ORRSTOWN FINANCIAL SERVICES, INC. The following discussion and analysis is intended to assist readers in understanding the consolidated financial condition and results of operations of the Company and should be read in conjunction with our Consolidated Financial Statements and notes thereto included in this Annual Report on Form 10-K. Certain prior period amounts presented in this discussion and analysis have been reclassified to conform to current period classifications.
Overview
The Company, headquartered inShippensburg, Pennsylvania , is a one-bank holding company that has elected status as a financial holding company. The consolidated financial information presented herein reflects the Company and its wholly-owned subsidiary, the Bank. AtDecember 31, 2022 , the Company had total assets of$2.9 billion , total liabilities of$2.7 billion and total shareholders' equity of$228.9 million as reported in the consolidated balance sheets. The Company's primary source of income is net interest income, which is the difference between interest earned on its interest earning assets, such as loans and investment securities, and interest paid on its interest-bearing liabilities that includes deposits and borrowings. Our results of operations are impacted by economic conditions and market interest rates. Our profitability for the years endedDecember 31, 2022 , 2021 and 2020 was influenced by our continued organic growth and ongoing expansion into targeted markets, the rising interest rates in 2022, and a continued focus on maintaining strong asset quality. During 2022, the Company agreed to settle a litigation matter, which resulted in a provision for legal settlement ("legal settlement") of$13.0 million , before the tax effect, and the Company announced that five branch locations inPennsylvania would be closing and staffing model adjustments would be made to drive long-term growth and improve operating efficiencies in 2023 and forward. As a result of these initiatives, the Company recorded a pre-tax restructuring charge of$3.2 million . Both the legal settlement and the restructuring charge were included in non-interest expenses in the consolidated statements of income under Part II, Item 8, "Financial Statements and Supplemental Data." During the year endedDecember 31, 2020 , the Company recognized charges associated with the consolidation of six branch locations, the discontinuance of three loan production offices, a reduction in back-office real estate and staffing reductions. These actions were initiated due to evolving client preferences for the digital delivery of products and services. The cost reductions resulting from these actions and the consolidation of five branches earlier in 2020, enabled the Company to invest in technology and people to facilitate its continued growth. A charge of$1.6 million was recorded in the year endedDecember 31, 2020 , which included$1.3 million related to branch and loan production office consolidations.
Critical Accounting Estimates
The Company's consolidated financial statements are prepared in accordance with
GAAP and follow general practices within the financial services industry. The
most significant accounting policies followed by the Company are presented in
Note 1, Summary of Significant Accounting Policies, to the Consolidated
Financial Statements under Part II, Item 8, "Financial Statements and
Supplementary Data." In applying those accounting policies, the Company's
management is required to exercise judgment in determining many of the
methodologies, assumptions and estimates to be utilized. Certain of the critical
accounting estimates are more dependent on such judgment and, in some cases, may
contribute to volatility in our reported financial performance should the
assumptions and estimates used change over time due to changes in circumstances.
Some of the more significant areas in which the Company's management applies
critical assumptions and estimates include the following:
Accounting for loan losses - The loan portfolio is the largest asset on the
Company's balance sheet. The allowance for loan losses represents the amount
that, in management's judgment, appropriately reflects credit losses inherent in
the loan portfolio at the balance sheet date. A provision for loan losses is
recorded to adjust the level of the ALL as deemed necessary by management. In
estimating losses inherent in the loan portfolio, assumptions and judgment are
applied to measure amounts and timing of expected future cash flows, collateral
values and other factors used to determine the borrowers' abilities to repay its
obligations. Historical loss trends are also considered, as are economic
conditions, industry trends, portfolio trends and borrower-specific financial
data. Loans acquired at a discount, that is, in part, attributable to credit
quality, are initially recorded at fair value with no carry-over of an acquired
entity's previously established ALL. Cash flows expected at acquisition, in
excess of estimated fair value, are recognized as interest income over the
remaining lives of the loans. Subsequent decreases in the expected principal
cash flows require the Company to evaluate the need for additions to the ALL.
Subsequent improvements in expected cash flows result, first, in the recovery of
any applicable ALL and, then, in the recognition of
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additional interest income over the remaining lives of the loans. Changes in the circumstances considered when determining management's estimates and assumptions could result in changes to those estimates and assumptions and also in adjustment of the ALL, or, in the case of loans acquired at a discount, increases in interest income in future periods. The Company has delayed the implementation of ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The implementation deadline of ASU 2016-13 was extended for smaller reporting and other companies until the fiscal year and interim periods beginning afterDecember 15, 2022 . The Company will implement ASU 2016-13 effectiveJanuary 1, 2023 . We expect to recognize a one-time cumulative-effect adjustment that results in an increase to the allowance for credit losses as of the date of adoption of the new standard. See Notes 1, Summary of Significant Accounting Policies, and Note 3, Loans and Allowance for Loan Losses, to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplemental Data," to the consolidated financial statements for details on our allowance for loan losses estimate. Accounting for OTTI - The Company determines whether unrealized losses are temporary in nature in accordance with FASB ASC 320-10, Investments - Overall, ("FASB ASC 320-10") and FASB ASC 325-40, Investments - Beneficial Interests in Securitized Financial Assets, when applicable. The evaluation is based upon factors such as the creditworthiness of the underlying borrowers, performance of the underlying collateral, if applicable, and the level of credit support in the security structure. Management also evaluates other factors and circumstances that may be indicative of an OTTI condition. This includes, but is not limited to, an evaluation of the type of security, length of time and extent to which the fair value has been less than cost and near-term prospects of the issuer. FASB ASC 320-10 requires the Company to assess if an OTTI exists by considering whether the Company has the intent to sell the security or it is more likely than not that it will be required to sell the security before recovery. If either of these situations applies, the guidance requires the Company to record an OTTI charge to earnings on debt securities for the difference between the amortized cost basis of the security and the fair value of the security. If neither of these situations applies, the Company is required to assess whether it is expected to recover the entire amortized cost basis of the security. If the Company is not expected to recover the entire amortized cost basis of the security, the guidance requires the Company to bifurcate the identified OTTI into a credit loss component and a component representing loss related to other factors. A discount rate is applied which equals the effective yield of the security. The difference between the present value of the expected flows and the amortized book value is considered a credit loss, which would be recorded through earnings as an OTTI charge. When a market price is not readily available, the market value of the security is determined using the same expected cash flows; the discount rate is a rate the Company determines from the open market and other sources as appropriate for the security. The difference between the market value and the present value of cash flows expected to be collected is recognized in AOCI on the unaudited condensed consolidated statements of financial condition. See Note 2,Investment Securities , to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplemental Data," to the consolidated financial statements for details on our investment securities and OTTI evaluation. Accounting for income taxes - The Company is subject to federal and state income taxes in the jurisdictions in which it operates. Due to the complexity of the tax laws, management may make judgments in computing income tax expense, which are subject to varying interpretations by management and the taxing authorities, and could result in changes upon final determination. Income tax expense is based upon income before taxes, adjusted for the effect of certain tax-exempt income, non-deductible expenses and credits. Temporary differences may occur as a result of certain income and expense items being reported in different periods for financial reporting and tax purposes. Deferred taxes are calculated, using the applicable enacted marginal tax rate, based on the differences between the tax basis and carrying value of the asset or liability on the financial statement. The Company recognizes, when applicable, interest and penalties related to unrecognized tax benefits in income tax expense in the consolidated statements of income. Under FASB ASC 740, Income Taxes, the Company must apply a more likely than not probability threshold on its tax positions before a financial statement benefit is recognized. A valuation allowance would be recognized if any deferred tax assets were determined to be more likely than not unrecoverable. See Note 7, Income Taxes, to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplemental Data," to the consolidated financial statements for details on our income tax expense and deferred tax assets and liabilities. Readers of the Company's consolidated financial statements should be aware that the estimates and assumptions used may need to be updated in future financial presentations for changes in circumstances, business or economic conditions, in order to fairly represent the condition of the Company at that time.
Economic Climate, Inflation and Interest Rates
Preliminary real GDP for the fourth quarter of 2022 reflected an annualized
increase of 2.7%, which declined from the annualized increase of 3.2% during the
third quarter of 2022 and 7.0% during the fourth quarter of 2021. The fourth
quarter of 2022 reflected increases in private inventory investments, which
included manufacturing and utilities, consumer spending, primarily healthcare
and personal care services, and federal government spending due to non-defense
spending and compensation. The decrease in real GDP from the third quarter of
2022 is due to slowing of nonresidential fixed investment and
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consumer spending. During the fourth quarter of 2021, restrictions and
disruptions were still occurring due to COVID-19 cases; however, there was a
strong economic recovery from the pandemic, which the economy experienced
increases in multiple industries, including private inventory investment and
exports including travel, personal spending within healthcare, recreation and
transportation. Residential fixed investment remained down during 2022 from 2021
due to a decrease in new single-family construction and the impact from
inflation and supply chain issues.
The personal consumption expenditures ("PCE") price index increased 3.2% in the
fourth quarter of 2022, compared to an increase of 4.3% and 7.0% for the final
estimates in the third quarter of 2022 and fourth quarter of 2021, respectively.
Excluding food and energy prices, the PCE increased 3.2% in the fourth quarter
of 2022 compared to 4.7% in the third quarter of 2022 and 5.2% in the fourth
quarter.
The national unemployment rate remained unchanged at 3.5% in December 2022
compared to September 2022 , but did improve from 3.9% in December 2021 . Within
the Company's geographic footprint, the unemployment rate has decreased in
Pennsylvania by 0.9% from 4.4% at December 2021 to 3.5% at December 2022 , and
decreased in Maryland by 1.5% from 4.7% at December 2021 to 3.2% in December
2022 . These decreases in unemployment rates are consistent with the counties in
which the Company operates branches and other corporate offices. There continued
to be notable job gains in healthcare, leisure and hospitality and professional
services during the second half of 2022. Although there was a strong economic
recovery in 2021 from the pandemic, the fluctuations in real GDP during 2022 are
indicative of inflation, supply chain challenges, geopolitical tensions and
labor shortages.
