$

6,347

 

 

$

1,333

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loan charge-offs (recoveries) to average loans, annualized

 

 

0.11

%

 

 

0.02

%

 

 

1.24

%

 

 

0.02

%

Allowance for credit losses to loans receivable

 

 

1.79

%

 

 

1.08

%

 

 

1.79

%

 

 

1.08

%

Net loan charge-offs (recoveries) to allowance for credit losses, annualized

 

 

6.03

%

 

 

1.69

%

 

 

66.16

%

 

 

1.64

%

Allowance for credit losses to nonperforming loans

 

 

148.17

%

 

 

78.35

%

 

 

148.17

%

 

 

78.35

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average loans receivable during period

 

$

4,680,048

 

 

$

4,491,377

 

 

$

4,599,222

 

 

$

4,512,134

 

Loans receivable at end of period

 

 

4,825,642

 

 

 

4,555,802

 

 

 

4,825,642

 

 

 

4,555,802

 

Nonperforming loans at end of period

 

 

58,264

 

 

 

63,031

 

 

 

58,264

 

 

 

63,031

 

The allowance for credit losses was $86.3 million as of June 30, 2020 generating an allowance for credit losses to loans receivable of 1.79 percent compared with 1.08 percent at June 30, 2019. The increase principally reflects the change in the accounting for the allowance for credit losses previously described and the effect of the COVID-19 pandemic.

The allowance for credit losses at June 30, 2020 included a $25.7 million specific qualitative amount for the uncertainties arising from the COVID-19 crisis. The Company analyzed the segments of the portfolio believed to be the most vulnerable to the crisis at this time – hospitality, food service, and retail – representing approximately $1.69 billion, or 35.0 percent of the portfolio. For these segments, the Company used varying revenue shocks to identify post-stressed real estate secured loans with debt-service-coverage ratios of one or less and compared those to estimated post-stressed real estate valuations as well as peak historical loss rates for unsecured loans in developing this estimate. The Company recognizes the inherent uncertainties in this estimate and the effects this crisis may have on our borrowers. The Company expects the estimate of the allowance for credit losses will change in future periods because of changes in economic conditions, economic forecasts, and other factors.

The allowance for credit losses related to off-balance sheet items, is determined by applying reserve factors according to pool and grade as well as actual current commitment usage figures by type to existing contingent liabilities.

 As of and for the Three Months Ended
 September 30, 2017 December 31, 2016 September 30, 2016
 Non-PCI Loans and Leases PCI Loans Total Non-PCI Loans and Leases PCI Loans Total Non-PCI Loans and Leases PCI Loans Total
 (dollars in thousands)
Allowance for loan and Lease losses:                 
Balance at beginning of period$33,038
 $720
 $33,758
 $33,439
 $5,533
 $38,972
 $34,259
 $5,448
 $39,707
Charge-offs(2,405) 
 (2,405) (2,326) (4,991) (7,317) (111) (5) (116)
Recoveries on loans previously charged off871
 
 871
 623
 
 623
 831
 
 831
Net loan (charge-offs)
recoveries
(1,534) 
 (1,534) (1,703) (4,991) (6,694) 720
 (5) 715
Loan and lease loss provision (income)194
 74
 268
 (278) 429
 151
 (1,540) 90
 (1,450)
Balance at end of period$31,698
 $794
 $32,492
 $31,458
 $971
 $32,429
 $33,439
 $5,533
 $38,972
                  
Allowance for off-balance sheet items:                 
Balance at beginning of period$1,135
 $
 $1,135
 $1,491
 $
 $1,491
 $1,475
 $
 $1,475
Provision (income)(220) 
 (220) (307) 
 (307) 16
 
 16
Balance at end of period$915
 $
 $915
 $1,184
 $
 $1,184
 $1,491
 $
 $1,491
                  
Ratios:                 
Net loan and lease charge-offs (recoveries) to average loans and leases (1)
0.15% % 0.15% 0.18% 157.18% 0.73% (0.08)% 0.13% (0.08)%
Net loan and lease charge-offs (recoveries) to loans and leases (1)
0.15% % 0.15% 0.18% 202.41% 0.70% (0.08)% 0.13% (0.08)%
Allowance for loan and lease losses to average loans and leases0.78% 9.08% 0.79% 0.85% 7.64% 0.88% 0.96 % 36.21% 1.12 %
Allowance for loan and lease losses to loans and leases0.76% 9.12% 0.77% 0.82% 9.84% 0.84% 0.95 % 35.60% 1.10 %
Net loan and lease charge-offs (recoveries) to allowance for loan and lease losses (1)
19.36% % 18.88% 21.65% 2056.02% 82.57% (8.61)% 0.36% (7.34)%
Allowance for loan and lease losses to nonperforming loans and leases217.74% % 223.19% 275.80% % 284.32% 305.43 % % 355.97 %
Balance:                 
Average loans and leases during period$4,125,465
 $8,744
 $4,092,131
 $3,686,013
 $12,702
 $3,690,955
 $3,485,705
 $15,280
 $3,477,428
Loans and leases at end of period$4,186,651
 $8,704
 $4,195,355
 $3,834,906
 $9,863
 $3,844,769
 $3,537,119
 $15,540
 $3,552,659
Nonperforming loans and leases at end of period$14,558
 $
 $14,558
 $11,406
 $
 $11,406
 $10,948
 $
 $10,948
(1)
Net loan charge-offs (recoveries) are annualized to calculate the ratios.



