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CNOB ConnectOne Bancorp

Filed: 7 May 21, 4:28pm

Table of Contents

UNITED STATES OF AMERICA

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the Quarterly Period Ended March 31, 2021

 

OR

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

 

    For the transition period from __________ to __________

Commission File Number: 000-11486

image provided by client

CONNECTONE BANCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)

New Jersey

52-1273725

(State or Other Jurisdiction of

Incorporation or Organization)

(IRS Employer

Identification No.)

301 Sylvan Avenue

Englewood Cliffs, New Jersey 07632

(Address of Principal Executive Offices) (Zip Code)

201-816-8900

(Registrant’s Telephone Number, Including Area Code)

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

 Title of each class

 Trading symbol

 Name of each exchange on  which registered

Common stock

CNOB

NASDAQ

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

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

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

Large accelerated filer ☒

Accelerated filer ☐

Non-accelerated filer ☐

(Do not check if 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 7(a)(2)(B) of the Securities Act. ☐

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

 

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

Common Stock, no par value:

39,773,602 shares

(Title of Class)

(Outstanding as of May 7, 2021)


Table of Contents

Table of Contents

Page

PART I – FINANCIAL INFORMATION

3

Item 1.Financial Statements

3

Consolidated Statements of Condition as of March 31, 2021 (unaudited) and December 31, 2020

3

Consolidated Statements of Income for the three months ended March 31, 2021 and 2020(unaudited)

4

Consolidated Statements of Comprehensive Income for the three months ended March 31, 2021 and 2020(unaudited)

5

Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2021 and 2020 (unaudited)

6

Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020 (unaudited)

7

Notes to Consolidated Financial Statements (unaudited)

9

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

40

Item 3.Qualitative and Quantitative Disclosures about Market Risks

52

Item 4.Controls and Procedures

53

PART II – OTHER INFORMATION

54

Item 1.Legal Proceedings

54

Item 1a.Risk Factors

54

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

54

Item 3.Defaults Upon Senior Securities

54

Item 4.Mine Safety Disclosures

54

Item 5.Other Information

54

Item 6.Exhibits

55

SIGNATURES

56


2


Table of Contents

 

Item 1. Financial Statements

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CONDITION

(unaudited)

 

 

March 31,

 

 

December 31,

(in thousands, except for share data)

 

2021

 

 

2020

 

 

(unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

Cash and due from banks

 

$

48,250

 

 

$

63,637

 

Interest-bearing deposits with banks

 

 

211,842

 

 

 

240,119

 

Cash and cash equivalents

 

 

260,092

 

 

303,756

 

 

Securities available-for-sale

 

 

442,023

 

 

487,955

 

Equity securities

 

 

13,200

 

 

13,387

 

 

Loans held-for-sale

 

 

6,900

 

 

 

4,710

 

 

Loans receivable

 

 

6,277,191

 

 

 

6,236,307

 

Less: Allowance for credit losses (loans)

 

 

80,568

 

 

 

79,226

 

Net loans receivable

 

 

6,196,623

 

 

 

6,157,081

 

 

Investment in restricted stock, at cost

 

 

22,483

 

 

 

25,099

 

Bank premises and equipment, net

 

 

29,296

 

 

 

30,108

 

Accrued interest receivable

 

 

35,249

 

 

 

35,317

 

Bank owned life insurance

 

 

167,024

 

 

 

165,960

 

Right of use operating lease assets

 

 

13,469

 

 

 

16,159

 

Goodwill

 

 

208,372

 

 

208,372

 

Core deposit intangibles

 

 

10,470

 

 

10,977

 

Other assets

 

 

44,438

 

 

 

88,458

 

Total assets

 

$

7,449,639

 

 

$

7,547,339

 

LIABILITIES

 

 

 

 

 

 

Deposits:

 

 

 

 

 

 

Noninterest-bearing

 

$

1,384,961

 

 

$

1,339,108

 

Interest-bearing

 

 

4,566,373

 

 

 

4,620,116

 

Total deposits

 

 

5,951,334

 

 

5,959,224

 

Borrowings

 

 

359,710

 

 

425,954

 

Subordinated debentures, net

 

 

152,724

 

 

202,648

 

Lease liabilities

15,260

18,026

Other liabilities

 

 

34,974

 

 

 

26,177

 

Total liabilities

 

 

6,514,002

 

 

 

6,632,029

 

 

COMMITMENTS AND CONTINGENCIES

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

Preferred Stock:

 

 

 

 

 

 

Authorized 5,000,000 shares

 

 

0-

 

 

0-

 

Common stock, no par value:

 

 

 

 

 

 

Authorized 50,000,000 shares; issued 42,525,864 shares as of March 31, 2021 and 42,444,031 shares as of December 31, 2020; outstanding 39,773,602 shares as of March 31, 2021 and 39,785,398 as of December 31, 2020

 

 

586,946

 

 

586,946

 

Additional paid-in capital

 

 

23,621

 

 

23,887

 

Retained earnings

 

 

358,441

 

 

331,951

 

Treasury stock, at cost 2,752,262 common shares as of March 31, 2021 and 2,658,633 as of December 31, 2020

 

 

(32,682

)

 

(30,271

)

Accumulated other comprehensive (loss) income

 

 

(689

)

 

 

2,797

Total stockholders’ equity

 

 

935,637

 

 

 

915,310

 

Total liabilities and stockholders’ equity

 

$

7,449,639

 

 

$

7,547,339

 

See accompanying notes to unaudited consolidated financial statements.


3


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

 

 

Three Months Ended

 

 

March 31,

(dollars in thousands, except for per share data)

 

2021

 

2020

Interest income

 

 

 

 

 

 

 

Interest and fees on loans

 

$

70,462

 

$

72,936

 

Interest and dividends on investment securities:

 

 

 

 

 

 

 

Taxable

 

 

1,088

 

 

2,066

 

Tax-exempt

 

 

766

 

 

813

 

Dividends

 

 

256

 

 

400

 

Interest on federal funds sold and other short-term investments

 

 

49

 

 

499

 

Total interest income

 

 

72,621

 

 

76,714

 

Interest expense

 

 

 

 

 

 

 

Deposits

 

 

7,585

 

 

17,212

 

Borrowings

 

 

3,873

 

 

4,221

 

Total interest expense

 

 

11,458

 

 

21,433

 

Net interest income

 

 

61,163

 

 

55,281

 

(Reversal of) provision for credit losses

 

 

(5,766

)

 

16,000

 

Net interest income after provision for credit losses

 

 

66,929

 

 

39,281

 

Noninterest income

 

 

 

 

 

 

 

Deposit, loan and other income

 

 

1,168

 

 

1,287

 

Income on bank owned life insurance

 

 

1,064

 

 

967

 

Net gains on sale of loans held-for-sale

 

 

707

 

 

393

 

Net gains on sale of investment securities

 

 

0-

 

 

29

 

Gain on sale of branches

 

 

674

 

 

0-

 

Net (losses) gains on equity securities

 

 

(187

)

 

178

 

Total noninterest income

 

 

3,426

 

 

2,854

 

Noninterest expenses

 

 

 

 

 

 

 

Salaries and employee benefits

 

 

15,632

 

 

14,593

 

Occupancy and equipment

 

 

3,404

 

 

3,471

 

FDIC insurance

 

 

935

 

 

856

 

Professional and consulting

 

 

1,956

 

 

1,574

 

Marketing and advertising

 

 

241

 

 

304

 

Data processing

 

 

1,536

 

 

1,473

 

Merger expenses

 

 

0-

 

 

9,494

 

Amortization of core deposit intangibles

 

 

507

 

 

652

 

Other components of net periodic pension expense

 

 

(67

)

 

(30

)

Other expenses

 

 

2,341

 

 

2,671

 

Total noninterest expenses

 

 

26,485

 

 

35,058

 

Income before income tax expense

 

 

43,870

 

 

7,077

 

Income tax expense

 

 

10,871

 

 

1,047

 

Net income

 

$

32,999

 

$

6,030

 

Earnings per common share

 

 

 

 

 

 

 

Basic

 

$

0.83

 

$

0.15

 

Diluted

 

 

0.82

 

 

0.15

 

See accompanying notes to unaudited consolidated financial statements.


4


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

 

 

Three Months Ended

 

 

March 31,

(dollars in thousands)

 

2021

 

2020

Net income

 

$

32,999

 

 

$

6,030

 

 

Other comprehensive income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized holding (losses) gains on available-for-sale securities arising during the period

 

 

(5,440

)

 

 

6,252

 

Tax effect

 

 

1,432

 

 

(1,691

)

Net of tax

 

 

(4,008

)

 

 

4,561

 

 

 

 

 

 

 

 

 

 

Reclassification adjustment for realized gains on securities included in net income

 

 

0-

 

 

(29

)

Tax effect

 

 

0-

 

 

 

6

 

Net of tax

 

 

0-

 

 

(23

)

 

 

 

 

 

 

 

 

 

Unrealized gains (losses) on cash flow hedge

 

 

24

 

 

(2,749

)

Tax effect

 

 

(11

)

 

 

773

 

Net of tax

 

 

13

 

 

(1,976

)

 

 

 

 

 

 

 

 

 

Reclassification adjustment for realized losses (gains) included in net income

 

 

631

 

 

(7

)

Tax effect

 

 

(177

)

 

 

2

 

Net of tax

 

 

454

 

 

(5

)

 

 

 

 

 

 

 

 

 

Reclassification adjustment for realized losses on pension plan included in net income

 

 

75

 

 

 

75

 

Tax effect

 

 

(20

)

 

 

(21

)

Net of tax

 

 

55

 

 

 

54

 

 

Total other comprehensive (loss) income

 

 

(3,486

)

 

 

2,611

 

 

 

 

 

 

 

 

 

 

Total comprehensive income

 

$

29,513

 

 

$

8,641

 

See accompanying notes to unaudited consolidated financial statements.


5


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

 

 

 

 

Other

 

Total

(dollars in thousands, except

 

Preferred

 

Common

 

Paid-In

 

Retained

 

Treasury

 

Comprehensive

 

Stockholders’

for per share data)

 

Stock

 

Stock

 

Capital

 

Earnings

 

Stock

 

(Loss) Income

 

Equity

Balance as of December 31, 2019

 

$

0-

 

$

468,571

 

$

21,344

 

 

$

271,782

 

 

$

(29,360

)

 

$

(1,147

)

 

$

731,190

 

Net income

 

 

-

 

 

-

 

 

-

 

 

 

6,030

 

 

 

-

 

 

 

-

 

 

 

6,030

 

Other comprehensive income, net of tax

 

 

-

 

 

-

 

 

-

 

 

 

-

 

 

 

-

 

 

 

2,611

 

 

 

2,611

 

Cash dividends declared on common stock ($0.090 per share)

 

 

-

 

 

-

 

 

-

 

 

 

(3,987

)

 

 

-

 

 

 

-

 

 

 

(3,987

)

Exercise of stock options (25,413 shares)

 

 

-

 

 

-

 

 

163

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

163

 

Restricted stock grants (20,684 shares)

 

 

-

 

 

-

 

 

0-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

0-

 

Net shares issued in satisfaction of restricted stock units earned (16,599 shares)

 

 

-

-

-

-

-

-

0-

Net shares issued in satisfaction of performance units earned (22,402 shares)

-

-

-

-

-

-

0-

Share redemption for tax withholdings on performance units and restricted stock units earned

 

 

-

 

 

-

 

 

(297

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(297

)

Repurchase of treasury stock (54,693 shares)

 

 

-

 

 

-

 

 

-

 

 

 

-

 

 

 

(911

)

 

 

-

 

 

 

(911

)

Stock issued (4,602,450 shares) in acquisition of Bancorp of New Jersey

 

 

-

 

 

118,375

 

 

-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

118,375

 

Stock-based compensation

 

 

-

 

 

-

 

 

536

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

536

 

 

Balance as of March 31, 2020

 

$

0-

 

$

586,946

 

$

21,746

 

 

$

273,825

 

 

$

(30,271

)

 

$

1,464

 

 

$

853,710

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as of December 31, 2020

 

$

0-

 

$

586,946

 

$

23,887

 

 

$

331,951

 

 

$

(30,271

)

 

$

2,797

 

 

$

915,310

 

Cumulative effect of change in accounting principle (see note 1b. “Authoritative Accounting Guidance Presentation”), net of tax

-

-

-

(2,925

)

-

-

(2,925

)

Balance as of January 1, 2021 as adjusted for changes in accounting principle

0-

586,946

23,887

329,026

(30,271

)

2,797

912,385

Net income

 

 

-

 

 

-

 

 

-

 

 

 

32,999

 

 

 

-

 

 

 

-

 

 

 

32,999

 

Other comprehensive loss, net of tax

 

 

-

 

 

-

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(3,486

)

 

 

(3,486

)

Cash dividends declared on common stock ($0.11 per share)

 

 

-

 

 

-

 

 

-

 

 

 

(3,584

)

 

 

-

 

 

 

-

 

 

 

(3,584

)

Exercise of stock options (5,449 shares)

 

 

-

 

 

-

 

 

45

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

45

 

Restricted stock grants (26,769 shares)

 

 

-

 

 

-

 

 

0-

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

0-

 

Stock grants (446 shares)

-

-

0-

-

-

-

0-

Net shares issued in satisfaction of restricted stock units earned (14,711 shares)

 

 

-

-

-

-

-

-

0-

Net shares issued in satisfaction of performance units earned (34,458 shares)

-

-

-

-

-

-

0-

Share redemption for tax withholdings on performance units and restricted stock units earned

 

 

-

 

 

-

 

 

(1,283

)

 

 

-

 

 

 

-

 

 

 

-

 

 

 

(1,283

)

Repurchase of treasury stock (93,629 shares)

 

 

-

 

 

-

 

 

-

 

 

 

-

 

 

 

(2,411

)

 

 

-

 

 

 

(2,411

)

Stock-based compensation

 

 

-

 

 

-

 

 

972

 

 

 

-

 

 

 

-

 

 

 

-

 

 

 

972

 

 

Balance as of March 31, 2021

 

$

0-

 

$

586,946

 

$

23,621

 

 

$

358,441

 

 

$

(32,682

)

 

$

(689

)

 

$

935,637

 

See accompanying notes to unaudited consolidated financial statements.


6


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

 

 

Three Months Ended

 

 

March 31,

(dollars in thousands)

 

2021

 

2020

Cash flows from operating activities

 

 

 

 

 

 

 

 

Net income

 

$

32,999

 

 

$

6,030

 

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

 

 

 

 

 

 

 

 

Depreciation and amortization of premises and equipment

 

 

880

 

 

 

949

 

(Reversal of) provision for credit losses

 

 

(5,766

)

 

 

16,000

 

Amortization of intangibles

 

 

507

 

 

 

652

 

Net accretion of loans

 

 

(1,406

)

 

 

(1,996

)

Accretion on bank premises

 

 

(23

)

 

 

(23

)

Accretion on deposits

 

 

(650

)

 

 

(1,503

)

(Accretion) amortization on borrowings, net

 

 

(17

)

 

 

43

 

Stock-based compensation

 

 

972

 

 

 

536

 

Gains on sales of securities available-for-sale, net

 

 

0-

 

 

(29

)

Losses (gains) on equity securities, net

 

 

187

 

 

(178

)

Gains on sale of loans held-for-sale, net

 

 

(707

)

 

 

(393

)

Loans originated for resale

 

 

(23,348

)

 

 

(5,186

)

Proceeds from sale of loans held-for-sale

 

 

21,856

 

 

 

17,324

 

Gain on sale of branches

(674

)

0-

Net losses on disposition of other premises and equipment

22

0-

Increase in cash surrender value of bank owned life insurance

 

 

(1,064

)

 

 

(968

)

Amortization of premiums and accretion of discounts on securities available-for-sale

 

 

1,605

 

 

 

1,101

 

Amortization of subordinated debentures issuance costs

 

 

76

 

 

 

82

 

Decrease increase in accrued interest receivable

 

 

68

 

 

(458

)

Net change in operating leases

 

 

(131

)

 

 

(19

)

Decrease in other assets

 

 

47,156

 

 

 

17,366

 

Increase (decrease) in other liabilities

 

 

7,589

 

 

(2,869

)

Net cash provided by operating activities

 

 

80,131

 

 

 

46,461

 

 

Cash flows from investing activities

 

 

 

 

 

 

 

 

Securities available-for-sale:

 

 

 

 

 

 

 

 

Purchases

 

 

(33,305

)

 

 

(86,731

)

Sales

 

 

0-

 

 

 

19,624

 

Maturities, calls and principal repayments

 

 

72,193

 

 

 

50,294

 

Net purchases (redemptions) of restricted investment in bank stocks

 

 

2,616

 

 

(8,094

)

Purchases of equity securities

 

 

0-

 

 

(2,000

)

Payments on loans held-for-sale

 

 

9

 

 

 

75

 

Net increase in loans

 

 

(36,553

)

 

 

(130,187

)

Purchases of bank owned life insurance

 

 

0-

 

 

(25,000

)

Purchases of premises and equipment

 

 

(67

)

 

 

(1,728

)

Proceeds from sale of branches

729

0-

Proceeds from sale of OREO

 

 

0-

 

 

 

992

 

Cash and cash equivalents acquired in acquisition, net

 

 

0-

 

 

87,391

Net cash provided by (used) in investing activities

 

 

5,622

 

 

(95,364

)

 

Cash flows from financing activities

 

 

 

 

 

 

 

 

Net decrease in deposits

 

 

(7,240

)

 

 

(42,225

)

Advances of Federal Home Loan Bank (“FHLB”) borrowings

 

 

0-

 

 

 

980,000

 

Repayments of FHLB borrowings

 

 

(66,227

)

 

 

(803,222

)

Decrease in subordinated debt

(50,000

)

0-

Cash dividends paid on common stock

 

 

(3,584

)

 

 

(3,576

)

Repurchase of treasury stock

 

 

(2,411

)

 

 

(911

)

Proceeds from exercise of stock options

 

 

45

 

 

 

163

 

Net cash (used in) provided by financing activities

 

 

(129,417

)

 

 

130,229

 

Net change in cash and cash equivalents

 

 

(43,664

)

 

 

81,326

 

Cash and cash equivalents at beginning of period

 

 

303,756

 

 

 

201,483

 

 

Cash and cash equivalents at end of period

 

$

260,092

 

 

$

282,809

 


7


Table of Contents

(continued)

Supplemental disclosures of cash flow information

 

 

 

 

 

 

 

 

Cash payments for:

 

 

 

 

 

 

 

 

Interest paid on deposits and borrowings

 

$

11,690

 

 

$

24,627

 

Income taxes

 

 

4,350

 

 

 

7,476

 

 

 

Supplemental disclosures of noncash activities

 

 

 

 

 

 

 

 

Investing:

 

 

 

 

 

 

 

 

Transfer of loans from held-for-investment to held-for-sale

 

$

0-

 

 

 

10,995

 

 

 

Business combinations:

 

 

 

 

 

 

 

 

Fair value of assets acquired

 

$

0-

 

 

$

949,276

 

Fair value of liabilities assumed

 

 

0-

 

 

 

852,729

 

See accompanying notes to unaudited consolidated financial statements.