At December 31, 2022 , the 10-year Treasury bond reached 3.88%, an increase of
0.05% from 3.83% at September 30, 2022 , and a significant increase from 1.51% at
December 31, 2021 , as it continued to rise due to inflationary pressures. In an
attempt to combat the impact of inflation, the rising consumer price index,
supply chain disruptions, the state of the labor market and geopolitical
tensions, the Federal Reserve Open Markets Committee ("FOMC") approved increases
to the Fed Funds rate totaling 450 basis points since March 2022 :
•25 basis points on
•50 basis points on
•75 basis points on
•75 basis points on
•75 basis points on
•75 basis points on
•50 basis points on
•25 basis points on
The majority of the assets and liabilities of a financial institution are monetary in nature and, therefore, differ greatly from most commercial and industrial companies that have significant investments in fixed assets or inventories. However, inflation does have an impact on the Company, particularly with respect to the growth of total assets and noninterest expenses, which tend to rise during periods of general inflation. Risks also exist due to supply and demand imbalances, employment shortages, the interest rate environment, and geopolitical tensions. It is reasonably foreseeable that estimates made in the financial statements could be materially and adversely impacted in the near term as a result of these conditions, including expected credit losses on loans and the fair value of financial instruments that are carried at fair value. As the Company's balance sheet consists primarily of financial instruments, interest income and interest expense are greatly influenced by the level of interest rates and the slope of the yield curve, as well as the mix of assets and funding. The Company has been able to grow its net interest income by$12.7 million from 2021 to 2022 due to organic commercial loan growth and rising interest rates, despite the decrease of$10.7 million in SBA PPP interest income from the prior year. Competition for quality lending opportunities and deposits remains intense, which, together with an inverted yield curve, will continue to challenge the Company's ability to grow its net interest margin and to manage its overhead expenses. 32
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Table of Contents Results of Operations Summary Earnings in 2022 reflected an increase in net interest income primarily from the deployment of cash into higher yielding commercial loans and investment securities and the impact from rising interest rates, partially offset by the increase in costs of funds, increases in provision for loan losses and non-interest expenses, including salaries and employee benefits expense and the impact of the legal settlement and restructuring charge. The Company recorded net income of$22.0 million ,$32.9 million and$26.5 million for 2022, 2021 and 2020, respectively. Diluted earnings per share totaled$2.06 ,$2.96 and$2.40 for 2022, 2021 and 2020, respectively. Excluding the legal settlement and the restructuring charge, for the year endedDecember 31, 2022 , net income totaled$34.8 million and diluted earnings per share totaled$3.25 . See "Supplemental Reporting of Non-GAAP Measures." Net interest income totaled$99.6 million ,$87.0 million and$83.6 million for 2022, 2021 and 2020, respectively, reflecting the deployment of cash into higher yielding commercial loans and investment securities and the impact of the rising interest rates during 2022. Interest rates increased during 2019, but decreased throughout 2020 and remained low during 2021, contributing to reductions in yields on loans and investment securities and the cost of interest-bearing liabilities during 2021 and 2020. During 2021 and 2020, net interest income benefited from the Company's expanded geographic footprint, organic growth in commercial loans from an expanded sales force as the Company continued to take advantage of market opportunities, and SBA PPP interest income. For 2022, 2021 and 2020, interest income recognized on SBA PPP loans totaled$6.1 million ,$16.8 million and$10.9 million , respectively. Asset quality trends continued to exhibit low levels of charge-offs and non-performing loans, except for one commercial construction loan with an outstanding balance of$15.4 million that the Bank downgraded to substandard and placed into non-accrual status during the fourth quarter of 2022. The provision for loan losses totaled$4.2 million ,$1.1 million and$5.3 million in 2022, 2021 and 2020, respectively. During 2022, qualitative factors were unchanged fromDecember 31, 2021 , except for a reduction in the National and Local Economic Conditions factor. This factor had been increased previously for economic concerns in the commercial real estate portfolio associated with the COVID-19 pandemic. The additional allocation was removed during 2022 as these concerns had subsided. In 2021, improvement in borrowers' performances and the economic recovery resulted in a reduction in certain qualitative factors, including the COVID-19 qualitative factor. This factor was previously implemented to specifically address the downgrades of loans resulting from granted deferrals or forbearances based upon identified hardships caused by the economic shutdown during the pandemic. The provision for loan losses recorded in 2020 was primarily a result of increased uncertainty related to the COVID-19 pandemic. Noninterest income totaled$27.0 million ,$29.2 million and$28.3 million for 2022, 2021 and 2020, respectively. The decrease of$2.2 million from 2021 to 2022 was primarily due to a decrease in mortgage banking activities of$5.5 million . This was partially offset by increases in swap fee income of$2.3 million and other income, primarily due to realized gains on the investment in a non-housing limited partnership of$1.1 million . The increase from 2020 to 2021 included increases of$1.7 million in wealth management income,$706 thousand in interchange income,$635 thousand in mortgage banking activities, and investment securities gains of$654 thousand due to the sales of$148.4 million of investments securities during 2021. These increases in 2021 were partially offset by gains on the sale of portfolio loans of$2.8 million recorded in 2020. There were no sales of portfolio loans in 2022 and 2021. Noninterest expenses totaled$95.8 million ,$74.1 million and$74.1 million for 2022, 2021 and 2020, respectively. Salaries and employee benefits expense increased$4.0 million from 2021 to 2022 due to incentive compensation and merit-based increases, the filling of several vacancies, and higher healthcare costs. In 2022, the Company incurred additional non-interest expenses due to a legal settlement of$13.0 million and a restructuring charge, which included planned branch closures, of$3.2 million . Salaries and employee benefits expense increased by$652 thousand from 2020 to 2021 due to an increase in incentive compensation, partially offset by a decrease in healthcare costs. In 2020, the Company incurred$1.3 million in restructuring expenses, which included branch and loan production office consolidations. During 2020, the Company recorded a loss of$736 thousand associated with the sale of an operations facility, and recorded a recovery from settlement on a cybersecurity insurance claim of$486 thousand . Income tax expense totaled$4.6 million ,$8.0 million and$6.0 million for 2022, 2021 and 2020, or an effective tax rate of 17.2%, 19.6% and 18.6% respectively. The Company's effective tax rate is less than the 21% federal statutory rate due to tax-exempt income, including interest earned on tax-exempt loans and investment securities, income from life insurance policies and tax credits. The difference in the effective tax rate in 2022 from prior years was primarily due to a decrease in taxable income resulting from the legal settlement and restructuring charge, an increase in tax-exempt interest income on loans and investment securities due to the rising interest rate environment, and additional tax credits. 33
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Net Interest Income
Net interest income is the primary component of the Company's net income. Interest-earning assets include loans, investment securities and interest-bearing bank balances. Interest-bearing liabilities include primarily deposits and borrowed funds.
Net interest income is affected by changes in interest rates, the volume of interest-earning assets and interest-bearing liabilities, and the composition of those assets and liabilities. "Net interest spread" and "net interest margin" are two common statistics related to changes in net interest income. Net interest spread represents the difference between the yields earned on interest-earning assets and the rates paid for interest-bearing liabilities. Net interest margin is the ratio of net interest income to average earning asset balances. The FRB influences the general market rates of interest, including the deposit and loan rates offered by many financial institutions. The Company's loan portfolio is affected by changes in the prime interest rate. InMarch 2020 , the prime rate was reduced by 150 basis points and ended 2020 at 3.25%. The prime rate remained at that level throughout 2021 until theFOMC increased the fed fund rate by 425 basis points during 2022 as an attempt to combat the impact of inflation, the rising consumer price index, supply chain disruptions, the state of the labor market and geopolitical tensions. Core deposits are deposits that are stable, lower cost and generally reprice more slowly than other deposits when interest rates change. Core deposits, which exclude certificates of deposit, are typically funds of local clients who also have a borrowing or other relationship with the Bank. The Company is primarily funded by core deposits, with noninterest-bearing demand deposits historically being a significant source of funds. During 2022, this lower-cost funding base had a positive impact on the Bank's net interest income and net interest margin in the rising interest rate environment. However, the competition for deposits increased in the latter part of 2022 with clients utilizing their funds at a higher frequency and additional liquidity needed to meet the credit demands of clients. Therefore, funding costs are expected to continue to increase into 2023 and could result in margin compression. The following table presents net interest income, net interest spread and net interest margin on a taxable-equivalent basis for 2022, 2021 and 2020. Taxable-equivalent adjustments are the result of increasing income from tax-exempt loans and investment securities by an amount equal to the taxes that would be paid if the income were fully taxable based on a 21% federal corporate tax rate for 2022, 2021 and 2020, reflecting our statutory tax rates for those years. 34
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2022 2021 2020
Taxable- Taxable- Taxable- Taxable- Taxable- Taxable-
Average Equivalent Equivalent Average Equivalent Equivalent Average Equivalent Equivalent
Balance Interest Rate Balance Interest Rate Balance Interest Rate
Assets
Federal funds sold and
interest-bearing bank balances $ 98,793 $ 774 0.78 % $ 258,834 $ 353 0.14 % $ 32,519 $ 115 0.35 %
Taxable securities 368,479 10,237 2.78 372,461 6,622 1.78 438,565 10,458 2.38
Tax-exempt securities (1) 141,161 5,209 3.69 89,574 3,157 3.52 55,807 1,982 3.55
Total investment securities 509,640 15,446 3.03 462,035 9,779 2.12 494,372 12,440 2.52 Loans (1)(2)(3) 2,042,422 93,799 4.59 1,985,350 84,453 4.25 1,928,486 87,900 4.56 Total interest-earning assets 2,650,855 110,019 4.15 2,706,219 94,585 3.50 2,455,377 100,455
4.09
Cash and due from banks 28,534 30,231 26,954 Bank premises and equipment 32,673 34,545 36,627 Other assets 155,428 143,479 143,919 Allowance for loan losses (22,690) (19,659) (17,030) Total assets$ 2,844,800 $ 2,894,815 $ 2,645,847 Liabilities and Shareholders' Equity Interest-bearing demand deposits$ 1,414,177 $ 4,308 0.30 %$ 1,392,996 $ 1,287 0.09 %$ 1,156,292 $ 4,755 0.41 % Savings deposits 232,660 341 0.15 202,371 203 0.10 163,133 246 0.15 Time deposits 273,276 1,688 0.62 360,264 2,709 0.75 452,298 7,008 1.55 Total interest-bearing deposits 1,920,113 6,337 0.33 1,955,631 4,199 0.21 1,771,723 12,009
0.68
Securities sold under agreements to repurchase 22,305 44 0.20 22,888 32 0.14 18,064 86 0.48 FHLB advances and other 15,678 630 4.01 40,589 482 1.19 179,457 1,923 1.07 Subordinated notes 31,993 2,013 6.29 31,931 2,009 6.29 31,874 2,006 6.29 Total interest-bearing liabilities 1,990,089 9,024 0.45 2,051,039 6,722 0.33 2,001,118 16,024
0.80
Noninterest-bearing demand deposits 557,142 542,952 381,869 Other liabilities 53,288 38,665 35,960 Total liabilities 2,600,519 2,632,656 2,418,947 Shareholders' equity 244,281 262,159 226,900 Total liabilities and shareholders' equity$ 2,844,800 $ 2,894,815 $ 2,645,847 Taxable-equivalent net interest income / net interest spread 100,995 3.70 % 87,863 3.17 % 84,431 3.29 % Taxable-equivalent net interest margin 3.81 % 3.25 % 3.44 % Taxable-equivalent adjustment (1,365) (889) (824) Net interest income$ 99,630 $ 86,974 $ 83,607 Ratio of average interest-earning assets to average interest-bearing liabilities 133 % 132 % 123 %
NOTES TO ANALYSIS OF NET INTEREST INCOME:
(1) Yields and interest income on tax-exempt assets have been computed on a taxable-equivalent
basis assuming a 21% tax rate.
(2) Average balances include nonaccrual loans.
(3) Interest income on loans includes prepayment and late fees.
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The following table presents changes in net interest income on a
taxable-equivalent basis for 2022, 2021 and 2020 by rate and volume components.
2022 Versus 2021 Increase (Decrease) 2021 Versus 2020 Increase (Decrease)
Due to Change in Due to Change in
Average Average Average Average
Volume Rate Total Volume Rate Total
Interest Income
Federal funds sold and interest-bearing bank
balances $ (218) $ 639 $ 421 $ 800 $ (562) $ 238
Taxable securities (71) 3,686 3,615 (1,576) (2,260) (3,836)
Tax-exempt securities 1,818 234 2,052 1,199 (24) 1,175
Loans 2,428 6,918 9,346 2,592 (6,039) (3,447)
Total interest income 3,957 11,477 15,434 3,015 (8,885) (5,870)
Interest Expense
Interest-bearing demand deposits 20 3,001 3,021 973 (4,441) (3,468)
Savings deposits 30 108 138 59 (102) (43)
Time deposits (654) (367) (1,021) (1,426) (2,873) (4,299)
Securities sold under agreements to
repurchase (1) 13 12 23 (77) (54)
FHLB advances and other (296) 444 148 (1,488) 47 (1,441)
Subordinated notes 4 - 4 4 (1) 3
Total interest expense (897) 3,199 2,302 (1,855) (7,447) (9,302)
Taxable-Equivalent Net Interest Income $ 4,854 $ 8,278 $ 13,132 $ 4,870 $ (1,438) $ 3,432 The change attributed to volume is calculated by multiplying the average change in Note: average balance by the prior year's
average rate. The remainder is attributable to rate.