 As of and for the Nine Months Ended
 September 30, 2017 September 30, 2016
 Non-PCI Loans PCI Loans Total Non-PCI Loans PCI Loans Total
            
Allowance for loan losses:           
Balance at beginning of period$31,458
 $971
 $32,429
 $37,494
 $5,441
 $42,935
Charge-offs(3,256) 
 (3,256) (1,410) (142) (1,552)
Recoveries on loans previously charged off2,709
 
 2,709
 2,079
 
 2,079
Net loan (charge-offs) recoveries(547) 
 (547) 669
 (142) 527
Loan and lease loss provision (income)787
 (177) 610
 (4,724) 234
 (4,490)
Balance at end of period$31,698
 $794
 $32,492
 $33,439
 $5,533
 $38,972
            
Allowance for off-balance sheet items:           
Balance at beginning of period$1,184
 $
 $1,184
 $986
 $
 $986
Provision (income)(269) 
 (269) 505
 
 505
Balance at end of period$915
 $
 $915
 $1,491
 $
 $1,491
            
Ratios:           
Net loan charge-offs (recoveries) to average loans (1)
0.02% % 0.02% (0.03)% 1.07% (0.02)%
Net loan charge-offs (recoveries) to loans (1)
0.02% % 0.02% (0.03)% 1.22% (0.02)%
Allowance for loan losses to average loans0.79% 8.55% 0.82% 1.00 % 31.12% 1.17 %
Allowance for loan losses to loans0.76% 9.12% 0.77% 0.95 % 35.60% 1.10 %
Net loan charge-offs (recoveries) to allowance for loan losses (1)
2.30% % 2.24% (2.67)% 3.42% (1.80)%
Allowance for loan losses to nonperforming loans217.75% % 223.2% 305.43 % % 355.97 %
Balance:           
Average loans during period$4,010,779
 $9,283
 $3,976,021
 $3,350,211
 $17,777
 $3,333,419
Loans at end of period$4,186,651
 $8,704
 $4,195,355
 $3,537,119
 $15,540
 $3,552,659
Nonperforming loans at end of period$14,558
 $
 $14,558
 $10,948
 $
 $10,948
(1)
Net loan charge-offs (recoveries) are annualized to calculate the ratios.

Allowance for loan and lease losses was $32.5 million, $32.4 million and $39.0 million, as of September 30, 2017, December 31, 2016, and September 30, 2016, respectively. The increase of $63,000, or 0.2 percent, in the allowance for loan and lease losses as of September 30, 2017, compared with December 31, 2016 was due primarily to the in loan and lease receivables. Accordingly, the non-PCI loan and lease loss allowance increased $240,000 to $31.7 million as of September 30, 2017, compared with $31.5 million at December 31, 2016. The PCI loan loss allowance decreased $0.2 million to $0.8 million as of September 30, 2017, compared with $1.0 million at December 31, 2016.

The allowance for off-balance sheet exposure, primarily unfunded loan commitments, was $0.9 million, $1.2$6.3 million and $1.5$1.3 million as of SeptemberJune 30, 2017, December 31, 20162020 and September 30, 2016,2019, respectively. The Bank closely monitors the borrower’s repayment capabilities, while funding existing commitments to ensure losses are minimized.


Based on management’s evaluation and analysis of portfolio credit quality and prevailing economic conditions, we believe these allowances are adequate for losses inherent in the loan and lease portfolio and for off-balance sheet exposures as of September 30, 2017.



The following table presents a summary of net charge-offs (recoveries):and recoveries:

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

Charge-

offs

 

 

Recoveries

 

 

Net

Charge-

Offs

(Recoveries)

 

 

Charge-

offs

 

 

Recoveries

 

 

Net

Charge-

Offs

(Recoveries)

 

 

 

(in thousands)

 

June 30, 2020

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans

 

$

91

 

 

$

(98

)

 

$

(7

)

 

$

14,233

 

 

$

(156

)

 

$

14,077

 

Commercial and industrial loans

 

 

438

 

 

 

(60

)

 

 

378

 

 

 

12,589

 

 

 

(144

)

 

 

12,445

 

Leases receivable

 

 

1,044

 

 

 

(114

)

 

 

930

 

 

 

2,224

 

 

 

(188

)

 

 

2,036

 

Total

 

$

1,573

 

 

$

(272

)

 

$

1,301

 

 

$

29,046

 

 

$

(488

)

 

$

28,558

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

June 30, 2019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Real estate loans

 

$

 

 

$

(1,133

)

 

$

(1,133

)

 

$

113

 

 

$

(1,563

)

 

$

(1,450

)

Commercial and industrial loans

 

 

562

 

 

 

(89

)

 

 

473

 

 

 

695

 

 

 

(471

)

 

 

224

 

Leases receivable

 

 

974

 

 

 

(105

)

 

 

869

 

 

 

1,826

 

 

 

(196

)

 

 

1,630

 

Total

 

$

1,536

 

 

$

(1,327

)

 

$

209

 

 

$

2,634

 

 

$

(2,230

)

 

$

404

 

 As of and for the Three Months Ended As of and for the Nine Months Ended
 Charge-offs Recoveries 
Net
Charge-offs (Recoveries)
 Charge-offs Recoveries 
Net
Charge-offs (Recoveries)
 (in thousands)
September 30, 2017           
Real estate loans$146
 $343
 $(197) $289
 $1,434
 $(1,145)
Commercial and industrial loans1,976
 308
 1,668
 2,015
 1,021
 994
Leases receivable283
 220
 63
 952
 239
 713
Consumer loans
 