8


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 1a. Nature of Operations, Principles of Consolidation and Risk and Uncertainties

Nature of Operations

ConnectOne Bancorp, Inc. (the “Parent Corporation”) is incorporated under the laws of the State of New Jersey and is a registered bank holding company. The Parent Corporation’s business currently consists of the operation of its wholly-owned subsidiary, ConnectOne Bank (the “Bank” and, collectively with the Parent Corporation and the Parent Corporation’s subsidiaries, the “Company”). The Bank’s subsidiaries include Union Investment Co. (a New Jersey investment company), Twin Bridge Investment Co. (a New Jersey investment company), ConnectOne Preferred Funding Corp. (a New Jersey real estate investment trust), Center Financial Group, LLC (a New Jersey financial services company), Center Advertising, Inc. (a New Jersey advertising company), Morris Property Company, LLC, (a New Jersey limited liability company), Volosin Holdings, LLC, (a New Jersey limited liability company), NJCB Spec-1, LLC (a New Jersey limited liability company), Port Jervis Holdings, LLC (a New Jersey limited liability company), BONJ Special Properties, LLC (a New Jersey limited liability company) and BoeFly, Inc. (a New Jersey online business lending marketplace).

The Bank is a community-based, full-service New Jersey-chartered commercial bank that was founded in 2005. The Bank operates from its headquarters located at 301 Sylvan Avenue in the Borough of Englewood Cliffs, Bergen County, New Jersey and through its twenty-five other banking offices. Substantially all loans are secured with various types of collateral, including business assets, consumer assets and commercial/residential real estate. Each borrower’s ability to repay its loans is dependent on the conversion of assets, cash flows generated from the borrowers’ business, real estate rental and consumer wages.

The preceding unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X, and, accordingly, do not include all of the information and footnotes required by GAAP for complete financial statements. However, in the opinion of management, all adjustments (consisting only of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2021 are not necessarily indicative of the results that may be expected for the full year ending December 31, 2021, or for any other interim period. The Company’s 2020 Annual Report on Form 10-K should be read in conjunction with these consolidated financial statements.

Basis of Presentation

The consolidated financial statements have been prepared in conformity with GAAP. Some items in the prior year consolidated financial statements were reclassified to conform to current presentation. Reclassifications had no effect on prior year net income or stockholders’ equity.

Use of Estimates

In preparing the consolidated financial statements, management has made estimates and assumptions that affect the reported amounts of assets and liabilities as of the dates of the consolidated statements of condition and that affect the results of operations for the periods presented. Actual results could differ significantly from those estimates.

Risks and Uncertainties

As previously disclosed, on March 11, 2020 the World Health Organization declared the outbreak of COVID-19 as a global pandemic, which continues to impact the United States and the world. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (CARES Act) was enacted to, among other things, provide emergency assistance for individuals, families and businesses affected by the COVID-19 pandemic. The COVID-19 pandemic has adversely affected, and continues to adversely affect economic activity globally, nationally and locally. Actions taken around the world to help mitigate the spread of COVID-19 include restrictions on travel, quarantines in certain areas, and forced closures for certain types of public places and businesses. Although economic activity has accelerated in 2021, and the United States continues to implement a COVID-19 vaccination program, COVID-19 and actions taken to mitigate the spread of it have had and may in the future have an adverse impact on the economies and financial markets of many countries and parts of the United States, including the New Jersey/New York metropolitan area in which the Company primarily operates. Although the Company has been able to continue operations while taking steps to ensure the safety of employees and customers, COVID-19 could impact the Company’s operations in the future.

Federal Reserve reductions in interest rates and other effects of the COVID-19 pandemic may adversely affect the Company's financial condition and results of operations in future periods. Although state and local governments have lifted many restrictions on conducting business, it is possible that additional restrictions could be reimposed. It is therefore unknown how long COVID-19 may continue to impact the economy and what the complete financial effect will be to the Company. It is reasonably possible that estimates made in the financial statements could be materially and adversely impacted in the near term as a result of these conditions, including the determination of the allowance for loan losses, fair value of financial instruments, impairment of goodwill and other intangible assets and income taxes.


9


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 1b. Authoritative Accounting Guidance

Adoption of New Accounting Standards in 2021

Effective January 1, 2021, the Company adopted Accounting Standards Update (“ASU”) 2016-13 “ASU 2016-13 Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments”, which replaced the prior incurred loss methodology with an expected loss methodology that is referred to as the current expected credit loss (“CECL” or the “CECL Standard”). The measurement of expected credit losses under the CECL Standard is applicable to financial assets measured at amortized cost, including portfolio loans and investment securities classified as held-to-maturity (“HTM”). It also applies to off-balance sheet credit exposures including loan commitments, standby letters of credit, financial guarantees and other similar instruments. In addition, the CECL Standard changes the accounting for investment securities classified as ("AFS"), including a requirement that estimated credit losses on AFS securities be presented as an allowance rather than as a direct write-down of the carrying balance of securities which we do not intend to sell, or believe that it is more likely than not, that we will be required to sell.

The Company adopted the CECL Standard using the modified retrospective method for all financial assets measured at amortized cost and off-balance sheet credit exposures. As discussed further below, purchase credit deteriorated assets were measured on a prospective basis in accordance with the CECL Standard and all purchase credit impaired loans as of December 31, 2020 were considered purchase credit deteriorated loans upon adoption. Results for reporting periods beginning after January 1, 2021 are presented under the CECL Standard while prior period amounts continue to be reported in accordance with previously applicable accounting guidance. The adoption of the CECL Standard resulted in the following adjustments to our financial statements as of January 1, 2021 (dollars in thousand):

Change in Consolidated

Change to Retained Earnings

Statement of Condition

Tax Effect

from Adoption of CECL

Allowance for credit losses (“ACL”) (loans)

$

1,350

$

406

$

1,304

Adjustment related to purchased credit-impaired loan marks(1)

5,207

0-

0-

Total ACL - loans

6,557

406

1,304

ACL – (unfunded credit commitments)

2,833

852

1,621

 

Total impact of CECL adoption

$

9,390

$

1,258

$

2,925

 

 

(1)

This amounts represents a gross-up of the balance sheet related to nonaccretable credit marks of purchased credit-impaired loans resulting from adoption of CECL on January 1, 2021.

Loans designated as purchased credit impaired loans (“PCI”) and accounted for under Accounting Standards Codification (“ASC”) 310-30 were designated as purchased with credit deterioration loans (“PCD”). In accordance with the CECL Standard, the Company did not reassess whether PCI loans met the criteria of PCD loans as of the date of adoption and determined all PCI loans were PCD loans. The Company recorded an increase to the balance of PCD loans and an increase to the ACL for loans of $5.2 million, which represented the expected credit losses for PCD loans. The remaining non-credit discount (based on the adjusted amortized cost basis) will be accreted into interest income at the effective interest rate as of January 1, 2021 over the remaining estimated life of the loans. Also, in accordance with the CECL Standard, the Company did not reassess whether modifications to individual acquired financial assets were troubled debt restructurings (“TDRs”) as of the date of adoption.

ACL for loans: The ACL for loans is a valuation account that is deducted from the amortized cost basis of portfolio loans to present the net amount expected to be collected on portfolio loans over their contractual life. Loans are charged-off against the allowance when we believe the uncollectibility of a loan balance has been confirmed, and the expected recoveries do not exceed the aggregate of amounts previously charged-off or expected to be charged-off.


10


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 1b. Authoritative Accounting Guidance – (continued)

The measurement of expected credit losses is based on relevant information about past events, including historical experience, current conditions, and reasonable and supportable forecasts that affect the collectability of the reported amount. The Company currently utilizes a one-year reasonable and supportable forecast period followed by a one-year period over which estimated losses revert to historical loss experience for the remaining life of the loan. The measurement of expected credit loss under the CECL methodology is applicable to financial assets measured at amortized cost, including loans, held to maturity investments and it also applies to certain off-balance sheet credit exposures.

The ACL for loans is measured on a collective (pool) basis when similar risk characteristics exist. Generally, for all other loan types, the estimated expected credit loss is also calculated at the loan level and pool assignments are only utilized for aggregating the allowance estimates of similar loan types for financial statement disclosure purposes. Loan segments have unique risk characteristics with respect to credit quality and are as follows:

The repayment of commercial loans is generally dependent on the creditworthiness and cash flow of borrowers, and if applicable, guarantors, which may be negatively impacted by adverse economic conditions. While the majority of these loans are secured, collateral type, marketing, coverage, valuation and monitoring is not as uniform as in other portfolio classes and recovery from liquidation of such collateral may be subject to greater variability.

Payment on commercial mortgages is driven principally by operating results of the managed properties or underlying business and secondarily by the sale or refinance of such properties. Both primary and secondary sources of repayment, and value of the properties in liquidation, may be affected to a greater extent by adverse conditions in the real estate market or the economy in general.

Properties underlying construction, land and land development loans often do not generate sufficient cash flows to service debt and thus repayment is subject to ability of the borrower and, if applicable, guarantors, to complete development or construction of the property and carry the project, often for extended periods of time. As a result, the performance of these loans is contingent upon future events whose probability at the time of origination is uncertain.

The ability of borrowers to service debt in the residential and consumer loan portfolios is generally subject to personal income which may be impacted by general economic conditions, such as increased unemployment levels. These loans are predominately collateralized by first and/or second liens on single family properties. If a borrower cannot maintain the loan, the Company’s ability to recover against the collateral in sufficient amount and in a timely manner may be significantly influenced by market, legal and regulatory conditions.

The Company considers loan classes and loan segments to be one and the same.

Individually Analyzed Loans: The Company will evaluate individual instruments for expected credit losses when those instruments do not share similar risk characteristics with instruments evaluated using a collective (pooled) basis. Loans will transition from defined segments for individual analysis when credit characteristics, or risk traits, change in a material manner. A loan is considered for individual analysis when, based on current information and events, it is probable that the Bank will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining individual analysis include payment status and the probability of collecting scheduled principal and interest payments when due. Loans for which the terms have been modified as a concession to the borrower due to the borrower experiencing financial difficulties are considered TDRs and are classified as individually analyzed. Loans considered to be TDRs can be categorized as nonaccrual or performing. All PCD loans will be considered as individual analyzed. Generally, individually analyzed loans consist of nonaccrual loans and performing troubled debt restructurings. Of this group of loans, loans of $250,000 and over are individually evaluated, while loans with balances less than $250,000 are collectively evaluated, and, accordingly, are not separately identified for analysis or disclosures. Instruments will not be included in both collective and individual analysis. Individual analysis will establish a specific reserve for instruments in scope.

For collateral dependent loans, when it is determined that a foreclosure is probable, the ACL will be determined on a loan level basis using the fair value of the collateral as of the reporting date, less estimated disposition costs (“net fair value”), which will ensure that the credit loss is not delayed until the time at which the actual foreclosure takes place. In the event that this fair value is less the then amortized cost basis of these specific loans, we will recognize the difference between the net fair value at the reporting date and the amortized cost basis in the ACL. If the fair value of the collateral has increased as of the ACL evaluation date, the increase in the fair value of the collateral is reflected through a reduction in the ACL. ACL adjustments for estimated disposition costs are not appropriate when the repayment of a collateral-dependent loan is expected from the operation of the collateral. If repayment is based upon future expected cash flows, the present value of the expected future cash flows discounted at the loan’s original effective interest rate is compared to the carrying value of the loan, and any shortfall is recorded as the allowance for credit losses. The effective interest rate used to discount expected cash flows is adjusted to incorporate expected prepayments, if applicable.

For charge-off and recoveries we will generally charge-off a loan balance after an analysis is completed which indicates that the collectability of the full principal is in doubt. Charge-offs are charged against the allowance in the period in which the loans are deemed to be uncollectible. Any expected future recoveries of amounts which were previously charged-off or expected to be charged-off will be included in the ACL, as the recoveries represent a component of the net amount expected to be collected. Expected recoveries in the ACL shall not exceed amounts previously charged-off or expected to be charged-off.

Investment Securities: Securities available-for-sale are carried at fair value, with unrealized holding gains and losses reported in comprehensive income, net of tax. Interest income includes amortization of purchase premiums or discounts. Premiums and discounts on securities are generally amortized using the level-yield method without estimating prepayments, except for mortgage-backed securities, where prepayment rates are estimated. Premiums on callable investment securities are amortized to their earliest call date. Gains and losses on sales of securities are recorded on the trade date and determined using the specific identification method.


11


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 1b. Authoritative Accounting Guidance – (continued)

ACL - on investment securities classified as available-for-sale: For available-for-sale investment securities which are in an unrealized loss position, the Company first assess whether we intend to sell, or it is more likely than not, that we will be required to sell the security before recovery of the amortized cost basis. If either of the criteria is met, the amortized cost basis of the security is written down to fair value through income. For available-for-sale investment securities that do not meet the aforementioned criteria, we evaluate whether the decline in fair value has resulted from an actual or estimated credit loss event or other factors. In making this assessment, we consider the extent to which fair value is less than amortized cost, changes to the rating of the security, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss is likely, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of the cash flows expected to be collected is less than the amortized cost basis, an ACL is recorded for the estimated credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an ACL is recognized in other comprehensive income.

Changes in the ACL are recorded as provision for (or reversal of) credit loss expense. Losses are charged against the allowance when we believe the uncollectibility of an available-for-sale security has been confirmed or if either of the criteria regarding intent or requirement to sell is met.

ASU No. 2021-03, “Intangibles – Goodwill and Other (Topic 350).” ASU 2021-03 requires an entity to identify and evaluate goodwill impairment triggering events when they occur to determine whether it is more likely than not that the fair value of a reporting unit (or entity, if the entity has elected the accounting alternative for amortizing goodwill and chosen that option) is less than its carrying amount. If an entity determines that it is more likely than not that the goodwill is impaired. It must test goodwill for impairment using the triggering event date as the measurement date. An entity is required to disclose the amount assigned to goodwill in total and by major business combination, or by reorganization event resulting in fresh-start-start reporting. Also, the weighted average amortization period in total and the amortization period by major business combination, or by reorganization event resulting in fresh-start reporting. ASU 2021-03 was effective for the Company on January 1, 2021 and did not have a significant impact on our consolidated financial statement.

ASU 2018-14, “Compensation—Retirement Benefits—Defined Benefit Plans—General (Subtopic 715-20): Disclosure Framework—Changes to the Disclosure Requirements for Defined Benefit Plans.” These amendments modify the disclosure requirements for employers that sponsor defined benefit pension or other postretirement plans. ASU 2018-14 was effective for the Company as of January 1, 2021 and did not have a significant impact on our consolidated financial statements.


12


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 2. Earnings per Common Share

Financial Accounting Standards Board Accounting Standards Codification (“FASB ASC”) No. 260-10-45 addresses whether instruments granted in share-based payment transactions are participating securities prior to vesting and, therefore, need to be included in the earnings allocation in computing earnings per share (“EPS”). The restricted stock awards granted by the Company contain non-forfeitable rights to dividends and therefore are considered participating securities. The two-class method for calculating basic EPS excludes dividends paid to participating securities and any undistributed earnings attributable to participating securities.