2022 versus 2021
Net interest income increased by$12.6 million , or 15%, from$87.0 million in 2021 to$99.6 million in 2022. Net interest income for 2022 on a taxable-equivalent basis increased by$13.1 million , or 15%, compared with 2021. The Company's net interest spread increased by 53 basis points from 3.17% in 2021 to 3.70% in 2022. Interest income on loans increased by$9.3 million , from$84.2 million in 2021 to$93.5 million in 2022, and interest income on investment securities increased by$5.3 million , from$9.1 million in 2021 to$14.4 million in 2022. Total interest expense increased by$2.3 million from$6.7 million in 2021 to$9.0 million in 2022. Taxable-equivalent net interest margin increased by 56 basis points to 3.81% in 2022 from 3.25% in 2021.The taxable-equivalent yield on interest-earning assets increased by 65 basis points to 4.15% in 2022 from 3.50% in 2021, which reflects the deployment of cash into higher yielding loans and investment securities, as well as the rising interest rates on the loans and investment securities portfolios, which were partially offset by the increase of 12 basis points in the cost of interest-bearing liabilities from 2021 to 2022. The cost of interest-bearing liabilities increased from 0.33% in 2021 to 0.45% in 2022 reflecting an increase to deposit rates due to the rising rate environment, partially offset by the runoff in higher cost time deposit balances. In 2021, the Company repaid its overnight borrowings, resulting in a decrease in interest expense. Average loans increased by$57.1 million , and remained at$2.0 billion during 2022 and 2021, due to commercial and home equity loan growth, but was partially offset by the impact of SBA PPP loan forgiveness. Average investment securities increased by$47.6 million from$462.0 million in 2021 to$509.6 million during 2022 due to investment purchases. Average interest-bearing liabilities decreased by$61.0 million from$2.1 billion in 2021 to$2.0 billion during 2022 due primarily to a decrease in average balances in time deposits and overnight borrowings. The yield on loans increased by 34 basis points to 4.59% in 2022 from 4.25% in 2021. Taxable-equivalent interest income earned on loans increased by$9.3 million , or 11%, year-over-year, primarily due to an increase in the average balances of commercial and home equity loans, excluding SBA PPP loans, and the impact of the rising rate environment. The increase in interest income from loan growth and higher rates was partially offset by a decrease in interest income from SBA PPP loans due to reduced fee income as a lower amount of SBA PPP loans were forgiven during 2022 compared to 2021. 36
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The average balance of commercial loans, excluding SBA PPP loans, increased by$352.1 million from$1.2 billion during 2021 to$1.6 billion during 2022. SBA PPP loans, net of deferred fees and costs, averaged$67.1 million during 2022, a decrease of$299.7 million from an average of$366.8 million in 2021. This decrease was due to the forgiveness of SBA PPP loans since 2021. Average home equity loans increased by$19.1 million from$156.4 million for 2021 to$175.5 million for 2022. Average installment and other consumer loans decreased by$12.9 million from$39.2 million for 2021 to$26.3 million for 2022. For 2022, interest income on loans included$6.1 million of interest and net deferred fee income associated with the SBA PPP loans compared to$16.8 million for 2021. Accretion of purchase accounting adjustments included in interest income was$1.1 million during 2022 compared to$1.7 million in 2021. The decrease in accretion was partially due to a decline from the prior year in accelerated accretion from acquired loan payoffs or significant payments. During 2022, accelerated accretion was$724 thousand compared to$1.1 million in 2021. Prepayment income on commercial loans increased slightly by$109 thousand to$1.0 million during 2022 from$926 thousand in 2021. Interest income on investment securities on a tax-equivalent basis increased by$5.6 million to$15.4 million for 2022 from$9.8 million for 2021, with the taxable equivalent yield increasing by 91 basis points from 2.12% for 2021 to 3.03% for 2022. The increase reflects the impact from higher interest rates in 2022 and investment security purchases at higher yields. The purchases of$181.5 million were partially offset by investment security sales totaling$31.3 million and unrealized losses of$55.2 million during 2022. The average balance of federal funds sold and interest-bearing bank balances decreased by$160.0 million from$258.8 million for 2021 to$98.8 million for 2022, due primarily to the deployment of cash into loans and investment securities. The related interest income increased by$421 thousand to$774 thousand for 2022 from$353 thousand for 2021. This increase was caused by the increase in the interest rate at the FRB as a result of multiple Fed Funds rate increases by theFOMC during 2022. Interest expense on interest-bearing liabilities increased by$2.3 million year-over-year due to the increase in the cost of interest-bearing liabilities by 12 basis points from 0.33% for 2021 to 0.45% for 2022. This increase is due to deposit rate increases made in 2022, partially offset by the impact of a decrease in the average balance of interest-bearing deposits of$61.0 million that resulted from continued runoff of certificates of deposit and the zero balance in overnight borrowings for the majority of 2022 following repayment of overnight borrowings in the third quarter of 2021. The average balance of interest-bearing deposits decreased by$35.5 million from$2.0 billion in 2021 to$1.9 billion 2022; however, the cost of funds increased by 12 basis points from 0.21% in 2021 to 0.33% in 2022. Average time deposits decreased$87.0 million , or 24%, in 2022, which decrease in volume reduced interest expense on time deposits by$654 thousand . The cost of time deposits declined by 13 basis points from 0.75% in 2021 to 0.62% in 2022 as higher yielding time deposits matured. Average interest-bearing demand deposits increased by$21.2 million in 2022. Interest expense for interest-bearing demand deposits increased by$3.0 million , with the cost of funds increasing from 0.09% in 2021 to 0.30% in 2022 as a result of deposit rate increases during 2022. Interest expense on borrowings increased by$164 thousand in 2022 from 2021, despite the decrease of$24.9 million in the average balance of FHLB advances from$40.6 million in 2021 to$15.7 million in 2022. This was due primarily to the increase in interest rates on overnight borrowings during the fourth quarter of 2022. 2021 versus 2020 In 2021, net interest income increased by$3.4 million , or 4%, compared with 2020. Net interest income for 2021 on a taxable-equivalent basis increased by$3.4 million , or 4%, compared with 2020. The Company's net interest spread decreased by twelve basis points to 3.17% for 2021 compared with 2020. The taxable-equivalent yield on interest-earning assets and cost of interest-bearing liabilities both decreased from 2020 to 2021, reflecting a decreasing interest rate environment. Average commercial loans increased in 2021 due to SBA PPP loans and commercial loan production. Average balances in taxable investment securities declined as a result of sales and paydowns. Average interest-bearing liabilities declined due to decreased average balances in time deposits and overnight borrowings. Taxable-equivalent interest income on loans decreased by$3.4 million , or 4%, from 2020 to 2021. The decline resulted from a decrease of 31 basis points in loan yield from 4.56% in 2020 to 4.25% in 2021 due to a decreasing interest rate environment. The impact of the reduced yield was partially offset by the increase in average loans of$56.9 million , or 3%, which was driven by SBA PPP and commercial loan production. Accretion of purchase accounting adjustments included in interest income was$2.3 million ,$2.3 million , and$3.8 million in 2021, 2020 and 2019, respectively. Taxable-equivalent interest income earned on investment securities decreased by$2.7 million , or 21%, from 2020 to 2021, with decreases in both average volume and yield. Average investment securities decreased by$32.3 million , or 7%, and 37
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the taxable-equivalent yield decreased by 40 basis points from 2.52% in 2020 to 2.12% in 2021. Sales of taxable securities of$148.4 million between the first and third quarters of 2021 contributed to the decrease in average investment securities. The Company purchased investment securities of$195.0 million during 2021; however, the timing and size of the purchases for the year led to a decrease in the average balance. Interest expense on deposits and borrowings decreased by$9.3 million from 2020 to 2021, despite an increase in the average balance of interest-bearing liabilities of$49.9 million , or 2%. The cost of interest-bearing liabilities declined by 47 basis points from 0.80% in 2020 to 0.33% in 2021 due to deposit rate reductions in the first and third quarters of 2021, combined with the continued maturity of higher yielding certificates of deposit and the repayment and maturities of overnight borrowings. The average balance of interest-bearing deposits increased by$183.9 million , or 10%, from 2020 to 2021. Average interest-bearing demand deposits increased by$236.7 million , or 20%, in 2021. Interest expense for interest-bearing demand deposits decreased by$3.5 million , with the cost of funds decreasing from 0.41% in 2020 to 0.09% in 2021 as a result of deposit rate reductions during 2021, which resulted in a decrease in interest expense of$4.4 million . Average time deposits decreased$92.0 million , or 20%, in 2021, which reduced interest expense on time deposits by$1.4 million . The cost of time deposits declined by 80 basis points from 1.55% in 2020 to 0.75% in 2021 due to rate reductions. Interest expense on all borrowings decreased by$1.5 million in 2021 from 2020 due primarily to reduced balances. The average balance of FHLB advances decreased by$138.9 million from 2020 to 2021 due to maturities and repayments, while the average balance of short-term borrowings increased by$4.8 million .
Provision for Loan Losses
The Company recorded a provision for loan losses of$4.2 million ,$1.1 million and$5.3 million in 2022, 2021 and 2020, respectively. In calculating the provision for loan losses, both quantitative and qualitative factors, including the Company's historical net charge-off data and economic and market conditions, were considered. In 2022, 2021 and 2020, the provision for loan losses was driven primarily by loan growth. During 2022, qualitative factors were unchanged, except for a reduction in the National and Local Economic Conditions factor, that reduced the provision by$726 thousand . The provision for loan losses during 2020 and 2021 was impacted by the effect of COVID-19 on the Company's loan portfolio as a new qualitative factor was created to address the potential associated risk. In 2020, the Company established a COVID-19 qualitative reserve of$2.7 million . This reserve was fully reversed in 2021 based on the sustained performance of the impacted borrowers resulting in a decline in the provision for loan losses in 2021 compared to 2020.
See further discussion in the "Asset Quality" and "Credit Risk Management" sections of this Management's Discussion and Analysis of Financial Condition and Results of Operations.
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Noninterest Income
The following table compares noninterest income for 2022, 2021 and 2020.
$ Change % Change
2022 2021 2020 2022-2021 2021-2020 2022-2021 2021-2020
Service charges on deposit accounts$ 3,826 $ 3,047 $ 2,874 $ 779 $ 173 25.6 % 6.0 % Interchange income 4,055 4,129 3,423 (74) 706 (1.8) 20.6 Other service charges, commissions and fees 788 646 683 142 (37) 22.0 (5.4) Swap fee income 2,632 293 847 2,339 (554) 798.3 (65.4) Trust and investment management income 7,631 7,896 6,912 (265) 984 (3.4) 14.2 Brokerage income 3,620 3,571 2,821 49 750 1.4 26.6 Mortgage banking activities 407 5,909 5,274 (5,502) 635 (93.1)
12.0
Gains on sale of portfolio loans - - 2,803 - (2,803) -
(100.0)
Income from life insurance 2,339 2,273 2,261 66 12 2.9 0.5 Other income 1,814 750 427 1,064 323 141.9 75.6 Subtotal before securities (losses) gains 27,112 28,514 28,325 (1,402) 189 (4.9) 0.7 Investment securities (losses) gains (160) 638 (16) (798) 654 (125.1) 4,087.5 Total noninterest income$ 26,952 $ 29,152 $ 28,309 $ (2,200) $ 843 (7.5) % 3.0 % 2022 versus 2021
Noninterest income decreased by
•Service charges on deposit accounts increased by$779 thousand , or 26%, due to higher customer transaction activity as the economy continued to recover from the COVID-19 pandemic during 2022 and changes to the deposit fee structure that took effect inApril 2022 .
•Swap fee income increased by
•Mortgage banking income decreased by$5.5 million , or 93%, from 2021 to 2022 due to a significant decline in the gains on sale and fair value of the held-for-sale mortgages caused by market conditions, which included rapidly rising interest rates and lower housing inventory during 2022. In addition, the difficult mortgage market caused a slowdown in residential mortgage loan production, thereby causing corresponding reductions in the residential mortgage loan pipeline and secondary market sales year-over-year. The fair value on the held-for-sale mortgages, principally construction-to-permanent loans, decreased by$1.3 million from a gain of$181 thousand in 2021 to a loss of$1.2 million in 2022. Mortgage loans sold totaled$76.2 million in 2022 compared to$200.8 million in 2021. In addition, the Company recorded an MSR valuation reserve reversal of$79 thousand during 2022 compared to a reversal of$987 thousand in 2021, which were due to increases in market rates. •Other income increased by$1.1 million , or 142%, from 2021 to 2022 primarily due to distributions of$964 thousand from investments in non-housing limited partnerships and an increase in gains on sale of SBA loans of$283 thousand , partially offset by a decrease of$128 thousand in tax credits recognized from the Bank's investment in solar renewable energy partnerships. •Investment securities losses totaled$160 thousand in 2022 compared to investment securities gains of$638 thousand in 2021. During 2022, the Company recorded a loss of$171 thousand on one non-agency CMO security which was called at a price below par. This realized loss was partially offset by the sale of$31.3 million of municipal securities, which resulted in a gain of$32 thousand . During 2021, the Company sold$148.4 million of commercial mortgage-backed securities and asset-backed securities for a net gain of$609 thousand . 39
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2021 versus 2020
Noninterest income increased by$843 thousand from 2020 to 2021. The Company continues to focus on growth in relationship fee-based revenue for commercial and retail clients. The following were significant factors in that net increase: •Service charges on deposit accounts increased by$173 thousand due to the lifting of fee waivers implemented in 2020 due to the COVID-19 pandemic and increased deposit account activity associated with the re-opening of the economy in the second quarter of 2021.
•Interchange income increased by
•Swap fee income decreased by
•Wealth management income, which includes both trust and investment management income and brokerage income, grew to$11.5 million , an increase of$1.7 million , from 2020 to 2021. Strong market conditions and the addition of new clients continue to drive growth in the wealth management business. Assets under management increased by$149.1 million to$1.9 billion atDecember 31, 2021 from$1.7 billion atDecember 31, 2020 . •Mortgage banking income increased by$635 thousand from 2020 to 2021 due primarily to mortgage servicing right valuation allowance reversals in 2021, partially offset by reduced gains on sale in 2021. There was higher refinancing activity during 2020 and into the first half of 2021. Due to market conditions, the margins and production declined, which resulted in a reduced pipeline atDecember 31, 2021 . Mortgage loans sold totaled$200.8 million in 2021 compared with$205.2 million in 2020, and as ofDecember 31, 2021 , the Bank serviced$502.5 million of residential mortgage loans, which was up by$61.4 million fromDecember 31, 2020 . •Gains on sale of portfolio loans decreased by$2.8 million from 2020 to 2021. During 2020, the Bank recorded$2.8 million in gains due to the sale of$10.9 million of classified loans for a net gain of$2.5 million and the sale of an$11.0 million portfolio of recreational vehicle loans for a gain of$314 thousand .
•Other income increased by
•Investment securities gains increased by$654 thousand from 2020 to 2021. During 2021, the Company recorded net investment securities gains of$638 thousand from the sales of$148.4 million of commercial mortgage-backed securities and asset-backed securities. There were no sales of debt securities during 2020. 40
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Noninterest Expenses
The following table compares noninterest expenses for 2022, 2021 and 2020.