 
   15
 (15)
Total Non-PCI loans$2,405
 $871
 $1,534
 $3,256
 $2,709
 $547
            
September 30, 2016           
Real estate loans$18
 $337
 (319) $709
 $527
 182
Commercial and industrial loans93
 494
 (401) 701
 1,499
 (798)
Consumer loans
 
 
 
 53
 (53)
Total Non-PCI loans$111
 $831
 $(720) $1,410
 $2,079
 $(669)

For the three months ended SeptemberJune 30, 2017 and 2016,2020, total charge-offs were $2.4 million and $0.1 million, respectively. For the three months ended September 30, 2017, total recoveries were $871,000, an increase of $40,000, or 4.8 percent, from $831,000 for the same period in 2016. For the nine months ended September 30, 2017, total charge-offs were $3.3$1.6 million, an increase of $1.8$0.1 million, or 131.0 percent from $1.4$1.5 million for the same period in 2016, and total2019. Charge-offs were offset by recoveries were $2.7during the three months ended June 30, 2020 of $0.3 million, an increasea decrease of $0.6$1.0 million, or 30.3 percent from $2.1$1.3 million for the same period in 2016.


2019. For the six months ended June 30, 2020, total charge-offs were $29.0 million, an increase of $26.4 million, or 1,002.7 percent, from $2.6 million for the same period in 2019. The first quarter of 2020 included a $25.2 million charge off of a $40.0 million troubled loan relationship (comprised of $13.5 million real estate construction loan charge off and an $11.7 million commercial and industrial loan charge off). Charge-offs were offset by recoveries during the six months ended June 30, 2020 of $0.5 million, a decrease of $1.7 million, or 78.1 percent, from $2.2 million for the same period in 2019.

Deposits


The following table shows the composition of deposits by type as of the dates indicated:

 

 

June 30, 2020

 

 

December 31, 2019

 

 

 

Balance

 

 

Percent

 

 

Balance

 

 

Percent

 

 

 

(dollars in thousands)

 

Demand – noninterest-bearing

 

$

1,865,213

 

 

 

35.8

%

 

$

1,391,624

 

 

 

29.6

%

Interest-bearing:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Demand

 

 

96,941

 

 

 

1.9

%

 

 

84,323

 

 

 

1.8

%

Money market and savings

 

 

1,812,612

 

 

 

34.8

%

 

 

1,667,096

 

 

 

35.5

%

Time deposits of $100,000 or more (1)

 

 

1,307,496

 

 

 

25.1

%

 

 

1,402,063

 

 

 

29.8

%

Other time deposits

 

 

127,519

 

 

 

2.5

%

 

 

153,856

 

 

 

3.3

%

Total deposits

 

$

5,209,781

 

 

 

100.0

%

 

$

4,698,962

 

 

 

100.0

%

 September 30, 2017 December 31, 2016
 Balance Percent Balance Percent
 (dollars in thousands)
Demand – noninterest-bearing$1,293,538
 30.1% $1,203,240
 31.6%
Interest-bearing:
 

 

 

Demand90,734
 2.1% 96,856
 2.5%
Money market and savings1,534,457
 35.7% 1,329,324
 34.9%
Time deposits of $100,000 or more (1)
1,074,870
 25.0% 844,386
 22.2%
Other time deposits305,411
 7.1% 335,931
 8.8%
Total deposits$4,299,010
 100.0% $3,809,737
 100.0%

(1)

Includes $430.5$308.5 million and $445.4$299.9 million of time deposits of $250,000 or more as of SeptemberJune 30, 20172020 and December 31, 2016,2019, respectively.


Deposits increased $489.3$510.8 million, or 12.810.9 percent, to $4.30$5.21 billion as of SeptemberJune 30, 20172020 from $3.81$4.70 billion as of December 31, 2016.2019. The increase in deposits was mainly attributable to the $205.1$473.6 million increase in demand – noninterest-bearing deposits and $200.0increase of $145.5 million increase in money market and savings deposits and time deposits, respectively.

accounts.

Borrowings


At SeptemberJune 30, 2017 and December 31, 2016, there were $110.0 million and $315.02020, the Bank had $150.0 million in overnightterm advances from the FHLB respectively. The reduction in FHLBcompared with $75.0 million at December 31, 2019.  There were no overnight advances was supported by the increase in deposits for the first nine months of 2017.at June 30, 2020, compared to $15.0 million at December 31, 2019. In addition, subordinated debentures were $117.1the Bank had $101.8 million and $19.0 million at September 30, 2017 and December 31, 2016, respectively.in PPPLF advances during the second quarter.  The change representsBank repaid the proceeds fromPPPLF advance subsequent to the subordinated note offering that closed on March 21, 2017.

end of the 2020 second quarter.




Interest Rate Risk Management


The spread between interest income on interest-earning assets and interest expense on interest-bearing liabilities is the principal component of net interest income, and interest rate changes substantially affect our financial performance. We emphasize capital protection through stable earnings rather than maximizing yield.earnings. In order to achieve stable earnings, we prudently manage our assets and liabilities and closely monitor the percentage changes in net interest income and equity value in relation to limits established within our guidelines.


The Company performs simulation modeling to estimate the potential effects of interest rate changes. The following table summarizes one of the stress simulations performed to forecast the impact of changing interest rates on net interest income and the value of interest-earning assets and interest-bearing liabilities reflected on our balance sheet (i.e., an instantaneous parallel shift in the yield curve of the magnitude indicated below). This sensitivity analysis is comparedThe Company compares this stress simulation to policy limits, which specify the maximum tolerance level for net interest income exposure over a 1- to 12-month and a 13- to 24-month24- month horizon, given the basis point adjustment in interest rates reflected below.