Earnings per common share have been computed based on the following:

Three Months Ended

March 31,

(dollars in thousands, except for per share data)

2021

2020

Net income

$

32,999

$

6,030

Earnings allocated to participating securities

(186

)

(27

)

Income attributable to common stock

$

32,813

$

6,003

 

Weighted average common shares outstanding, including participating securities

39,738

39,559

Weighted average participating securities

(181

)

(135

)

Weighted average common shares outstanding

39,557

39,424

Incremental shares from assumed conversions of options,

performance units and restricted shares

232

92

Weighted average common and equivalent shares outstanding

39,789

39,516

 

Earnings per common share:

Basic

$

0.83

$

0.15

Diluted

0.82

0.15

There were no antidilutive share equivalents as of March 31, 2021 and March 31, 2020.


13


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 3. Securities Available-for-Sale

The Company’s investment securities are classified as available-for-sale as of March 31, 2021 and December 31, 2020. Investment securities available-for-sale are reported at fair value with unrealized gains or losses included in stockholders’ equity, net of tax. Accordingly, the carrying value of such securities reflects their fair value as of March 31, 2021 and December 31, 2020. Fair value is based upon either quoted market prices, or in certain cases where there is limited activity in the market for a particular instrument, assumptions are made to determine their fair value. See Note 6 of the Notes to Consolidated Financial Statements for a further discussion.

The following tables present information related to the Company’s portfolio of securities available-for-sale as of March 31, 2021 and December 31, 2020.

Allowance

for

Gross

Gross

Investment

Amortized

Unrealized

Unrealized

Fair

Credit

Cost

Gains

Losses

Value

Losses

March 31, 2021

(dollars in thousands)

Securities available-for-sale

Federal agency obligations

$

40,507

$

1,141

$

(347

)

$

41,301

0-

Residential mortgage pass-through  securities

238,406

3,628

(1,680

)

240,354

0-

Commercial mortgage pass-through  securities

6,881

35

(502

)

6,414

0-

Obligations of U.S. states and political subdivisions

127,809

2,925

(231

)

130,503

0-

Corporate bonds and notes

17,444

221

0-

17,665

0-

Asset-backed securities

3,361

8

(10

)

3,359

0-

Certificates of deposit

149

1

0-

 

150

0-

Other securities

2,277

0-

0-

2,277

0-

Total securities available-for-sale​​

$

436,834

$

7,959

$

(2,770

)

$

442,023

$

0-

 

December 31, 2020

Securities available-for-sale

Federal agency obligations

$

37,015

$

1,508

$

(65

)

$

38,458

N/A

Residential mortgage pass-through  securities

266,114

4,811

(41

)

270,884

N/A

Commercial mortgage pass-through  securities

6,906

203

(187

)

6,922

N/A

Obligations of U.S. states and political subdivisions

138,539

4,269

0-

142,808

N/A

Corporate bonds and notes

24,925

222

(52

)

25,095

N/A

Asset-backed securities

3,521

0-

(41

)

3,480

N/A

Certificates of deposit

149

2

0-

151

N/A

Other securities

 

157

 

0-

 

0-

 

157

N/A

Total securities available-for-sale​​

$

477,326

$

11,015

$

(386

)

$

487,955

N/A


14


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 3. Securities Available-for-Sale – (continued)

Investment securities having a carrying value of approximately $112.2 million and $107.6 million as of March 31, 2021 and December 31, 2020, respectively, were pledged to secure public deposits, borrowings, repurchase agreements, Federal Reserve Discount Window borrowings and Federal Home Loan Bank advances and for other purposes required or permitted by law. As of March 31, 2021 and December 31, 2020, there were no holdings of securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

The following table presents information for investments in securities available-for-sale as of March 31, 2021, based on scheduled maturities. Actual maturities can be expected to differ from scheduled maturities due to prepayment or early call options of the issuer. Securities not due at a single maturity date are shown separately.

March 31, 2021

Amortized

Fair

Cost

Value

(dollars in thousands)

Securities available-for-sale:

Due in one year or less

$

5,898

$

5,929

Due after one year through five years

16,369

16,625

Due after five years through ten years

14,172

14,527

Due after ten years

152,831

155,897

Residential mortgage pass-through securities

238,406

240,354

Commercial mortgage pass-through securities

6,881

6,414

Other securities

2,277

2,277

Total securities available-for-sale

$

436,834

$

442,023

We had no gross gains or losses from the sale of securities for three months ended March 31, 2021. Gross gains and losses for three months ended March 31, 2020 from the sales of securities for periods presented were as follows (dollars in thousands):

Three Months Ended

March 31,

2021

2020

Proceeds

$

0-

$

19,624

 

Gross gains on sales of securities

0-

29

Gross losses on sales of securities

0-

0-

Net gains on sales of securities

0-

29

Less: tax provision on net gains

0-

(6

)

Net gains on sales of securities, after tax

$

0-

$

23


15


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 3. Securities Available-for-Sale – (continued)

Impairment Analysis of Available--for-sale Debt Securities

The following tables indicate gross unrealized losses in an unrealized loss position for which an ACL has not been recorded, aggregated by investment category and by the length of continuous time individual securities have been in an unrealized loss position as of March 31, 2021 and December 31, 2020.

March 31, 2021

Total

Less than 12 Months

12 Months or Longer

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

Value

Losses

Value

Losses

Value

Losses

(dollars in thousands)

Investment Securities

 

Available-for-Sale:

 

Federal agency obligation

$

15,923

$

(347

)

$

15,922

$

(347

)

$

1

$

0-

 

Residential mortgage pass-through securities

125,231

(1,680

)

125,223

(1,680

)

8

0-

Commercial mortgage pass-through securities

4,375

(502

)

4,375

(502

)

0-

0-

 

Obligations of U.S. states and political subdivisions

29,179

(231

)

29,179

(231

)

0-

0-

Corporate bonds and notes

1,000

0-

1,000

0-

0-

0-

 

Asset-backed securities

900

(10

)

0-

0-

900

(10

)

Total temporarily impaired securities

$

176,608

$

(2,770

)

$

175,699

$

(2,760

)

$

909

$

(10

)

December 31, 2020

Total

Less than 12 Months

12 Months or Longer

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

Value

Losses

Value

Losses

Value

Losses

(dollars in thousands)

Investment Securities

 

Available-for-Sale:

 

Federal agency obligation

$

8,978

$

(65

)

$

8,975

$

(65

)

$

3

$

0-

 

Residential mortgage pass-through securities

20,895

(41

)

20,886

(41

)

9

0-

Commercial mortgage pass-through securities

3,954

(187

)

3,954

(187

)

0-

0-

 

Corporate bonds and notes

3,928

(52

)

3,928

(52

)

0-

0-

Asset-backed securities

3,083

(41

)

622

0-

2,461

(41

)

Total Temporarily Impaired Securities

$

40,838

$

(386

)

$

38,365

$

(345

)

$

2,473

$

(41

)


16


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 3. Securities Available-for-Sale – (continued)

On January 1, 2021, the Company adopted ASU 2016-13 and implemented the CECL methodology for allowance for credit losses on its investment securities available-for-sale. The new CECL methodology replaces the other-than-temporary impairment model that previously existed. The Company did not have a CECL day 1 impact attributable to its investment securities portfolio and did not have an allowance for credit losses as of March 31, 2021. The Company has elected to exclude accrued interest from the amortized cost of its investment securities available-for-sale. Accrued interest receivable for investment securities available for sale as of March 31, 2021 and December 31, 2020, totaled $1.6 million and $1.7 million, respectively.

The Company evaluates securities in unrealized loss position for impairment related to credit losses on at least a quarterly basis. Securities in unrealized loss positions are first assessed as to whether we intend to sell, or if it is more likely than not that we will be required to sell the security before recovery of its amortized cost basis. If one of the criteria is met, the security’s amortized cost basis is written down to fair value through current earnings. For securities that do not meet these criteria, the Company evaluates whether the decline in fair value resulted from credit losses or other factors. If this assessment indicates that a credit loss exists, we compare the present value of cash flows expected to be collected from the security with the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis for the security, a credit loss exists and an allowance for credit losses is recorded, limited to the amount that the fair value of the security is less than its amortized cost basis. Unrealized losses on asset backed securities and state and municipal securities have not been recognized into income because the issuers are of high credit quality, we do not intend to sell and it is likely that we will not be required to sell the securities prior to their anticipated recovery. The decline in fair value is largely due to changes in interest rates and other market conditions. The issuers continue to make timely principal and interest payments on the securities. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income, net of applicable taxes. No allowance for credit losses for available-for-sale securities was recorded as of March 31, 2021.

Federal agency obligations, residential mortgage backed pass-through securities and commercial mortgage back pass-through securities are issued by U.S. Government agencies and U.S. Government sponsored enterprises. Although a government guarantee exists on these investments, these entities are not legally backed by the full faith and credit of the federal government, and the current support they receive is subject to a cap as part of the agreement entered into in 2008. Nonetheless, at this time we do not foresee any set of circumstances in which the government would not fund its commitments on these investments as the issuers are an integral part of the U.S. housing market in providing liquidity and stability. Therefore, we concluded that a zero-allowance approach for these investment securities is appropriate.

Note 4. Derivatives

The Company utilizes interest rate swap agreements as part of its asset liability management strategy to help manage its interest rate risk position. The notional amount of the interest rate swap does not represent amounts exchanged by the parties. The amount exchanged is determined by reference to the notional amount and the other terms of the individual interest rate swap agreements. Interest rate swaps were entered into on April 13, 2017, January 1, 2020 and March 3, 2020 each with a respective notional amount of $25.0 million and were designated as a cash flow hedge of a Federal Home Loan Bank advance. In addition, interest rate swaps were entered into on June 4, 2019 and August 6, 2019, each with a respective notional amount of $50.0 million and were designated as a cash flow hedge of a Federal Home Loan Bank advance. The swaps were determined to be fully effective during the period presented and therefore no amount of ineffectiveness has been included in net income. Therefore, the aggregate fair value of the swaps is recorded in other assets (liabilities) with changes in fair value recorded in other comprehensive income (loss). The amount included in accumulated other comprehensive income (loss) would be reclassified to current earnings should the hedges no longer be considered effective. The Company expects the hedges to remain fully effective during the remaining term of the swaps.


17


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 4. Derivatives – (continued)

Summary information about the interest rate swaps designated as cash flow hedges as of March 31, 2021, December 31, 2020 and March 31, 2020 are presented in the following table.

March 31,

December 31,

March 31,

2021

2020

2020

(dollars in thousands)

Notional amount

$

175,000

$

175,000

$

200,000

Weighted average pay rates

0.22

%

1.85

%

1.74

%

Weighted average receive rates

1.68

%

0.92

%

1.76

%

Weighted average maturity

0.6 years

0.8 years

1.4 years

Fair value

$

(1,464

)

$

(2,119

)

$

(3,029

)

Interest expense recorded on these swap transactions totaled approximately $631 thousand during the three months ended March 31, 2021 compared to $(7) thousand during the three months ended March 31, 2020 and is reported as a component of interest expense on FHLB Advances.

Cash Flow Hedge

The following table presents the net losses recorded in other comprehensive income and the Consolidated Statements of Income relating to the cash flow derivative instruments for the following periods:

Three Months Ended March 31, 2021

Amount of gain

Amount of (gain)

Amount of gain

(loss) recognized

loss reclassified

recognized in other

in OCI (Effective

from OCI to

Noninterest income

Portion)

interest income

(Ineffective Portion)

(dollars in thousands)

Interest rate contracts

$

24

$

631

$

0-

Three Months Ended March 31, 2020

Amount of gain

Amount of (gain)

Amount of gain

(loss) recognized

loss reclassified

recognized in other

in OCI (Effective

from OCI to

Noninterest income

Portion)

interest income

(Ineffective Portion)

(dollars in thousands)

Interest rate contracts

$

(2,749

)

$

(7

)

$

0-

The following table reflects the cash flow hedges included in the consolidated statements of condition as of March 31, 2021 and December 31, 2020:

March 31, 2021

December 31, 2020

Notional

Notional

Amount

Fair Value

Amount

Fair Value

(dollars in thousands)

Interest rate swaps related to FHLB advances included in assets

$

175,000

$

(1,464

)

$

175,000

$

(2,119

)


18


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses

Loans Receivable - As of and prior to December 31, 2020, loans receivable was accounted for under the incurred loss model. As of January 1, 2021, portfolio loans are accounted for under the expected loss model. Accordingly, some of the information presented is not comparable from period to period. See Note 1b. “Authoritative Accounting Guidance - Adoption of New Accounting Standards” for additional information. The following table sets forth the composition of the Company’s loan portfolio segments, including net deferred fees, as of March 31, 2021 and December 31, 2020:

March 31,

December 31,

2021

2020

(dollars in thousands)

Commercial (1)

$

1,622,652

$

1,521,967

Commercial real estate

3,797,244

3,783,550

Commercial construction

565,872

617,747

Residential real estate

306,376

322,564

Consumer

3,364

 

1,853

Gross loans

6,295,508

6,247,681

Net deferred loan fees

(18,317

)

 

(11,374

)

Total loans receivable

$

6,277,191

$

6,236,307

 

(1)

Included in commercial loans as of March 31, 2021 and December 31, 2020 are PPP loans of $522.3 million and $397.5 million, respectively.

As of March 31, 2021 and December 31, 2020, loan balances of approximately $2.6 billion and $2.7 billion, respectively, were pledged to secure borrowings from the FHLB of New York.

Loans held-for-sale - The following table sets forth the composition of the Company’s loans held-for-sale portfolio as of March 31, 2021 and December 31, 2020:

March 31,

December 31,

2021

2020

(dollars in thousands)

Commercial real estate

$

1,981

$

1,990

Residential real estate

4,919

 

2,720

Total carrying amount

$

6,900

$

4,710

Loans Receivable on Nonaccrual Status - The following tables present nonaccrual loans with an ACL as of March 31, 2021 and nonaccrual loans without an ACL as of March 31, 2021:

Nonaccrual

Loans with an

ACL

Nonaccrual

loans without

an ACL

(dollars in thousands)

Commercial

$

28,136

$

2,969

Commercial real estate

3,225

12,876

Commercial construction

2,934

6,017

Residential real estate

0-

 

4,783

Consumer

0-

 

0-

Total nonaccrual loans

$

34,295

$

26,645

The following tables present total nonaccrual loans included in loans receivable by loan class as of December 31, 2020 (dollars in thousands):

December 31,

2020

Commercial

$

33,019

Commercial real estate

10,111

Commercial construction

14,015

Residential real estate

 

4,551

Consumer

 

0-

Total nonaccrual loans

$

61,696

Nonaccrual loans and loans 90 days or greater past due and still accruing include both smaller balance homogeneous loans that are collectively evaluated for impairment and loans individually evaluated for impairment.


19


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

Credit Quality Indicators - The Company continuously monitors the credit quality of its loans receivable. In addition to its internal monitoring, the Company utilizes the services of a third-party loan review firm to periodically validate the credit quality of its loans receivable on a sample basis. Credit quality is monitored by reviewing certain credit quality indicators. Assets classified “Pass” are deemed to possess average to superior credit quality, requiring no more than normal attention. Assets classified as “Special Mention” have generally acceptable credit quality yet possess higher risk characteristics/circumstances than satisfactory assets. Such conditions include strained liquidity, slow pay, stale financial statements, or other conditions that require more stringent attention from the lending staff. These conditions, if not corrected, may weaken the loan quality or inadequately protect the Company’s credit position at some future date. Assets are classified “Substandard” if the asset has a well-defined weakness that requires management’s attention to a greater degree than for loans classified special mention. Such weakness, if left uncorrected, could possibly result in the compromised ability of the loan to perform to contractual requirements. An asset is classified as “Doubtful” if it is inadequately protected by the net worth and/or paying capacity of the obligor or of the collateral, if any, that secures the obligation. Assets classified as doubtful include assets for which there is a “distinct possibility” that a degree of loss will occur if the inadequacies are not corrected.