$ Change % Change
2022 2021 2020 2022-2021 2021-2020 2022-2021 2021-2020
Salaries and employee benefits $ 48,004 $ 44,002 $ 43,350 $ 4,002 $ 652 9.1 % 1.5 %
Occupancy 4,729 4,731 4,760 (2) (29) - (0.6)
Furniture and equipment 5,083 5,115 4,756 (32) 359 (0.6) 7.5
Data processing 4,560 4,061 3,574 499 487 12.3 13.6
Automated teller machine and
interchange fees 1,287 1,202 1,057 85 145 7.1 13.7
Advertising and bank promotions 2,264 2,178 1,660 86 518 3.9 31.2
FDIC insurance 1,083 816 686 267 130 32.7 19.0
Other professional services 3,254 2,555 3,120 699 (565) 27.4 (18.1)
Directors' compensation 938 865 921 73 (56) 8.4 (6.1)
Taxes other than income 1,391 1,321 1,144 70 177 5.3 15.5
Intangible asset amortization 1,105 1,275 1,569 (170) (294) (13.3) (18.7)
Provision for legal settlement 13,000 - - 13,000 - 100.0 - Restructuring expenses 3,155 - 1,310 3,155 (1,310) 100.0 (100.0) Insurance claim (recovery) receivable write off - - (486) - 486 - (100.0) Other operating expenses 5,953 6,020 6,659 (67) (639) (1.1) (9.6) Total noninterest expenses$ 95,806 $ 74,141 $ 74,080 $ 21,665 $ 61 29.2 % 0.1 % 2022 versus 2021
Noninterest expenses increased by
•Salaries and employee benefit expense increased by$4.0 million , or 9%, due primarily to merit-based and incentive compensation increases, the filling of several vacancies in key positions and higher healthcare costs. •Data processing expense increased by$499 thousand , or 12%, due primarily to an increase in core system costs and investments in new technology as the Company focuses on the evolving needs of its clients. •FDIC insurance expense increased by$267 thousand , or 33%, due primarily to an increase in the assessment rate driven by commercial loan growth and a lower deduction from SBA PPP loans due to loan forgiveness. •Professional services increased by$699 thousand , or 27%, due primarily to an increase in compliance and technology consulting services resulting from vacancies in compliance and technology staff and higher legal expenses partially associated with outstanding litigation.
•Intangible asset amortization decreased by
•During 2022, the Company agreed to settle a litigation matter, which resulted
in a provision for legal settlement of
•During 2022, the Company announced that five branch locations would be closing
and staffing model adjustments would be made to drive long-term growth and
improve operating efficiencies in 2023 and forward. As a result of these
initiatives, the Company recorded a pre-tax restructuring charge of
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2021 versus 2020
Noninterest expenses increased by
•Salaries and employee benefit expense increased by$652 thousand due primarily to performance-based incentive compensation earned from strong individual production, the Company exceeding targets and other employee incentives. There were also additions to staff in 2021. The impact of these items was partially offset by a decrease in employee medical benefits that resulted from favorable claims history.
•Data processing expense increased by
•Advertising and bank promotions increased by$518 thousand due to increased marketing efforts to promote our commitment to the new round of SBA PPP funding in early 2021, followed by increased advertising and promotions in the post-pandemic environment. •FDIC insurance expense increased by$130 thousand due to increases in theFDIC assessment base driven by the rise in the Bank's average total assets in 2021, an increase in the assessment rate due to commercial loan growth and credits received in 2020 that did not recur in 2021.
•Professional services decreased by
•Taxes other than income increased by$177 thousand due to an increase in the PennsylvaniaBank Shares Tax expense that was impacted by an increase in the Bank's total equity balance. •Intangible asset amortization decreased by$294 thousand principally due to the elimination of a customer intangible associated with the discontinuance ofWheatland onJuly 31, 2020 and full amortization of a covenant not to compete in 2020.
•Restructuring expenses were
•In 2020, the Company recorded
•Other operating expenses decreased by$639 thousand from 2020 to 2021. The reserve for unfunded commitments was reduced by$454 thousand in 2021 due to reductions in qualitative factors, which were previously elevated due to the COVID-19 pandemic. Also in 2021, certain loss rate assumptions were reduced following a review of historical loss and line utilization experience. In 2020, there was a write-down of$544 thousand in the carrying value of a property held for sale and an impairment charge of$152 thousand on a customer list intangible asset due to the discontinuance ofWheatland . These did not recur in 2021. Partially offsetting these expense reductions was a loss of$514 thousand in 2021 as compared to a gain of$226 thousand in 2020 from the termination of cash flow hedge derivatives. Other normal fluctuations are in the ordinary course of business. Income Taxes Income tax expense totaled$4.6 million ,$8.0 million and$6.0 million for 2022, 2021 and 2020, respectively. The effective tax rate for 2022 was 17.2% compared with 19.6% for 2021 and 18.6% for 2020. Generally, the Company's effective tax rate is less than the 21% federal statutory rate due to tax-exempt income, including interest earned on tax-exempt loans and investment securities, income from life insurance policies and tax credits. The difference in the effective tax rate in 2022 from prior years was primarily due to a decrease in taxable income resulting from the legal settlement and restructuring charge, an increase in tax-exempt interest income on loans and investment securities due to the rising interest rate environment, and additional tax credits. Note 7, Income Taxes, to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplementary Data," includes a reconciliation of our federal statutory tax rate to the Company's effective tax rate, which is a meaningful comparison between years and measures income tax expense as a percentage of pretax income. Financial Condition
Management devotes substantial time to overseeing the investment and cost of funds in loans, investment securities and deposits and the formulation of policies directed toward the profitability and management of the risks associated with these investments.
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The Company utilizes available-for-sale securities to manage interest rate risk, to enhance income through interest and dividend income, to provide liquidity and to collateralize certain deposits and borrowings. The Company has established investment policies and an asset management policy to assist in administering its investment portfolio. Decisions to purchase or sell these securities are based on economic conditions and management's strategy to respond to changes in interest rates, liquidity, pledges to secure deposits and repurchase agreements and other factors while trying to maximize return on the investments. The Company may segregate its investment portfolio into three categories: "securities held-to-maturity," "trading securities" and "securities available-for-sale." AtDecember 31, 2022 and 2021, management has classified the entire investment securities portfolio as available-for-sale, which is accounted for at current market value with unrealized gains and losses excluded from earnings and reported in OCI, net of income taxes. The Company's investment securities portfolio includes debt investments that are subject to varying degrees of credit and market risks, which arise from general market conditions, and factors impacting specific industries, as well as news that may impact specific issues. Management monitors its debt securities, using various indicators in determining whether a debt security is other-than-temporarily impaired, including the amount of time the security has been in an unrealized loss position, and the cause and extent of the unrealized loss. In addition, management assesses whether it is likely we will have to sell the security prior to recovery, or if we are able to hold the security until the price recovers. For those debt securities in which management concludes the security is other-than-temporarily impaired, it recognizes the credit component of an OTTI impairment in earnings and the remaining portion in OCI. The Company did not have any cumulative OTTI expense in 2022, 2021 or 2020.
The following table summarizes the fair value of available-for-sale securities
at
2022 2021 2020
U.S. Treasury $ 17,291 $ 19,702 $ -
U.S. Government Agencies 5,135 - -
States and political subdivisions 197,414 193,370 112,670
GSE residential MBS 59,402 40,726 4,293
GSE residential CMOs 68,378 65,922 58,011
Non-agency CMOs 39,758 29,698 16,918
Private label commercial CMOs - - 62,236
Asset-backed 125,973 122,621 211,966
Other 377 399 371
Total investment securities $ 513,728 $ 472,438 $ 466,465
The Company increased its investment portfolio in 2022 with the average balance
of the investment securities increasing from $462.0 million for the year ended
December 31, 2021 to $509.6 million for the year ended December 31, 2022 .
During 2022, the Company purchased investment securities totaling $181.5
million , which included mortgage-backed securities of $75.3 million , municipal
securities of $73.7 million , asset-backed securities of $27.6 million , and a
U.S. government agency security of $4.9 million , and sold $31.3 million of
municipal securities, which were replaced by the purchases of higher yielding
securities. At December 31, 2022 , the Company recognized a loss of $171 thousand
on the call of a non-agency CMO security at a price below its par value of
$14.7 million . The realized loss was included in securities gains and losses in
noninterest income in the consolidated statements of income. The balance of
investment securities included net unrealized losses of $49.6 million compared
to net unrealized gains of $5.6 million at December 31, 2021 . This change was
due to significant market interest rate increases in 2022.
In 2021, the Company sold $148.4 million of commercial MBS and asset-backed
securities, which were offset by purchases of GSE residential MBS, non-agency
CMOs, municipal securities and United States Treasury notes of $195.0 million .
Due to improvements in the capital markets, the Company strategically exited its
private label commercial CMO portfolio. The external environment, with
tightening credit spreads, presented an opportunity to execute these sales in
March 2021 . Proceeds from the sales were deployed into agency-backed securities
and taxable municipal bonds given the elevated level of liquidity. In September
2021 , the Company sold certain asset-backed securities to reduce the risk
profile of the investment portfolio and improve yields based on the market
conditions and interest rate environment.
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The following table shows the maturities of investment securities at book value atDecember 31, 2022 , and weighted average yields of such investment securities. Yields are shown on a tax equivalent basis, assuming a 21% federal income tax rate. After 1 year After 5 years Within 1 but within 5 but within After 10 year years 10 years years TotalU.S. Treasury securities Book value $ - $ -
- % - % 1.05 % - % 1.05 %
Average maturity (years) - - 5.3 - 5.3
U. S. Government Agencies
Book value $ - $ -
- % - % 6.03 % - % 6.03 %
Average maturity (years) - - 9.0 - 9.0
States and political subdivisions
Book value $ - $ 6,403 $ 58,371 $ 161,051 $ 225,825
Yield - % 3.57 % 2.87 % 2.72 % 2.79 %
Average maturity (years) - 4.6 8.3 20.4 16.8
GSE residential mortgage-backed
securities
Book value $ - $ - $ - $ 63,778 $ 63,778
Yield - % - % - % 3.87 % 3.87 %
Average maturity (years) - - - 42.4 42.4
GSE residential CMOs
Book value $ - $ - $ - $ 75,446 $ 75,446
Yield - % - % - % 3.01 % 3.01 %
Average maturity (years) - - - 26.9 26.9
Non-agency CMOs
Book value $ - $ 14,171 $ - $ 28,127 $ 42,298
Yield - % 6.12 % - % 4.28 % 4.90 %
Average maturity (years) - 3.2 - 34.3 23.9
Asset-backed
Book value $ - $ - $ - $ 130,577 $ 130,577
Yield - % - % - % 5.12 % 5.12 %
Average maturity (years) - - - 21.8 21.8
Other
Book value $ 249 $ - $ - $ 128 $ 377
Yield 2.45 % - % - % - % 1.62 %
Average maturity (years) 0.4 - - - 0.3
Total
Book value $ 249 $ 20,574 $ 83,348 $ 459,107 $ 563,278
Yield 2.45 % 5.33 % 2.62 % 3.71 % 3.60 %
Average maturity (years) 0.4 3.6 7.6 25.8 22.7
The average maturity is based on the contractual terms of the debt or
mortgage-backed securities, and does not factor in required repayments or
anticipated prepayments. At
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The following table summarizes the credit ratings and collateral associated with
the Company's available-for-sale investment securities portfolio, excluding
equity securities, at
Collateral / Guarantee
Sector Portfolio Mix Amortized Book Fair Value Credit Enhancement AAA AA A BBB NR Type
Unsecured ABS 1 % $ 4,899 $ 4,319 30 % - % - % - % - % 100 % Unsecured Consumer Debt
Student Loan ABS 1 6,900 6,658 26 - - - - 100 Seasoned Student Loans
Federal Family Education Federal Family Education
Loan ABS 20 114,685 110,723 8 89 11 - - - Loan (1)
PACE Loan ABS - 2,685 2,467 6 100 - - - - PACE Loans (4)
Non-Agency RMBS 3 16,948 14,926 14 100 - - - - Reverse Mortgages (2)
Non-Agency CMBS 4 21,226 21,267 18 - - - - 100 Commercial Real Estate
Municipal - General
Obligation 19 105,055 92,961 4 90 6 - -
Municipal - Revenue 21 120,770 104,453 - 82 12 - 6
SBA ReRemic (5) 1 5,532 5,371 - 100 - - - SBA Guarantee (3)
Small Business
Administration 1 4,907 5,135 - 100 - - - SBA Guarantee (3)
Residential Mortgages
Agency MBS 25 139,224 127,780 - 100 - - - (3)
U.S. Government
U.S. Treasury securities 4 20,070 17,291 - 100 - - - Guarantee (3)
Bank CDs - 249 249 - - - - 100 FDIC Insured CD
100 % $ 563,150 $ 513,600 23 % 67 % 3 % - % 7 %
(1) 97% guaranteed by U.S. government
(2) Non-agency reverse mortgages with current structural credit enhancements
(3) Guaranteed by U.S. government or U.S government agencies
(4) PACE acronym represents Property Assessed Clean Energy loans
(5) SBA ReRemic acronym represents Re-Securitization of Real Estate Mortgage Investment Conduits
Note: Ratings in table are the lowest of the six rating agencies (
Loan Portfolio The Company offers a variety of products to meet the credit needs of its borrowers, principally commercial real estate loans, commercial and industrial loans, retail loans secured by residential properties, and to a lesser extent, installment loans. No loans are extended to non-domestic borrowers or governments. Generally, the Bank is permitted under applicable law to make loans to single borrowers (including certain related persons and entities) in aggregate amounts of up to 15% of the sum of total capital and excess ALL not included in Tier 2 capital. The Company's policy has established an internal lending limit to one borrower of$25.0 million , an amount that is below its regulatory lending limit of$43.3 million atDecember 31, 2022 . No borrower had an outstanding exposure exceeding the legal lending limit at year-end. The risks associated with lending activities differ among loan classes and are subject to the impact of changes in interest rates, market conditions of collateral securing the loans and general economic conditions. Any of these factors may adversely impact a borrower's ability to repay loans, and also impact the associated collateral. A further discussion on the classes of loans the Company makes and related risks is included in Note 1, Summary of Significant Accounting Policies, and Note 3, Loans and Allowance for Loan Losses, to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplementary Data." 45
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The following table presents the loan portfolio, excluding residential LHFS, by
segments and classes at
2022 2021 2020 2019 2018
Commercial real estate:
Owner-occupied $ 315,770 $ 238,668 $ 174,908 $ 170,884 $ 129,650
Non-owner occupied 608,043 551,783 409,567 361,050 252,794
Multi-family 138,832 93,255 113,635 106,893 78,933
Non-owner occupied residential 104,604 106,112 114,505 120,038 100,367
Acquisition and development:
1-4 family residential
construction 25,068 12,279 9,486 15,865 7,385
Commercial and land development 158,308 93,925 51,826 41,538 42,051
Commercial and industrial (1) 357,774 485,728 647,368 214,554 160,964
Municipal 12,173 14,989 20,523 47,057 50,982
Residential mortgage:
First lien 229,849 198,831 244,321 336,372 235,296
Home equity - term 5,505 6,081 10,169 14,030 12,208
Home equity - lines of credit 183,241 160,705 157,021 165,314 143,616
Installment and other loans 12,065 17,630 26,361 50,735 33,411
Total loans $ 2,151,232 $ 1,979,986 $ 1,979,690 $ 1,644,330 $ 1,247,657 (1) Includes
The loan portfolio at
The loan portfolio atDecember 31, 2021 increased by$296 thousand fromDecember 31, 2020 due primarily to commercial loan production, which was offset by SBA PPP loan forgiveness of$442.8 million and reductions in mortgage loans and installment and other loans of$54.6 million in 2021. Overall loan growth, excluding SBA PPP loans, was$213.7 million , or 14% in 2021. From 2019 to 2020, the increase in total loans was due primarily to the origination of SBA PPP loans, which was partially offset by a reduction in mortgage loans resulting from significant refinancing activity in the low interest rate environment. The increase in the loan portfolio from 2018 to 2019 was approximately 75% attributable to loans acquired in theHamilton transaction. TheMercersburg acquisition in 2018 andHamilton acquisition in 2019 increased the loan portfolio, principally in the residential mortgage - first lien and commercial real estate - owner and non-owner occupied classes. The Company's organic growth has occurred principally in commercial real estate, commercial and industrial loans and home equity lines of credit, excluding SBA PPP loans, as we focused on increasing diversification in the portfolio. The growth in installment and other loans in 2019 was principally attributable to purchased automobile financing loans at higher returns than comparable cash flows in the investment securities portfolio. 46
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In addition to monitoring the loan portfolio by loan class as noted above, the
Company also monitors concentrations by segment. The Bank's lending policy
reports segment concentrations that exceed 20% of the Bank's total risk-based
capital ("RBC"). The following segments met this criterion at December 31, 2022 .