 

 

 

 

Net Interest Income Simulation

 

Change in

 

 

1- to 12-Month Horizon

 

 

13- to 24-Month Horizon

 

Interest

 

 

Dollar

 

 

Percentage

 

 

Dollar

 

 

Percentage

 

Rate

 

 

Change

 

 

Change

 

 

Change

 

 

Change

 

 

 

 

 

(dollars in thousands)

 

300%

 

 

$

21,993

 

 

 

11.42

%

 

$

37,241

 

 

 

19.43

%

200%

 

 

$

14,389

 

 

 

7.47

%

 

$

24,798

 

 

 

12.94

%

100%

 

 

$

7,261

 

 

 

3.77

%

 

$

13,206

 

 

 

6.89

%

(100%)

 

 

$

(713

)

 

 

(0.37

%)

 

$

(675

)

 

 

(0.35

%)

Change in

 

 

 

 

 

 

Economic Value of Equity (EVE)

 

Interest

 

 

 

 

 

 

Dollar

 

 

Percentage

 

Rate

 

 

 

 

 

 

Change

 

 

Change

 

 

 

 

 

 

 

 

 

(dollars in thousands)

 

300%

 

 

 

 

 

 

$

155,509

 

 

 

40.17

%

200%

 

 

 

 

 

 

$

117,882

 

 

 

30.45

%

100%

 

 

 

 

 

 

$

71,973

 

 

 

18.59

%

(100%)

 

 

 

 

 

 

$

(94,600

)

 

 

(24.43

%)

 Net Interest Income Simulation
 1- to 12-Month Horizon 13- to 24-Month Horizon
Change in
Interest
Rate

Dollar
Change
 

Percentage
Change
 

Dollar
Change
 

Percentage
Change
 (dollars in thousands)
300%$(2,297) (1.25)% $5,326
 2.89%
200%$(1,547) (0.84)% $3,582
 1.94%
100%$(395) (0.21)% $2,728
 1.48%
(100)%$(12,406) (6.74)% $(21,438) (11.63)%

     Economic Value of Equity (EVE)
Change in
Interest
Rate
    

Dollar
Change
 

Percentage
Change
     (dollars in thousands)
300%    $(20,246) (3.53)%
200%    $(12,411) (2.16)%
100%    $788
 0.14%
(100)%    $(45,610) (7.94)%

The estimated sensitivity does not necessarily represent our forecast, and the results may not be indicative of actual changes to our net interest income. These estimates are based upon a number of assumptions including the nature and timing of interest rate levels including yield curve shape, prepayments on loans and leasesreceivable and securities, pricing strategies on loans and leasesreceivable and deposits, and replacement of asset and liability cash flows. While the assumptions used are based on current economic and local market conditions, there is no assurance as to the predictive nature of these conditions, including how customer preferences or competitor influences might change.


Capital Resources and Liquidity


Capital Resources


Historically, our primary source of capital has been the retention of operating earnings. In order to ensure adequate capital levels, of capital, the Board regularly assesses projected sources and uses of capital, in conjunction withexpected loan growth, anticipated strategic actions (such as stock repurchases and dividends), and projected increases in assetscapital thresholds under adverse and levels of risk. Managementseverely adverse economic conditions. In addition, the Board considers among other things, earnings generated from operations, andthe Company’s access to capital from financial markets through the issuance of additional debt and securities, including common stock or notes, to meet ourits capital needs.

In response to the uncertainty surrounding the COVID-19 pandemic, the Board reduced the quarterly cash dividend paid on common stock for the second and third quarter of 2020 to $0.12 and $0.08 per share, respectively, from $0.24 per share paid in the first quarter of 2020. The Board believes these actions were the most prudent course of action as it continues to monitor the results of operations and financial condition of the Company and expects to continue to re-evaluate quarterly the level of any subsequent regular quarterly dividend.  We cannot assure you that future dividends will not be reduced or eliminated based on such re-evaluation.


The Company’s ability to pay dividends to shareholders depends in part upon dividends it receives from the Bank. California law restricts the amount available for cash dividends to the lesser of a bank’s retained earnings or net income for its last three fiscal years (less any distributions to shareholders made during such period).  Where the above test is not met, cash dividends may still be paid, with the prior approval of the DBO, in an amount not exceeding the greatest of: (1) retained earnings of the bank; (2) net income of the bank for its last fiscal year; or (3) the net income of the bank for its current fiscal year.  As of July 1, 2020, after giving effect to the 2020 third quarter dividend declared by the Company, the Bank has the ability to pay $6.8 million of dividends without the prior approval of the Commissioner of Business Oversight.

At SeptemberJune 30, 2017,2020, the Bank’s total risk-based capital ratio of 15.3213.62 percent, Tier 1 risk-based capital ratio of 14.5512.36 percent, common equity Tier 1 capital ratio of 14.5512.36 percent and Tier 1 leverage capital ratio of 12.6611.03 percent, placed the



Bank in the “well capitalized” category pursuant to capital rules, which is defined as institutions with total risk-based capital ratio equal to or greater than 10.00 percent, Tier 1 risk-based capital ratio equal to or greater than 8.00 percent, common equity Tier 1 capital ratios equal to or greater than 6.50 percent, and Tier 1 leverage capital ratio equal to or greater than 5.00 percent.

At SeptemberJune 30, 2017,2020, the Company's total risk-based capital ratio was 15.5814.04 percent, Tier 1 risk-based capital ratio was 12.5610.86 percent, common equity Tier 1 capital ratio was 12.2010.46 percent and Tier 1 leverage capital ratio was 10.929.69 percent.