20


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

We evaluate whether a modification, extension or renewal of a loan is a current period origination in accordance with GAAP. Generally, loans up for renewal are subject to a full credit evaluation before the renewal is granted and such loans are considered current period originations for purpose of the table below. As of March 31, 2021, our loans based on year of origination and risk designation is as follows (dollars in thousands):

 

Term loans amortized cost basis by origination year

 

 

Resolving

Loans

 

 

Total

Gross Loans

2021

 

 

2020

 

 

2019

 

 

2018

 

 

2017

 

 

Prior

Commercial

Pass

$

289,283

$

393,432

$

67,665

$

70,763

$

109,667

$

131,509

$

486,619

$

1,548,938

Special mention

0-

0-

225

258

292

15,646

12,948

29,369

Substandard

0-

0-

1,795

13,307

4,122

21,638

3,274

44,136

Doubtful

0-

0-

0-

209

0-

0-

0-

209

Total Commercial

$

289,283

$

393,432

$

69,685

$

84,537

$

114,081

$

168,793

$

502,841

$

1,622,652

 

Commercial Real Estate

Pass

$

241,516

$

608,263

$

477,620

$

570,798

$

592,738

$

1,097,118

$

120,252

$

3,708,305

Special mention

0-

0-

1,379

10,892

4,393

23,511

8,790

48,965

Substandard

1,996

0-

836

1,288

3,394

32,460

0-

39,974

Doubtful

0-

0-

0-

0-

0-

0-

0-

0-

Total Commercial Real Estate

$

243,512

$

608,263

$

479,835

$

582,978

$

600,525

$

1,153,089

$

129,042

$

3,797,244

 

Commercial Construction

Pass

$

1,405

$

7,506

$

39,832

$

8,730

$

3,981

$

490

$

478,478

$

540,422

Special mention

0-

0-

0-

0-

0-

0-

0-

0-

Substandard

0-

0-

0-

0-

0-

216

25,234

25,450

Doubtful

0-

0-

0-

0-

0-

0-

0-

0-

Total Commercial Construction

$

1,405

$

7,506

$

39,832

$

8,730

$

3,981

$

706

$

503,712

$

565,872

 

Residential Real Estate

Pass

$

3,680

$

35,193

$

29,698

$

34,362

$

46,531

$

93,376

$

50,046

$

292,886

Special mention

0-

0-

0-

0-

0-

0-

0-

0-

Substandard

0-

0-

0-

207

0-

9,543

3,740

13,490

Doubtful

0-

0-

0-

0-

0-

0-

0-

0-

Total Residential Real Estate

$

3,680

$

35,193

$

29,698

$

34,569

$

46,531

$

102,919

$

53,786

$

306,376

 

Consumer

Pass

$

2

$

117

$

58

$

42

$

53

$

2,961

$

131

$

3,364

Special mention

0-

0-

0-

0-

0-

0-

0-

0-

Substandard

0-

0-

0-

0-

0-

0-

0-

0-

Doubtful

0-

0-

0-

0-

0-

0-

0-

0-

Total Consumer

$

2

$

117

$

58

$

42

$

53

$

2,961

$

131

$

3,364


21


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

The following table presents information about the loan credit quality by loan class of gross loans (which exclude net deferred fees) as of December 31, 2020:

December 31, 2020

Pass

Special Mention

Substandard

Doubtful

Total

(dollars in thousands)

Commercial

$

1,447,097

$

30,725

$

43,930

$

215

$

1,521,967

Commercial real Estate

3,700,498

49,143

33,909

0-

3,783,550

Commercial construction

587,266

0-

30,481

0-

617,747

Residential real Estate

311,174

0-

11,390

0-

322,564

Consumer

1,853

0-

0-

0-

1,853

Gross loans

$

6,047,888

$

79,868

$

119,710

$

215

$

6,247,681

Collateral Dependent Loans: Loans which meet certain criteria are individually evaluated as part of the process of calculating the allowance for credit losses. The evaluation is determined on an individual basis using the fair value of the collateral as of the reporting date.

March 31, 2021

Real

Estate

Other

Total

(dollars in thousands)

Commercial

$

6,330

$

26,171

$

32,501

Commercial real estate

29,441

0-

29,441

Commercial construction

19,402

0-

19,402

Residential real estate

11,024

0-

11,024

Consumer

0-

0-

0-

Total (no related allowance)

$

66,197

$

26,171

$

92,368

Impaired loans - Impaired loans disclosures presented below as of December 31, 2020 and as of and for the three months ended March 31, 2020 represent requirements prior to the adoption of CECL on January 1, 2021.

The following table presents information about the loan credit quality by loan class of gross loans (which exclude net deferred fees) as of December 31, 2020:

December 31, 2020

Unpaid

Recorded

Principal

Recorded

Investment

Balance

Allowance

No related allowance recorded

(dollars in thousands)

Commercial

$

11,325

$

11,835

Commercial real estate

13,105

13,449

Commercial construction

24,284

24,907

Residential real estate

5,378

5,723

Consumer

0-

0-

Total (no related allowance)

$

54,092

$

55,914

 

With an allowance recorded

 

Commercial

$

23,736

$

69,122

$

12,985

Commercial real estate

2,722

2,722

1,329

Total (with allowance)

$

26,458

$

71,844

$

14,314

 

Total

Commercial

$

35,061

$

80,957

$

12,985

Commercial real estate

15,827

16,171

1,329

Commercial construction

24,284

24,907

0-

Residential real estate

5,378

5,723

0-

Consumer

0-

0-

0-

Total

$

80,550

$

127,758

$

14,314


22


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

The following table provides an analysis related to the average recorded investment and interest income recognized on impaired loans by class as of and for the three months ended March 31, 2020 (dollars in thousands):

March 31,2020

Average

Interest

Recorded

Income

Investment

Recognized

Impaired loans with no related allowance recorded

 

Commercial

$

36,442

$

94

Commercial real estate

15,238

84

Commercial construction

17,371

85

Residential real estate

3,827

0-

Consumer

0-

0-

Total

$

72,878

$

263

 

Impaired loans with an allowance recorded

 

Commercial real estate

$

0-

$

0-

Commercial construction

6,463

0-

Residential real estate

262

3

Total

$

6,725

$

3

 

Total impaired loans

Commercial

$

36,442

$

94

Commercial real estate

15,238

84

Commercial construction

23,834

85

Residential real estate

4,089

3

Consumer

0-

0-

Total

$

79,603

$

266

Aging Analysis - The following table provides an analysis of the aging of the loans by class, excluding net deferred fees, that are past due as of March 31, 2021 and December 31, 2020:

March 31, 2021

30-59 Days Past Due

60-89 Days Past Due

90 Days or Greater Past Due and Still Accruing

Nonaccrual

Total Past Due and Nonaccrual

Current

Gross Loans

(dollars in thousands)

Commercial

$

1,293

$

0-

$

4,475

$

31,105

$

36,873

$

1,585,779

$

1,622,652

Commercial real Estate

11,292

664

7,679

16,101

35,736

3,761,508

3,797,244

Commercial construction

4,400

0-

0-

8,951

13,351

552,521

565,872

Residential real Estate

202

0-

4,238

4,783

9,223

297,153

306,376

Consumer

4

0-

0-

0-

4

3,360

3,364

Total

$

17,191

$

664

$

16,392

$

60,940

$

95,187

$

6,200,321

$

6,295,508

December 31, 2020

30-59 Days

Past Due

60-89 Days

Past Due

90 Days or

Greater Past

Due and Still

Accruing

Nonaccrual

Total Past

Due and

Nonaccrual

Current

Total Loans

Receivable

Commercial

$

1,445

$

558

$

3,182

$

33,019

$

38,204

$

1,483,763

$

1,521,967

Commercial real estate

13,258

4,140

5,555

10,111

33,064

3,750,486

3,783,550

Commercial construction

2,472

0-

0-

14,015

16,487

601,260

617,747

Residential real estate

1,367

241

4,084

4,551

10,243

312,321

322,564

Consumer

 

2

 

0-

 

0-

 

0-

 

2

 

1,851

 

1,853

Total

$

18,544

$

4,939

$

12,821

$

61,696

$

98,000

$

6,149,681

$

6,247,681

Included in the 90 days or greater past due and still accruing category as of December 31, 2020 are purchased credit-impaired loans, net of fair value marks, which accrete income per the valuation at date of acquisition.


23


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

The following tables detail, at the period-end presented, the amount of gross loans (excluding loans held-for-sale) that are evaluated individually, and collectively, for impairment, those acquired with deteriorated quality, and the related portion of the allowance for credit losses that are allocated to each loan portfolio segment:

March 31, 2021

Commercial

Commercial

Residential

Commercial

real estate

construction

real estate

Consumer

Total

(dollars in thousands)

ACL

Individually evaluated for impairment

$

15,663

$

1,634

$

434

$

283

$

0-

$

18,014

Collectively evaluated for impairment

8,496

39,486

5,087

4,267

11

57,347

Acquired with deteriorated credit quality individually analyzed

2,276

2,777

0-

154

0-

5,207

Total

$

26,435

$

43,897

$

5,521

$

4,704

$

11

$

80,568

 

Gross loans

Individually evaluated for impairment

$

33,330

$

21,762

$

19,402

$

6,786

$

0-

$

81,280

Collectively evaluated for impairment

1,584,095

3,767,803

546,470

295,352

3,364

6,197,084

Acquired with deteriorated credit quality individually analyzed

5,227

7,679

0-

4,238

0-

17,144

Total

$

1,622,652

$

3,797,244

$

565,872

$

306,376

$

3,364

$

6,295,508

December 31, 2020

Commercial

Commercial

Residential

Commercial

real estate

construction

real estate

Consumer

Unallocated

Total

(dollars in thousands)

Allowance for loan losses

Individually evaluated for impairment

$

12,985

$

1,329

$

0-

$

0-

$

0-

$

0-

$

14,314

Collectively evaluated for impairment

 

15,412

 

33,373

 

7,787

 

1,928

 

4

568

 

59,072

Acquired portfolio

 

46

 

4,628

 

407

 

759

 

0-

0-

 

5,840

Acquired with deteriorated credit quality

0-

 

0-

 

0-

 

0-

 

0-

0-

 

0-

Total

$

28,443

$

39,330

$

8,194

$

2,687

$

4

$

568

$

79,226

 

Gross loans

Individually evaluated for impairment

$

35,061

$

15,827

$

24,284

$

5,378

$

0-

 

$

80,550

Collectively evaluated for impairment

 

1,414,626

 

2,959,978

 

574,118

 

241,925

 

1,627

 

 

5,192,274

Acquired portfolio

 

68,402

 

802,190

 

19,345

 

71,177

 

226

 

 

961,340

Acquired with deteriorated credit quality

 

3,878

 

5,555

 

0-

 

4,084

 

0-

 

 

13,517

Total

$

1,521,967

$

3,783,550

$

617,747

$

322,564

$

1,853

 

$

6,247,681


24


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

Activity in the Company’s ACL for loans for the three months ended March 31, 2021 is summarized in the table below. The CECL Day 1 row presents adjustments recorded through retained earnings to adopt the CECL standard and the increase to the ACL for loans associated with nonaccretable purchase accounting marks on loans that were classified as PCI as of December 31, 2020.

Three Months Ended March 31, 2021

Commercial

Commercial

Residential

 

Commercial

real estate

construction

real estate

Consumer

Unallocated

Total

(dollars in thousands)

Balance as of December 31, 2020

$

28,443

$

39,330

$

8,194

$

2,687

$

4

$

568

$

79,226

 

 

Day 1 effect of CECL

(4,225

)

9,605

(961

)

2,697

9

(568

)

6,557

 

 

Balance as of January 1, 2021 as adjusted for changes in accounting principle

24,218

48,935

7,233

5,384

13

0-

85,783

 

 

Charge-offs

0-

0-

0-

0-

0-

0-

0-

 

Recoveries

60

0-

0-

0-

1

0-

61

 

 

(Reversal of) provision for credit losses (loans)

2,157

(5,038

)

(1,712

)

(680

)

(3

)

0-

(5,276

)

 

Balance as of March 31, 2021

$

26,435

$

43,897

$

5,521

$

4,704

$

11

$

0-

$

80,568

 

On January 1, 2021, the Company adopted CECL, which replaced the incurred loss method we used in prior periods for determining the provision for credit losses and the ACL. Under CECL, we record an expected loss of all cash flows we do not expect to collect at the inception of the loan. The adoption of CECL resulted in an increase in our ACL for loans of $6.6 million, which did not impact our consolidated income statement. We recorded a reversal of credit losses for loans of $5.3 million during the three months ended March 31, 2021 utilizing the CECL methodology, which was the result of an improved macroeconomic environment from January 1, 2021, the day of adoption.

Three Months Ended March 31, 2020

Commercial

Commercial

Residential

 

Commercial

real estate

construction

real estate

Consumer

Unallocated

Total

(dollars in thousands)

Balance as of December 31, 2019

$

8,349

$

20,853

$

7,304

$

1,685

$

3

$

99

$

38,293

 

 

 

Charge-offs

(124

)

0-

0-

0-

(3

)

0-

(127

)

 

Recoveries

0-

0-

0-

3

0-

0-

3

 

 

(Reversal of) provision for credit losses (loans)

833

1,183

515

(7

)

3

13,473

16,000

 

 

Balance as of March 31, 2020

$

9,058

$

22,036

$

7,819

$

1,681

$

3

$

13,572

$

54,169

 


25


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

Troubled Debt Restructurings

Loans are considered to have been modified in a troubled debt restructuring (“TDRs”) when, except as discussed below, due to a borrower’s financial difficulties, the Company makes certain concessions to the borrower that it would not otherwise consider. Modifications may include interest rate reductions, principal or interest forgiveness, forbearance, and other actions intended to minimize economic loss and to avoid foreclosure or repossession of collateral. Generally, a nonaccrual loan that has been modified in a troubled debt restructuring remains on nonaccrual status for a period of six months to demonstrate that the borrower is able to meet the terms of the modified loan. However, performance prior to the modification, or significant events that coincide with the modification, are included in assessing whether the borrower can meet the new terms and may result in the loan being returned to accrual status at the time of loan modification or after a shorter performance period. If the borrower’s ability to meet the revised payment schedule is uncertain, the loan remains on nonaccrual status.

As of March 31, 2021, there were no commitments to lend additional funds to borrowers whose loans were on nonaccrual status or were contractually past due 90 days or greater and still accruing interest, or whose terms have been modified in troubled debt restructurings.

As of March 31, 2021, TDRs totaled $53.0 million, of which $27.5 million were on nonaccrual status and $25.5 million were performing under their restructured terms. As of December 31, 2020, TDRs totaled $49.4 million, of which $25.7 million were on nonaccrual status and $23.7 million were performing under their restructured terms. The Company has allocated $10.0 million and $47 thousand of specific allowance related to TDRs for the three months ended March 31, 2021 and March 31, 2020, respectively.

The following table presents loans by class modified as TDRs that occurred during the three months ended March 31, 2021:

Pre-Modification Outstanding

Post-Modification Outstanding

Number of Loans

Recorded Investment

Recorded Investment

Troubled debt restructurings:

(dollars in thousands)

Commercial real estate

1

$

1,658

$

1,658

Residential real estate

2

1,996

1,996

Total

3

$

3,654

$

3,654

The two residential real estate loans modified as TDRs during the three months ended March 31, 2021 were maturity extensions, while the one commercial real estate loan was a recast of a nonaccrual credit.

There were no loans modified as TDRs during the three months ended March 31, 2020. There were no TDRs for which there was a payment default within twelve months following the modification during the three months ended March 31, 2021 and March 31, 2020.

In March 2020, various regulatory agencies, including the Board of Governors of the Federal Reserve System and the Federal Deposit Insurance Corporation, (“the agencies”) issued an interagency statement on loan modifications and reporting for financial institutions working with customers affected by COVID-19. The interagency statement was effective immediately and impacted accounting for loan modifications. The agencies confirmed with the staff of the FASB that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs. This includes short-term (e.g., three to six months) modifications such as payment deferrals, fee waivers, extensions of repayment terms, or other delays in payment that are insignificant. Provisions of the CARES Act largely mirrored the provisions of the interagency statement, providing that modified loans would not be considered TDR’s if they were performing at year-end 2019, and the other conditions set forth in the interagency statement were met. Borrowers considered current are those that are less than 30 days past due on their contractual payments at the time a modification program is implemented or at year-end 2019. As of March 31, 2021, the Bank had 102 deferred loans totaling approximately $204.2 million, compared to 113 deferred loans totaling approximately $207.1 million as of December 31, 2020.


26


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 5. Loans and the Allowance for Credit Losses – (continued)

The following table sets forth the composition of these loans by loan segments as of March 31, 2021:

Unpaid

Number of Loans

Principal Balance

(dollars in thousands)

Commercial

32

$

103,653

Commercial real estate

68

$

97,400

Commercial construction

2

3,150

Total

102

$

204,203

As of March 31, 2021, there were no deferred loans that were delinquent or on nonaccrual status. As of March 31, 2021, $44.1 million of deferred loans were risk rated “special mention” or worse. The Company evaluates its deferred loans after the initial deferral period and will either return the deferred loan to its original loan terms or the loan will be reassessed at that time to determine if a further deferment should be granted and if a downgrade in risk rating is appropriate.

ACL for Unfunded Commitments

The Company has recorded an ACL for unfunded credit commitments, which was recorded in other liabilities. The provision is recorded within the (reversal of) provision for credit losses on the Company’s income statement. The following table presents the ACL for unfunded commitments for the three months ended March 31, 2021 (dollars in thousands):

Three Months Ended

March 31, 2021

 

Balance at beginning of period

$

0-

Day 1 Effect of CECL

2,833

(Reversal of) provision for credit losses (unfunded commitments)

(490)

Balance at end of period

$

2,343

Components of (Reversal of) Provision for Credit Losses

The following table summarizes the (Reversal of) provision for credit losses as March 31, 2021 (dollars in thousands):

March 31, 2021

 

(Reversal of) provision for credit losses (loans)

$

(5,276)

(Reversal of) provision for credit losses (unfunded commitments)

(490)

(Reversal of) provision for credit losses

$

(5,766)

Note 6. Fair Value Measurements and Fair Value of Financial Instruments

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date.