Balance % of Total Loans % of Total RBC
Office Space $ 241,126 11.2% 82.3%
1-4 Family Rentals 104,604 4.9 35.7
Hotels & Motels (including B&B) 62,493 2.9 21.3
Loans outside of market area 178,429 8.3 60.9
Multi-Family CRE 149,683 7.0 51.1
Purchased Participation 111,141 5.2 37.9
Senior Housing and Care 126,399 5.9 43.1
Strip centers (retail) 122,688 5.7 41.9
Warehouse 104,442 4.9 35.7
The following table presents expected maturities of loan classes by fixed rate
or adjustable-rate categories at
Due In
One Five Years
One Year Year Through Through 15
or Less Five Years Years After 15 Years Total % of Total
Commercial real estate:
Owner occupied
Fixed rate $ 6,184 $ 29,781 $ 83,618 $ 8,531 $ 128,114 41 %
Adjustable and floating rate 8,130 47,166 125,756 6,606 187,657 59 %
14,314 76,946 209,373 15,137 315,770 100 %
Non-owner occupied
Fixed rate 5,965 71,559 95,250 - 172,774 28 %
Adjustable and floating rate 14,944 53,576 356,418 10,331 435,269 72 %
20,909 125,135 451,668 10,331 608,043 100 %
Multi-family
Fixed rate 7,088 36,255 10,187 65 53,595 39 %
Adjustable and floating rate 113 35,479 45,745 3,901 85,237 61 %
7,201 71,733 55,932 3,966 138,832 100 %
Non-owner occupied residential
Fixed rate 975 10,865 9,223 1,748 22,812 22 %
Adjustable and floating rate 2,131 13,306 63,224 3,130 81,792 78 %
3,106 24,171 72,447 4,879 104,604 100 %
Acquisition and development:
1-4 family residential
construction
Fixed rate - 544 5,948 2,213 8,706 35 %
Adjustable and floating rate 12,296 2,375 150 1,541 16,362 65 %
12,296 2,919 6,098 3,754 25,068 100 %
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Due In
One
One Year Year Through Five Years
or Less Five Years Through 15 Years After 15 Years Total % of Total
Commercial and land
development
Fixed rate 257 463 10,933 117 11,770 7 %
Adjustable and floating rate 34,706 48,929 37,135 25,768 146,538 93 %
34,963 49,392 48,068 25,885 158,308 100 %
Commercial and industrial
Fixed rate 3,557 117,751 44,283 977 166,568 47 %
Adjustable and floating rate 82,965 46,804 57,815 3,621 191,206 53 %
86,522 164,555 102,098 4,598 357,774 100 %
Municipal
Fixed rate 365 2,954 2,770 - 6,089 50 %
Adjustable and floating rate - 0 4,139 1,945 6,084 50 %
365 2,954 6,909 1,945 12,173 100 %
Residential mortgage:
First lien
Fixed rate 130 2,015 34,380 120,919 157,444 68 %
Adjustable and floating rate 287 319 9,154 62,645 72,405 32 %
417 2,334 43,534 183,564 229,849 100 %
Home equity - term
Fixed rate 47 680 3,495 815 5,037 92 %
Adjustable and floating rate 3 56 63 346 468 8 %
50 736 3,558 1,161 5,505 100 %
Home equity - lines of credit
Fixed rate 51 9,009 45,620 13,954 68,634 37 %
Adjustable and floating rate 18,056 188 1,300 95,063 114,607 63 %
18,107 9,197 46,920 109,017 183,241 100 %
Installment and other loans
Fixed rate 766 4,936 329 10 6,041 50 %
Adjustable and floating rate 3,842 - 2,158 24 6,024 50 %
4,608 4,936 2,487 34 12,065 100 %
$ 202,857 $ 535,010 $ 1,049,093 $ 364,272 $ 2,151,232
The final maturity is used in the determination of maturity of acquisition and
development loans that convert from construction to permanent status. Variable
rate loans shown above include semi-fixed loans that contractually will adjust
with prime or another variable rate index after the interest lock period, which
may be up to 10 years. At December 31, 2022 , these semi-fixed loans totaled
$529.8 million .
Asset Quality
Risk Elements
The Company's loan portfolio is subject to varying degrees of credit risk.
Credit risk is managed through the Company's underwriting standards, on-going
credit reviews, and monitoring of asset quality measures. Additionally, loan
portfolio
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diversification, which limits exposure to a single industry or borrower, and collateral requirements also mitigate the Company's risk of credit loss.
The following table presents the Company's risk elements and relevant asset
quality ratios at
2022 2021 2020 2019 2018
Nonaccrual loans $ 20,583 $ 6,449 $ 10,310 $ 10,657 $ 5,165
OREO - - - 197 130
Total nonperforming assets 20,583 6,449 10,310 10,854 5,295
Restructured loans still accruing 682 804 934 979 1,132
Loans past due 90 days or more and still
accruing (1) 439 1,201 554 2,232 57
Total nonperforming and other risk
assets $ 21,704 $ 8,454 $ 11,798 $ 14,065 $ 6,484
Loans 30-89 days past due $ 7,311 $ 5,925 $ 10,291 $ 17,527 $ 5,186
Asset quality ratios:
Total nonperforming loans to total loans 0.96 % 0.33 % 0.52 % 0.65 % 0.41 %
Total nonperforming assets to total
assets 0.70 % 0.23 % 0.37 % 0.46 % 0.27 %
Total nonperforming assets to total
loans and OREO 0.96 % 0.33 % 0.52 % 0.66 % 0.42 %
Total risk assets to total loans and
OREO 1.01 % 0.43 % 0.60 % 0.86 % 0.52 %
Total risk assets to total assets 0.74 % 0.30 % 0.43 % 0.59 % 0.34 %
Allowance for loan losses to total loans 1.17 % 1.07 %
1.02 % 0.89 % 1.12 %
Allowance for loan losses to
nonperforming loans 122.32 % 328.42 % 195.45 % 137.52 % 271.33 %
Allowance for loan losses to
nonperforming loans and restructured
loans still accruing 118.40 % 292.02 % 179.22 % 125.95 % 222.55 %
(1) Includes$307 thousand ,$214 thousand ,$456 thousand ,$2.0 million and zero, respectively, of purchased credit impaired loans atDecember 31, 2022 , 2021, 2020, 2019 and 2018. As ofDecember 31, 2021 , there was one loan for$891 thousand , which was in the process of collection and guaranteed by the SBA, and was subsequently collected during the first quarter of 2022. The following table provides detail of impaired loans atDecember 31, 2022 and 2021. 2022 2021 Restructured Restructured Nonaccrual Loans Still Nonaccrual Loans Still Loans Accruing Total Loans Accruing Total Commercial real estate: Owner occupied$ 2,767 $ -$ 2,767 $ 3,763 $ -$ 3,763 Non-owner occupied residential 81 - 81 122 - 122
Acquisition and development
Commercial and land development 15,426 - 15,426 - - -
Commercial and industrial 31 - 31 250 - 250
Residential mortgage:
First lien 1,838 682 2,520 1,831 804 2,635
Home equity - term 5 - 5 7 - 7
Home equity - lines of credit 395 - 395 436 - 436
Installment and other loans 40 - 40 40 - 40
$ 20,583 $ 682 $ 21,265 $ 6,449 $ 804 $ 7,253
Nonperforming assets include nonaccrual loans and foreclosed real estate. Risk
assets, which include nonperforming assets and restructured and loans past due
90 days or more and still accruing, totaled $21.7 million at December 31, 2022 ,
an
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increase of$13.3 million or 157%, from$8.5 million atDecember 31, 2021 . Nonaccrual loans totaled$20.6 million atDecember 31, 2022 , an increase of$14.1 million from$6.4 million atDecember 31, 2021 due primarily to additions in loans placed on non-accrual status of$16.4 million , partially offset by loans returning to accrual status and payment activity of$724 thousand and$1.5 million , respectively. The additions in loans placed on non-accrual status was primarily due to one commercial construction loan with an outstanding balance of$15.4 million that was downgraded to substandard. The loan was not past due atDecember 31, 2022 ; however, management determined that it was appropriate to place the loan on non-accrual status due to other relevant factors. At this time, management deems the value of underlying collateral sufficient to cover any potential losses on this loan. Management does not believe that this credit is indicative of overall stress in the loan portfolio. The increase in nonaccrual loan amounts also impacted other asset quality ratios detailed above. The ALL totaled$25.2 million atDecember 31, 2022 , a$4.0 million increase from$21.2 million atDecember 31, 2021 , resulting from a provision for loan losses of$4.2 million and net charge-offs of$162 thousand for 2022. AtDecember 31, 2022 , the ALL is higher as a percentage of the total loan portfolio at 1.17% compared to 1.07% in 2021 and 1.02% in 2020. The ALL increased primarily as a result of commercial loan growth, which receives a higher reserve allocation compared to consumer loans, for the year endedDecember 31, 2022 . During 2022, qualitative factors were unchanged, except for a reduction in the National and Local Economic Conditions factor, that reduced the reserve by$726 thousand . This factor had been increased previously for economic concerns in the commercial real estate portfolio associated with the COVID-19 pandemic. The additional allocation was removed during 2022 as these concerns had subsided. The increase in provision for loan losses from 2020 to 2021 was due primarily to the impact of COVID-19 on the Company's loan portfolio as a new qualitative factor was created to address the potential associated risk. The COVID-19 qualitative reserve of$2.7 million was fully reversed in 2021 based on the sustained performance of the impacted borrowers. In addition, qualitative factors were reduced during 2021 in the Classified Loans Trends and National and Local Economic Conditions categories, due in part to improved conditions from the pandemic, which were partly offset by an increase in the qualitative factor for Concentrations of Credit caused by significant growth in commercial real estate loans. FromDecember 31, 2021 toDecember 31, 2022 , special mention loans decreased by$16.2 million and substandard loans increased by$14.0 million . The decrease in special mention loans was due to continued improvements in economic conditions following the COVID-19 pandemic. The increase in substandard loans is due primarily to the aforementioned commercial construction loan with an outstanding balance of$15.4 million that was placed on non-accrual status. For the years endedDecember 31, 2022 , 2021 and 2020, gross recoveries of$248 thousand ,$1.1 million and$1.2 million , respectively, were credited to the ALL. These recoveries on previously charged-off relationships are the result of successful loan monitoring and workout solutions. Recoveries are difficult to predict, and any additional recoveries that the Company receives will be used to replenish the ALL. Recoveries favorably impact historical charge-off factors, and contribute to changes in the quantitative and qualitative factors used in our allowance adequacy analysis. However, as the loan portfolio continues to grow, future provisions for loan losses may result. The Company takes partial charge-offs on collateral-dependent loans when carrying value exceeds estimated fair value, as determined by the most recent appraisal adjusted for current (within the quarter) conditions, less costs to dispose. Impairment reserves remain in place if updated appraisals are pending, and represent management's estimate of potential loss. Management believes its coverage ratios are adequate for the risk profile of the loan portfolio given ongoing monitoring of the portfolio and its quantitative and qualitative analysis performed atDecember 31, 2022 . As new information is learned about borrowers or updated appraisals on real estate with lower fair values are obtained, the Company may experience an increase in impaired loans. Despite generally favorable delinquency and nonperforming loan data, excluding the one commercial construction loan placed on non-accrual status during the fourth quarter of 2022, the impact of current economic conditions may result in the need for additional provisions for loan losses in future quarters. 50
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The following table presents exposure to relationships with an impaired loan balance, which excludes accruing PCI loans, and the partial charge-offs taken to date and specific reserves established on those relationships atDecember 31, 2022 and 2021. Partial # of Recorded Charge-offs Specific Relationships Investment to Date ReservesDecember 31, 2022 Relationships greater than$1 million 2$ 17,774 $ - $ - Relationships greater than$500 thousand but less than$1 million - - - - Relationships greater than$250 thousand but less than$500 thousand 1 260 - - Relationships less than$250 thousand 60 3,231 320 28 63$ 21,265 $ 320 $ 28 December 31, 2021 Relationships greater than$1 million 1$ 2,535 $ - $ - Relationships greater than$500 thousand but less than$1 million 1 602 17 - Relationships greater than$250 thousand but less than$500 thousand 2 601 - - Relationships less than$250 thousand 63 3,515 303 28 67$ 7,253 $ 320 $ 28 Internal loan reviews are completed annually on all commercial relationships with a committed loan balance in excess of$1.0 million , which includes confirmation of risk rating by an independent credit officer. In addition, all commercial relationships greater than$500 thousand rated Substandard, Doubtful or Loss are reviewed and corresponding risk ratings are reaffirmed by the Bank's Problem Loan Committee, with subsequent reporting to the Management ERM Committee. In its individual loan impairment analysis, the Company determines the extent of any full or partial charge-offs that may be required, or any reserves that may be needed. The determination of the Company's charge-offs or impairment reserve include an evaluation of the outstanding loan balance and the related collateral securing the credit. Through a combination of collateral securing the loans and partial charge-offs taken to date, the Company believes that it has adequately provided for the potential losses that it may incur on these relationships atDecember 31, 2022 . However, over time, additional information may result in increased reserve allocations or, alternatively, it may be deemed that the reserve allocations exceed those that are needed. The Company's foreclosed real estate balance at bothDecember 31, 2022 and 2021 was zero for both residential and commercial properties. During 2022, no expense was recorded for the write-down of other real estate owned properties. In an effort to assist clients, who were negatively impacted by the COVID-19 pandemic, the Bank offered various mitigation options, including a loan payment deferral program. Under this program, most commercial deferrals were for a 90-day period, while most consumer deferrals were for a 180-day period. The Company had a consumer loan under this deferral program of$56 thousand for which the deferral period subsequently expired in 2022. There were no loans under this deferral program as ofDecember 31, 2022 .