For a discussion of implemented changes to the capital adequacy framework prompted by Basel III and the Dodd-FrankDodd- Frank Wall Street Reform and Consumer Protection Act, see our 20162019 Annual Report on Form 10-K.


Liquidity


Hanmi Financial


At June 30, 2020, Hanmi Financial had $20.3 million in cash on deposit with its bank subsidiary. Management believes that Hanmi Financial, on a stand-alone basis, has adequate liquid assets to meet its current obligations.


Hanmi Bank


The principal objective of our liquidity management program is to maintain the Bank’s ability to meet the day-to-day cash flow requirements of our customers who wish either wish to withdraw funds or to draw upon credit facilities to meet their cash needs. Management believes that the Bank, on a stand-alone basis, has adequate liquid assets to meet its current obligations. The Bank’s primary funding source will continue to be deposits originating from its branch platform. The Bank’s wholesale funds historically consisted of FHLB advances and brokered deposits. As of SeptemberJune 30, 2017,2020, the Bank had $145.2$150.0 million in advances from the FHLB, and $235.2 million of brokered deposits.


The Bank had $101.8 million of 0.35 percent advances with the FRB under the Paycheck Protection Program Lending Facility. The advances were repaid subsequent to the end of the second quarter. There were no outstanding borrowings with the FRB as of December 31, 2019.

We monitor the sources and useduses of funds on a regular basis to maintain an acceptable liquidity position. The Bank’s primary source of borrowings is the FHLB, from which the Bank is eligible to borrow up to 30%30 percent of its assets. As of SeptemberJune 30, 2017,2020, the total borrowing capacity available based on pledged collateral and remaining available borrowing capacity were $808.9 million and $698.9 million, respectively, compared to $736.6 million and $421.6 million, respectively as of December 31, 2016.


was $1.5 billion.

As a means of augmenting its liquidity, the Bank had an available borrowing source of $8.9$47.9 million from the Federal Reserve Discount Window, to which the Bank pledged securities with a carrying value of $9.5$50.0 million, and had no borrowings under this source as of SeptemberJune 30, 2017.


2020.

Off-Balance Sheet Arrangements


For a discussion of off-balance sheet arrangements, see Note 12 - Off-Balance Sheet Commitments included in the Notesnotes to Consolidated Financial Statements (Unaudited)unaudited consolidated financial statements in this Report and “Item 1. Business - Off-Balance Sheet Commitments” in our 20162019 Annual Report on Form 10-K.


Contractual Obligations


There have been no material changes to the contractual obligations described in our 20162019 Annual Report on Form 10-K.


Recently Issued Accounting Standards

FASB ASU 2014-09, Revenue from Contracts with Customers (Topic 606), replaces existing revenue recognition guidance for contracts to provide goods or services to customers and amends existing guidance related to recognition of gains and losses on the sale of certain nonfinancial assets such as real estate.  ASU 2014-09 established a principles-based approach to recognizing revenue that applies to all contracts other than those covered by other authoritative U.S. GAAP guidance. Quantitative and qualitative disclosures regarding the nature, amount, timing and uncertainty of revenue and cash flows are also required.  ASU 2014-09 was to be effective for interim and annual periods beginning after December 15, 2016 and was to be applied on either a modified retrospective or full retrospective basis. In August 2015, the FASB

No newly issued ASU 2015-14 which defers the original effective date for all entities by one year. Public business entities should apply the guidance in ASU 2015-14

standards were noted.