Level 1: Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2: Quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

Level 3: Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (for example, supported with little or no market activity).

An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The following information should not be interpreted as an estimate of the fair value of the entire Company since a fair value calculation is only provided for a limited portion of the Company’s assets and liabilities. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Company’s disclosures and those of other companies may not be meaningful.

Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following methods and assumptions were used to estimate the fair values of the Company’s assets measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020:


27


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 6. Fair Value Measurements and Fair Value of Financial Instruments – (continued)

Securities Available-for-Sale and Equity Securities: Where quoted prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. Level 1 inputs include securities that have quoted prices in active markets for identical assets. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flows. Examples of instruments which would generally be classified within Level 2 of the valuation hierarchy include municipal bonds and certain agency collateralized mortgage obligations. In certain cases where there is limited activity in the market for a particular instrument, assumptions must be made to determine the fair value of the instruments and these are classified as Level 3. When measuring fair value, the valuation techniques available under the market approach, income approach and/or cost approach are used. The Company’s evaluations are based on market data and the Company employs combinations of these approaches for its valuation methods depending on the asset class.

Derivatives: The fair value of derivatives is based on valuation models using observable market data as of the measurement date (level 2). Our derivatives are traded in an over-the-counter market where quoted market prices are not always available. Therefore, the fair values of derivatives are determined using quantitative models that utilize multiple market inputs. The inputs will vary based on the type of derivative, but could include interest rates, prices and indices to generate continuous yield or pricing curves, prepayment rate, and volatility factors to value the position. The majority of market inputs are actively quoted and can be validated through external sources, including brokers, market transactions and third-party pricing services.

For financial assets and liabilities measured at fair value on a recurring basis, the fair value measurements by level within the fair value hierarchy used as of March 31, 2021 and December 31, 2020 are as follows:

 

 

 

 

 

March 31, 2021

 

 

 

 

 

Fair Value Measurements at Reporting Date Using

 

 

Total Fair Value

 

Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)

Significant

Other

Observable

Inputs

(Level 2)

Significant

Unobservable

Inputs

(Level 3)

(dollars in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

Recurring fair value measurements:

 

 

 

 

 

 

 

 

 

 

 

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

Investment securities:

 

 

 

 

 

 

 

 

 

 

 

 

Available-for-sale:

 

 

 

 

 

 

 

 

 

 

 

 

Federal agency obligations

 

$

41,301

 

$

0-

 

$

41,301

 

$

0-

Residential mortgage pass-through securities

 

 

240,354

 

 

0-

 

 

240,354

 

 

0-

Commercial mortgage pass-through securities

 

 

6,414

 

 

0-

 

 

6,414

 

 

0-

Obligations of U.S. states and political subdivision

 

 

130,503

 

 

0-

 

 

121,729

 

 

8,774

Corporate bonds and notes

 

 

17,665

 

 

0-

 

 

17,665

 

 

0-

Asset-backed securities

 

 

3,359

 

 

0-

 

 

3,359

 

 

0-

Certificates of deposit

 

 

150

 

 

0-

 

 

150

 

 

0-

Other securities

 

 

2,277

 

 

2,277

 

 

0-

 

 

0-

Total available-for-sale

 

442,023

 

2,277

 

430,972

 

8,774

 

 

 

 

 

 

 

 

 

 

 

 

 

Equity securities

 

 

13,200

 

 

13,200

 

 

0-

 

 

0-

Total assets

 

$

455,223

 

$

15,477

 

$

430,972

 

$

8,774

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

 

 

 

 

 

 

 

Derivatives

$

(1,464

)

$

0-

$

(1,464

)

$

0-

Total liabilities

$

(1,464

)

$

0-

$

(1,464

)

$

0-


28


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 6. Fair Value Measurements and Fair Value of Financial Instruments – (continued)

December 31, 2020

Fair Value Measurements at Reporting Date Using

Total Fair Value

Quoted Prices

in Active

Markets for

Identical

Assets

(Level 1)

Significant

Other

Observable

Inputs

(Level 2)

Significant

Unobservable

Inputs

(Level 3)

(dollars in thousands)

Recurring fair value measurements:

Assets

Investment securities:

Available-for-sale:

Federal agency obligations

$

38,458

$

0-

$

38,458

$

0-

Residential mortgage pass-through securities

270,884

0-

270,884

0-

Commercial mortgage pass-through securities

6,922

0-

6,922

0-

Obligations of U.S. states and political subdivision

142,808

0-

133,964

8,844

Corporate bonds and notes

25,095

0-

25,095

0-

Asset-backed securities

3,480

0-

3,480

0-

Certificates of deposit

151

0-

151

0-

Other securities

 

157

 

157

 

0-

 

0-

Total available-for-sale

$

487,955

$

157

$

478,954

$

8,844

 

Equity securities

13,387

13,387

0-

0-

Total assets

$

501,342

$

13,544

$

478,954

$

8,844

 

Liabilities

Derivatives

$

(2,119)

$

0-

$

(2,119)

$

0-

Total liabilities

$

(2,119)

$

0-

$

(2,119)

$

0-

There were no transfers between Level 1 and Level 2 during the three months ended March 31, 2021 and during the year ended December 31, 2020.

Assets Measured at Fair Value on a Nonrecurring Basis

The Company may be required periodically to measure certain assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of lower of cost or fair value accounting or impairment write-downs of individual assets. The following methods and assumptions were used to estimate the fair values of the Company’s assets measured at fair value on a nonrecurring basis as of March 31, 2021 and December 31, 2020.

Loans Held-for-Sale: Residential mortgage loans, originated and intended for sale in the secondary market, are carried at the lower of aggregate cost or estimated fair value as determined by outstanding commitments from investors. For these loans originated and intended for sale, gains and losses on loan sales (sale proceeds minus carrying value) are recorded in other income and direct loan origination costs and fees are deferred at origination of the loan and are recognized in other income upon sale of the loan. Management obtains quotes or bids on all or parts of these loans directly from the purchasing financial institutions (Level 2).

Other loans held-for-sale are carried at the lower of aggregate cost or estimated fair value. Fair value of these loans is determined based on the terms of the loan, such as interest rate, maturity date, reset term, as well as sales of similar assets (Level 3).


29


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 6. Fair Value Measurements and Fair Value of Financial Instruments – (continued)

Collateral Dependent Loans: The Company may record adjustments to the carrying value of loans based on fair value measurements, generally as partial charge-offs of the uncollectible portions of these loans. These adjustments also include certain impairment amounts for collateral dependent loans calculated in accordance with GAAP. Impairment amounts are generally based on the fair value of the underlying collateral supporting the loan and, as a result, the carrying value of the loan less the calculated impairment amount applicable to that loan does not necessarily represent the fair value of the loan. Real estate collateral is valued using independent appraisals or other indications of value based on recent comparable sales of similar properties or assumptions generally observable by market participants. However, due to the substantial judgment applied and limited volume of activity as compared to other assets, fair value is based on Level 3 inputs. Estimates of fair value used for collateral supporting commercial loans generally are based on assumptions not observable in the market place and are also based on Level 3 inputs.

For assets measured at fair value on a nonrecurring basis, the fair value measurements as of March 31, 2021 and December 31, 2020 are as follows:

Fair Value Measurements at Reporting Date Using

Quoted

Prices

in Active

Significant

Carrying

Markets for

Other

Significant

Value as of

Identical

Observable

Unobservable

Assets measured at fair value on a nonrecurring

March 31,

Assets

Inputs

Inputs

basis:

2021

(Level 1)

(Level 2)

(Level 3)

Collateral dependent loans:

(dollars in thousands)

Commercial

$

12,890

$

0-

$

0-

$

12,890

Commercial real estate

2,283

0-

0-

2,283

Commercial construction

2,500

0-

0-

2,500

Residential real estate

2,089

0-

0-

2,089

Fair Value Measurements at Reporting Date Using

Quoted

Prices

in Active

Significant

Markets for

Other

Significant

Identical

Observable

Unobservable

Assets measured at fair value on a nonrecurring

December 31,

Assets

Inputs

Inputs

basis:

2020

(Level 1)

(Level 2)

(Level 3)

Impaired loans:

(dollars in thousands)

Commercial

$

10,751

$

0-

$

0-

$

10,751

Commercial real estate

1,393

0-

0-

1,393

Collateral dependent loans Collateral dependent loans as of March 31, 2021 that required a valuation allowance were $40.5 million with a related valuation allowance of $20.7 million compared to $24.4 million with a related valuation allowance of $14.3 million as of December 31, 2020.


30


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 6. Fair Value Measurements and Fair Value of Financial Instruments – (continued)

Assets Measured with Significant Unobservable Level 3 Inputs

Recurring basis

The tables below present a reconciliation of all assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the three months ended March 31, 2021 and for the year ended December 31, 2020:

Municipal

Securities

(dollars in thousands)

Beginning balance, December 31, 2020

$

8,844

Principal paydowns

(70

)

Ending balance, March 31, 2021

$

8,774

Municipal

Securities

(dollars in thousands)

Beginning balance, December 31, 2019

$

9,114

Principal paydowns

(270)

 

Ending balance, December 31, 2020

$

8,844

The following methods and assumptions were used to estimate the fair values of the Company’s assets measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020. The table below provides quantitative information about significant unobservable inputs used in fair value measurements within Level 3 hierarchy.

March 31, 2021

Valuation

Unobservable

Fair Value

Techniques

Input

Rate

Securities available-for-sale:

(dollars in thousands)

Municipal securities

$

8,774

Discounted cash flows

Discount rate

2.9

%

December 31, 2020

Valuation

Unobservable

Fair Value

Techniques

Input

Rate

Securities available-for-sale:

(dollars in thousands)

Municipal securities

$

8,844

Discounted cash flows

Discount rate

2.9

%


31


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 6. Fair Value Measurements and Fair Value of Financial Instruments – (continued)

Nonrecurring basis: The following methods and assumptions were used to estimate the fair values of the Company’s assets measured at fair value on a nonrecurring basis for the periods presented. The tables below provide quantitative information about significant unobservable inputs used in fair value measurements within Level 3 hierarchy.

March 31, 2021

Valuation

Unobservable

(dollars in thousands)

Fair Value

Techniques

Input

Range (weighted average)

Collateral dependent:

Commercial

$

722

Appraisals of collateral value

Comparable sales

0% - 5% (2%)

 

Commercial

$

12,168

Market approach (100)

Average transfer price as a price to unpaid principal balance

48 – 53 (49)

 

Commercial real estate

$

2,283

Appraisals of collateral value

Comparable sales

0% - 25% (8%)

 

Construction

$

2,500

Appraisals of collateral value

Comparable sales

15%

 

Residential

$

2,089

Appraisals of collateral value

Comparable sales

1% - 15% (6%)

December 31, 2020

Valuation

Unobservable

(dollars in thousands)

Fair Value

Techniques

Input

Range (weighted average)

Impaired loans:

Commercial

$

10,524

Market approach (100%)

Average transfer price as a price to unpaid principal balance

48 - 53 (49)

 

Commercial

$

227

Appraisals of collateral value

Adjustment for comparable sales

1% to + 5% (+2%)

 

Commercial real estate

$

1,393

Appraisals of collateral value

Adjustment for comparable sales

-25% to +20% (-8%)


32


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 6. Fair Value Measurements and Fair Value of Financial Instruments – (continued)

As of March 31, 2021 the fair value measurements presented are consistent with Topic 820, Fair Value Measurement, in which fair value represents exit price. The following presents the carrying amount, fair value, and placement in the fair value hierarchy of the Company’s financial instruments as of March 31, 2021 and December 31, 2020:

Fair Value Measurements

Quoted

Prices in

Active

Significant

Markets for

Other

Significant

Identical

Observable

Unobservable

Carrying

Fair

Assets

Inputs

Inputs

Amount

Value

(Level 1)

(Level 2)

(Level 3)

(dollars in thousands)

March 31, 2021

Financial assets:

Cash and due from banks

$

260,092

$

260,092

$

260,092

$

0-

$

0-

Securities available-for-sale

442,023

442,023

2,277

442,023

8,774

Investment in restricted stocks

22,483

0n/a

0n/a

0n/a

0n/a

Equity securities

13,200

13,200

13,200

0-

0-

Net loans

6,196,623

6,267,519

0-

0-

6,267,519

Accrued interest receivable

35,249

35,249

0-

1,598

33,651

 

Financial liabilities:

Noninterest-bearing deposits

1,384,961

1,384,961

1,384,961

0-

0-

Interest-bearing deposits

4,566,373

4,573,673

3,209,774

1,363,899

0-

Borrowings

359,710

362,497

0-

362,497

0-

Subordinated debentures

152,724

163,868

0-

163,868

0-

Derivatives

1,464

1,464

0-

1,464

0-

Accrued interest payable

3,598

3,598

0-

3,598

0-

 

December 31, 2020

Financial assets:

Cash and due from banks

$

303,756

$

303,756

$

303,756

$

0-

$

0-

Investment securities available-for-sale

487,955

487,955

157

478,954

8,844

Restricted investment in bank stocks

25,099

0n/a

0n/a

0n/a

0n/a

Equity securities

13,387

13,387

13,387

0-

0-

Net loans

6,157,081

6,244,037

0-

0-

6,244,037

Accrued interest receivable

35,317

35,317

0-

1,764

33,553

 

Financial liabilities:

Noninterest-bearing deposits

1,339,108

1,339,108

1,339,108

0-

0-

Interest-bearing deposits

4,620,116

4,633,961

3,155,983

1,477,978

0-

Borrowings

425,954

429,671

0-

429,671

0-

Subordinated debentures

202,648

214,113

0-

214,113

0-

Derivatives

2,119

2,119

0-

2,119

0-

Accrued interest payable

3,687

3,687

0-

3,687

0-


33


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 6. Fair Value Measurements and Fair Value of Financial Instruments – (continued)

The fair value of commitments to originate loans is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements and the present creditworthiness of the counterparties. For fixed-rate loan commitments, fair value also considers the difference between current levels of interest rates and the committed rates. The fair values of letters of credit and lines of credit are based on fees currently charged for similar agreements or on the estimated cost to terminate or otherwise settle the obligations with the counterparties at the reporting date. The fair value of commitments to originate loans is immaterial and not included in the tables above.

Changes in assumptions or estimation methodologies may have a material effect on these estimated fair values.

Fair value estimates are based on existing balance sheet financial instruments, without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. For example, there are certain significant assets and liabilities that are not considered financial assets or liabilities, such as deferred taxes, premises and equipment, and goodwill. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.

Management believes that reasonable comparability between financial institutions may not be likely, due to the wide range of permitted valuation techniques and numerous estimates which must be made, given the absence of active secondary markets for many of the financial instruments. This lack of uniform valuation methodologies also introduces a greater degree of subjectivity to these estimated fair values.

Note 7. Comprehensive Income

Total comprehensive income includes all changes in equity during a period from transactions and other events and circumstances from non-owner sources. The Company’s other comprehensive income is comprised of unrealized holding gains and losses on securities available-for-sale, unrealized gains (losses) on cash flow hedges, obligations for defined benefit pension plan and an adjustment to reflect the curtailment of the Company’s defined benefit pension plan, each net of taxes.

The following table represents the reclassification out of accumulated other comprehensive (loss) income for the periods presented:

Details about Accumulated Other

Amounts Reclassified from Accumulated

Affected Line item in the

Comprehensive Loss Components

Other Comprehensive Income (Loss)

Statement Where Net Income is Presented

Three Months Ended

March 31,

2021

2020

(dollars in thousands)

Sale of investment securities

$

0-

$

29

Net losses on sale of securities available-for-

available for sale

0-

(6

)

sale Income tax benefit

0-

23

 

Net interest income on swaps

$

(631

)

$

7

Borrowings

177

(2

)

Income tax expense

(454

)

5

 

Amortization of pension plan net

(75

)

(75

)

Other components of net periodic pension

actuarial losses

20

21

expense Income tax benefit

(55

)

(54

)

 

Total reclassification

$

(509

)

$

(26

)


34


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 7. Comprehensive Income – (continued)

Accumulated other comprehensive (loss) income as of March 31, 2021 and December 31, 2020 consisted of the following:

March 31,

December 31,

2021

2020

(dollars in thousands)

Investment securities available-for-sale, net of tax

$

3,851

$

7,859

 

Cash flow hedge, net of tax

(1,053

)

(1,520

)

Defined benefit pension and post-retirement plans, net of tax

(3,487

)

(3,542

)

Total

$

(689

)

$

2,797

 

Note 8. Stock Based Compensation

The Company’s stockholders approved the 2017 Equity Compensation Plan (“the Plan”) on May 23, 2017. The Plan eliminates all remaining issuable shares under previous plans and is the only outstanding plan as of March 31, 2021. The maximum number of shares of common stock or equivalents which may be issued under the Plan, is 750,000. Grants under the Plan can be in the form of stock options (qualified or non-qualified), restricted shares, restricted share units or performance units. Shares available for grant and issuance under the Plan as of March 31, 2021 are approximately 353,841. The Company intends to issue all shares under the Plan in the form of newly issued shares.