Credit Risk Management
Allowance for Loan Losses
The Company maintains the ALL at a level deemed adequate by management for
probable incurred credit losses. The ALL is established and maintained through a
provision for loan losses which is charged to earnings. On a quarterly basis,
management assesses the adequacy of the ALL utilizing a defined methodology
which considers specific credit evaluation of
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impaired loans, historical loss experience and qualitative factors. Management
addresses the requirements for loans individually identified as impaired, loans
collectively evaluated for impairment, and other bank regulatory guidance in its
assessment.
The ALL is evaluated based on a review of the collectability of loans in light
of historical experience; the nature and volume of the loan portfolio; adverse
situations that may affect a borrower's ability to repay; estimated value of any
underlying collateral; and prevailing economic conditions. This evaluation is
inherently subjective as it requires estimates that are susceptible to
significant revision as more information becomes available. A description of the
methodology for establishing the allowance and provision for loan losses and
related procedures in establishing the appropriate level of reserve is included
in Note 3, Loans and Allowance for Loan Losses, to the Consolidated Financial
Statements under Part II, Item 8, "Financial Statements and Supplementary Data."
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The following table summarizes the Company's internal risk ratings at
Special Non-Impaired Impaired -
Pass Mention Substandard Substandard Doubtful PCI Loans Total
December 31, 2022
Commercial real estate:
Owner-occupied $ 305,159 $ 2,109 $ 3,532 $ 2,767 $ - $ 2,203 $ 315,770
Non-owner occupied 601,244 4,243 2,273 - - 283 608,043
Multi-family 130,851 7,739 242 - - - 138,832
Non-owner occupied
residential 102,674 810 482 81 - 557 104,604
Acquisition and
development:
1-4 family residential
construction 25,068 - - - - - 25,068
Commercial and land
development 142,424 458 - 15,426 - - 158,308
Commercial and industrial 331,103 17,579 7,013 31 - 2,048 357,774
Municipal 12,173 - - - - - 12,173
Residential mortgage:
First lien 222,849 - 215 2,520 - 4,265 229,849
Home equity - term 5,485 - - 5 - 15 5,505
Home equity - lines of
credit 182,801 - 45 395 - - 183,241
Installment and other
loans 12,017 - - 40 - 8 12,065
$ 2,073,848 $ 32,938 $ 13,802 $ 21,265 $ - $ 9,379 $ 2,151,232
Special Non-Impaired Impaired -
Pass Mention Substandard Substandard Doubtful PCI Loans Total
December 31, 2021
Commercial real estate:
Owner-occupied $ 219,250 $ 7,239 $ 6,087 $ 3,763 $ - $ 2,329 $ 238,668
Non-owner occupied 528,010 23,297 166 - - 310 551,783
Multi-family 84,414 8,238 603 - - - 93,255
Non-owner occupied
residential 102,588 1,065 1,153 122 - 1,184 106,112
Acquisition and
development:
1-4 family residential
construction 12,279 - - - - - 12,279
Commercial and land
development 92,049 1,385 491 - - - 93,925
Commercial and industrial 470,579 7,917 4,720 250 - 2,262 485,728
Municipal 14,989 - - - - - 14,989
Residential mortgage:
First lien 191,386 - 225 2,635 - 4,585 198,831
Home equity - term 6,058 - - 7 - 16 6,081
Home equity - lines of
credit 160,203 20 46 436 - - 160,705
Installment and other
loans 17,584 - - 40 - 6 17,630
$ 1,899,389 $ 49,161 $ 13,491 $ 7,253 $ - $ 10,692 $ 1,979,986
Non-impaired substandard loans are performing loans, which have characteristics
that cause management concern over the ability of the borrower to perform under
present loan repayment terms and which may result in the reporting of these
loans as nonperforming, or impaired, loans in the future. Generally, management
feels that substandard loans that are currently
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performing and not considered impaired result in some doubt as to the borrower's ability to continue to perform under the terms of the loan, and represent potential problem loans. Non-impaired substandard loans totaled$13.8 million atDecember 31, 2022 , an increase of$311 thousand compared to$13.5 million atDecember 31, 2021 . Additionally, the Special Mention classification is intended to be a temporary classification reflective of loans that have potential weaknesses that may, if not monitored or corrected, weaken the asset or inadequately protect the Company's position at some future date. Special mention loans represent an elevated risk, but their weakness does not yet justify a more severe, or classified, rating. These loans require inquiry by lenders on the cause of the potential weakness and, once analyzed, the loan classification may be downgraded to Substandard or, alternatively, could be upgraded to Pass. FromDecember 31, 2021 toDecember 31, 2022 , special mention loans decreased by$16.2 million and substandard loans increased by$14.0 million . The increase in substandard loans is due primarily to the aforementioned commercial construction loan with an outstanding balance of$15.4 million that was placed on non-accrual status. These risk rating downgrades were partially offset by continued improvements in economic conditions resulting in upgrades to other commercial loans. Any loans with second modifications that are COVID-19 related are classified as special mention. The following tables, which excludes accruing PCI loans, summarize the average recorded investment in impaired loans and interest income recognized, on a cash basis, and interest income earned but not recognized for years endedDecember 31, 2022 , 2021, 2020, 2019 and 2018. Interest Average Interest Earned Impaired Income But Not Balance Recognized RecognizedDecember 31, 2022 Commercial real estate: Owner-occupied$ 3,050 $ -$ 94 Non-owner occupied residential 96 - 8
Acquisition and development:
Commercial and land development 1,187 - 9
Commercial and industrial 109 - 4
Residential mortgage:
First lien 2,389 33 48
Home equity - term 6 - -
Home equity - lines of credit 405 - 19
Installment and other loans 44 - -
$ 7,286 $ 33 $ 182
December 31, 2021
Commercial real estate:
Owner-occupied $ 3,825 $ 1 $ 1
Non-owner occupied - - 20
Non-owner occupied residential 225 - 24
Acquisition and development:
Commercial and land development 187 - -
Commercial and industrial 3,030 - 36
Residential mortgage:
First lien 2,539 43 73
Home equity - term 11 - -
Home equity - lines of credit 521 - -
Installment and other loans 25 - -
$ 10,363 $ 44 $ 154
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Interest
Average Interest Earned
Impaired Income But Not
Balance Recognized Recognized
December 31, 2020
Commercial real estate:
Owner-occupied $ 4,636 $ 1 $ 172
Non-owner occupied 83 - -
Multi-family 205 - -
Non-owner occupied residential 388 - 21
Acquisition and development:
Commercial and land development 641 - 23
Commercial and industrial 1,196 - 20
Residential mortgage:
First lien 2,995 48 92
Home equity - term 11 - 1
Home equity - lines of credit 692 1 36
Installment and other loans 25 - 1
$ 10,872 $ 50 $ 366
December 31, 2019
Commercial real estate:
Owner-occupied $ 2,455 $ 2 $ 387
Non-owner occupied 46 - -
Multi-family 152 - 24
Non-owner occupied residential 217 - 21
Acquisition and development:
Commercial and land development 21 - -
Commercial and industrial 683 - 130
Residential mortgage:
First lien 2,582 50 91
Home equity - term 13 - 1
Home equity - lines of credit 750 2 64
Installment and other loans 13 - 2
$ 6,932 $ 54 $ 720
December 31, 2018
Commercial real estate:
Owner-occupied $ 1,495 $ 2 $ 156
Non-owner occupied 1,842 - 236
Multi-family 148 - 20
Non-owner occupied residential 346 - 36
Acquisition and development: 1-4 family residential construction 181 -
-
Commercial and land development 1 - 1
Commercial and industrial 322 - 29
Residential mortgage:
First lien 3,234 59 130
Home equity - term 19 - 2
Home equity - lines of credit 657 2 52
Installment and other loans 4 - 5
$ 8,249 $ 63 $ 667
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The following table summarizes activity in the ALL for years ended
Commercial Consumer
Acquisition Commercial
Commercial and and Residential Installment
Real Estate Development Industrial Municipal Total Mortgage and Other Total Unallocated Total
December 31, 2022
Balance, beginning of year $ 12,037 $ 2,062 $
3,814
1,142 640 (6) 3,265 669 218 887 8 4,160
Charge-offs - - - - - (50) (360) (410) - (410)
Recoveries 32 10 51 - 93 40 115 155 - 248
Balance, end of year
4,505
3,942
710 938 23 (10) 1,661 (517) (73) (590) 19 1,090
Charge-offs (293) - (663) - (956) (92) (70) (162) - (1,118)
Recoveries 469 10 512 - 991 32 34 66 - 1,057
Balance, end of year
3,814
2,356
146 2,096 (60) 4,927 203 117 320 78 5,325
Charge-offs (3) - (748) - (751) (114) (146) (260) - (1,011)
Recoveries 775 9 238 - 1,022 126 34 160 - 1,182
Balance, end of year
3,942
1,656
515 139 841 2 1,497 (347) 180 (167) (430) 900
Charge-offs (25) - (299) - (324) (386) (155) (541) - (865)
Recoveries 268 3 158 - 429 127 50 177 - 606
Balance, end of year
2,356
1,446
(442) 396 209 14 177 363 165 528 95 800
Charge-offs (17) (7) - - (24) (148) (292) (440) - (464)
Recoveries 572 11 1 - 584 138 160 298 - 882
Balance, end of year $ 6,876 $ 817 $ 1,656 $ 98 $ 9,447 $ 3,753 $ 244 $ 3,997 $ 570 $ 14,014 The following table summarizes asset quality ratios for years ended
2022 2021 2020 2019 2018
Provision for loan losses to net
charge-offs (recoveries) 2,568 % 1,787 % (3,114) % 347 % (191) %
Ratio of ALL to total loans outstanding
at December 31 1.17 % 1.07 % 1.02 % 0.89 % 1.12 %
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The following table details net charge-offs (recoveries) to average loans outstanding by loan category for the years endedDecember 31, 2022 and 2021. 2022 2021 Commercial real estate: Net recoveries$ (32) $ (176) Average loans for the year$ 1,069,392 $ 880,458 Net recoveries/average loans - % (0.02) % Acquisition and development: Net recoveries (10) (10) Average loans for the year 147,364 74,786 Net recoveries/average loans (0.01) % (0.01) % Commercial and industrial: Net (recoveries) charge-offs (51) 151 Average loans for the year 408,995 604,651 Net (recoveries) charge-offs/average loans (0.01) % 0.02 %
Municipal:
Net charge-offs (recoveries) - - Average loans for the year 13,486 16,566 Net charge-offs (recoveries)/average loans - % - % Residential mortgage: Net charge-offs 10 60 Average loans for the year 389,048 379,802 Net charge-offs /average loans - % 0.02 % Installment and other loans: Net charge-offs 245 36 Average loans for the year 14,732 21,706 Net charge-offs/average loans 1.66 % 0.17 % Total loans: Net charge-offs$ 162 $ 61 Average loans for the year$ 2,043,017 $ 1,977,969 Net charge-offs/average loans 0.01 % - %
(1) Average loans exclude loans held for sale.