to annual reporting periods beginning after December 15, 2017, including interim reporting periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim reporting periods within that reporting period.
While the guidance will replace most existing revenue recognition guidance in GAAP, the ASU is not applicable to financial instruments and, therefore, will not impact a majority of the Company’s revenue, including net interest income. While in scope of the new guidance, the Company does not expect a material change in the timing or measurement of revenues related to deposit account fees. The Company will continue to evaluate the effect that this guidance will have on other revenue streams within its scope, as well as changes in disclosures required by the new guidance. However, we do not expect adoption of this ASU to have a material impact on the Company’s consolidated financial statements.
FASB ASU 2016-01, Financial Instruments-Overall Recognition and Measurement of Financial Assets and Financial Liabilities (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities, amends the guidance in U.S. GAAP on the accounting for equity investments, financial liabilities under the fair value option and the presentation and disclosure requirements of financial instruments. The FASB additionally clarified guidance related to the valuation allowance assessment when recognizing deferred tax assets resulting from unrealized losses on available-for-sale debt securities. ASU 2016-01 is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted for the accounting guidance on financial liabilities under the fair value option. While we are currently evaluating the impact of this ASU, we do not expect its adoption to have a material impact on our consolidated financial statements.
FASB ASU 2016-02, Leases (Topic 842), introduces the most significant change for lessees including the requirement under the new guidance to recognize right-of-use assets and lease liabilities for all leases not considered short-term leases. By definition, a short-term lease is one in which: (a) the lease term is 12 months or less; and (b) there is not an option to purchase the underlying asset that the lessee is reasonably certain to exercise. For short-term leases, lessees may elect an accounting policy by class of underlying asset under which right-of-use assets and lease liabilities are not recognized and lease payments are generally recognized as expense over the lease term on a straight-line basis. This change will result in lessees recognizing right-of-use assets and lease liabilities for most leases currently accounted for as operating leases under the legacy lease accounting guidance. Examples of changes in the new guidance affecting both lessees and lessors include: (a) defining initial direct costs to only include those incremental costs that would not have been incurred if the lease had not been entered into, (b) requiring related party leases to be accounted for based on their legally enforceable terms and conditions, (c) eliminating the additional requirements that must be applied today to leases involving real estate and (d) revising the circumstances under which the transfer contract in a sale-leaseback transaction should be accounted for as the sale of an asset by the seller-lessee and the purchase of an asset by the buyer-lessor. In addition, both lessees and lessors are subject to new disclosure requirements. ASU 2016-02 is effective for public entities for interim and annual periods beginning after December 15, 2018.
As a lessee in several operating lease arrangements that are not considered short-tem, effective January 1, 2019, the Company expects to recognize a lease liability for the present value of future such lease commitments and a right of use asset for the same leases. While the Company is currently evaluating the impact of this new guidance, the adoption will result in an increase in the Company’s assets and liabilities on our consolidated balance sheets and it will likely not have a significant impact on our consolidated net income, stockholders’ equity or cash flows.
FASB ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments, introduces new guidance for the accounting for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments. It also modifies the impairment model for available-for-sale (AFS) debt securities and provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. Current expected credit losses (“CECL”) model, will apply to: (1) financial assets subject to credit losses and measured at amortized cost; and (2) certain off-balance sheet credit exposures. This includes loans, held-to-maturity debt securities, loan commitments, financial guarantees, and net investments in leases, as well as reinsurance and trade receivables. Upon initial recognition of the exposure, the CECL model requires an entity to estimate the credit losses expected over the life of an exposure (or pool of exposures). The estimate of expected credit losses (ECL) should consider historical information, current information, and reasonable and supportable forecasts, including estimates of prepayments. Financial instruments with similar risk characteristics should be grouped together when estimating ECL. ASU 2016-13 is effective for public entities for interim and annual periods beginning after December 15, 2019. Early application of the guidance will be permitted for all entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are currently evaluating the impact of this ASU on our consolidated financial statements.


FASB ASU 2016-15, Statement of Cash flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the FASB Emerging Issues Task Force), addresses eight classification issues related to the statement of cash flows: (1) Debt prepayment of debt extinguishment costs; (2) Settlement of zero-coupon bonds: (3) Contingent consideration payments made after a business combination; (4) Proceeds from the settlement of insurance claims; (5) Proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies; (6) Distributions received from equity method investees; (7) Beneficial interests in securitization transactions; and (8) Separately identifiable cash flows and application of the predominance principle. ASU 2016-15 is effective for public business entities for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.
FASB ASU 2016-18, Statement of Cash flows (Topic 230): Restricted Cash (a consensus of the FASB Emerging Issues Task Force), requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Entities will also be required to reconcile such total to amounts on the balance sheet and disclose the nature of the restrictions. ASU 2016-18 is effective for public business entities for financial statements issued for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.
FASB ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of Business, provides guidance on evaluating whether transactions should be accounted for as acquisitions or disposals of assets or businesses. The new standard clarifies that when substantially all of the fair value of gross assets acquired is concentrated in a single asset, or a group of similar assets, the asset acquired would not represent a business. The new ASU introduces this initial required screen and, if met, eliminates the need for further assessment. For public business entities with a calendar year end, the standard is effective in 2018. Early adoption is permitted, including adoption in an interim period. The amendments can be applied to transactions occurring before the guidance was issued, as long as the applicable financial statements have not been issued. The Company does not expect the adoption of this ASU to have a material effect on its consolidated financial statements.
FASB ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, simplifies the subsequent measurement of goodwill impairment by eliminating the requirement to calculate the implied fair value of goodwill (i.e., the current Step 2 of the goodwill impairment test) to measure a goodwill impairment charge. Under this ASU, the impairment test is simply the comparison of the fair value of a reporting unit with its carrying amount (the current Step 1), with the impairment charge being the deficit in fair value but not exceeding the total amount of goodwill allocated to that reporting unit. The simplified one-step impairment test applies to all reporting units (including those with zero or negative carrying amounts). An entity should apply the amendments in this ASU on a prospective basis. An entity is required to disclose the nature of and reason for the change in accounting principle upon transition. That disclosure should be provided in the first annual period and in the interim period within the first annual period when the entity initially adopts the amendments in this standard. Public business entities should adopt the amendments in this ASU for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.
FASB ASU 2017-08, Receivables-Nonrefundable Fees and Other Costs (Topic 310): Premium Amortization on Purchased Callable Debt Securities, shortens the period of amortization of the premium on certain callable debt securities to the earliest call date. ASU 2017-08 applies to securities that have explicit, non-contingent call features that are callable at fixed prices and on preset dates. Securities purchased at a discount and mortgage-backed securities in which early repayment is based on prepayment of the underlying assets of the security are outside the scope of ASU 2017-08. For public business entities, the standard is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. Early adoption is permitted, including adoption in an interim period, and applied on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings as of the beginning of the period of adoption. The Company is currently evaluating the impact of this ASU on its consolidated financial statements.
FASB ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting, provides clarity and reduces both diversity in practice, and costs and complexity when applying the guidance in Topic 718 to a change in the terms or conditions of a share-based payment award. Under ASU 2017-09, an entity should account for the effects of a modification unless all the following are met: (1) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified, (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified and (3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the


original award immediately before the original award is modified. The amendments in this ASU are effective for all entities for annual periods, and interim periods within those annual periods, beginning after December 15, 2017. Early adoption is permitted. The amendments in this ASU should be applied prospectively to an award modified on or after the adoption date. The Company does not expect the adoption of this ASU to have a material effect on its consolidated financial statements.
FASB ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, was issued in August 2017 with the objective of improving the financial reporting of hedging relationships to better portray the economic results of an entity’s risk management activities in its financial statements. In addition to that main objective, the amendments in this Update make certain targeted improvements to simplify the application of the hedge accounting guidance in current GAAP. The ASU requires certain hedging instrument to be presented in the same line item as the hedged item and also requires expanded disclosures. This ASU’s mandatory effective date for calendar year-end public companies is January 1, 2019, but the amendments may be early adopted in any interim or annual period after issuance. The Company does not currently have hedging transactions that would be impacted by this ASU and does not expect the adoption of this ASU to have a material effect on its consolidated financial statements.