Restricted stock, options and restricted stock units typically have a three-year vesting period starting one year after the date of grant with one-third vesting each year. The options generally expire ten years from the date of grant. Restricted stock granted to new employees and board members may be granted with shorter vesting periods. Grants of performance units typically have a cliff vesting after three years or upon a change of control. All issuances are subject to forfeiture if the recipient leaves or is terminated prior to the awards vesting. Restricted shares have the same dividend and voting rights as common stock, while options, performance units and restricted stock units do not.

All awards are issued at the fair value of the underlying shares at the grant date. The Company expenses the cost of the awards, which is determined to be the fair market value of the awards at the date of grant, ratably over the vesting period. Forfeiture rates are not estimated but are recorded as incurred. Stock-based compensation expense for the three months ended March 31, 2021 and March 31, 2020 was $1.0 million and $0.5 million, respectively.

Activity under the Company’s options for the three months ended March 31, 2021 was as follows:

Number of

Stock

Options

Weighted-

Average

Exercise

Price

Weighted-

Average

Remaining

Contractual

Term

(in years)

Aggregate

Intrinsic Value

Outstanding as of December 31, 2020

38,013

$

9.03

Granted

0-

-

Exercised

(5,449

)

8.34

Forfeited/cancelled/expired

-

-

Outstanding as of March 31, 2021

32,564

9.15

1.21

$

527,672

 

Exercisable as of March 31, 2021

32,564

$

9.15

1.21

$

527,672

The aggregate intrinsic value of outstanding and exercisable options above represents the total pre-tax intrinsic value (the difference between the Company’s closing stock price on March 31, 2021 and the exercise price, multiplied by the number of in-the-money options) that would have been received by the option holders had all option holders exercised their options on March 31, 2021. This amount changes based on the fair market value of the Company’s stock.


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Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 8. Stock Based Compensation – (continued)

Activity under the Company’s restricted shares for the three months ended March 31, 2021 was as follows:

Weighted-

Average

Nonvested

Grant Date

Shares

Fair Value

Nonvested as of December 31, 2020

113,114

$

18.15

Granted

27,147

23.23

Vested

(15,157

)

24.36

Forfeited/cancelled/expired

(378

)

23.23

Nonvested March 31, 2021

124,726

$

18.49

As of March 31, 2021, there was approximately $1.5 million of total unrecognized compensation cost related to nonvested restricted shares granted. The cost is expected to be recognized over a weighted average period of 1.5 years.

A summary of the status of unearned performance unit awards and the change during the period is presented in the table below:

Weighted

Average Grant

Units

Units

Date Fair

(expected)

(maximum)

Value

Unearned as of December 31, 2020

147,636

$

17.29

Awarded

35,593

25.24

Change in estimate

17,818

20.79

Vested shares

(29,421

)

31.35

Unearned as of March 31, 2021

171,626

230,712

$

16.89

As of March 31, 2021, the specific number of shares related to performance units that were expected to vest was 171,626, determined by actual performance in consideration of the established range of the performance targets, which is consistent with the level of expense currently being recognized over the vesting period. Should this expectation change, additional compensation expense could be recorded in future periods or previously recognized expense could be reversed. As of March 31, 2021, the maximum amount of performance units that ultimately could vest if performance targets were exceeded is 230,713. During the three months ended March 31, 2021, 29,421 shares vested. A total of 14,711 shares were netted from the vested shares to satisfy employee tax obligations. The net shares issued from vesting of performance units during the three months ended March 31, 2021 were 14,711 shares. As of March 31, 2021, compensation cost of approximately $2.0 million related to non-vested performance units not yet recognized is expected to be recognized over a weighted-average period of 1.9 years.

A summary of the status of unearned restricted stock units and the changes in restricted stock units during the period is presented in the table below:

Weighted

Average Grant

Units

Date Fair

(expected)

Value

Unearned as of December 31, 2020

169,313

$

14.07

Awarded

43,077

25.24

Vested shares

(68,916

)

16.29

Unearned as of March 31, 2021

143,474

$

16.36

Any forfeitures would result in previously recognized expense being reversed. A portion of the shares that vest will be netted out to satisfy the tax obligations of the recipient. During the three months ended March 31, 2021, 68,916 shares vested. A total of 34,458 shares were netted from the vested shares to satisfy employee tax obligations. The net shares issued from vesting of restricted stock units during the three months ended March 31, 2021 were 34,458 shares. As of March 31, 2021, compensation cost of approximately $2.3 million related to non-vested restricted stock units, not yet recognized, is expected to be recognized over a weighted-average period of 2.3 years.


36


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 9. Components of Net Periodic Pension Cost

The Company maintained a non-contributory defined benefit pension plan for substantially all of its employees until June 30, 2007, at which time the Company froze the plan. The following table sets forth the net periodic pension cost of the Company’s pension plan for the periods indicated.

Three Months Ended

Affected Line Item in the Consolidated

March 31,

Statements of Income

2021

2020

(dollars in thousands)

Service cost

$

0-

$

0-

Interest cost

71

91

Other components of net periodic pension expense

 

Expected return on plan assets

(213

)

(196

)

Other components of net periodic pension expense

Net amortization

75

75

Other components of net periodic pension expense

 

Total periodic pension income

$

(67

)

$

(30

)

Contributions

The Company did not make a contribution to the Pension Trust during the three months ended March 31, 2021. The Company does not plan on contributing amounts to the Pension Trust for the remainder of 2021. The trust is established to provide retirement and other benefits for eligible employees and their beneficiaries. No part of the trust assets may be applied to any purpose other than providing benefits under the plan and for defraying expenses of administering the plan and the trust.

Note 10. FHLB Borrowings

The Company’s FHLB borrowings and weighted average interest rates are summarized below:

March 31, 2021

December 31, 2020

Amount

Rate

Amount

Rate

(dollars in thousands)

Total FHLB borrowings

$

359,710

1.11

%

$

425,954

1.07

%

 

By remaining period to maturity:

Less than 1 year

$

297,381

0.93

%

$

297,570

0.84

%

1 year through less than 2 years

34,621

1.24

%

75,644

1.42

%

2 years through less than 3 years

25,000

2.92

%

50,000

1.84

%

3 years through less than 4 years

0-

-

0-

0-

4 years through 5 years

0-

-

 

0-

0-

After 5 years

2,809

2.41

%

 

2,824

2.42

%

Total FHLB borrowings

359,811

1.11

%

426,038

1.07

%

Fair value premium (discount)

(101

)

(84

)

FHLB borrowings, net

$

359,710

$

425,954

The FHLB borrowings are secured by pledges of certain collateral including, but not limited to, U.S. government and agency mortgage-backed securities and a blanket assignment of qualifying first lien mortgage loans, consisting of both residential mortgages and commercial real estate loans.

Advances are payable at stated maturity, with a prepayment penalty for fixed rate advances. All FHLB advances are fixed rates. The advances as of March 31, 2021 were primarily collateralized by approximately $1.9 billion of commercial mortgage loans, net of required over collateralization amounts, under a blanket lien arrangement. As of March 31, 2021 the Company had remaining borrowing capacity of approximately $1.1 billion at FHLB.


37


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 11. Subordinated Debentures

During December 2003, Center Bancorp Statutory Trust II, a statutory business trust and wholly owned subsidiary of the Parent Corporation issued $5.0 million of MMCapS capital securities to investors due on January 23, 2034. The trust loaned the proceeds of this offering to the Company and received in exchange $5.2 million of the Parent Corporation’s subordinated debentures. The subordinated debentures are redeemable in whole or part. The floating interest rate on the subordinated debentures is three-month LIBOR plus 2.85% and re-prices quarterly. The rate as of March 31, 2021 was 3.06%.

The following table summarizes the mandatory redeemable trust preferred securities of the Company’s Statutory Trust II as of March 31, 2021 and December 31, 2020.

Issuance Date

Securities

Issued

Liquidation Value

Coupon Rate

Maturity

Redeemable by

Issuer Beginning

12/19/2003

$ 5,000,000

$1,000 per Capital Security

Floating 3-month LIBOR + 285 Basis Points

01/23/2034

01/23/2009

During June 2020, the Parent Corporation issued $75 million in aggregate principal amount of fixed-to-floating rate subordinated notes (the “2020 Notes”). The 2020 Notes bear interest at 5.75% annually from, and including, the date of initial issuance to, but excluding, June 15, 2025 or the date of earlier redemption, payable semi-annually in arrears on June 15 and December 15 of each year, commencing December 15, 2020. From and including June 15, 2025 through maturity or earlier redemption, the interest rate shall reset quarterly to an interest rate per annum equal to a benchmark rate, which is expected to be Three-Month Term SOFR (as defined in the Second Supplemental Indenture), plus 560.5 basis points, payable quarterly in arrears on March 15, June 15, September 15 and December 15 of each year, commencing on September 15, 2025. Notwithstanding the foregoing, if the benchmark rate is less than zero, then the benchmark rate shall be deemed to be zero.

During January 2018, the Parent Corporation issued $75 million in aggregate principal amount of fixed-to-floating rate subordinated notes (the “Notes”) to certain accredited investors. The net proceeds from the sale of the Notes were used in the first quarter of 2018 for general corporate purposes, which included the Parent Corporation contributing $65 million of the net proceeds to the Bank in the form of debt and common equity. The Notes are non-callable for five years, have a stated maturity of February 1, 2028 and bear interest at a fixed rate of 5.20% per year, from and including January 17, 2018 to, but excluding February 1, 2023. From and including February 1, 2023 to, but excluding the maturity date, or early redemption date, the interest rate will reset quarterly to a level equal to the then current three-month LIBOR rate plus 284 basis points.

During June 2015, the Parent Corporation issued $50 million in aggregate principal amount of fixed-to-floating rate subordinated notes (the “2015 Notes”). As of December 31, 2020, the 2015 Notes have a stated maturity of July 1, 2025, and bear interest until the maturity date or early redemption date at a variable rate equal to the then current three-month LIBOR rate plus 393 basis points. As of December 31, 2020, the variable interest rate was 4.16% and all costs related to 2015 issuance have been amortized. The 2015 Notes were redeemed in full on January 1, 2021.


38


Table of Contents

CONNECTONE BANCORP, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Note 12. Offsetting Assets and Liabilities

Certain financial instrument-related assets and liabilities may, under GAAP, be offset on the consolidated statements of condition because they are subject to master netting agreements or similar agreements, although the Company has elected to disclose such arrangements on a gross basis on its consolidated financial statements. The Company enters into interest rate swap agreements with financial institution counterparties. For additional detail regarding interest rate swap agreements refer to Note 4 within this section. In the event of default on, or termination of, any one contract, both parties have the right to net settle multiple contracts. Also, certain interest rate swap agreements may require the Company to receive or pledge cash or financial instrument collateral based on the contract provisions. The following table presents information about financial instruments that are eligible for offset as of March 31, 2021 and December 31, 2020:

Gross Amounts Not Offset

Gross Amounts

Recognized

Gross Amounts

Offset in the

Statement of

Financial

Condition

Net Amounts

of Assets

Presented in the

Statement of

Financial

Condition

Financial

Instruments

Recognized

Cash or

Financial

Instrument

Collateral

Net

Amount

(dollars in thousands)

March 31, 2021

Assets:

Interest rate swaps

$

0-

$

0-

$

0-

$

0-

$

0-

$

0-

Liabilities:

Interest rate swaps

$

(1,464

)

$

0-

$

(1,464

)

$

0-

$

(1,464

)

$

0-

 

December 31, 2020

Assets:

Interest rate swaps

$

0-

$

0-

$

0-

$

0-

$

0-

$

0-

Liabilities:

Interest rate swaps

$

(2,119

)

$

0-

$

(2,119

)

$

0-

$

(2,119

)

$

0-


39


Table of Contents

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

The purpose of this analysis is to provide the reader with information relevant to understanding and assessing the Company’s results of operations for the periods presented herein and financial condition as of March 31, 2021 and December 31, 2020. In order to fully understand this analysis, the reader is encouraged to review the consolidated financial statements and accompanying notes thereto appearing elsewhere in this report.

Cautionary Statement Concerning Forward-Looking Statements

This report includes forward-looking statements within the meaning of Sections 27A of the Securities Act of 1933, as amended, and 21E of the Securities Exchange Act of 1934, as amended, that involve inherent risks and uncertainties. This report contains certain forward-looking statements with respect to the financial condition, results of operations, plans, objectives, future performance and business of ConnectOne Bancorp Inc. and its subsidiaries, including statements preceded by, followed by or that include words or phrases such as “believes,” “expects,” “anticipates,” “plans,” “trend,” “objective,” “continue,” “remain,” “pattern” or similar expressions or future or conditional verbs such as “will,” “would,” “should,” “could,” “might,” “can,” “may” or similar expressions. There are a number of important factors that could cause future results to differ materially from historical performance and these forward-looking statements. Factors that might cause such a difference include, but are not limited to: (1) competitive pressures among depository institutions may increase significantly; (2) changes in the interest rate environment may reduce interest margins; (3) prepayment speeds, loan origination and sale volumes, charge-offs and loan loss provisions may vary substantially from period to period; (4) general economic conditions may be less favorable than expected; (5) political developments, sovereign debt problems, wars or other hostilities may disrupt or increase volatility in securities markets or other economic conditions; (6) legislative or regulatory changes or actions may adversely affect the businesses in which ConnectOne Bancorp is engaged; (7) changes and trends in the securities markets may adversely impact ConnectOne Bancorp; (8) a delayed or incomplete resolution of regulatory issues could adversely impact planning by ConnectOne Bancorp; (9) the impact on reputation risk created by the developments discussed above on such matters as business generation and retention, funding and liquidity could be significant; (10) the outcome of regulatory and legal investigations and proceedings may not be anticipated, and (11) the impact of the COVID-19 pandemic on our employees and operations, and those of our customers. Further information on other factors that could affect the financial results of ConnectOne Bancorp is included in Item 1a. of ConnectOne Bancorp’s Annual Report on Form 10-K as amended and updated in ConnectOne Bancorp’s other filings with the Securities and Exchange Commission. These documents are available free of charge at the Commission’s website at http://www.sec.gov and/or from ConnectOne Bancorp, Inc.

Critical Accounting Policies and Estimates

The accounting and reporting policies followed by ConnectOne Bancorp, Inc. and its subsidiaries (collectively, the “Company”) conform, in all material respects, to GAAP. In preparing the consolidated financial statements, management has made estimates, judgments and assumptions that affect the reported amounts of assets and liabilities as of the dates of the consolidated statements of condition and for the periods indicated in the consolidated statements of income. Actual results could differ significantly from those estimates.

The Company’s accounting policies are fundamental to understanding Management’s Discussion and Analysis (“MD&A”) of financial condition and results of operations. The Company has identified the determination of the allowance for credit losses, the other-than-temporary impairment evaluation of securities, the evaluation of the impairment of goodwill and the evaluation of deferred tax assets to be critical because management must make subjective and/or complex judgments about matters that are inherently uncertain and could be most subject to revision as new information becomes available. Additional information on these policies is provided below.

Allowance for Credit Losses and Related Provision: The allowance for credit losses (“ACL”) represents management’s estimate of current expected credit losses considering available information relevant to assessing collectability of cash flows over the contractual term of the financial asset(s). Determining the amount of the ACL is considered a critical accounting estimate because it requires significant judgment and the use of estimates including reasonable and supportable forecasts that affect the collectability of the remaining cash flows over the contractual term of the financial assets.

The evaluation of the adequacy of the ACL includes, among other factors, an analysis of historical loss rates by loan segment applied to current loan totals. However, actual credit losses may be higher or lower than historical trends, which vary. Actual losses on specified problem loans, which also are provided for in the evaluation, may vary from estimated loss percentages, which are established based upon a limited number of potential loss classifications.

The ACL is established through a provision for credit losses charged to expense. Management believes that the current ACL will be adequate to absorb credit losses on existing loans that may become uncollectible based on the evaluation of known and inherent risks in the loan portfolio. The evaluation takes into consideration such factors as changes in the nature and size of the portfolio, overall portfolio quality, and specific problem loans and current economic conditions which may affect the borrowers’ ability to pay. The evaluation also details historical losses by loan segment and the resulting credit loss rates which are projected for current loan total amounts. Loss estimates for specified problem loans are also detailed. All of the factors considered in the analysis of the adequacy of the ACL may be subject to change. To the extent actual outcomes differ from management estimates, additional provisions for credit losses may be required that could materially adversely impact earnings in future periods. Additional information can be found in Note 6 of the Notes to Consolidated Financial Statements.