The Company recorded a provision for loan losses of$4.2 million ,$1.1 million ,$5.3 million ,$900 thousand and$800 thousand for 2022, 2021, 2020, 2019 and 2018, respectively. In addition, in certain cases, loans were successfully worked out with smaller charge-offs than the reserve established on them. During 2022, the increase in the provision for loan losses was due primarily to commercial loan growth, partially offset by a reduction in the National and Local Economic Conditions qualitative factor that reduced the reserve by$726 thousand . In 2021, the provision for loan loss was caused by commercial loan growth and an associated increase in the qualitative factor for Concentrations of Credit due to significant growth in commercial real estate loans, offset by reductions totaling$2.9 million in the Classified Loans Trends, National and Local Economic Conditions and COVID-19 categories due in part to improved conditions from the pandemic. In 2020, the severe economic impact of COVID-19 on the loan portfolio drove an increase in qualitative assumptions, which were reversed in 2021 as sustained performance was demonstrated after the impacted loans were removed from deferral status or the forbearance period ended. In 2018 and 2019, our continued organic loan portfolio growth was a key factor in the quantitative and qualitative considerations used by management in the determination of the provision expense required to maintain an adequate allowance for loan losses. These variations resulted in the fluctuations in the ratios presented in the tables above. 57
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See further discussion in the "Provision for Loan Losses" section of this Management's Discussion and Analysis of Financial Condition and Results of Operations. Also, see Note 3, Loans and Allowance for Loan Losses, in the Notes to Consolidated Financial Statements for additional information.
The following table shows the allocation of the ALL by loan class, as well as
the percent of each loan class in relation to the total loan balance at
2022 2021 2020 2019 2018
% of % of % of % of % of
Loan Loan Loan Loan Loan
Type to Type to Type to Type to Type to
ALL Amount by Total ALL Amount by Total ALL Amount by Total ALL Amount by Total ALL Amount by Total
Loan Class Loans Loan Class Loans Loan Class Loans Loan Class Loans Loan Class LoansCommercial real estate: Owner-occupied$ 3,618 15 %$ 2,752 12 %$ 2,072 9 %$ 1,539 10 %$ 1,491 10 % Non-owner occupied 7,473 28 % 7,244 28 % 6,049 21 % 3,965 22 % 3,683 20 % Multi-family 1,355 6 % 870 5 % 1,846 6 % 974 7 % 792 6 % Non-owner occupied residential 1,112 5 % 1,171 5 % 1,184 6 % 1,156 7 % 910 8 % Acquisition and development: 1-4 family residential construction 376 1 % 188 1 % 144 - % 239 1 % 104 1 % Commercial and land development 2,838 7 % 1,874 5 % 970 3 % 720 3 % 713 3 % Commercial and industrial 4,505 17 % 3,814 24 % 3,942 32 % 2,356 13 % 1,656 13 % Municipal 24 1 % 30 1 % 40 1 % 100 3 % 98 4 % Residential mortgage: First lien 1,600 11 % 1,188 10 % 1,627 12 % 1,635 20 % 2,002 19 % Home equity - term 32 - % 31 - % 63 1 % 59 1 % 109 1 % Home equity - lines of credit 1,812 8 % 1,566 8 % 1,672 8 % 1,453 10 % 1,642 12 % Installment and other loans 188 1 % 215 1 % 324 1 % 319 3 % 244 3 % Unallocated 245 237 218 140 570$ 25,178 100 %$ 21,180 100 %$ 20,151 100 %$ 14,655 100 %$ 14,014 100 % 58
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The following table summarizes the ending loan balance individually or
collectively evaluated for impairment by loan class and the ALL allocation for
each at
Commercial Consumer
Acquisition Commercial
Commercial and and Residential Installment
Real Estate Development Industrial Municipal Total Mortgage and Other Total Unallocated Total
December 31, 2022
Loans allocated by:
Individually evaluated for
impairment $ 2,848 $ 15,426 $ 31 $ - $ 18,305 $ 2,920 $ 40 $ 2,960 $ - $ 21,265
Collectively evaluated for
impairment 1,164,401 167,950 357,743 12,173 1,702,267 415,675 12,025 427,700 - 2,129,967
$ 1,167,249 $ 183,376 $ 357,774 $ 12,173 $ 1,720,572 $ 418,595 $ 12,065 $ 430,660 $ - $ 2,151,232
Allowance for loan losses
allocated by:
Individually evaluated for
impairment $ - $ - $ - $ - $ - $ 28 $ - $ 28 $ - $ 28
Collectively evaluated for
impairment 13,558 3,214 4,505 24 21,301 3,416 188 3,604 245 25,150
$ 13,558 $ 3,214 $ 4,505 $ 24 $ 21,301 $ 3,444 $ 188 $ 3,632 $ 245 $ 25,178
December 31, 2021
Loans allocated by:
Individually evaluated for
impairment $ 3,885 $ - $ 250 $ - $ 4,135 $ 3,078 $ 40 $ 3,118 $ - $ 7,253
Collectively evaluated for
impairment 985,933 106,204 485,478 14,989 1,592,604 362,539 17,590 380,129 - 1,972,733
$ 989,818 $ 106,204 $ 485,728 $ 14,989 $ 1,596,739 $ 365,617 $ 17,630 $ 383,247 $ - $ 1,979,986
Allowance for loan losses
allocated by:
Individually evaluated for
impairment $ - $ - $ - $ - $ - $ 28 $ - $ 28 $ - $ 28
Collectively evaluated for
impairment 12,037 2,062 3,814 30 17,943 2,757 215 2,972 237 21,152
$ 12,037 $ 2,062 $ 3,814 $ 30 $ 17,943 $ 2,785 $ 215 $ 3,000 $ 237 $ 21,180
In addition to the reserve allocations on impaired loans noted above, nine
loans, with aggregate outstanding principal balances of $370 thousand , have had
cumulative partial charge-offs to the ALL totaling $320 thousand at December 31,
2022 . As updated appraisals were received on collateral-dependent loans, partial
charge-offs were taken to the extent the loans' principal balance exceeded their
fair value.
Management believes the allocation of the ALL between the various loan classes
adequately reflects the probable incurred credit losses in each portfolio and is
based on the methodology outlined in Note 3, Loans and Allowance for Loan
Losses, to the Consolidated Financial Statements under Part II, Item 8,
"Financial Statements and Supplementary Data." Management re-evaluates and makes
certain enhancements to its methodology used to establish a reserve to better
reflect the risks inherent in the different segments of the portfolio,
particularly in light of increased charge-offs, with noticeable differences
between the different loan classes. Management believes these enhancements to
the ALL methodology improve the accuracy of quantifying probable incurred credit
losses inherent in the portfolio. Management charges actual loan losses to the
reserve and bases the provision for loan losses on its overall analysis.
The largest component of the ALL for the years presented has been allocated to
the commercial real estate segment, particularly the non-owner occupied loan
class. The higher allocations in this segment as compared with the other
segments is consistent with the inherent risk associated with these loans, as
well as generally higher levels of impaired and criticized loans for the periods
presented. There has generally been a decrease in the ALL, as the level of
classified assets decline, and historical loss rates have improved as a result
of improving economic and market conditions; however, the significant increase
in commercial loan production had the effect of increasing provision expense in
2022 and 2021. These increases were partially offset in 2022 and 2021 by
adjustments to certain qualitative factors, which reduced the reserve by $726
thousand and $2.9 million , respectively, in these periods.
The unallocated portion of the ALL reflects estimated inherent losses within the
portfolio that have not been detected, as well as the risk of error in the
specific and general reserve allocation, other potential exposure in the loan
portfolio, variances in management's assessment of national and local economic
conditions and other factors management believes appropriate at the time. The
unallocated portion of the allowance increased from $237 thousand , or 1.1% of
the ALL, at December 31, 2021 to
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$245 thousand , or 1.0% of the ALL, atDecember 31, 2022 . The Company monitors the unallocated portion of the ALL, and by policy, has determined it should not exceed 3% of the total reserve. Future negative provisions for loan losses may result if the unallocated portion was to increase, and management determined the reserves were not required for the anticipated risk in the portfolio. Management believes the Company's ALL is adequate based on information currently available. Future adjustments to the ALL and enhancements to the methodology may be necessary due to changes in economic conditions, regulatory guidance, or management's assumptions as to future delinquencies or loss rates.
Deposits
Total deposits grew by$11.3 million , or less than 1%, and remained consistent with a balance of$2.5 billion at bothDecember 31, 2022 and 2021. The increase of$108.0 million , or 5%, from 2020 to 2021 was primarily due to deposits generated through the SBA PPP originations combined with clients continuing to maintain deposit balances in excess of historical norms. Similarly in 2020, the increase in deposits was due to deposits generated through the SBA PPP and government stimulus. During the fourth quarter of 2022, the Bank announced that it had entered into a Purchase and Assumption Agreement providing for the sale of itsPath Valley branch and associated deposit liabilities. AtDecember 31, 2022 , deposits of approximately$31.3 million are expected to be conveyed in the branch sale, are reported within total deposits at cost and are comprised of$23.5 million in interest-bearing deposits and$7.8 million in non-interest bearing deposits. The transaction is expected to close in the second quarter of 2023. The following table presents average deposits for years endedDecember 31, 2022 , 2021 and 2020. 2022 2021 2020 Demand deposits$ 557,142 $ 542,952 $ 381,869 Interest-bearing demand deposits 1,414,177 1,392,996 1,156,292 Savings deposits 232,660 202,371 163,133 Time deposits 273,276 360,264 452,298 Total deposits$ 2,477,255 $ 2,498,583 $ 2,153,592 Average total deposits decreased by$21.3 million , or 1%, primarily due to a decrease in average time deposits of$87.0 million , or 24%, from 2021 to 2022, partially offset by increases in all other deposit types. The decrease in average time deposits is due to maturities. Management evaluates its utilization of brokered deposits, taking into consideration the interest rate curve and regulatory views on non-core funding sources, and balances this funding source with its funding needs based on growth initiatives. The Company anticipates that loan growth will be funded through deposit generation by offering competitive rates, as well as reliance on FHLB borrowings. The Bank's brokered deposit balances, including the average balance, remained at zero atDecember 31, 2022 and 2021. The Company had time deposits that meet or exceed theFDIC insurance limit of$250,000 of$36.5 million and$44.0 million atDecember 31, 2022 and 2021, respectively. Time deposits held for conveyance in the pending branch sale totaled$2.2 million atDecember 31, 2022 . AtDecember 31, 2022 , the scheduled maturities of time deposits that meet or exceed theFDIC insurance limit or otherwise uninsured were as follows: Three months or less$ 14,027
Over three months through six months 4,662 Over six months through one year
11,638
Over one year 6,190
Total $ 36,517
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Borrowings
In addition to deposit products, the Company uses short-term borrowing sources to meet liquidity needs and for temporary funding. Sources of short-term borrowings include the FHLB ofPittsburgh , federal funds purchased, and to a lesser extent, the FRB discount window. Short-term borrowings also include securities sold under agreements to repurchase with deposit clients, in which a client sweeps a portion of a deposit balance into a repurchase agreement, which is a secured borrowing with a pool of securities pledged against the balance. The Company also utilizes long-term debt, consisting principally of FHLB fixed and amortizing advances, to fund its balance sheet with original maturities greater than one year. The Company evaluates its funding needs, interest rate movements, the cost of options, and the availability of attractive structures when considering the timing and extent of when it enters into long-term borrowings. FHLB advances and other borrowings increased by$104.2 million to$106.1 million atDecember 31, 2022 compared to$1.9 million atDecember 31, 2021 . Due to the utilization of excess liquidity by individuals and businesses, increased competition for deposits and seasonal deposit declines, the Bank's deposit balances started to decline slightly during the fourth quarter of 2022. The Bank opted to borrow funds to provide additional liquidity to meet the credit needs of its clients. InDecember 2018 , the Company issued unsecured subordinated notes payable totaling$32.5 million , which mature onDecember 30, 2028 , and the proceeds of which were designated for general corporate use, including funding of cash consideration for mergers and acquisitions. The subordinated notes have a fixed interest rate of 6.0% throughDecember 30, 2023 , which then converts to a variable rate, equivalent to the LIBOR fallback rate, or any replacement reference rate, plus 3.16% through maturity.