Item 3. Quantitative and Qualitative Disclosures about Market Risk


For quantitative and qualitative disclosures regarding market risks in Hanmi Bank’s portfolio, see “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations - Interest Rate Risk Management” and “- Capital Resources” in this Report.






Item 4. Controls and Procedures


Evaluation of Disclosure Controls and Procedures


As

During the three months ended June 30, 2020, pursuant to Rule 13a-15 of September 30, 2017, Hanmi Financial carried outthe Securities Exchange Act of 1934, as amended, (the “Exchange Act”), our management, including our principal executive officer and principal financial officer, conducted an evaluation of the effectiveness and design of our disclosure controls and procedures as(as that term is defined in Rules 13a-15(e) and 15d-15(e) underof the Exchange Act, underAct) and have concluded that the supervision and with the participation of our senior management, including our Chief Executive Officer (principal executive officer) and our Chief Financial Officer (principal financial and accounting officer). The purpose of theCompany’s disclosure controls and procedures is to ensureare effective as of the end of the period covered by this Quarterly Report on Form 10-Q.  

Remediation of Material Weakness

During the fourth quarter of 2019 and the first quarter of 2020, the Company identified a material weakness in internal controls over financial reporting resulting in a conclusion that information required to be disclosed in the reports that are filed or submitted under the Exchange Act, is recorded, processed, summarized and reported, within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure.


Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that Hanmi Financial’sCompany’s disclosure controls and procedures were effectivenot effective. The material weakness in internal control over financial reporting resulted from ineffective information technology general controls in the area of user access and segregation of duties over certain information technology (“IT”) systems that support the recording of transactions and financial reporting processes. We believe that this control deficiency was a result of insufficient training of personnel around changes in our IT environment. The material weakness did not result in any identified misstatements to the financial statements, and there were no changes to previously released financial results.

Management with the oversight of the Audit Committee, was actively engaged in addressing this material weakness beginning in the fourth quarter of 2019 and continuing through the first half of 2020.  Management reviewed this material weakness with the Audit Committee and continued to update the Audit Committee as to the status of the remediation efforts.  Management implemented enhanced IT controls, including but not limited to, strengthening user access controls, training personnel around changes in our IT environment, and augmenting systemic controls related to the segregation of duties within the financial systems.   During the second quarter of 2020, Management completed its testing of the operating effectiveness of the implemented controls, and concluded they were effective.  As a result, we have concluded that the material weakness previously identified had been remediated as of SeptemberJune 30, 2017.


2020.

Changes in Internal Control Over Financial Reporting


During

Other than described above, during the most recent fiscal quarter, there has been no change in our internal controlcontrols over financial reporting, as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act, that hashave materially affected or isare reasonably likely to materially affect Hanmi Financial'sFinancial’s internal controlcontrols over financial reporting.



Part II — Other Information



From time to time, Hanmi Financial and its subsidiaries are parties to litigation that arises in the ordinary course of business, such as claims to enforce liens, claims involving the origination and servicing of loans, and other issues related to the business of Hanmi Financial and its subsidiaries. In the opinion of management, the resolution of any such issues would not have a material adverse impact on the financial condition, results of operations, or liquidity of Hanmi Financial or its subsidiaries.


Item 1A. Risk Factors


There have been no

In addition to the other information contained in this Quarterly Report on Form 10-Q, the following risk factor represents material changes inupdates and additions to the risk factors previously disclosed under Part I, Item 1A, "Risk Factors" ofin our 2016 Annual Report on Form 10-K.10-K for the fiscal year ended December 31, 2019 as filed with the SEC. Additional risks not presently known to us, or that we currently deem immaterial, may also adversely affect our business, financial condition or results of operations. Further, to the extent that any of the information contained in this Quarterly Report on Form 10-Q constitutes forward-looking statements, the risk factor set forth below also is a cautionary statement identifying important factors that could cause our actual results to differ materially from those expressed in any forward-looking statements made by or on behalf of us.

The economic impact of the COVID-19 outbreak could adversely affect our financial condition and results of operations.

The COVID-19 pandemic has caused significant economic dislocation in the United States as many state and local governments have ordered non-essential businesses to close and residents to shelter in place at home.  This has resulted in an unprecedented slow-down in economic activity, a dramatic increase in unemployment and extreme volatility in the stock market, and in particular, bank stocks, have significantly declined in value.  In response to the COVID-19 outbreak, the Federal Reserve reduced the benchmark Federal funds rate to a target range of 0 percent to 0.25 percent, and the yields on 10- and 30-year treasury notes have declined to historic lows.  Various state governments and federal agencies are requiring lenders to provide forbearance and other relief to borrowers (e.g., waiving late payment and other fees).  The federal banking agencies have encouraged financial institutions to prudently work with affected borrowers and recently passed legislation has provided relief from reporting loan classifications due to modifications related to the COVID-19 outbreak.  Certain industries have been particularly hard-hit, including the travel and hospitality industry, the restaurant industry and the retail industry.  Finally, the spread of the coronavirus has caused us to modify our business practices, including employee travel, employee work locations, and cancellation of physical participation in meetings, events and conferences.  We have many employees working remotely and we may take further actions as may be required by government authorities or that we determine are in the best interests of our employees, customers and business partners.