40


Table of Contents

Business Combinations: We account for business combinations under the acquisition method of accounting. Using this method, assets acquired, liabilities assumed and consideration paid are recorded at their estimated fair values as of the acquisition date. The application of this method of accounting requires the use of significant estimates and assumptions. The application of the acquisition method of accounting usually results in the recognition of goodwill and a core deposit intangible (if the acquiree has deposits). The amount of goodwill recorded represents the excess purchase price over the estimated fair value of the net assets acquired, including any identifiable intangibles, if applicable. Goodwill is not amortized for book purposes; however, it is reviewed at least annually for impairment and is usually not deductible for tax purposes.

The assets acquired and liabilities assumed and consideration paid in the acquisition are recorded at their estimated fair values based on management’s best estimates using information available at the date of the acquisition and are subject to adjustment for up to one year after the closing date of the acquisition. Our estimates are based upon assumptions that we believe to be reasonable and the Company may use an outside service provider to assist with the valuations.

Goodwill: The Company adopted the provisions of FASB ASC 350-10, which requires that goodwill be reported separate from other intangible assets in the Consolidated Statements of Condition and not be amortized but rather tested for impairment annually or more frequently if impairment indicators arise. The Company performs an annual goodwill impairment test in the fourth quarter of each year, or more often if events or circumstances warrant. We will continue to monitor and evaluate the impact of COVID-19 and its impact on our market capitalization, overall economic conditions and any other potential triggering events that may indicate an impairment of goodwill in the future. In the event we conclude that all or a portion of our goodwill is impaired, a non-cash charge for the amount of such impairment would be recorded to earnings. Such a charge would have no impact on tangible capital or our regulatory capital ratios.

Income Taxes: The objectives of accounting for income taxes are to recognize the amount of taxes payable or refundable for the current year and deferred tax liabilities and assets for the future tax consequences of events that have been recognized in an entity’s financial statements or tax returns. Judgment is required in assessing the future tax consequences of events that have been recognized in the Company’s consolidated financial statements or tax returns.

Fluctuations in the actual outcome of these future tax consequences could impact the Company’s consolidated financial condition or results of operations. Note 11 of the Notes to Consolidated Financial Statements included in the Company’s Form 10-K for the year ended December 31, 2020 includes additional discussion on the accounting for income taxes.

Impact of COVID-19

COVID-19 continues to impact the Company’s operations and financial results, as well as those of our customers. In response to the COVID-19 pandemic, the Company continued to offer temporary relief to effected customers, deferring either their full loan payment, the principal component or the interest component of their loan payment for an initial period of time ranging from 30 to 120 days. As of March 31, 2021, the Company has 102 deferred loans with a total outstanding loan balance of $204.2 million. As provided for under the CARES act, these short-term deferrals are not considered troubled debt restructurings, provided that the modification is related to COVID-19, executed on a loan that was not more than 30 days past due as of December 31, 2019 or the date of the deferral, and executed between March 1, 2020 and January 1, 2022, or the date that is 60 days after the termination date of the national emergency declared by the president on March 13, 2020, under the National Emergencies Act related to the outbreak of COVID-19.

With the passage of the Paycheck Protection Program (“PPP”), administered by the Small Business Administration (“SBA”), the Company was an active participant in assisting its customers with applications for resources through the program. PPP loans originated prior to June 5, 2020 have a two-year term, which may be extended to five years with the consent of the Company, and those originated on or after June 5, 2020 have a five year term, and the loans bear interest at 1%, along with an origination fee payable from the SBA to the Company. The Company believes that the majority of these loans will ultimately be forgiven by the SBA in accordance with the terms of the program. As of March 31, 2021, PPP loans were $522.3 million. It is the Company’s understanding that loans funded through the PPP program are fully guaranteed by the U.S. government and, as such, the Company has not included the PPP loans in calculation of the ACL as of March 31, 2021. Should those circumstances change, the Company could be required to establish additional provisions for loan loss expense charged to earnings.


41


Table of Contents

Operating Results Overview

Net income for the three months ended March 31, 2021 was $33.0 million compared to $6.0 million for the comparable three-month period ended March 31, 2020. The Company’s diluted earnings per share were $0.82 for the three months ended March 31, 2021 as compared with diluted earnings per share of $0.15 for the comparable three-month period ended March 31, 2020. The increase in net income and diluted earnings per share was primarily due to a $5.8 million recapture of credit loss reserves in the current quarter reflecting the impact of the improved economic outlook on the current expected credit losses (“CECL”) accounting standard, compared with a $16.0 million provision in the first quarter of 2020.

Net Interest Income and Margin

Net interest income is the difference between the interest earned on the portfolio of earning assets (principally loans and investments) and the interest paid for deposits and borrowings, which support these assets. Net interest income is presented on a tax-equivalent basis by adjusting tax-exempt income (primarily interest earned on obligations of state and local political subdivisions) by the amount of income tax which would have been paid had the assets been invested in taxable issues. Net interest margin is defined as net interest income on a tax-equivalent basis as a percentage of total average interest-earning assets.

Fully taxable equivalent net interest income for the three months ended March 31, 2021 increased by $5.8 million, or 10.4%, from the comparable three-month period ended March 31, 2020. The increase from the first quarter of 2021 resulted primarily from a 6.4% increase in average interest-earning assets, largely due to PPP originations, and a 15 basis-point widening of the net interest margin to 3.56% from 3.41%. The widening of the net interest margin resulted from a 75 basis-points reduction in the cost of funding interest-earning assets, partially offset by a 49 basis-point reduction in the rate of average interest-earning assets.


42


Table of Contents

The following tables, “Average Statements of Condition with Interest and Average Rates”, present for the three months ended March 31, 2021 and 2020, the Company’s average assets, liabilities and stockholders’ equity. The Company’s net interest income, net interest spread and net interest margin are also reflected.

Average Statements of Condition with Interest and Average Rates

Three Months Ended March 31,

2021

2020

Interest

Interest

Average

Income/

Average

Average

Income/

Average

Balance

Expense

Rate (7)

Balance

Expense

Rate (7)

(dollars in thousands)

Interest-earning assets:

Securities (1) (2)

$

473,181

$

2,058

1.76

%

$

452,294

$

3,095

2.75

%

Total loans (2) (3) (4)

6,242,960

70,676

4.59

5,956,469

73,220

4.94

Federal funds sold and interest-bearing with banks​​

269,537

49

0.07

148,429

499

1.35

Restricted investment in bank stocks

22,822

256

4.55

27,316

400

5.89

Total interest-earning assets

7,008,500

73,039

4.23

6,584,508

77,214

4.72

Noninterest-earning assets:

Allowance for credit losses

(81,549

)

(38,970

)

Other noninterest-earning assets

573,083

560,489

Total assets

$

7,500,034

$

7,106,027

 

Interest-bearing liabilities:

Interest-bearing deposits:

Time deposits

$

1,422,295

2,434

0.69

$

1,962,714

10,371

2.13

Other interest-bearing deposits

3,225,751

5,151

0.65

2,660,755

6,841

1.03

Total interest-bearing deposits

4,648,046

7,585

0.66

4,623,469

17,212

1.50

 

Borrowings

375,511

1,674

1.81

477,121

2,352

1.98

Subordinated debentures

154,341

2,167

5.70

128,913

1,834

5.72

Finance lease

2,115

32

6.14

2,303

35

6.11

Total interest-bearing liabilities

5,180,013

11,458

0.90

5,231,806

21,433

1.65

 

Demand deposits

1,348,585

955,358

Other liabilities

43,340

54,622

Total noninterest-bearing liabilities​​

1,391,925

1,009,980

Stockholders’ equity

928,096

864,241

Total liabilities and stockholders’ equity​​

$

7,500,034

$

7,106,027

Net interest income (tax-equivalent basis)

61,581

55,781

Net interest spread (5)

3.33

%

3.07

%

Net interest margin (6)

3.56

%

3.41

%

Tax-equivalent adjustment

(418

)

(500

)

Net interest income

$

61,163

$

55,281

 

(1)

Average balances are based on amortized cost and include equity securities.

(2)

Interest income is presented on a tax-equivalent basis using 21%.

(3)

Includes loan fee income and accretion of purchase accounting adjustments.

(4)

Total loans include loans held-for-sale and nonaccrual loans.

(5)

Represents difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities and is presented on a tax- equivalent basis.

(6)

Represents net interest income on a tax-equivalent basis divided by average total interest-earning assets.

(7)

Rates are annualized.


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Table of Contents

Noninterest Income

Noninterest income totaled $3.4 million for the three months ended March 31, 2021, compared with $2.9 million for the three months ended March 31, 2020. During the first quarter of 2021, the Bank completed the sale of two branches, resulting in a gain of $0.7 million, which was included in noninterest income. Total noninterest income, excluding the branch sales, decreased $0.1 million from the first quarter of 2020. The decrease was primarily attributable to a decrease in net gains on sale of securities of $0.4 million, partially offset by an increase in net gains on sale of loans held-for-sale of $0.3 million.

Noninterest Expenses

Noninterest expenses totaled $26.5 million for the three months ended March 31, 2021, compared to $35.1 million for the three months ended March 31, 2020. Noninterest expenses decreased by $8.6 million from the prior year first quarter due primarily to a decrease of $9.5 million in merger expenses resulting from the acquisition of Bancorp of New Jersey (“BNJ”)in 2020. Excluding merger-related expenses, noninterest expenses increased by $0.9 million from the first quarter of 2020 due primarily to increases in salaries and employee benefits of $1.0 million, and professional and consulting of $0.4 million, and was partially offset by decreases in other expenses of $0.3 million and amortization of core deposit intangible of $0.1 million.

Income Taxes

Income tax expense was $10.9 million for the three months ended March 31, 2021, compared to $1.0 million for the three months ended March 31, 2020. The effective tax rate for the three months ended March 31, 2021 and March 31, 2020 was 24.8% and 14.8%, respectively. The effective tax rate for the first quarter of 2020 was lower compared to March 31, 2021 due to different proportions of income from non-taxable sources.

Financial Condition

Loan Portfolio

The following table sets forth the composition of our loan portfolio, excluding loans held-for-sale and unearned net origination fees and costs, by loan segment at the periods indicated.

Amount

March 31, 2021

December 31, 2020

Increase/

Amount

%

Amount

%

(Decrease)

(dollars in thousands)

Commercial (1)

$

1,622,652

25.8

%

$

1,521,967

24.4

%

$

100,685

Commercial real estate

3,797,244

60.3

3,783,550

60.6

13,694

Commercial construction

565,872

9.0

617,747

9.8

(51,875)

Residential real estate

306,376

4.8

322,564

5.1

(16,188)

Consumer

3,364

0.1

1,853

0.1

1,511

Gross loans

$

6,295,508

100.0

%

$

6,247,681

100.0

%

$

47,827

As of March 31, 2021, gross loans totaled $6.3 billion, an increase of $47.8 million, or 0.8%, as compared to December 31, 2020. Net loan growth was primarily attributable to the PPP loans.

 

(1)

Included in commercial loans as of March 31, 2021 and December 31, 2020 are PPP loans of $522.3 million and $397.5 million, respectively.


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Table of Contents

Allowance for Credit Losses and Related Provision

As of January 1, 2021, the Company adopted the CECL accounting standard. As of March 31, 2021, the Company’s allowance for credit losses for loans was $80.6 million, an increase of $1.4 million from $79.2 million as of December 31, 2020. The increase was attributable to the “Day 1” effect of the adoption of the CECL accounting standard, which was $6.6 million, offset by a $5.8 million recapture of credit loss reserves during the first quarter of 2021.

The (reversal of) provision for credit losses was $(5.8) million for the first quarter of 2021, and $16.0 million for the first quarter of 2020. The decrease in provision for credit losses during the first quarter of 2021 when compared to the first quarter of 2020 was the result of an improved macro-economic outlook when compared to January 1, 2021, the day the Company adopted CECL.

As of March 31, 2021, the ACL was $80.6 million as compared to $79.2 million as of December 31, 2020. The level of the allowance for the respective periods of 2021 and 2020 reflects the credit quality within the loan portfolio, loan growth, the changing composition of the commercial and residential real estate loan portfolios and other related factors.

There were $0.1 million net recoveries for the three months ended March 31, 2021, compared with $0.1 million net charge-offs for the three months ended March 31, 2020. The ACL as a percentage of loans receivable amounted to 1.28% as of March 31, 2021 compared to 1.27% as of December 31, 2020. Excluding the impact of PPP loans in the calculation of the ACL as a percentage of loans receivable, the ratio increases to 1.40% as of March 31, 2021, compared to 1.36% as of December 31, 2020. PPP loans do not have allowance for loan losses attributable to them, as they are fully guaranteed by the SBA.

The level of the allowance for the respective periods of 2021 and 2020 reflects the credit quality within the loan portfolio, loan growth, the changing composition of the commercial and residential real estate loan portfolios and other related factors. In management’s view, the level of the ACL as of March 31, 2021 is adequate to cover losses inherent in the loan portfolio. Management’s judgment regarding the adequacy of the allowance constitutes a “Forward-Looking Statement” under the Private Securities Litigation Reform Act of 1995. Actual results could differ materially from management’s analysis, based principally upon the factors considered by management in establishing the allowance.

Changes in the ACL are presented in the following table for the periods indicated.

Three Months Ended

March 31,

2021

2020

(dollars in thousands)

Average loans receivable at end of period

$

6,238,723

$

5,922,814

Analysis of the ACL:

Balance - beginning of quarter

$

79,226

$

38,293

CECL Day 1 Adjustment

6,557

-

Balance – beginning of quarter (as adjusted)

85,783

38,293

Charge-offs:

Commercial

-

(124

)

Consumer

-

(3

)

Total charge-offs

-

(127

)

Recoveries:

Commercial

60

-

Consumer

1

3

Total recoveries

61

3

Net recoveries (charge-offs)

61

(124

)

(Reversal of) provision for credit losses (loans)

(5,276

)

16,000

Balance - end of period

$

80,568

$

54,169

Ratio of annualized net charge-offs during the period to average loans receivable during the period

0.00

%

0.01

%

Loans receivable

$

6,277,191

$

6,009,310

ACL as a percentage of loans receivable

1.28

%

0.90

%


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Table of Contents

Asset Quality

The Company manages asset quality and credit risk by maintaining diversification in its loan portfolio and through review processes that include analysis of credit requests and ongoing examination of outstanding loans, delinquencies, and potential problem loans, with particular attention to portfolio dynamics and mix. The Company strives to identify loans experiencing difficulty early enough to correct the problems, to record charge-offs promptly based on realistic assessments of current collateral values and cash flows, and to maintain an adequate allowance for credit losses at all times.

It is generally the Company’s policy to discontinue interest accruals once a loan is past due as to interest or principal payments for a period of ninety days. When a loan is placed on nonaccrual status, interest accruals cease and uncollected accrued interest is reversed and charged against current income. Payments received on nonaccrual loans are generally applied against principal. A loan may be restored to an accruing basis when all past due amounts have been collected. Loans past due 90 days or more which are both well-secured and in the process of collection may remain on an accrual basis.

Nonperforming assets include nonaccrual loans and other real estate owned. Nonaccrual loans represent loans on which interest accruals have been suspended. In general, it is the policy of management to consider the charge-off of uncollectible amounts of loans at the point they become past due 90 days. Performing troubled debt restructured loans represent loans to borrowers experiencing financial difficulties on which a concession was granted, such as a reduction in interest rate below the current market rate for new debt with similar risks or modified repayment terms, and are performing under the restructured terms.

The following table sets forth, as of the dates indicated, the amount of the Company’s nonaccrual loans, other real estate owned (“OREO”), performing troubled debt restructurings (“TDRs”) and loans past due 90 days or greater and still accruing:

March 31,

December 31,

2021

2020

(dollars in thousands)

Nonaccrual loans

$

60,940

$

61,696

OREO

-

-

Total nonperforming assets (1)

$

60,940

$

61,696

 

Performing TDRs

$

25,505

$

23,655

Loans 90 days or greater past due and still accruing (non-PCD)

$

-

$

-

Loans 90 days or greater past due and still accruing (PCD)

$

16,392

$

12,821

 

(1)

Nonperforming assets are defined as nonaccrual loans and OREO.

Nonaccrual loans to total loans receivable

0.97

%

0.99

%

Nonperforming assets to total assets

0.82

0.82

Nonperforming assets, performing TDRs, and loans 90 days or greater past due and still accruing to loans receivable

1.64

1.57


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Table of Contents

Securities Available-For-Sale

As of March 31, 2021, the principal components of the securities portfolio were federal agency obligations, mortgage-backed securities, obligations of U.S. states and political subdivisions, corporate bonds and notes, asset-backed securities and equity securities. For the quarter ended March 31, 2021, average securities increased $12.7 million to approximately $473.2 million, or 6.8% of average total interest-earning assets, from approximately $460.5 million, or 6.5% of average interest-earning assets, compared to December 31, 2020.