For additional information about borrowings, refer to Note 12, Short-Term Borrowings, Note 13, Long-Term Debt, and Note 14, Subordinated Notes, to the Consolidated Financial Statements appearing in Part II, Item 8, "Financial Statements and Supplementary Data."
Shareholders' Equity
Shareholders' equity totaled$228.9 million atDecember 31, 2022 , a decrease of$42.8 million , or 16%, from$271.7 million atDecember 31, 2021 . The decrease in 2022 was primarily attributable to other comprehensive losses of$44.4 million due to an increase in unrealized losses on AFS securities and interest rate swaps designated as cash flow hedges, caused by a substantial increase in market interest rates, as well as dividends paid of$8.3 million and share-based compensation costs of$12.2 million , partially offset by net income of$22.0 million . For the year endedDecember 31, 2022 , total comprehensive loss was$22.3 million , a decrease of$56.3 million , from total comprehensive income of$34.0 million for the same period in 2021. This decrease was primarily due to an increase in unrealized losses on AFS securities, net of taxes, of$43.7 million and a decrease in net income of$10.8 million , due partially to the provision for legal settlement of$10.3 million and a restructuring charge of$2.5 million , both on an after-tax basis, compared to the same period in 2021. The unrealized losses included in the consolidated statements of comprehensive (loss) income are the result of the significant increase in market interest rates. InSeptember 2015 , the Board of Directors authorized a stock repurchase program, which is more fully described in Item 5 under Issuer Purchases ofEquity Securities . Subsequently onApril 19, 2021 , the Board of Directors authorized the additional future repurchase of up to 562,000 shares of its outstanding common stock. The maximum number of shares that may yet be purchased under the plan is 159,059 shares atDecember 31, 2022 . 61
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The following table includes additional information for shareholders' equity for
years ended
2022 2021 2020
Average shareholders' equity $ 244,281 $ 262,159 $ 226,900
Net income 22,037 32,881 26,463
Cash dividends paid 8,264 8,280 7,610Average equity to average assets ratio 8.59 % 9.06 %
8.58 % Dividend payout ratio 36.39 % 24.68 % 28.12 % Return on average equity 9.02 % 12.54 % 11.66 %
Capital Adequacy and Regulatory Matters
Capital management in a regulated financial services industry must properly balance return on equity to its shareholders while maintaining sufficient levels of capital and related risk-based regulatory capital ratios to satisfy statutory and regulatory requirements. The Company's capital management strategies have been developed to provide attractive rates of returns to its shareholders, while maintaining a "well capitalized" position of regulatory strength. Effective with the third quarter of 2018, the FRB raised the consolidated asset limit on small bank holding companies from$1 billion to$3 billion , and a company with assets under the revised limits is not subject to the FRB consolidated capital rules. A company with consolidated assets under the revised limit may continue to file reports that include capital amounts and ratios.The Parent Company has elected to continue to file those reports.The Parent Company and the Bank both have met all capital adequacy requirements to which they are subject atDecember 31, 2022 and 2021. AtDecember 31, 2022 and 2021, the Bank was considered well capitalized under applicable banking regulations. Tables presenting the Parent Company's and the Bank's capital amounts and ratios atDecember 31, 2022 and 2021 are included in Note 16,Shareholders' Equity and Regulatory Capital , to the Consolidated Financial Statements appearing in Part II, Item 8, "Financial Statements and Supplementary Data." The Company routinely evaluates its capital levels in light of its risk profile to assess its capital needs. In addition to the minimum capital ratio requirement and minimum capital ratio to be well capitalized presented in the tables in Note 16, we must maintain a capital conservation buffer as noted in Item 1 - Business under the topic Basel III Capital Rules. AtDecember 31, 2022 , the Parent Company's and the Bank's capital conservation buffer, based on the most restrictive capital ratio, was 4.3% and 4.3%, respectively, which are above the regulatory requirement of 2.50% atDecember 31, 2022 .
Liquidity and Rate Sensitivity
Liquidity. The primary function of asset/liability management is to ensure adequate liquidity and manage the Company's sensitivity to changing interest rates. Liquidity management involves the ability to meet the cash flow requirements of clients who may be either depositors wanting to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs. The Company's primary sources of funds consist of deposit inflows, loan repayments, borrowings from the FHLB ofPittsburgh and maturities and prepayments of investment securities. While maturities and scheduled amortization of loans and securities are predictable sources of funds, deposit flows and mortgage prepayments are greatly influenced by general interest rates, economic conditions and competition. The Company's maximum borrowing capacity from the FHLB is$1.0 billion atDecember 31, 2022 . The Company regularly adjusts its investments in liquid assets based upon its assessment of expected loan demand, expected deposit flows, yields available on interest-earning deposits and securities and the objectives of its asset/liability management policy. AtDecember 31, 2022 , outstanding loan commitments totaled$863.8 million , which included$206.1 million in undisbursed loans,$296.2 million in unused home equity lines of credit,$338.3 million in commercial lines of credit, and$23.2 million in performance standby letters of credit. Time deposits due within one year afterDecember 31, 2022 totaled$179.0 million , or 71% of time deposits, which includes both clients with longer-term time deposits nearing maturity and the more recent time deposit offerings with terms of 18 months or less. If these maturing deposits do not remain with the Company, it may be required to seek other sources of funds, including other time deposits and lines of credit. Due to current market 62
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conditions, the Company has paid higher rates on such deposits during 2022 than it paid in 2021. The Company has the ability to attract and retain deposits by adjusting the interest rates it offers. The Company's most liquid assets are cash and cash equivalents. The levels of these assets depend on the Company's operating, financing, lending and investing activities during any given period. AtDecember 31, 2022 , cash and cash equivalents totaled$60.8 million , compared with$208.7 million atDecember 31, 2021 , which the decrease is due to the deployment of cash into higher yielding loans and investment securities. Available-for-sale securities, net of securities pledged to maintain liquidity facilities at the FHLB, provide additional sources of liquidity, and totaled$116.9 million atDecember 31, 2022 . Also, atDecember 31, 2022 , the Company had the ability to borrow up to a total of$1.0 billion from the FHLB ofPittsburgh , of which$108.3 million in advances and letters of credit were outstanding. The Company's ability to borrow from the FHLB is dependent on having sufficient qualifying collateral, which generally consists of mortgage loans. In addition, the Company had$30.0 million in available unsecured lines of credit with other banks atDecember 31, 2022 . The Company is a separate legal entity from the Bank and must provide for its own liquidity. In addition to its operating expenses, the Company is responsible for paying any dividends declared to its shareholders and interest on its borrowings. The Company also has repurchased shares of its common stock. The Company's primary source of income is dividends received from the Bank. Restrictions on the Bank's ability to dividend funds to the Company are described in Note 16,Shareholders' Equity and Regulatory Capital , to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplementary Data." Interest Rate Sensitivity. Interest rate sensitivity management requires the maintenance of an appropriate balance between interest sensitive assets and liabilities. Management, through its asset/liability management process, attempts to manage the level of repricing and maturity mismatch so that fluctuations in net interest income are maintained within policy limits in current and expected market conditions. For further discussion, see Part II, Item 7A, "Quantitative and Qualitative Disclosures About Market Risk."
Contractual Obligations
The Company enters into contractual obligations in the normal course of business to fund loan growth, for asset/liability management purposes, to meet required capital needs and for other corporate purposes. The following table presents significant fixed and determinable contractual obligations of principal by payment date atDecember 31, 2022 . In addition, atDecember 31, 2022 , deposits of approximately$31.3 million are expected to be conveyed in connection with the Purchase and Assumption Agreement providing for the sale of the Bank'sPath Valley branch. The transaction is expected to close in the second quarter of 2023.
Further discussion of the nature of each obligation is in the referenced Note to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplementary Data" referenced in the following table.
Payments Due
Note Less than 1 More than
Reference year 2-3 years 4-5 years 5 years Total
Time deposits 10 $ 179,009 $ 63,298 $ 7,231 $ 1,463 $ 251,001
Short-term borrowings 12 121,935 - - - 121,935
Long-term debt 13 462 993 - - 1,455
Subordinated notes 14 - - - 32,500 32,500
Operating lease obligations 5 1,153 2,380 2,500 8,187 14,220
Total $ 302,559 $ 66,671 $ 9,731 $ 42,150 $ 421,111
The contractual obligations table above does not include off-balance sheet
commitments to extend credit that are detailed in the following section. These
commitments generally have fixed expiration dates and many will expire without
being drawn upon, therefore the total commitment does not necessarily represent
future cash requirements and is excluded from the contractual obligations table.
Off-Balance Sheet Arrangements
The Company is party to financial instruments with off-balance sheet risk in the
normal course of business to meet the financing needs of its clients. These
financial instruments include commitments to extend credit and standby letters
of credit.
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The following table details significant commitments at
Contract or Notional
Amount
Commitments to fund:
Home equity lines of credit $ 296,213
1-4 family residential construction loans 49,538
Commercial real estate, construction and land development loans 156,560
Commercial, industrial and other loans 338,286
Standby letters of credit 23,229
A discussion of the nature, business purpose, and guarantees that result from
the Company's off-balance sheet arrangements is included in Note 18, Financial
Instruments with Off-Balance Sheet Risk, to the Consolidated Financial
Statements under Part II, Item 8, "Financial Statements and Supplementary Data."
Recently Adopted and Recently Issued Accounting Standards
Recently adopted and recently issued accounting standards are described in Note 1, Summary of Significant Accounting Policies, to the Consolidated Financial Statements under Part II, Item 8, "Financial Statements and Supplementary Data."
Supplemental Reporting of Non-GAAP Measures
As a result of prior acquisitions, the Company had intangible assets consisting of goodwill and core deposit and other intangible assets totaling$21.8 million and$22.9 million atDecember 31, 2022 and 2021, respectively. Additionally, the Company incurred$3.2 million and$13.0 million in restructuring charges and a provision for legal settlement, respectively, during the year endedDecember 31, 2022 .
Management believes providing certain "non-GAAP" information will assist investors in their understanding of the effect on recent financial results from non-recurring charges.
Tangible book value per common share and the impact of the restructuring charge and legal settlement on net income and associated ratios, as used by the Company in this supplemental reporting presentation, are determined by methods other than in accordance with GAAP. While the Company's management believes this information is a useful supplement to the GAAP-based measures reported in Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, readers are cautioned that this non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial measures determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of our results and financial condition as reported under GAAP, nor are such measures necessarily comparable to non-GAAP performance measures that may be presented by other companies. This supplemental presentation should not be construed as an inference that our future results will be unaffected by similar adjustments to be determined in accordance with GAAP. The decrease in tangible book value per share was primarily caused by the total comprehensive losses of$44.4 million during 2022 compared to total comprehensive income of$1.1 million during 2021. This decrease was primarily due to an increase in unrealized losses on AFS securities caused by the significant increase in market interest rates. 64
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The following tables present the computation of each non-GAAP based measure shown together with its most directly comparable GAAP-based measure. (Dollars, except per share amounts, and shares in thousands)
2022 2021 2020
Tangible book value per common share
Shareholders' equity (most directly comparable
GAAP-based measure) $ 228,896 $ 271,656 $ 246,249
Less: Goodwill 18,724 18,724 18,724
Other intangible assets 3,078 4,183 5,458
Related tax effect (646) (878) (1,146)
Tangible common equity (non-GAAP) $ 207,740 $ 249,627 $ 223,213
Common shares outstanding 10,671 11,183 11,201
Book value per share (most directly comparable GAAP based measure)
$ 21.45 $ 24.29 $ 21.98 Intangible assets per share 1.98 1.97 2.05 Tangible book value per share (non-GAAP)$ 19.47
Adjusted Net Income and Adjusted Diluted Earnings Per ShareDecember 31 , (Dollars, except per share amounts, and shares in thousands)
2022
Net income (most directly comparable GAAP based measure) $
22,037
Plus: Restructuring charges
3,155
Plus: Provision for legal settlement
13,000
Less: Related tax effect
(3,393)
Adjusted net income (non-GAAP) $
34,799
Weighted average shares - diluted (most directly comparable GAAP-based measure)
10,706
Diluted earnings per share (most directly comparable GAAP-based measure)
2.06
Weighted average shares - diluted (non-GAAP) 10,706
Diluted earnings per share, adjusted (non-GAAP) $ 3.25
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