Given the ongoing and dynamic nature of the circumstances, it is difficult to predict the full impact of the COVID-19 outbreak on our business. The extent of such impact will depend on future developments, which are highly uncertain, including when the coronavirus can be controlled and abated and when and how the economy may be reopened.  As the result of the COVID-19 pandemic and the related adverse local and national economic consequences, we could be subject to any of the following risks, any of which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations:

demand for our products and services may decline, making it difficult to grow assets and income;

if the economy is unable to substantially reopen, and high levels of unemployment continue for an extended period of time, loan delinquencies, problem assets, and foreclosures may increase, resulting in increased charges and reduced income;

collateral for loans, especially real estate, may decline in value, which could cause credit loss expense to increase;

our allowance for credit losses may have to be increased if borrowers experience financial difficulties beyond forbearance periods, which will adversely affect our net income;

the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us;

as the result of the decline in the Federal Reserve Board’s target federal funds rate, the yield on our assets may decline to a greater extent than the decline in our cost of interest-bearing liabilities, reducing our net interest margin and spread and reducing net income;

a material decrease in net income or a net loss over several quarters could result in a decrease in the rate of our quarterly cash dividend;

our cyber security risks are increased as the result of an increase in the number of employees working remotely;


we rely on third party vendors for certain services and the unavailability of a critical service due to the COVID-19 outbreak could have an adverse effect on us;

Federal Deposit Insurance Corporation premiums may increase if the agency experiences additional resolution costs;

potential goodwill impairment charges could result if acquired assets and operations are adversely affected and remain at reduced levels;

due to recent legislation and government action limiting foreclosure of real property and reduced governmental capacity to effect business transactions and property transfers, we may have more difficulty taking possession of collateral supporting our loans, which may negatively impact our ability to minimize our losses, which could adversely impact our financial results; and

we face litigation, regulatory enforcement and reputation risk as a result of our participation in the Paycheck Participation Program (“PPP”) and the risk that the Small Business Administration may not fund some or all PPP loan guaranties.

Moreover, our future success and profitability substantially depends on the management skills of our executive officers and directors, many of whom have held officer and director positions with us for many years. The unanticipated loss or unavailability of key employees due to the outbreak could harm our ability to operate our business or execute our business strategy. We may not be successful in finding and integrating suitable successors in the event of key employee loss or unavailability.

Any one or a combination of the factors identified above could negatively impact our business, financial condition and results of operations and prospects.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds


None.

On January 24, 2019, the Company announced a stock repurchase program that authorized the repurchase of up to 5 percent of its outstanding shares or approximately 1.5 million shares of common stock. As of June 30, 2020, approximately 1.0 million shares remained available for future purchases under that stock repurchase program. Shortly following the federal proclamation declaring a national emergency concerning the COVID-19 outbreak, Hanmi suspended its share repurchase program and does not anticipate it will consider resumption of share repurchases until the rescission of the national emergency. During the three months ended June 30, 2020, the Company acquired 12,811 shares from employees in connection with the satisfaction of employee tax withholding obligations incurred through vesting of Company stock awards.

Item 3. Defaults Upon Senior Securities


None.


Item 4. Mine Safety Disclosures


Not applicable.


Item 5. Other Information

None.


None.



Item 6. Exhibits

Exhibit

Number

Document

Exhibit
Number

  31.1

Document
3.1

31.1

31.2

  31.2

CertificationofPrincipalFinancialOfficerpursuanttoRule13a-14(a)/15d-14(a)oftheSecuritiesExchangeAct, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of2002.

32.1

  32.1

Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section906 of the Sarbanes-Oxley Act of2002.

32.2

  32.2

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906of the Sarbanes-Oxley Act of2002.

101.INS

101.INS

Inline XBRL Instance Document*

101.SCH

101.SCH

Inline XBRL Taxonomy Extension Schema Document*

101.CAL

101.CAL

Inline XBRL Taxonomy Extension Calculation Linkbase Document *

101.LAB

101.LAB

Inline XBRL Taxonomy Extension Label Linkbase Document *

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document *

101.DEF

101.PRE

InlineXBRLTaxonomyExtensionPresentationLinkbaseDocument*

101.DEF

Inline XBRL Taxonomy Extension Definition Linkbase Document*

104

The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2020, formatted in InlineXBRL

*

Attached as Exhibit 101 to this report are documents formatted in Inline XBRL (Extensible BusinessReporting Language).


Constitutes a management contract or compensatory plan or arrangement.

* Attached as Exhibit 101 to this report are documents formatted in XBRL (Extensible Business Reporting Language).




Signatures


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


Hanmi Financial Corporation

Date:

November 9, 2017

August 10, 2020

By:

By:

/s/ C. G. KumBonita I.Lee

C. G. Kum

Bonita I. Lee

President and Chief Executive Officer

(Principal (Principal Executive Officer)

Date:

August 10, 2020

By:

By:

/s/Romolo C. Santarosa

Romolo C. Santarosa

Senior Executive Vice President and Chief Financial Officer

(Principal (Principal Financial and Accounting Officer)




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