As of March 31, 2021, net unrealized losses on securities available-for-sale, which are carried as a component of accumulated other comprehensive loss and included in stockholders’ equity, net of tax, amounted to $3.9 million as compared with net unrealized gains of $7.9 million as of December 31, 2020. The increase in unrealized losses is predominately attributable to changes in market conditions and interest rates. Unrealized losses have not been recognized into income because the issuers are of high credit quality, we do not intend to sell, and it is likely that we will not be required to sell the securities prior to their anticipated recovery. The decline in fair value is largely due to changes in interest rates and other market conditions. The issuers continue to make timely principal and interest payments on the securities. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income, net of applicable taxes. The Company did not record an allowance for credit losses for available-for-sale as of March 31, 2021.

Interest Rate Sensitivity Analysis

The principal objective of our asset and liability management function is to evaluate the interest-rate risk included in certain balance sheet accounts; determine the level of risk appropriate given our business focus, operating environment, and capital and liquidity requirements; establish prudent asset concentration guidelines; and manage the risk consistent with Board approved guidelines. We seek to reduce the vulnerability of our operations to changes in interest rates, and actions in this regard are taken under the guidance of the Bank’s Asset Liability Committee (the “ALCO”). The ALCO generally reviews our liquidity, cash flow needs, maturities of investments, deposits and borrowings, and current market conditions and interest rates.

We currently utilize net interest income simulation and economic value of equity (“EVE”) models to measure the potential impact to the Bank of future changes in interest rates. As of March 31, 2021 and December 31, 2020, the results of the models were within guidelines prescribed by our Board of Directors. If model results were to fall outside prescribed ranges, action, including additional monitoring and reporting to the Board, would be required by the ALCO and the Bank’s management.

The net interest income simulation model attempts to measure the change in net interest income over the next one-year period, and over the next three-year period on a cumulative basis, assuming certain changes in the general level of interest rates.

Based on our model, which was run as of March 31, 2021, we estimated that over the next one-year period a 200 basis-point instantaneous increase in the general level of interest rates would increase our net interest income by 1.89%, while a 100 basis-point instantaneous decrease in interest rates would decrease net interest income by 5.91%. As of December 31, 2020, we estimated that over the next one-year period a 200 basis-point instantaneous increase in the general level of interest rates would increase our net interest income by 0.70%, while a 100 basis-point instantaneous decrease in interest rates would decrease net interest income by 5.18%.

Based on our model, which was run as of March 31, 2021, we estimated that over the next three years, on a cumulative basis, a 200 basis-point instantaneous increase in the general level of interest rates would increase our net interest income by 6.97%, while a 100 basis-point instantaneous decrease in interest rates would decrease net interest income by 10.57%. As of December 31, 2020, we estimated that over the next three years, on a cumulative basis, a 200 basis-point instantaneous increase in the general level of interest rates would increase our net interest income by 3.89%, while a 100 basis-point instantaneous decrease in interest rates would decrease net interest income by 8.56%.


47


Table of Contents

An EVE analysis is also used to dynamically model the present value of asset and liability cash flows with instantaneous rate shocks of up 200 basis points and down 100 basis points. The economic value of equity is likely to be different as interest rates change. Our EVE as of March 31, 2021, would decline by 8.01% with an instantaneous rate shock of up 200 basis points, and increase by 5.59% with an instantaneous rate shock of down 100 basis points. Our EVE as of December 31, 2020, would decline by 7.76% with an instantaneous rate shock of up 200 basis points, and increase by 5.70% with an instantaneous rate shock of down 100 basis points.

The following table illustrates the most recent results for EVE and one year NII sensitivity as of March 31, 2021.

Interest Rates

Estimated

Estimated Change in

EVE

Interest Rates

Estimated

Estimated Change in NII

(basis points)

EVE

Amount

%

(basis points)

NII

Amount

%

+300

$

864,494

$

(61,707

)

(6.66

)

+300

$

245,424

$

6,555

2.74

+200

894,027

(32,174

)

(3.47

)

+200

243,387

4,518

1.89

+100

911,905

(14,296

)

(1.54

)

+100

241,178

2,309

0.97

0

926,201

-

-

0

238,869

-

-

-100

929,010

2,809

0.30

-100

224,749

(14,120

)

(5.91

)

Estimates of Fair Value

The estimation of fair value is significant to a number of the Company’s assets, including loans held-for-sale and securities available-for-sale. These are all recorded at either fair value or the lower of cost or fair value. Fair values are volatile and may be influenced by a number of factors. Circumstances that could cause estimates of the fair value of certain assets and liabilities to change include a change in prepayment speeds, discount rates, or market interest rates. Fair values for most available-for-sale securities are based on quoted market prices. If quoted market prices are not available, fair values are based on judgments regarding future expected loss experience, current economic condition risk characteristics of various financial instruments, and other factors. These estimates are subjective in nature, involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

Impact of Inflation and Changing Prices

The consolidated financial statements and notes thereto presented elsewhere herein have been prepared in accordance with GAAP, which requires the measurement of financial position and operating results in terms of historical dollars without considering the change in the relative purchasing power of money over time due to inflation. The impact of inflation is reflected in the increased cost of operations; unlike most industrial companies, nearly all of the Company’s assets and liabilities are monetary. As a result, interest rates have a greater impact on performance than do the effects of general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services.


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Table of Contents

Liquidity

Liquidity is a measure of a bank’s ability to fund loans, withdrawals or maturities of deposits, and other cash outflows in a cost-effective manner. Our principal sources of funds are deposits, scheduled amortization and prepayments of loan principal, maturities of investment securities, and funds provided by operations. While scheduled loan payments and maturing investments are relatively predictable sources of funds, deposit flow and loan prepayments are greatly influenced by general interest rates, economic conditions and competition.

As of March 31, 2021, the amount of liquid assets remained at a level management deemed adequate to ensure that, on a short and long-term basis, contractual liabilities, depositors’ withdrawal requirements, and other operational and client credit needs could be satisfied. As of March 31, 2021, liquid assets (cash and due from banks, interest-bearing deposits with banks and unencumbered investment securities) were $601.1 million, which represented 8.1% of total assets and 9.5% of total deposits and borrowings, compared to $697.4 million as of December 31, 2020, which represented 9.2% of total assets and 10.9% of total deposits and borrowings.

The Bank is a member of the Federal Home Loan Bank of New York and, based on available qualified collateral as of March 31, 2021, had the ability to borrow $1.9 billion. In addition, as of March 31, 2021, the Bank had in place borrowing capacity of $25 million through correspondent banks. The Bank also has a credit facility established with the Federal Reserve Bank of New York for direct discount window borrowings with capacity based on pledged collateral of $3.2 million. As of March 31, 2021, the Bank had aggregate available and unused credit of approximately $1.1 billion, which represents the aforementioned facilities totaling $1.9 billion net of $0.8 billion in outstanding borrowings and letters of credit. As of March 31, 2021, outstanding commitments for the Bank to extend credit were approximately $970 million.

Cash and cash equivalents totaled $260.1 million as of March 31, 2021, decreasing by $43.7 million from $303.8 million as of December 31, 2020. Operating activities provided $80.1 million in net cash. Investing activities provided $5.6 million in net cash, primarily reflecting an increase in securities partially offset by an increase in loans. Financing activities used $129.4 million in net cash, primarily reflecting a repayment of FHLB borrowings and subordinated debentures of approximately $66.2 million and $50.0 million, respectively.

Deposits

Total deposits decreased by $7.9 million, or 0.1%, to $6.0 billion as of March 31, 2021 from December 31, 2020. The decrease was primarily due to decreases in time deposits partially offset by increases in demand, interest bearing, non-interest bearing and savings. The following table sets forth the composition of our deposit base by the periods indicated.

Amount

Increase/

March 31, 2021

December 31, 2020

(Decrease)

Amount

%

Amount

%

2021 vs. 2020

(dollars in thousands)

Demand, noninterest-bearing

$

1,384,961

23.3

%

$

1,339,108

22.5

%

$

45,853

Demand, interest-bearing

1,488,943

25.0

1,462,675

24.5

%

26,268

Money Market

1,394,491

23.4

1,399,145

23.5

%

(4,654)

Savings

326,340

5.5

294,163

4.9

%

32,177

Time

1,356,599

22.8

 

1,464,133

24.6

%

(107,534)

Total deposits

$

5,951,334

100.0

%

$

5,959,224

100.0

%

$

(7,890)


49


Table of Contents

Subordinated Debentures

During December 2003, Center Bancorp Statutory Trust II, a statutory business trust and wholly-owned subsidiary of the Parent Corporation issued $5.0 million of MMCapS capital securities to investors due on January 23, 2034. The trust loaned the proceeds of this offering to the Company and received in exchange $5.2 million of the Parent Corporation’s subordinated debentures. The subordinated debentures are redeemable in whole or part prior to maturity. The floating interest rate on the subordinated debentures is three month LIBOR plus 2.85% and re-prices quarterly. The rate as of March 31, 2021 was 3.06%.

During June 2020, the Parent Corporation issued $75 million in aggregate principal amount of fixed-to-floating rate subordinated notes (the “2020 Notes”). The 2020 Notes bear interest at 5.75% annually from, and including, the date of initial issuance to, but excluding, June 15, 2025 or the date of earlier redemption, payable semi-annually in arrears on June 15 and December 15 of each year, commencing December 15, 2020. From and including June 15, 2025 through maturity or earlier redemption, the interest rate shall reset quarterly to an interest rate per annum equal to a benchmark rate, which is expected to be Three-Month Term SOFR (as defined in the Second Supplemental Indenture), plus 560.5 basis points, payable quarterly in arrears on March 15, June 15, September 15 and December 15 of each year, commencing on September 15, 2025. Notwithstanding the foregoing, if the benchmark rate is less than zero, then the benchmark rate shall be deemed to be zero.

During January 2018, the Parent Corporation issued $75 million in aggregate principal amount of fixed-to-floating rate subordinated notes (the “2018 Notes”) to certain accredited investors. The net proceeds from the sale of the 2018 Notes were used for general corporate purposes, which included the Parent Corporation contributing $65 million of the net proceeds to the Bank in the form of debt and common equity in the first quarter of 2018. The 2018 Notes are non-callable for five years, have a stated maturity of February 1, 2028 and bear interest at a fixed rate of 5.20% per year, from and including January 17, 2018 to, but excluding February 1, 2023. From and including February 1, 2023 to, but excluding the maturity date, or early redemption date, the interest rate will reset quarterly to a level equal to the then current three-month LIBOR rate plus 284 basis points.

During June 2015, the Parent Corporation issued $50 million in aggregate principal amount of fixed-to-floating rate subordinated notes (the “2015 Notes”). As of December 31, 2020, the 2015 Notes have a stated maturity of July 1, 2025, and bear interest until the maturity date or early redemption date at a variable rate equal to the then current three-month LIBOR rate plus 393 basis points. As of December 31, 2020, the variable interest rate was 4.16% and all costs related to 2015 issuance have been amortized. The 2015 Notes were redeemed in full on January 1, 2021.

Stockholders’ Equity

The Company’s stockholders’ equity was $935.6 million as of March 31, 2021, an increase of $20.3 million from December 31, 2020. The increase in stockholders’ equity was primarily attributable retained earnings. As of March 31, 2021, the Company’s tangible common equity ratio and tangible book value per share were 9.91% and $18.02, respectively. As of December 31, 2020, the tangible common equity ratio and tangible book value per share were 9.50% and $17.49, respectively. Total goodwill and other intangible assets were approximately $219 million as of March 31, 2021 and December 31, 2020. The following table shows the reconciliation of common equity to tangible common equity and the tangible common equity ratio.

March 31,

December 31,

2021

2020

(dollars in thousands, except for share and per

share data)

Common equity

$

935,637

$

915,310

 

Less: intangible assets

(218,842)

(219,349)

Tangible common stockholders’ equity

$

716,795

$

695,961

 

Total assets

$

7,449,639

$

7,547,339

Less: intangible assets

(218,842)

(219,349)

Tangible assets

$

7,230,797

$

7,327,990

 

Common stock outstanding at period end

39,773,602

39,785,398

Tangible common equity ratio (1)

9.91

%

9.50

%

 

Book value per common share

$

23.52

$

23.01

Less: intangible assets

5.50

5.52

Tangible book value per common share

$

18.02

$

17.49

 

(1)

Tangible common equity ratio is a non-GAAP measure.


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Table of Contents

Regulatory Capital and Capital Adequacy

The maintenance of a solid capital foundation is a primary goal for the Company. Accordingly, capital plans, stock repurchases and dividend policies are monitored on an ongoing basis. The Company’s objective with respect to the capital planning process is to effectively balance the retention of capital to support future growth with the goal of providing stockholders with an attractive long-term return on their investment.

The Company and the Bank are subject to regulatory guidelines establishing minimum capital standards that involve quantitative measures of assets, and certain off-balance sheet items, as risk-adjusted assets under regulatory accounting practices.

The following is a summary of regulatory capital amounts and ratios as of March 31, 2021 for the Company and the Bank, compared with minimum capital adequacy requirements and the regulatory requirements for classification as a well-capitalized depository institution.

To Be Well-Capitalized Under

For Capital Adequacy

Prompt Corrective Action

ConnectOne Bancorp, Inc.

Purposes

Provisions

The Company

Amount

Ratio

Amount

Ratio

Amount

Ratio

As of March 31, 2021

(dollars in thousands)

 

Leverage (Tier 1) capital

$

718,814

9.89

%

$

290,750

4.00

%

$

N/A

N/A

 

Risk-based Capital:

N/A

N/A

 

Common Equity Tier 1

713,659

11.36

282,800

4.50

N/A

N/A

 

Tier 1

718,814

11.44

377,067

6.00

N/A

N/A

 

Total

947,395

15.08

502,756

8.00

N/A

N/A

N/A - not applicable

To Be Well-Capitalized Under

For Capital Adequacy

Prompt Corrective Action

ConnectOne Bank

Purposes

Provisions

The Bank

Amount

Ratio

Amount

Ratio

Amount

Ratio

As of March 31, 2021

(dollars in thousands)

 

Leverage (Tier 1) capital

$

803,446

11.06

%

$

290,566

4.00

%

363,208

5.00

%

Risk-based Capital:

 

Common Equity Tier 1

803,446

12.78

282,794

4.50

408,480

6.50

 

Tier 1

803,446

12.78

377,058

6.00

502,744

8.00

 

Total

914,275

14.55

502,744

8.00

628,430

10.00

As of March 31, 2021, both the Company and Bank satisfy the capital conservation buffer requirements applicable to them. The lowest ratio at the Company is the Tier 1 Risk Based Ratio which was 2.94% above the minimum buffer ratio and, at the Bank, the lowest ratio was the Total Risk Based Capital Ratio which was 4.05% above the minimum buffer ratio.


51


Table of Contents

Item 3. Qualitative and Quantitative Disclosures about Market Risks

Market Risk

Interest rate risk management is our primary market risk. See “Item 2- Management’s Discussion and Analysis of Financial Condition and Results of Operations - Interest Rate Sensitivity Analysis” herein for a discussion of our management of our interest rate risk.


52


Table of Contents

Item 4. Controls and Procedures

a) Disclosure controls and procedures. As of the end of the Company’s most recently completed fiscal quarter covered by this report, the Company carried out an evaluation, with the participation of the Company’s management, including the Company’s chief executive officer and chief financial officer, of the effectiveness of the Company’s disclosure controls and procedures pursuant to Securities Exchange Act Rule 13a-15. Based upon that evaluation, the Company’s chief executive officer and chief financial officer concluded that the Company’s disclosure controls and procedures are effective in ensuring that information required to be disclosed by the Company in the reports that it files or submits under the Securities Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC’s rules and forms and are operating in an effective manner and that such information is accumulated and communicated to management, including the Company’s chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure.

b) Changes in internal controls over financial reporting. There have been no changes in the Company’s internal controls over financial reporting that occurred during the Company’s last fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.


53


Table of Contents

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not subject to any legal proceedings, which could have a materially adverse impact on its results of operations and financial condition.

Item 1a. Risk Factors

There have been no material changes to the risks inherent in our business from those described under Item 1A – Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2020.

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

See “Item 2- Management’s Discussion and Analysis of Financial Condition and Results of Operations – Shareholders’ Equity”

Item 3. Defaults Upon Senior Securities

Not applicable

Item 4. Mine Safety Disclosures

Not applicable

Item 5. Other Information

Not applicable


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Item 6. Exhibits

Exhibit No.

Description

 

31.1

Certification of the Chief Executive Officer of the Parent Corporation Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

31.2

Certification of the Chief Financial Officer of the Parent Corporation Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

32.1

Certification of the Chief Executive Officer of the Parent Corporation Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

32.2

Certification of the Chief Financial Officer of the Parent Corporation Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

101.INS

XBRL Instance Document

101.SCH

XBRL Taxonomy Extension Schema Document

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF

Definition Taxonomy Extension Linkbase Document

101.LAB

XBRL Taxonomy Extension Label Linkbase Document

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document


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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.

CONNECTONE BANCORP, INC.

(Registrant)

By:

/s/ Frank Sorrentino III

By:

/s/ William S. Burns

Frank Sorrentino III

William S. Burns

Chairman and Chief Executive Officer

Executive Vice President and Chief Financial Officer

 

Date: May 7, 2021

Date: May 7, 2021


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